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Voya Financial, Inc. (VOYA) FY 2021 MD&A

Verbatim Item 7 Management's Discussion and Analysis from Voya Financial, Inc.'s 10-K for fiscal year 2021. Filing date: 2022-02-22. Report date: 2021-12-31. Accession: 0001535929-22-000018.

This page reproduces the company's own Item 7 MD&A text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high.

Company profile: VOYA · All MD&A years: index · Next year: FY 2022

Item 7.     Management’s Discussion and Analysis of Financial Condition and Results of Operations

For the purposes of the discussion in this Annual Report on Form 10-K, the term Voya Financial, Inc. refers to Voya Financial, Inc. and the terms "Company," "we," "our," and "us" refer to Voya Financial, Inc. and its subsidiaries.

The following discussion and analysis presents a review of our results of operations for the years ended December 31, 2021 and 2020, and financial condition as of December 31, 2021 and 2020. This item should be read in its entirety and in conjunction with the Consolidated Financial Statements and related notes contained in Part II, Item 8. of this Annual Report on Form 10-K. For discussion and analysis of our results of operations for the years ended December 31, 2020 and 2019, refer to our 2020 Annual Report on Form 10-K filed with the SEC on March 1, 2021.

In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Actual results may differ materially from those discussed in the forward-looking statements as a result of various factors. See the "Note Concerning Forward-Looking Statements."

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Overview

We provide our principal products and services through three segments: Wealth Solutions, Investment Management and Health Solutions. Corporate includes activities not directly related to our segments and certain run-off activities that are not meaningful to our business strategy.

In general, our primary sources of revenue include fee income from managing investment portfolios for clients as well as asset management and administrative fees from certain insurance and investment products; investment income on our general account and other funds; and from insurance premiums. Our fee income derives from asset- and participant-based advisory and recordkeeping fees on our retirement products, from management and administrative fees we earn from managing client assets, and from the distribution, servicing and management of mutual funds. We generate investment income on the assets in our general account, primarily fixed income assets, that back our liabilities and surplus. We earn premiums on insurance policies, including stop-loss, group life, voluntary and disability products as well as retirement contracts. Our expenses principally consist of general business expenses, commissions and other costs of selling and servicing our products, interest credited on general account liabilities as well as insurance claims and benefits including changes in the reserves we are required to hold for anticipated future insurance benefits.

Because our fee income is generally tied to account values, our profitability is determined in part by the amount of assets we have under management, administration or advisement, which in turn depends on sales volumes to new and existing clients, net deposits from retirement plan participants, and changes in the market value of account assets. Our profitability also depends on the difference between the investment income we earn on our general account assets, or our portfolio yield, and crediting rates on client accounts. Underwriting income, principally dependent on our ability to price our insurance products at a level that enables us to earn a margin over the costs associated with providing benefits and administering those products, and to effectively manage actuarial and policyholder behavior factors, is another component of our profitability.

Profitability also depends on our ability to effectively deploy capital and utilize our tax assets. Furthermore, profitability depends on our ability to manage expenses to acquire new business, such as commissions and distribution expenses, as well as other operating costs.

Discontinued Operations

The Individual Life Transaction

On January 4, 2021, we completed a series of transactions pursuant to a Master Transaction Agreement (the “Resolution MTA”) entered into on December 18, 2019 with Resolution Life U.S. Holdings Inc., a Delaware corporation (“Resolution Life US”), pursuant to which Resolution Life US acquired Security Life of Denver Company ("SLD"), Security Life of Denver International Limited ("SLDI") and Roaring River II, Inc. ("RRII") including several subsidiaries of SLD.

The purchase price we received at the closing was based on estimated amounts and was subject to a post-close true-up mechanism pursuant to which the purchase price was adjusted based on SLD’s adjusted book value as of the closing date. In addition to cash consideration, proceeds included approximately $225 million interest in RLGH and certain other affiliates of Resolution Life US, and $123 million principal amount in surplus notes issued by SLD. In connection with the closing, $100 million was deferred in cash proceeds for a period of up to 42 months, subject to an adjustment mechanism based on certain financial contingencies affecting SLD over that period. In addition, in connection with the unwind of certain guarantee obligations affecting portions of SLD’s business, in lieu of $60 million of cash proceeds, we received approximately $60 million in additional preferred equity interests in Resolution Life US affiliates. During 2021, we completed the post-close true-up process with Resolution Life US which resulted in no material changes to loss on sale recorded upon close. Additionally, we received $100 million from Resolution Life US which was deferred at the time of close as mentioned above.

We determined that the legal entities sold and the Individual Life and Annuities businesses within these entities met the criteria to be classified as held for sale and that the sale represents a strategic shift that will have a major effect on our operations. Accordingly, the results of operations of the businesses sold have been presented as discontinued operations, and the assets and liabilities of the related businesses have been classified as held for sale and segregated for all periods presented in this Annual Report on Form 10-K.

As of December 31, 2020, we recorded an estimated loss on sale, net of tax, of $1,466 million to write down the carrying value

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of the businesses held for sale to estimated fair value, which was based on the estimated sales price of the Individual Life transaction (as defined above) as of December 31, 2020 less cost to sell and other adjustments in accordance with the Resolution MTA. Income (loss) from discontinued operations, net of tax, for the year ended December 31, 2021 includes an estimated reduction to loss on sale of $12 million, net of tax. The loss on sale, net of tax as of December 31, 2021 of $1,454 million, represents the excess of the carrying value of the businesses sold over the purchase price, which equals fair value, less cost to sell. As a result of the close of the Individual Life Transaction, the net aggregate reduction in Total shareholders' equity, excluding Accumulated other comprehensive income (“AOCI”), was $0.6 billion. The net aggregate reduction in Total shareholders’ equity, including AOCI, was $2.3 billion. This includes the impact of the cumulative loss on sale as well as the reversal of the AOCI related to the entities sold.

Refer to Reinsurance Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for disclosures related to the reinsurance transactions pursuant to the Resolution MTA.

Upon the close of the Individual Life transaction, we continue to hold an insignificant number of Individual Life, and non-Wealth Solutions annuities policies which together with the businesses sold through divestment or reinsurance will be referred to as "divested businesses".

