Voya Financial, Inc. (VOYA)
NYSE: VOYA · Real-Time Price · USD
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AGM 2020

May 21, 2020

Operator

Good morning, welcome to the Voya Financial 2020 Annual Meeting of Stockholders. I'd now like to turn the conference over to Rod Martin, Chairman and CEO. Please go ahead.

Rodney O. Martin, Jr.
Chairman and CEO, Voya Financial

Good morning. Welcome to the 2020 Voya Financial Annual Meeting of Stockholders. It's 11:00 A.M. Eastern Time on Thursday, May 21, 2020. I now call the meeting to order. I'm Rod Martin, Chairman and Chief Executive Officer of Voya Financial. On behalf of our directors, officers, and employees, I thank you for attending our 2020 annual meeting. Following the official items of business, I'll provide a brief presentation then take any questions. I'll ask Jean Weng, our Corporate Secretary, to begin the formal business of the meeting. Jean?

Jean Weng
Senior Vice President, Deputy General Counsel, and Corporate Secretary, Voya Financial

Thanks, Rod, good morning, everyone. We're happy to have with us members of our board of directors. We also have in attendance members of our executive committee and representatives from our auditor, Ernst & Young. Also attending is Tracy Oates, the Inspector of Election. Ms. Oates has filed with me her oath as inspector and has provided me with her duly executed certificate of quorum. With that, we will now begin the official business for this annual meeting. As indicated in our proxy statement, we're here today to consider the following items: the election of nine directors to our board of directors for one-year terms, an advisory vote on the approval of executive compensation, a vote to ratify the appointment of Ernst & Young as the company's auditors for 2020, a vote to determine the frequency of future advisory votes on compensation.

The vote will now be taken on the foregoing four matters. We will now pause to allow stockholders to vote. The polls for voting on all matters are hereby closed. I have the report from Ms. Oates on the vote count. As to the election of directors, each director nominee has received the vote of a majority of votes cast and has been elected. As to the second matter, stockholders have approved on an advisory basis the compensation of the company's named executive officers. As to the third matter, stockholders have ratified the appointment of Ernst & Young as the company's auditor for 2020. As to the final matter, stockholders have approved the frequency of future advisory votes on compensation to be every year.

Before our Chairman and CEO, Rod Martin, provides a business update and takes your questions, I would like to remind everyone that statements made today, which are not historical or current facts, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements reflect management's current expectations or beliefs. We call to your attention the fact that the company's actual results could differ from these statements. The company has filed with the SEC reports that list some of the factors that may cause results to differ materially from these statements. We assume no duty to update these forward-looking statements. Please also note that we will be discussing certain non-GAAP financial metrics. In particular, we refer to adjusted operating earnings, which is a non-GAAP financial metric.

For a reconciliation of this metric to the most comparable GAAP measure, please refer to our most recent investor supplement available on our investor relations website. With that, I turn it back to our Chairman and CEO, Rod Martin.

Rodney O. Martin, Jr.
Chairman and CEO, Voya Financial

Thank you, Jean. Today, I'd like to give you an overview of our business. I'll also highlight the progress that we've made in positioning Voya for continued growth and value creation. As I noted on slide two, I'll be talking about some non-GAAP measures and forward-looking information. Moving to slide three. As the world confronts the many challenges related to COVID-19, we at Voya are incredibly grateful to all who are working on the front lines to address this global pandemic. As we navigate this crisis, the safety of our employees, their families, and our customers remain our top priority. I'm extremely proud of our 6,000 employees and the dedication and commitment that they have shown for our advisors and customers. We have quickly pivoted to having more than 95% of our employees working remotely, and we're seeing great resilience among our teams.

This would not have been possible without the significant dedication of our employees. When we do return to our offices, we will do so thoughtfully and gradually, and we will continue to make decisions based on the best interests of our people. Importantly, Voya remains open for business. We're taking actions to address our customer needs. We were the first major retirement plan provider to waive fees in response to the CARES Act and to help our customers and all Americans manage through this difficult time. Specifically, we are crediting hardship distribution and loan initiation fees associated with COVID-19 related distributions. In total, we expect to credit back approximately $10 million-$20 million to our participants through September 30, 2020.

We are proud to serve many customers and clients who are directly serving others during this time, and we are incredibly grateful to all who are working on the front lines. We're also supporting our broader communities, including, but not limited to, providing all Americans with free online resources and phone access to our financial advisors. Through our partnership with Americares, we are supporting the shipment of more than 23 tons of personal protective equipment to partners across the U.S. While this situation will continue to evolve, we are confident in how Voya is positioned and the team that we have to navigate through it. We will get through this together. Turning to slide four. At Voya, our vision is to be America's retirement company. We believe we can achieve that vision through our workplace and institutional focus business mix consisting of retirement, investment management, and employee benefits.

Voya's strong brand and complementary businesses continue to stand apart in the industry. We have demonstrated our ability to increase EPS and improve value for all of our stakeholders. Despite market conditions, we saw strong results across our businesses during the first quarter. Our balance sheet and capital position remain strong. Since our inception, we have returned approximately $6.4 billion to shareholders in share repurchases and dividends. We entered this unprecedented time in a position of strength as a result of the purposeful, strategic decisions that we've made to simplify our company and streamline our businesses. Because of these decisions, and despite the macro backdrop, we remain poised for further success for our customers, shareholders, and employees. Moving to slide five. Our proactive actions to simplify our business include the sale of our individual life and legacy annuity businesses, which we announced in December.

This will reduce risk and enable us to fully focus on high growth, high return capital light businesses that serve the workplace and institutions. We continue to make great progress with Resolution Life and our regulators, and we remain on track to close the sale by September 30, 2020. Moving to slide six. We believe that how we have achieved these results has been just as important as what we have done. Our efforts are broadly being recognized externally. For example, earlier this year, we were again named one of the world's most ethical companies by the Ethisphere Institute. This is the seventh consecutive year we have earned this distinction.

