Voya 2013 Annual Report Download - page 444

have been eligible to receive under the Retirement Plan and the 401(k) Plan if it were not for the compensation
and contribution limits set under the Internal Revenue Code. For purposes of determining benefits under the
SERP and the DCSP, eligible compensation is limited to three times the Internal Revenue Code compensation
limit, which was $255,000 for 2013.
See the narrative description preceding the table entitled “—Pension Benefits in 2013” for more detail of the
Retirement Plan and the SERP. See the narrative description preceding the table entitled “—Nonqualified
Deferred Compensation Plans Table for 2013” for more detail of the DCSP.
Also, see “—Expatriate Arrangements and Localization of Mr. Steenbergen” for more information relating
to Mr. Steenbergen’s retirement benefits.
Perquisites and Other Benefits
During 2013, we provided the NEOs with Company-selected independent advisors to assist them with
financial planning, tax and legal issues. In addition, certain of our NEOs have personal use of a company car and
driver (principally for commuting purposes), and in certain cases the Company provided travel-related
perquisites, including for spousal travel. In addition, our NEOs occasionally have personal use of tickets held by
the Company at sporting or entertainment events, at no incremental cost to the Company. See “—All Other
Compensation Table for 2013”, below, for additional information concerning perquisites. In addition, see
“—Expatriate Arrangements and Localization of Mr. Steenbergen” for more information relating to
Mr. Steenbergen’s pre-localization perquisites.
Deal Incentive Awards
Prior to our IPO, we granted certain one-time incentive award opportunities (“Deal Incentive Awards”) to
each of the NEOs and to certain other employees to encourage the achievement of ING Group’s and the
Company’s goal of successfully executing an initial public offering of the Company’s common stock. The terms
and conditions of the Deal Incentive Awards are set forth in award letters or, in the case of Messrs. Martin and
Karaoglan, set forth in their respective employment agreement or offer letter. With the exception of the deal
incentive awards of Messrs. Martin and Karaoglan, the Deal Incentive Awards were payable in the form of RSUs
issued under the Omnibus Plan, one half of which vested during 2013, upon the closing of our IPO and the
subsequent expiration of the associated underwriters’ lock-up period applicable to our common stock. The
second half of the deal incentive RSUs vested in January 2014.
The Deal Incentive Awards of Mr. Martin and Mr. Karaoglan included a cash payment of $2,000,000 and
$666,667, respectively, which became payable upon the completion of our IPO in May 2013, and an equity
component consisting of RSUs which vest ratably as ING Group continues to sell its holdings of our common
stock. The first such vesting occurred in October 2013 and the second such vesting occurred in March 2014. See
the narrative descriptions under “—Compensation of Named Executive Officers—Grants of Plan-Based
Awards—Deal Incentive Awards” and “—Employment Agreements” for a description of the material terms of
the Deal Incentive Awards.
Expatriate Arrangements and Localization of Mr. Steenbergen
Mr. Steenbergen is a citizen of the Netherlands who served in the United States from January 1, 2010
through March 31, 2013 pursuant to a long-term international assignment from ING Group. On April 1, 2013,
Mr. Steenbergen was localized and became an employee of the Company. With respect to Mr. Steenbergen’s
service as an expatriate, the Company followed the ING Group International Assignments Long-Term
Assignment Policy (the “LTAP”), which provides executives on long-term international assignments with
additional benefits to ensure they have approximately the same relative spending power in the host country as
they would have had in their home country. Under the LTAP, the Company operates a “net pay policy”, to which
tax equalization applies. This is designed to ensure that assignees pay no more or less tax than would have been
payable if they had remained solely in their home country. Also under the LTAP, Mr. Steenbergen received
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