The following table summarizes the components of Income (loss) from discontinued operations, net of tax related to the Individual Life Transaction (closed on January 4, 2021) for the periods indicated:

Year Ended December 31,
202120202019
Revenues:
Net investment income$$669$665
Fee income778750
Premiums2627
Total net gains (losses)2745
Other revenue(16)(21)
Total revenues1,4841,466
Benefits and expenses:
Interest credited and other benefits to contract owners/policyholders1,2251,055
Operating expenses14783
Net amortization of Deferred policy acquisition costs and Value of business acquired238153
Interest expense610
Total benefits and expenses1,6161,301
Income (loss) from discontinued operations before income taxes(132)165
Income tax expense (benefit)(29)34
Loss on sale, net of tax12(316)(1,150)
Income (loss) from discontinued operations, net of tax$12$(419)$(1,019)

Trends and Uncertainties

Throughout this Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"), we discuss a number of trends and uncertainties that we believe may materially affect our future liquidity, financial condition or results of operations. Where these trends or uncertainties are specific to a particular aspect of our business, we often include such a discussion under the relevant caption of this MD&A, as part of our broader analysis of that area of our business. In addition, the following factors represent some of the key general trends and uncertainties that have influenced the development of our business and our historical financial performance and that we believe will continue to influence our continuing business operations and financial performance in the future.

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COVID-19 and its Effect on the Global Economy

COVID-19, the disease caused by the novel coronavirus, has had a significant adverse effect on the global economy since March of 2020. Even though the pace of vaccinations has increased in many countries, including the United States, the disease continues to spread throughout the world. The persistence of new infections, including the introduction of new variants, has slowed the re-opening of the U.S. economy and, even in regions where restrictions have largely been lifted, economic activity has been slow to recover. In addition, while the ability to impose federal vaccine mandates have been curtailed by the U.S. Supreme Court, we continue to be subject to various state and local vaccine mandates that would require at least a portion of our U.S. employees to be vaccinated, which could potentially impact our work force. Longer-term, the economic outlook is uncertain, but may depend in significant part on progress with respect to effective therapies to treat COVID-19 or the approval of additional vaccines and the pace at which they are administered globally. For further information regarding risks associated with COVID-19, see Risk Factors - The COVID-19 pandemic has had, and is likely to continue to have, adverse effects on our financial condition and results of operations in Part I, Item 1A. of this Annual Report on Form 10-K.

Effect on Voya Financial - Financial Condition, Capital and Liquidity

Because both public health and economic circumstances are changing so rapidly at present, it is impossible to predict how COVID-19 will affect Voya Financial’s future financial condition. Absent a further significant and prolonged market shock, however, we do not anticipate a material effect on our balance sheet, statutory capital, or liquidity. Our capital levels remain strong and significantly above our targets. As of December 31, 2021, our estimated combined RBC ratio, with adjustments for certain intercompany transactions, was 550%, above our 375% target.

We have completed repurchases of approximately $1,143 million of our common shares as of December 31, 2021. In January and October 2021, we increased our common shareholder dividend by 10% and 21%, respectively. We do not anticipate any reduction in our dividend and continue to monitor the dividends-paying capacity of our insurance subsidiaries. We have distributed $910 million in 2021 from our insurance subsidiaries.

Effect on Voya Financial - Results of Operations

Predicting with accuracy the future consequences of COVID-19 on our results of operations is impossible. To date, the most significant effects of adverse economic conditions have been on our fee-based income, with net investment income experiencing milder effects. Underwriting income, principally affected by increases to mortality and morbidity due to the disease, has also been negatively affected.

Wealth Solutions

In Wealth Solutions, we initially experienced pressure on earnings driven by equity market volatility as well as lower interest rates, with effects weighted more heavily towards our full-service corporate markets business and less on recordkeeping business. While equity market improvements have resulted in higher AUM levels and favorable results in fee-based income, we estimate that low market interest rates will continue to contribute to a lower spread-based income. Longer-term effects will depend significantly on equity market performance and prevailing interest rate levels, as well as unemployment levels. We believe that expense reductions and other management actions would be available to offset a portion of any impact.

Investment Management

In Investment Management, equity market improvements have contributed to AUM levels and higher fee-based margin. In addition, Investment capital has been revaluated higher over the last year, however if the economy declines due to COVID-19 and emerging variants, investment capital results could materially decline. We had seen an elevated level of outflows associated with our retail business at the outset of the pandemic that has since subsided. The pandemic has made generating new business leads more challenging, resulting in a reduction in sales meetings and activities that could result in a lower level of sales activity during the year. If the pandemic persists and the economy fails to grow or declines from current levels, asset values could be negatively impacted resulting in lower management fee revenue and/or investment capital returns.

Health Solutions

In Health Solutions, the effects from COVID-19 have been seen primarily in increased mortality claims on group life policies. We have not seen a significant increase in medical stop loss claims.

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We expect mortality claims in group life to be elevated in 2022 due to COVID-19 related deaths, with the magnitude of such claims dependent on mortality rates from the disease. We currently estimate that, for every 10,000 incremental deaths in the United States due to COVID-19, we would see between $2 to $3 million of additional claims. Experience to date is consistent with this expectation.

Market Conditions

While extraordinary monetary accommodation has suppressed volatility in rate, credit and domestic equity markets for an extended period, global capital markets are now past peak accommodation as the U.S. Federal Reserve continues its gradual pace of policy normalization. As global monetary policy becomes less accommodating, an increase in market volatility could affect our business, including through effects on the rate and spread component of yields we earn on invested assets, changes in required reserves and capital, and fluctuations in the value of our assets under management ("AUM"), administration or advisement ("AUA"). These effects could be exacerbated by uncertainty about future fiscal policy, changes in tax policy, the scope of potential deregulation, levels of global trade, and geopolitical risk. In the short- to medium-term, the potential for increased volatility, coupled with prevailing interest rates below historical averages, can pressure sales and reduce demand as consumers hesitate to make financial decisions. In addition, this environment could make it difficult to manufacture products that are consistently both attractive to customers and profitable. Financial performance can be adversely affected by market volatility as fees driven by AUM fluctuate, hedging costs increase and revenue declines due to reduced sales and increased outflows. As a company with strong retirement, investment management and insurance capabilities, however, we believe the market conditions noted above may, over the long term, enhance the attractiveness of our broad portfolio of products and services. We will need to continue to monitor the behavior of our customers and other factors, including mortality rates, morbidity rates, and lapse rates, which adjust in response to changes in market conditions in order to ensure that our products and services remain attractive as well as profitable. For additional information on our sensitivity to interest rates and equity market prices, see Quantitative and Qualitative Disclosures About Market Risk in Part II, Item 7A. of this Annual Report on Form 10-K.

