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Filing Details

Accession Number:: 0001181431-13-025933
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-05-07 17:38:01
Reporting Period:: 2013-05-07

Filing Date:: 2013-05-07
Accepted Time:: 2013-05-07 17:38:01
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1535929	Ing U.s. Inc.	VOYA	Life Insurance (6311)	521222820

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1574919	M Alain Karaoglan	230 Park Avenue New York NY 10169	See Remarks	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-05-07	5,100	$19.50	5,100	No	4	P	Direct
Common Stock	Acquisiton	2013-05-07	68,376	$0.00	73,476	No	4	A	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct
No	4	A	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Deferred Shares	Acquisiton	2013-05-07	10,724	$0.00	10,724	$0.00
Common Stock	Deferred Shares	Acquisiton	2013-05-07	38,218	$0.00	38,218	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
10,724			No	4	A	Direct
48,942			No	4	A	Direct

Footnotes

These shares of Common Stock reflect a grant of restricted shares. The restricted shares shall vest as follows: (i) prior to December 31, 2014, if the issuer completes one or more additional public offerings, a number of shares underlying the restricted share award shall vest equal to (A) the total number of shares underlying the original restricted share award multiplied by (B) the percentage of issuer shares held by ING Groep N.V. ("ING Group") after the issuer's initial public offering (the "IPO") that are sold in an additional public offering, and (ii) on December 31, 2014, if all of the shares underlying the original restricted share award have not yet vested, and ING Group owns less than 50% of the amount of issuer shares that it held prior to the IPO (the "Pre-IPO Shares"), then 50% of the unvested restricted shares shall vest (but no shares will vest if ING Group continues to own 50% or more of the Pre-IPO Shares). (Continued in footnote 2)
If the number of shares underlying the restricted share award that have vested pursuant to the above is less than the "Minimum RSA Shares," determined as (I) the number of shares underlying the restricted share award multiplied by (II) a fraction, the numerator of which is the amount by which the percentage of the Pre-IPO Shares no longer owned by ING Group as of December 31, 2014 exceeds 33.33% and the denominator of which is 66.67%, then an additional number of shares underlying the restricted stock award shall vest such that the total number of shares that have vested is not less than the Minimum RSA Shares. All unvested shares underlying the restricted share award that have not vested as of December 31, 2014 shall be forfeited.
Each deferred share represents a contingent right to receive one share of the issuer's Common Stock. The deferred shares may be settled in Common Stock, cash or a combination of cash and Common Stock.
These shares reflect a grant of deferred shares approved by the issuer's board of directors pursuant to the issuer's 2013 Omnibus Employee Incentive Plan. The deferred shares replace ING Group deferred shares originally granted pursuant to the ING Group Long-Term Sustainable Performance Plan in respect of the deferred portion of the reporting person's 2012 annual incentive award that exceeded a threshold amount.
Fifty percent of the deferred shares vest on March 27, 2015, 25% of such shares vest on March 27, 2016 and 25% of such shares vest on March 27, 2017.
Each deferred share represents a contingent right to receive one share of the issuer's Common Stock. The deferred shares may be settled in Common Stock, cash or a combination of cash and Common Stock.
These shares reflect a grant of deferred shares approved by the issuer's board of directors pursuant to the issuer's 2013 Omnibus Employee Incentive Plan. The deferred shares replace ING Group deferred shares originally granted pursuant to the ING Group Long-Term Sustainable Performance Plan.
Fifty percent of the deferred shares vest on March 27, 2015, 25% of such shares vest on March 27, 2016 and 25% of such shares vest on March 27, 2017.