We were also named as one of Fortune's World's Most Admired Companies, as a best place to work for disability inclusion on the Disability Equality Index, and as one of Barron's 100 Most Sustainable Companies, ranking number 3 overall and number 1 in financial services for the second consecutive year. In short, we continue to hear from our clients that our culture and the way we do business distinguishes us from others and is helping us win new business. Turning to slide seven. Voya has achieved significant success over the past few years for our customers, for our employees, and for our shareholders. The purposeful decisions that we've made as a company have enabled us to enter this unprecedented time in a position of strength. We have demonstrated our ability to achieve EPS growth.

We have delivered organic growth across our businesses. We remain on track to complete the sale of the individual life business. Our current excess capital, future free cash flow from our ongoing businesses, and the proceeds from the individual life sale will only further bolster our financial strength. As we move through the remainder of the year, we fully recognize that there will be a number of challenges that we'll need to address. I'm confident in the talent that we have at Voya to enable us to execute on our plans and adapt as needed to continue to position Voya for long-term success. I want to again express the heartfelt gratitude that all of us at Voya have for the everyday heroes for enabling the nation to navigate these challenging times. I hope you and your families remain healthy and safe.

We look forward to updating you on our progress as we pursue our vision to be America's retirement company. With that, I will turn it back over to Jean. We can take any questions you may have.

Jean Weng
Senior Vice President, Deputy General Counsel, and Corporate Secretary, Voya Financial

Thank you, Rod. At this time, we will be happy to answer any questions. We will now pause to see if there are any questions. Thank you. We do have two questions that have come through. I will read each question. We will answer each question. The first question is, "Good morning, Mr. Chairman. My name is Sinead Wadsworth. The recent dramatic growth in the size of passive mutual funds corporate ownership interests in U.S. corporations raises important public policy and corporate governance issues. Currently, BlackRock holds 6.3% and Vanguard holds 10% of the company's outstanding shares. Vanguard is an investment manager for a portion of the assets of one of the company's retirement plans. Does the board see this growing ownership concentration as a positive or negative development as regards long-term corporate planning and performance?

Also, are there potential conflicts of interest when a 5% holder is managing company retirement plan assets? Thank you, Mr. Chairman.

Rodney O. Martin, Jr.
Chairman and CEO, Voya Financial

Thank you for the questions. You specifically call out BlackRock and Vanguard as being 6.3% and 10% owners, respectively. We're very pleased with that and happy with that outcome, particularly because they're two very good examples of firms that pay a good deal of attention to a number of the things that we just talked about in my opening remarks. By way of example, that we're recognized by Ethisphere as being one of the World's Most Ethical Companies, by Fortune as being recognized as one of the World's Most Admired Companies for disability inclusion, and by Barron's as one of the Most Sustainable Companies. Those are all attributes, including our broad focus on diversity inclusion with our board and our management ranks, are attributes of investors that we admire, think a lot about, and are highly supportive of. We're pleased with those investments.

We're pleased that they recognize Voya as one of the distinguishing companies in that category. Turn to the second part of the question. You are correct that we do offer in one of our retirement plans, Vanguard as one of the many investment choices. It's important for me to point out that we have a separate retirement investment committee that chooses the funds that are being offered, and then ultimately, each one of our employees that chooses to participate in our retirement plans make the ultimate choice about whether to choose Vanguard or any other fund that we make available. Thank you for the question. Jean, back to you.

Jean Weng
Senior Vice President, Deputy General Counsel, and Corporate Secretary, Voya Financial

Thank you, Rod. Let me read the second question. "Good morning, Mr. Chairman. My name is Gerard Matthews of the United Brotherhood of Carpenters. The Carpenters Union pension funds, with combined assets of $70 billion, have a collective ownership position of 416,156 shares of the company's common stock. In the first quarter, the company engaged in a $366 million share repurchase, with $280 million of share repurchase authorization remaining. Given the importance of financial liquidity during the market disruptions associated with the pandemic, will the company be suspending additional share repurchases in the near term? Thank you.

Rodney O. Martin, Jr.
Chairman and CEO, Voya Financial

Michael Smith, would you like to take that?

Michael Smith
Vice Chairman and CFO, Voya Financial

Sure. Thank you, Rod, and thank you, Mr. Matthews, for the excellent question, and also thanks to the union pension fund for their support of Voya Financial through their ownership. We did in fact, pause our share repurchases in mid-March as we began to evaluate more seriously, and the seriousness of the economic consequences of the pandemic became more clear. We enter the second quarter with a very strong capital position. We have over $600 million of excess capital in our operating companies. In our holding company, we have over one year's worth of liquidity available to cover dividends, interest, and other related expenses. In addition, as Rod mentioned, with the pending sale of the Life transaction, we would generate significant additional excess capital.

We'll continue to monitor developments in the outside environment, particularly as it relates to the potential for credit migration or credit losses in our general account fixed income portfolio. We'll continue to assess that against the excess capital that we have and our expected future needs and other uses for that capital. As we have done consistently since our IPO, and as Rod mentioned, our prudent stewardship of shareholder capital will continue. We felt like in the current environment, it made sense to pause our repurchase activity, and we'll continue to monitor that as events unfold. Thank you for the question.

Jean Weng
Senior Vice President, Deputy General Counsel, and Corporate Secretary, Voya Financial

Thank you, Mike. We see there are no other questions. On behalf of Voya Financial, I would like to thank you for participating in our annual meeting. The meeting is hereby adjourned.

Operator

The annual meeting has now concluded. Thank you for participating. You may now disconnect.