Interest Rate Environment

We believe the interest rate environment will continue to influence our business and financial performance in the future for several reasons, including the following:

•Our general account investment portfolio, which was approximately $45 billion as of December 31, 2021, consists predominantly of fixed income investments and had an annualized earned yield of approximately 4.5% in the fourth quarter of 2021. In the near term and absent further material change in yields available on fixed income investments, we expect the yield we earn on new investments will be lower than the yields we earn on maturing investments, which were generally purchased in environments where interest rates were higher than current levels. We currently anticipate that proceeds that were reinvested in fixed income investments during 2021 will earn an average yield below the prevailing portfolio yield. If interest rates were to rise, we expect the yield on our new money investments would also rise and gradually converge toward the yield of those maturing assets. In addition, while less material to financial results than new money investment rates, movements in prevailing interest rates also influence the prices of fixed income investments that we sell on the secondary market rather than holding until maturity or repayment, with rising interest rates generally leading to lower prices in the secondary market, and falling interest rates generally leading to higher prices.

•     Several of our products pay guaranteed minimum rates such as fixed accounts and a portion of the stable value accounts included within defined contribution retirement plans. We are required to pay these guaranteed minimum rates even if earnings on our investment portfolio decline, with the resulting investment margin compression negatively impacting earnings. In addition, we expect more policyholders to hold policies (lower lapses) with comparatively high guaranteed rates longer in a low interest rate environment. Conversely, a rise in average yield on our investment portfolio would positively impact earnings if the average interest rate we pay on our products does not rise correspondingly. Similarly, we expect policyholders would be less likely to hold policies (higher lapses) with existing guarantees as interest rates rise.

For additional information on the impact of the continued low interest rate environment, see Risk Factors - The level of interest rates may adversely affect our profitability, particularly in the event of a continuation of the current low interest rate environment or a period of rapidly increasing interest rates in Part I, Item 1A. of this Annual Report on Form 10-K. Also, for additional information on our sensitivity to interest rates, see Quantitative and Qualitative Disclosures About Market Risk in Part II, Item 7A. of this Annual Report on Form 10-K.

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Seasonality and Other Matters

Our business results can vary from quarter to quarter as a result of seasonal factors. For all of our segments, the first quarter of each year typically has elevated operating expenses, reflecting higher payroll taxes, equity compensation grants, and certain other expenses that tend to be concentrated in the first quarters. Additionally, alternative investment income tends to be lower in the first quarters. Other seasonal factors that affect our business include:

Wealth Solutions

•The first quarters tend to have the highest level of recurring deposits in Corporate Markets, due to the increase in participant contributions from the receipt of annual bonus award payments or annual lump sum matches and profit sharing contributions made by many employers. Corporate Market withdrawals also tend to increase in the first quarters as departing sponsors change providers at the start of a new year.

•In the third quarters, education tax-exempt markets typically have the lowest recurring deposits, due to the timing of vacation schedules in the academic calendar.

•The fourth quarters tend to have the highest level of single/transfer deposits due to new Corporate Market plan sales as sponsors transfer from other providers when contracts expire at the fiscal or calendar year-end. Recurring deposits in the Corporate Market may be lower in the fourth quarters as higher paid participants scale back or halt their contributions upon reaching the annual maximums allowed for the year. Finally, Corporate Market withdrawals tend to increase in the fourth quarters, as in the first quarters, due to departing sponsors.

Investment Management

•In the fourth quarters, performance fees are typically higher due to certain performance fees being associated with calendar-year performance against established benchmarks and hurdle rates.

Health Solutions

•The first quarters tend to have the highest Group Life loss ratio. Sales for Group Life and Stop Loss also tend to be the highest in the first quarters, as most of our contracts have January start dates in alignment with the start of our clients' fiscal years.

•The third quarters tend to have the second highest Group Life and Stop Loss sales, as a large number of our contracts have July start dates in alignment with the start of our clients' fiscal years.

In addition to these seasonal factors, our results are impacted by the annual review of assumptions related to future policy benefits and deferred policy acquisition costs ("DAC"), value of business acquired ("VOBA") (collectively, "DAC/VOBA") and other intangibles, which we generally complete in the third quarter of each year, and annual remeasurement related to our employee benefit plans, which we generally complete in the fourth quarter of each year. See Critical Accounting Judgments and Estimates in Part II, Item 7. of this Annual Report on Form 10-K for further information.

Stranded Costs

As a result of the Individual Life Transaction, the historical revenues and certain expenses of the divested businesses have been classified as discontinued operations. Historical revenues and certain expenses of the businesses that have been divested via reinsurance at closing of the Individual Life Transaction (including an insignificant amount of Individual Life and non-Wealth Solutions annuities that are not part of the transaction) are reported within continuing operations, but are excluded from adjusted operating earnings as businesses exited or to be exited through reinsurance or divestment. Expenses classified within discontinued operations and businesses exited or to be exited through reinsurance include only direct operating expenses incurred by these businesses and then only to the extent that the nature of such expenses was such that we ceased to incur such expenses upon the close of the Individual Life Transaction. Certain other direct costs of these businesses, including those which relate to activities for which we provide transitional services and for which we are reimbursed under transition services agreements (“TSAs”) are reported within continuing operations along with the associated revenues from the TSAs. Additionally, indirect costs, such as those related to corporate and shared service functions that were previously allocated to the businesses sold or divested via reinsurance, are reported within continuing operations. These costs ("Stranded Costs") and the associated revenues from the TSAs are reported within continuing operations in Corporate, since we do not believe they are representative of the future run-rate of revenues and expenses of the continuing operations of our business segments. We have implemented a cost reduction strategy to address Stranded Costs. Refer to Restructuring in Part II, Item 7 of this Annual Report on Form 10-K for more information on this program.

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Restructuring

Organizational Restructuring

Pursuant to the Company executing the Resolution MTA and the Individual Life Transaction, the Company sold five of its legal subsidiaries, SLD, SLDI, RRII, MUL and VAE to Resolution Life US, which is an insurance holding company newly formed by RLGH, a Bermuda-based limited partnership. The Company also executed an agreement with Cetera on June 9, 2021, where Cetera acquired the independent financial planning channel of VFA. Additionally, the Company transferred or ceased usage of a substantial number of administrative systems and is undertaking restructuring efforts to reduce stranded expenses associated with its Individual Life business and independent financial planning channel as well as its corporate and shared services functions. The Company anticipates incurring additional restructuring expenses directly and indirectly related to these dispositions beyond 2021, of $25 - $75 in addition to the $78 incurred during 2020 and $91 incurred for the year ended December 31, 2021.

See the Restructuring Note in our Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K for information on the restructuring activities related to the Individual Life Transaction.

Results of Operations

Operating Measures

In this MD&A, we discuss Adjusted operating earnings before income taxes and Adjusted operating revenues, each of which is a measure used by management to evaluate segment performance. For additional information on each measure, see Segments Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

AUM and AUA

A substantial portion of our fees, other charges and margins are based on AUM. AUM represents on-balance sheet assets supporting customer account values/liabilities and surplus as well as off-balance sheet institutional/mutual funds. Customer account values reflect the amount of policyholder equity that has accumulated within retirement, annuity and universal-life type products.

