Voya 2014 Annual Report Download - page 335

Voya Financial, Inc.
Notes to the Consolidated Financial Statements
(Dollar amounts in millions, unless otherwise stated)
2014 Offering 952,528 RSUs vested during the year ended December 31, 2014. An additional 70,880 RSUs—
Deal Incentive Awards, each with a grant date fair value of $30.03, will proportionately vest and be recognized
as compensation cost upon further sales of Company stock by ING Group.
Voya Financial, Inc. 2013 Omnibus Non-Employee Director Incentive Plan
The Company offers equity-based awards to Voya Financial, Inc. non-employee directors under the Voya
Financial, Inc. 2013 Omnibus Non-Employee Director Incentive Plan (“2013 Director Plan”), which the
Company adopted in connection with the IPO. A total of 88,000 shares of Company common stock were initially
reserved and available for issuance under the 2013 Director Plan. On May 28, 2014, the Company’s Board of
Directors adopted, subject to shareholder approval, amendments to the 2013 Director Plan that increased the
number of shares of Company common stock reserved and available for issuance under the 2013 Director Plan to
288,000. Shareholder approval for these amendments was subsequently obtained on July 30, 2014. The material
terms of the 2013 Director Plan are substantially consistent with the material terms of the 2013 Omnibus Plan
described above.
Non-Employee Director Service Grants: During the year ended December 31, 2014, the Company granted
13,404 RSUs to certain non-employee directors serving on the Board. These awards vest half on the second
anniversary of the grant date, and one-quarter vest on the third and fourth anniversaries of the grant date, in each
case provided that the grantee remains a director of the Company on the relevant vesting date, and provided that
no shares will be delivered in connection with the RSUs until such time as service on the Board is terminated.
Voya Financial, Inc. 2014 Employee Phantom Stock Plan
The Company provides certain of its non-executive employees with cash-settled awards under the Voya
Financial, Inc. 2014 Employee Phantom Stock Plan (the “Phantom Plan”). Awards made under the Phantom Plan
are designed to provide grantees with an economic benefit that is equivalent to an analogous grant under the
Omnibus Plans; however the Company must deliver cash, and may not deliver equity, upon vesting of such
awards. Awards are granted in the form of phantom RSUs and phantom PSUs, each of which is designed to
mirror the value of an equity-settled RSU or PSU awarded under the Omnibus Plans, with the cash settlement
value determined based on the closing price of a share of Company common stock on the New York Stock
Exchange on the trading day immediately preceding the date such award vests. As of December 31, 2014, the
Company had 171,620 phantom RSUs and 92,495 phantom PSUs, respectively, outstanding to its employees.
ING Group Equity-Based Plans
Prior to the IPO, employees of the Company received equity-based compensation in the form of ING Group
equity awards, pursuant to equity compensation plans adopted by ING Group. These plans included:
Long-term Sustainable Performance Plan: In 2012 and 2013, employees of the Company received ING Group-
based equity awards under the Long-Term Sustainable Performance Plan (“LSPP”) of ING Group. LSPP awards
made to Company employees are settled by delivery of ING Group American Depository Receipts (“ADRs”).
LSPP awards provided to the Company’s employees in 2013 were, upon the closing of the IPO, converted into
Company-based equity awards under the 2013 Omnibus Plan. Outstanding awards made 2012 were not
converted. The PSUs were considered granted upon the establishment and communication of the performance
measures for the applicable performance period by the Committee, which is generally carried out during the first
quarter of each year, although awards in respect of the 2013 performance year were not granted until the second
quarter of that year.
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