TCIM accuses Voya Financial of blocking shareholder no-confidence vote

TOMS Capital Investment Management ("TCIM"), which holds approximately 4.5% beneficial ownership in Voya Financial, Inc. (NYSE: VOYA), has accused Voya's board and management of attempting to use regulatory intervention to prevent shareholders from voting on a non-binding no-confidence resolution.

TCIM filed a preliminary proxy statement with the Securities and Exchange Commission on August 6, 2026, in connection with a campaign asking shareholders to express that they no longer have confidence in Voya's board and management. The firm is also calling on the board to review strategic alternatives and engage with interested parties.

In a statement, TCIM said Voya's first substantive response came "almost 100 days" after its initial public communication and indicated the company planned to pursue regulatory action to block the shareholder vote. TCIM disputed Voya's characterization of the campaign as "manipulative," saying it filed a comprehensive preliminary proxy statement to keep shareholders fully informed.

"We will not be deterred from taking all necessary steps to permit shareholders to express their views prior to the Company's window for director nominations opening in January," TCIM said in the statement.

TCIM said it has raised concerns about Voya's governance, financial performance, and what it described as a refusal to consider strategic options over the past five months, both privately and publicly. The firm said Voya's leadership has not meaningfully engaged with those concerns.

As of August 5, 2026, TOMS Capital Investment Management LP reported beneficial ownership or derivative exposure to 4,055,700 shares of Voya common stock, while TCIM Master Fund Ltd. reported beneficial ownership of 1,645,334 shares.

White & Case LLP is serving as legal counsel to TCIM, Longacre Square Partners as strategic advisor, and Okapi Partners as proxy solicitation advisor. The information in this article is based on a press release issued by TOMS Capital Investment Management.

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