AUM includes general account assets managed by our Investment Management segment in which we bear the investment risk, separate account assets in which the contract owner bears the investment risk and institutional/mutual funds, which are excluded from our balance sheets. AUM-based revenues increase or decrease with a rise or fall in the amount of AUM, whether caused by changes in capital markets or by net flows. AUM is principally affected by net deposits (i.e., new deposits, less surrenders and other outflows) and investment performance (i.e., interest credited to contract owner accounts for assets that earn a fixed return or market performance for assets that earn a variable return). Separate account AUM and institutional/mutual fund AUM include assets managed by our Investment Management segment, as well as assets managed by third-party investment managers. Our Investment Management segment reflects the revenues earned for managing affiliated assets for our other segments as well as assets managed for third parties.

AUA represents accumulated assets on contracts pursuant to which we either provide administrative or advisement services or product guarantees for assets managed by third parties. These contracts are not insurance contracts and the assets are excluded from the Consolidated Financial Statements. Fees earned on AUA are generally based on the number of participants, asset levels and/or the level of services or product guarantees that are provided.

Our consolidated AUM/AUA includes eliminations of AUM/AUA managed by our Investment Management segment that is also reflected in other segments’ AUM/AUA and adjustments for AUM not reflected in any segments.

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The following table presents AUM and AUA as of the dates indicated:

As of December 31,
($ in millions)20212020
AUM and AUA:
Wealth Solutions$536,246$520,258
Investment Management323,656301,680
Health Solutions1,8871,837
Eliminations/Other(122,754)(123,587)
Total AUM and AUA(1)$739,035$700,188
AUM$405,285$364,610
AUA333,749335,578
Total AUM and AUA(1)$739,035$700,188

(1) Includes AUM and AUA related to the divested businesses, for which a substantial portion of the assets continue to be managed by our Investment Management segment.

Terminology Definitions

Sales Statistics

In our discussion of our segment results under Results of Operations—Segment by Segment, we sometimes refer to sales activity for various products. The term "sales" is used differently for different products, as described more fully below. These sales statistics do not correspond to revenues under U.S. GAAP and are used by us as operating statistics underlying our financial performance.

Net flows are deposits less redemptions (including benefits and other product charges).

Sales for Health Solutions products are based on a calculation of annual premiums, which represent regular premiums on new policies, plus a portion of new single premiums.

Total gross premiums and deposits are defined as premium revenue and deposits for policies written and assumed. This measure provides information as to growth and persistency trends related to premium and deposits.

Other Measures

Total annualized in-force premiums are defined as a full year of premium at the rate in effect at the end of the period. This measure provides information as to the growth and persistency trends in premium revenue.

Interest adjusted loss ratios are defined as the ratio of benefits expense to premium revenue exclusive of the discount component in the change in benefit reserve. This measure reports the loss ratio related to mortality on life products and morbidity on health products.

Net gains (losses), Net investment gains (losses) and related charges and adjustments and Net guaranteed benefit losses and related charges and adjustments include changes in the fair value of derivatives. Increases in the fair value of derivative assets or decreases in the fair value of derivative liabilities result in "gains." Decreases in the fair value of derivative assets or increases in the fair value of derivative liabilities result in "losses."

In addition, we have certain products that contain guarantees that are embedded derivatives related to guaranteed benefits and index-crediting features, while other products contain such guarantees that are considered derivatives (collectively "guaranteed benefit derivatives").

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Results of Operations - Company Consolidated

The following table presents our Consolidated Statements of Operations for the periods indicated:

Year Ended December 31,
($ in millions)20212020Change
Revenues:
Net investment income$2,774$2,909$(135)
Fee income1,8272,026(199)
Premiums(3,354)2,416(5,770)
Net gains (losses)1,423(365)1,788
Other revenue579409170
Income (loss) related to consolidated investment entities981254727
Total revenues4,2307,649(3,419)
Benefits and expenses:
Interest credited and other benefits to contract owners/policyholders(2,163)4,101(6,264)
Operating expenses2,5862,654(68)
Net amortization of Deferred policy acquisition costs and Value of business acquired795352443
Interest expense18615927
Operating expenses related to consolidated investment entities493118
Total benefits and expenses1,4537,297(5,844)
Income (loss) from continuing operations before income taxes2,7773522,425
Income tax expense (benefit)(98)(18)(80)
Income (loss) from continuing operations2,8753702,505
Income (loss) from discontinued operations, net of tax12(419)431
Net Income (loss)2,887(49)2,936
Less: Net income (loss) attributable to noncontrolling interest761157604
Less: Preferred stock dividends3636
Net income (loss) available to our common shareholders$2,090$(242)$2,332

For additional information on reconciliations of Income (loss) from continuing operations before income taxes to Adjusted operating earnings before income taxes and Total revenues to Adjusted operating revenues, and their relative contributions of each segment, see Segments Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Consolidated - Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

Total Revenues

Total Revenues decreased $3,419 million from $7,649 million to $4,230 million. The following items contributed to the overall decrease.

Net investment income decreased $135 million from $2,909 million to $2,774 million primarily due to:

•transfer of assets to a comfort trust pursuant to the reinsurance agreements entered into concurrent with the closing of the Individual Life Transaction.

The decrease was partially offset by:

•higher alternative investment income in the current period primarily driven by market performance; and

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•higher prepayment fee income in the current period primarily driven by interest rate movements.

Fee income decreased $199 million from $2,026 million to $1,827 million primarily due to:

•lower fee income compared to the prior period due to the close of the Individual Life Transaction in both businesses exited and Investment Management.

The decrease was partially offset by:

•an increase in average fee-based fund AUM in Wealth solutions primarily driven by market performance, partially offset by a lower earned rate; and

•an increase in average external client AUM in Investment Management primarily driven by market performance and positive net flows.

Premiums decreased $5,770 million from $2,416 million to $(3,354) million primarily due to:

•the close of the Individual Life Transaction, at which point RLI, VRIAC, and RLNY ceded substantially all of their Individual Life and Non-Wealth Solution Annuities businesses to SLD, which are fully offset by a corresponding amount in Interest credited and other benefits to contract owners/policyholders.

The decrease was partially offset by:

•higher premiums driven by growth of the Stop Loss and Voluntary blocks of business in Health Solutions.

Net gains (losses) changed $1,788 million from a loss of $365 million to a gain of $1,423 million primarily due to:

•realized gains on the transfer of assets to a comfort trust pursuant to reinsurance agreements entered into concurrent with the close of the Individual Life Transaction;

•a favorable change in the allowance for losses on commercial mortgage loans; and

•realized gain driven by the sale of our stake in a limited partnership interest.

