Voya 2013 Annual Report Download - page 441

Annual Incentive Compensation Outcomes
The following table presents, for each NEO, the results of the foregoing annual incentive award
determination, the target annual incentive compensation for 2013 and the amount of the award paid in the form
of cash and deferred equity (for a discussion of incentive deferral requirements, see—Mandatory Deferral of
2013 Annual Incentive Compensation). The cash component of 2013 incentive compensation awards was paid in
March 2014, and the equity grants were made at the same time. As discussed above, due to SEC rules, the
“—Summary Compensation Table”, below, and the related tables, do not include the value of the equity grants
made in 2014 in respect of 2013 annual incentive compensation, but do include the grant date fair value (as
determined under FASB ASC Topic 718) of the deferred portion of 2012 annual incentive compensation granted
to our NEOs in March 2013 under the ING Group LSPP (as defined below) and subsequently converted to RSUs
under the Omnibus Plan as of the date of our IPO.
Name
2013
Target
Annual
Incentive
2013 Preliminary
Annual Incentive
Amount Based on
Financial Measures
Described Above
2013 Actual Incentive Award
Cash
Payment
Deferred
Equity(1)
Total
Annual
Incentive
Payment
Rodney O. Martin, Jr. ............... $1,000,000 $1,200,000 $1,185,711 $814,289 $2,000,000
Alain M. Karaoglan ................ $ 700,000 $ 840,000 $ 885,711 $514,289 $1,400,000
Ewout L. Steenbergen ............... $ 550,000 $ 660,000 $ 735,711 $364,289 $1,100,000
Maliz E. Beams .................... $ 700,000 $ 840,000 $ 745,711 $374,289 $1,120,000
Jeffrey T. Becker .................. $1,437,500 $1,725,000 $1,048,211 $676,789 $1,725,000
(1) The portion of the annual incentive award that was automatically deferred and converted into grants of
RSUs under the Omnibus Plan vest over four years from the date of grant, with 50% vesting on the second
anniversary, 25% vesting on the third anniversary and 25% vesting on the fourth anniversary of the date of
grant.
Long-Term Equity-Based Incentive Compensation
Equity compensation is an important element of executive compensation, because it helps to align executive
pay with the performance of our stock, and in turn the interests of our stockholders. We currently seek to achieve
this objective through the payment of a portion of our NEO’s compensation in the form of time-vested equity
awards. The size of each award is generally based on each NEO’s individual performance during the year
preceding the grant date.
We have historically made grants of equity-based awards in March, in respect of prior-year performance. In
March 2013 we had not yet completed our IPO and were not yet a publicly traded company, and we therefore
followed our historical practice of granting equity-based awards in the form of plan shares of ING Group. In
2013, these plan shares were awarded under the ING Group Long-Term Sustainable Performance Plan (“LSPP”).
Upon the closing of our IPO in May 2013, 2013 awards granted to our NEOs under the LSPP were converted to
Voya Financial awards granted under the Omnibus Plan, at a conversion ratio based on our IPO price of $19.50
per share and ING Group shares valued based upon an average market price over the five trading-day period
immediately before our IPO. For equity awards granted in 2014 and subsequent years, we intend to make grants
on the date of the first scheduled meeting of our Compensation and Benefits Committee following the
publication of our financial results for the preceding year. If such grants are subject to a further approval
requirement, as is the case for awards made in 2014 that are subject to the approval of the ING Group
Supervisory Board (see “—Approval of Compensation Arrangements by Supervisory Board of ING Group”),
then the grant date would be the date of such subsequent approval, although the determination of the price basis
for such awards would be the date of the earlier Committee meeting.
Upon conversion of their 2013 LSPP awards to Voya Financial awards, our NEOs received time-vested
RSUs issued under the Omnibus Plan that vest over a four-year period, with the first 50% vesting on the second
anniversary of the original LSPP grant, and an additional 25% vesting on each of the third and fourth such
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