Sec Form 4 Filing - Walsh Patricia J @ Voya Financial, Inc. - 2019-06-28

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Walsh Patricia J 2. Issuer Name and Ticker or Trading Symbol Voya Financial, Inc. [ VOYA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) 230 PARK AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 06/28/2019 (Street) NEW YORK, NY10169 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 27,488 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Deferred Savings Plan Issuer Stock Units ( 1 ) 06/28/2019 A 4.973 ( 1 ) ( 1 ) Common Stock 4.973 $ 55.3 1,609.167 ( 2 ) D Performance Stock Unit ( 3 ) ( 3 ) ( 3 ) Common Stock 43,321 ( 4 ) 43,321 D Restricted Stock Units ( 3 ) ( 3 ) ( 3 ) Common Stock 22,814 22,814 D Performance-Based Stock Options ( 5 ) ( 5 ) ( 5 ) Common Stock 158,574 158,574 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Walsh Patricia J 230 PARK AVENUE NEW YORK, NY10169 See Remarks Signatures /s/ Jean Weng, Attorney in Fact 07/01/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each of these units represents a right to receive the cash value of one share of the company's common stock upon the reporting person's separation from the company. The reporting person may reallocate investments in these units to alternative investments in the future. ( 2 )Includes dividend of 0.299 shares. ( 3 )The stock units will vest based on their respective award agreements. ( 4 )The number of shares of common stock that will be delivered for each performance stock unit depends on the achievement of certain performance factors. Depending on actual performance, the number of shares of common stock delivered upon vesting can range from 0% to 150% of the number presented above. ( 5 )The options vest based on the conditions set forth in their respective agreements.

Remarks: Executive Vice President and Chief Legal Officer

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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