The change were partially offset by:

•unfavorable mark-to-market adjustments on securities subject to fair value option accounting primarily driven by a general market re-pricing of prepayment risk;

•losses from market value changes associated with business reinsured, which are fully offset by a corresponding amount in Interest credited and other benefits to contract owners/policyholders; and

•unfavorable changes in the fair value of guaranteed benefit derivatives as a result of interest rate movements.

Other revenue increased $170 million from $409 million to $579 million primarily due to:

•a net gain related to the sale of the independent financial planning channel of VFA; and

•revenue from transition services agreements resulting from the close of the Individual Life Transaction.

The increase was partially offset by:

•lower revenues driven by the sale of the independent financial planning channel of VFA; and

•performance fees earned in our Investment Management segment in the prior year which did not repeat.

Income related to consolidated investment entities increased $727 million from $254 million to $981 million primarily due to:

•increase due to favorable market appreciation in the limited partnerships due to higher demand for the alternative asset investment class; and

•new funds launched during the current period.

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Total Benefits and Expenses

Total benefits and expenses decreased by $5,844 million from $7,297 million to $1,453 million. The following items contributed to the overall decrease.

Interest credited and other benefits to contract owners/policyholders decreased $6,264 million from $4,101 million to $(2,163) million primarily due to:

•the close of the Individual Life Transaction, at which point, RLI, VRIAC, and RLNY ceded substantially all of their Individual Life and Non-Wealth Solutions Annuities businesses to SLD, which are fully offset by a corresponding amount in Premiums;

•loss recognition and annual assumptions update unlocking during the prior year related to our businesses reinsured at the close of the Individual Life Transaction; and

•market value impacts and changes in the reinsurance deposit asset associated with business reinsured, which are fully offset by a corresponding amount in Net gains (losses).

The decrease was partially offset by:

•amortization and loss recognition driven by the realized gains on the transfer of assets to a comfort trust pursuant to reinsurance agreements entered into concurrent with the close of the Individual Life Transaction;

•higher claims in Group Life, primarily related to COVID-19, and growth in Stop Loss and Voluntary blocks of business, partially offset by lower Voluntary loss ratios and other reserve adjustments in Health Solutions;

•an increase in the allowance for losses on reinsurance recoverables; and

•actual versus expected mortality in the current period for the businesses ceded to SLD related to claims prior to the close of the Individual Life Transaction.

Operating expenses decreased $68 million from $2,654 million to $2,586 million primarily due to:

•lower expenses driven by the close of the Individual Life Transaction and sale of the independent financial planning channel of VFA;

•a ceding commission paid as part of the close of the Individual Life Transaction at which point RLI, VRIAC and RLNY ceded substantially all of the Individual Life and Non-Wealth Solution Annuities businesses to SLD;

•lower stranded costs in the current period related to the Individual Life Transaction due to increased benefits from costs savings;

•a favorable change in pension costs. See the Employee Benefit Arrangements Note in Part II, Item 8. of this Annual Report on Form 10-K for further information; and

•lower amortization of intangible assets in Corporate related to a prior acquisition that became fully amortized during the third quarter of 2020.

The decrease was partially offset by:

•an increase in growth-based expenses in our Wealth Solutions and Health Solutions segments;

•higher incentive compensation in Corporate due to strong performance in the current period;

•higher restructuring charges in the current period. See the Restructuring Note in Part II, Item 8. of this Annual Report on Form 10-K for information;

•higher compensation related expenses in our Investment Management segment primarily associated with higher earnings in the current period; and

•higher litigation reserves in Wealth Solutions during the current periods compared to the prior period.

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Net amortization of DAC/VOBA increased $443 million from $352 million to $795 million primarily due to:

•amortization and loss recognition driven by the realized gains on the transfer of assets to a comfort trust pursuant to reinsurance agreements entered into concurrent with the close of the Individual Life Transaction;

•unfavorable annual assumption updates resulting in a write-down of DAC and VOBA, partially offset by unfavorable assumption updates in the prior period related to our businesses ceded to SLD at the close of the Individual Life Transaction; and

•higher amortization on higher gross profits and business growth in Wealth Solutions and Health Solutions.

The increase was partially offset by:

•favorable Wealth Solutions annual assumption update unlocking in the current period compared to unfavorable unlocking in the prior period.

Income Tax Benefit

Income tax benefit increased $80 million from $18 million to $98 million primarily due to:

•the $521 million release of the tax valuation allowance in 2021, which consisted of a $290 million allowance release related to all of the federal deferred tax assets and a substantial portion of the state deferred tax assets and a $231 million release of a stranded tax benefit allocated to continuing operations from Accumulated Other Comprehensive Income; and

•an increase in noncontrolling interest.

The increase was partially offset by:

•an increase in income before income taxes.

Loss from Discontinued Operations, net of Tax

Income (loss) from discontinued operations, net of tax changed $431 million from a loss of $419 million to income of $12 million primarily due to:

•unfavorable adjustments to the Individual Life Transaction loss on sale, net of tax excluding costs to sell made in the prior period and favorable adjustments made in the current period; and

•net losses from discontinued operations, net of tax in the prior period which ceased at the close of the Individual Life Transaction.

Adjustments from Income (Loss) from Continuing Operations before Income Taxes to Adjusted Operating Earnings before Income Taxes

For additional information on the reconciliation adjustments listed below, see the Segments Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Net investment gains (losses) and related charges and adjustments changed $42 million from a gain of $22 million to a loss of $20 million primarily due to:

•unfavorable mark-to-market adjustments on securities subject to fair value option accounting primarily driven by a general market re-pricing of prepayment risk.

The change was partially offset by:

•a realized gain driven by the sale of our stake in a limited partnership interest; and

•a favorable change in the allowance for losses on commercial mortgage loans.

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Net guaranteed benefit gains (losses) and related charges and adjustments changed $23 million from a gain of $22 million to a loss of $1 million primarily due to:

•unfavorable changes in derivative valuations due to interest rate movements.

Gain (loss) related to businesses exited through reinsurance or divestment changed $1,154 million from a loss of $342 million to an income of $812 million primarily due to:

The close of the Individual Life Transaction:

•at the close of the Individual Life Transaction the transfer of assets to a comfort trust pursuant to the reinsurance agreements resulted in realized gains which were partially offset by intangibles amortization and loss recognition; and

•actual versus expected mortality in the current year for the businesses ceded to SLD related to claims prior to the close of the Individual Life Transaction.

Other current year events:

•a gain in second quarter related to the sale of the independent financial planning channel of VFA net of transaction-related costs to sell;

•third quarter annual assumption updates which resulted in DAC and VOBA loss recognition on the deferred intangibles associated with our businesses ceded to SLD; and

•current year amortization of the deferred intangibles associated with the businesses ceded to SLD.

For further information on the deferred intangibles, see the Reinsurance Note in Part II, Item 8. of this Annual Report on Form 10-K.

Prior year impacts:

•net losses, due to loss recognition and unfavorable unlocking driven by the annual assumption updates net of favorable alternative investment performance, in the prior year related to the Individual Life and the Non-Wealth Solution Annuities businesses in RLI, VRIAC, and RLNY that were ceded to SLD at the close of the Individual Life Transaction.

For further details on loss recognition, see Critical Accounting Judgments and Estimates - Assumptions and Periodic Review in Part II, Item 7. of this Annual Report on Form 10-K.

Losses related to early extinguishment of debt increased $31 million primarily due to:

•losses in connection with debt extinguishments completed during the current year. See the Financing Agreements Note in Part II, Item 8. of this Annual Report on Form 10-K for further information.

Immediate recognition of net actuarial gains related to pension and other postretirement benefit obligations and gains from plan adjustments and curtailments increased $31 million from $2 million to $33 million. See Critical Accounting Judgments and Estimates - Employee Benefits Plans in Part II, Item 7. of this Annual Report on Form 10-K for further information.

Other adjustments increased $64 million from a loss of $41 million to a loss of $105 million primarily due to:

•higher costs recorded in the current year related to restructuring. See the Restructuring Note in Part II, Item 8. of this Annual Report on Form 10-K for information.

Results of Operations - Segment by Segment

Adjusted operating earnings is the measure of segment profit or loss management uses to evaluate segment performance. Adjusted operating earnings should not be viewed as a substitute for GAAP pretax income. We believe the presentation of segment adjusted operating earnings as we measure it for management purposes enhances the understanding of our business by reflecting the underlying performance of our core operations and facilitating a more meaningful trend analysis. Refer to the Segments Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information on the presentation of segment results and our definition of adjusted operating earnings.

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Wealth Solutions

The following table presents Adjusted operating earnings before income taxes of our Wealth Solutions segment for the periods indicated:

Year Ended December 31,
($ in millions)20212020
Adjusted operating revenues:
Net investment income and net gains (losses)$2,114$1,742
Fee income1,056877
Premiums8
Other revenue6889
Total adjusted operating revenues3,2382,717
Operating benefits and expenses:
Interest credited and other benefits to contract owners/policyholders891961
Operating expenses1,1461,075
Net amortization of DAC/VOBA91237
Total operating benefits and expenses2,1282,274
Adjusted operating earnings before income taxes(1)$1,110$443

(1) Includes unlocking related to annual review of the assumptions. Refer to DAC/VOBA and Other Intangibles Unlocking in Part II, Item 7. of this Annual Report on Form 10-K for further information.

The following tables present Total Client Assets, which comprise total AUM and AUA, for our Wealth Solutions segment as of the dates indicated:

As of December 31,
($ in millions)20212020
Full Service$187,702$165,412
Recordkeeping279,501247,309
Total Defined Contribution467,203412,721
Investment-only Stable Value40,24642,864
Retail Client and Other Assets28,79664,673
Total Client Assets$536,246$520,258
As of December 31,
($ in millions)20212020
Fee-based$434,340$379,840
Spread-based33,35934,712
Investment-only Stable Value40,24642,864
Retail Client Assets28,30062,842
Total Client Assets$536,246$520,258
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The following table presents Full Service, Recordkeeping, and Stable Value net flows for our Wealth Solutions segment for the periods indicated:

Year Ended December 31,
($ in millions)20212020
Full Service - Corporate markets:
Deposits$14,740$12,400
Surrenders, benefits and product charges(13,709)(10,468)
Net flows1,0311,934
Full Service - Tax-exempt markets:
Deposits6,2398,203
Surrenders, benefits and product charges(6,694)(8,533)
Net flows(455)(330)
Total Full Service Net Flows$576$1,604
Recordkeeping and Stable Value:
Recordkeeping Net Flows$(6,731)$24,497
Investment-only Stable Value Net Flows$(2,108)$4,291

Wealth Solutions - Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

Adjusted operating earnings before income taxes increased $667 million from $443 million to $1,110 million primarily due to:

•higher alternative investment income;

•a favorable change in DAC unlocking primarily due to equity market performance and unfavorable annual assumption updates in the prior year; and

•higher fee revenue driven by higher average equity markets, partially offset by the impact of the Financial Planning Channel sale and a lower earned rate.

The increase was partially offset by:

•higher expenses primarily driven by business growth, partially offset by the impact of the Financial Planning Channel sale;

•higher amortization of DAC driven by higher gross profits and business growth; and

•a higher legal accrual in the current period compared to the prior period.

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Investment Management

The following table presents Adjusted operating earnings before income taxes of our Investment Management segment for the periods indicated:

Year Ended December 31,
($ in millions)20212020
Adjusted operating revenues:
Net investment income and net gains (losses)$103$15
Fee income667619
Other revenue1369
Total adjusted operating revenues783702
Operating benefits and expenses:
Operating expenses544506
Total operating benefits and expenses544506
Adjusted operating earnings before income taxes$239$197

Our Investment Management operating segment revenues include the following intersegment revenues, primarily consisting of asset-based management and administration fees.

Year Ended December 31,
($ in millions)20212020
Investment Management intersegment revenues$92$110

The following table presents AUM and AUA for our Investment Management segment as of the dates indicated:

As of December 31,
($ in millions)20212020
AUM
External clients:
Institutional(1)$148,921$111,964
Retail(1)76,90775,116
Total external clients225,829187,080
General account38,00458,421
Total AUM(1)263,832245,501
AUA(2)59,82356,179
Total AUM and AUA(1)(2)$323,656$301,680

(1) Includes assets associated with the divested businesses.

(2) Includes assets sourced by other segments and also reported as AUA or AUM by such other segments. Assets Under Advisement, presented in AUA, includes advisory assets, mutual fund, general account and stable value assets.

The following table presents net flows for our Investment Management segment for the periods indicated:

Year Ended December 31,
($ in millions)20212020
Net Flows:
Institutional(1)$9,075$10,614
Retail(1,304)(2,240)
Divested businesses(2,974)(2,506)
Total(1)$4,796$5,869

(1) Starting Q1 2021, amounts exclude liquidity related cash flow activities. Historical periods presented have been revised to conform with this presentational

change.

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Investment Management - Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

Adjusted operating earnings before income taxes increased $42 million from $197 million to $239 million primarily due to:

•higher investment capital returns primarily driven by overall market performance; and

•higher fee revenue primarily driven by higher average equity markets and positive net flows, partially offset by a decline in fees earned as a result of the Individual Life Transaction.

The increase was partially offset by:

•lower other revenue primarily due to prior year performance fees which did not repeat; and

•higher operating expenses primarily driven by variable compensation due to higher earnings.

Health Solutions

The following table presents Adjusted operating earnings before income taxes of the Health Solutions segment for the periods indicated:

Year Ended December 31,
($ in millions)20212020
Adjusted operating revenues:
Net investment income and net gains (losses)$165$114
Fee income6961
Premiums2,1681,986
Other revenue(7)(7)
Total adjusted operating revenues2,3952,155
Operating benefits and expenses:
Interest credited and other benefits to contract owners/policyholders1,6741,495
Operating expenses492436
Net amortization of DAC/VOBA2519
Total operating benefits and expenses2,1911,951
Adjusted operating earnings before income taxes$204$204
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The following table presents sales, gross premiums and in-force for our Health Solutions segment for the periods indicated:

Year Ended December 31,
($ in millions)20212020
Sales by Product Line:
Group life and Disability$110$119
Stop loss355308
Total group products465427
Voluntary products128134
Total sales by product line$593$561
Total gross premiums and deposits$2,429$2,234
Group life and Disability752714
Stop loss1,1811,096
Voluntary576472
Total annualized in-force premiums$2,510$2,282
Loss Ratios:
Group life (interest adjusted)95.5%81.8%
Stop loss77.3%77.7%
Total Loss Ratio(1)72.5%70.4%

(1) Total Loss Ratio is presented on a trailing twelve month basis.

Health Solutions- Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

Adjusted operating earnings before income taxes did not change from $204 million primarily due to:

•higher premiums driven by growth of the Stop Loss and Voluntary blocks; and

•higher investment income primarily driven by alternative asset income.

The favorable changes were offset by:

•higher benefits incurred due to growth in business and COVID-19 impacts, partially offset by a lower Voluntary loss ratio; and

•higher distribution expenses, commissions and amortization of intangibles driven by business growth.

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Corporate

The following table presents Adjusted operating earnings before income taxes of Corporate for the periods indicated:

Year Ended December 31,
($ in millions)20212020
Adjusted operating revenues:
Net investment income and net gains (losses)$4$16
Other revenue965
Total adjusted operating revenues10021
Operating benefits and expenses:
Interest credited and other benefits to contract owners/policyholders18
Operating expenses(1)160142
Interest Expense(2)201210
Total operating benefits and expenses361369
Adjusted operating earnings before income taxes$(261)$(349)

(1) Includes expenses from corporate activities, and expenses not allocated to our segments. Years ended December 31, 2021 and 2020 primarily include stranded costs related to the divested businesses and amortization of intangibles.

(2) Includes dividend payments made to preferred shareholders.

Corporate - Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

Adjusted operating earnings before income taxes improved $88 million from a loss of $349 million to a loss of $261 million primarily due to:

•revenue resulting from transition services agreements associated with the Individual Life Transaction;

•lower stranded costs in the current period related to the Individual Life Transaction due to increased benefits from cost savings initiatives;

•lower amortization associated with intangibles that became fully amortized in the third quarter of 2020; and

•lower interest expense driven by current year debt extinguishments.

The improvement was partially offset by:

•higher incentive compensation expense in the current period driven by an increase in Adjusted operating earnings before income taxes.

Alternative Investment Income

Investment income on certain alternative investments can be volatile due to changes in market conditions. The following table presents the amount of investment income (loss) on certain alternative investments that is included in segment Adjusted operating earnings before income taxes and the average level of assets in each segment, prior to intercompany eliminations, which excludes alternative investments and income that are a component of Assets held for sale, Income (loss) related to businesses exited or to be exited through reinsurance or divestment and Income (loss) from discontinued operations, net of tax, respectively, and alternative investments and income in Corporate. These alternative investments are carried at fair value, which is estimated based on the net asset value ("NAV") of these funds.

While investment income on these assets can be volatile, based on current plans, we expect to earn 9.0% on these assets over the long-term.

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The following table presents the investment income for the years ended December 31, 2021 and 2020, respectively, and the average assets of alternative investments as of the dates indicated:

Year Ended December 31,
($ in millions)20212020
Wealth Solutions:
Alternative investment income$511$107
Average alternative investments1,360878
Investment Management:
Alternative investment income10415
Average alternative investments309237
Health Solutions:
Alternative investment income5013
Average alternative investments13499

DAC/VOBA and Other Intangibles Unlocking

Changes in Adjusted operating earnings before income taxes and Net income (loss) are influenced by increases and decreases in amortization of DAC, VOBA, deferred sales inducements ("DSI"), and unearned revenue ("URR"), collectively, "DAC/VOBA and other intangibles". Unlocking, described below, related to DAC, VOBA, DSI and URR, as well as amortization of net cost of reinsurance, are referred to as "DAC/VOBA and other intangibles unlocking."

We amortize DAC/VOBA and other intangibles related to fixed and variable deferred annuity contracts over the estimated lives of the contracts in relation to the emergence of estimated gross profits. Assumptions as to mortality, persistency, interest crediting rates, returns associated with separate account performance, impact of hedge performance, expenses to administer the business and certain economic variables, such as inflation, are based on our experience and our overall short-term and long-term future expectations for returns available in the capital markets. At each valuation date, estimated gross profits are updated with actual gross profits and the assumptions underlying future estimated gross profits are evaluated for continued reasonableness. Adjustments to estimated gross profits require that amortization rates be revised retroactively to the date of the contract issuance, which is referred to as unlocking. As a result of this process, the cumulative balances of DAC/VOBA and other intangibles are adjusted with an offsetting benefit or charge to income to reflect changes in the period of the revision. An unlocking event that results in a benefit to income ("favorable unlocking") generally occurs as a result of actual experience or future expectations being favorable compared to previous estimates. Changes in DAC/VOBA and other intangibles due to contract changes or contract terminations higher than estimated are also included in "unlocking." At each valuation date, we evaluate these assumptions and, if actual experience or other evidence suggests that earlier assumptions should be revised, we adjust the reserve balance, with a related charge or credit to Policyholder benefits. These reserve adjustments are included in unlocking associated with all our segments. An unlocking event that results in a charge to income ("unfavorable unlocking") generally occurs as a result of actual experience or future expectations being unfavorable compared to previous estimates. As a result of unlocking, the amortization schedules for future periods are also adjusted.

The DAC/VOBA and other intangibles unlocking in the table below includes the net impact of the annual review of the assumptions. During the third quarter of 2021 and 2020, we completed our annual review of the assumptions, including projection model inputs, in each of our segments (except for Investment Management, for which assumption reviews are not relevant). As a result of this review, we have made a number of changes to our assumptions resulting in a net favorable impact of $10 million to Adjusted operating earnings before income taxes in 2021 and a net unfavorable impact of $175 million to Adjusted operating earnings before income taxes in 2020. The favorable unlocking in third quarter 2021 was driven principally by changes in our asset return assumptions. The unfavorable unlocking in third quarter 2020 was driven principally by reductions in the long-term interest rates of 175 basis points and long-term equity rate of return of 100 basis points in our Wealth Solutions business.

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The following table presents the amount of DAC/VOBA and other intangibles unlocking included in Adjusted operating earnings before income taxes for the periods indicated:

Year Ended December 31,
($ in millions)20212020
Wealth Solutions$29$(149)
Total DAC/VOBA and other intangibles unlocking$29$(149)

We also review the estimated gross profits for each of our blocks of business to determine recoverability of DAC/VOBA and other intangibles each period. If these assets are deemed to be unrecoverable, a write-down is recorded that is referred to as loss

recognition. During the third quarter of 2021, our reviews did not result in material loss recognition or premium deficiency reserve that impacted Adjusted operating earnings before income taxes. During the third quarter of 2020, our reviews resulted in loss recognition, related to the reductions in long-term interest rates and equity rate of return, of $68 million, $10 million of which was reflected in Adjusted operating earnings before income taxes and included in the table above. The remaining $58 million was excluded from Adjusted operating earnings before income taxes and reflected in Income (loss) from businesses exited or to be exited through reinsurance. See Critical Accounting Judgments and Estimates in Part II, Item 7. of this Annual Report on Form 10-K for more information.

Liquidity and Capital Resources

Liquidity refers to our ability to access sufficient sources of cash to meet the requirements of our operating, investing and financing activities. Capital refers to our long-term financial resources available to support business operations and future growth. Our ability to generate and maintain sufficient liquidity and capital depends on the profitability of the businesses, timing of cash flows on investments and products, general economic conditions and access to the capital markets and the other sources of liquidity and capital described herein.

The following discussion presents a review of our sources and uses of liquidity and capital. This discussion should be read in its entirety and in conjunction with the Off-Balance Sheet Arrangements and Aggregate Contractual Obligations table contained in Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7. of this Annual Report on Form 10-K.

Consolidated Sources and Uses of Liquidity and Capital

Our principal available sources of liquidity are product charges, investment income, proceeds from the maturity and sale of investments, proceeds from debt issuance and borrowing facilities, equity securities issuance, repurchase agreements, contract deposits and securities lending. Primary uses of these funds are payments of policyholder benefits, commissions and operating expenses, interest credits, share repurchases, investment purchases and contract maturities, withdrawals and surrenders.

Parent Company Sources and Uses of Liquidity

Voya Financial, Inc. is largely dependent on cash flows from its operating subsidiaries to meet its obligations. The principal sources of funds available to Voya Financial, Inc. include dividends and returns of capital from its operating subsidiaries, as well as cash and short-term investments, and proceeds from debt issuances, borrowing facilities and equity securities issuances.

These sources of funds include the $500 million revolving credit sublimit of our Third Amended and Restated Credit Agreement and reciprocal borrowing facilities maintained with Voya Financial, Inc.'s subsidiaries as well as alternate sources of liquidity described below.

Business divestitures have also provided an important source of liquidity in recent periods, including through a significant increase in excess capital levels as a result of the completion of the Individual Life transaction in January 2021. We estimate that our excess capital (which we define as the amount of capital and surplus in our insurance subsidiaries above our 375% RBC target, plus the amount of holding company liquidity above our $200 million target) as of December 31, 2021 was approximately $1.5 billion.

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Voya Financial, Inc.'s primary sources and uses of cash for the periods indicated are presented in the following table:

Year Ended December 31,
($ in millions)202120202019
Beginning cash and cash equivalents balance$212$212$209
Sources:
Proceeds from loans from subsidiaries, net of repayments(2)1258565
Dividends and returns of capital from subsidiaries1,6332941,064
Proceeds from Resolution Sale672
Proceeds from issuance of preferred stock, net293
Amounts received from subsidiaries under tax sharing agreements, net231
Refund of income taxes, net112128
Proceeds from sale of equity securities, net121
DCSP Hedge Collateral Movements10
Sale of Interest in Wholly Owned Subsidiary80
Asset maturities and investment income, net215
Other, net15
Total sources2,6221,2221,686
Uses:
Repurchase of Senior Notes45397
Premium paid and other fees related to debt extinguishment289
Payment of interest expense130132136
Capital provided to subsidiaries (1)494413
Repayments of loans from subsidiaries, net of new issuances523
New issuances of loans to subsidiaries, net of repayments(2)85
Amounts paid to subsidiaries under tax sharing arrangements, net141123
Common stock acquired - Share repurchase1,1135161,136
Share-based compensation441722
Dividends paid on preferred stock363628
Dividends paid on common stock807644
Other, net354
Total uses2,6321,2221,683
Net increase (decrease) in cash and cash equivalents(10)3
Ending cash and cash equivalents balance$202$212$212

(1) Reflects a capital contribution to SLDI of $315 million during 2020.

(2) Reflects netting of intercompany receivable from subsidiaries of $45 million in 2021 and $17 million in 2020.

Share Repurchase Program and Dividends to Shareholders

See the Shareholders' Equity Note in Part II, Item 8. of this Annual Report on Form 10-K for information relating to authorizations by the Board of Directors to repurchase our shares and amounts of common stock repurchased pursuant to such authorizations for the years ended December 31, 2021, 2020 and 2019. As of December 31, 2021, we were authorized to repurchase shares up to an aggregate purchase price of $521 million.

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The following table provides a summary of common dividends and repurchases of common shares for the periods indicated:

($ in millions)Year Ended December 31,
202120202019
Dividends paid on common shares$80$76$44
Repurchases of common shares (at cost)1,1435261,096
Total$1,223$602$1,140

Subsequent to December 31, 2021, the Company repurchased 2,050,270 shares through a 10b5-1 plan for an aggregate purchase price of $145 million.

Liquidity

We manage liquidity through access to substantial investment portfolios as well as a variety of other sources of liquidity including committed credit facilities, securities lending and repurchase agreements. Our asset-liability management ("ALM") process takes into account the expected maturity of investments and expected benefit payments as well as the specific nature and risk profile of the liabilities. As part of our liquidity management process, we model different scenarios to determine whether existing assets are adequate to meet projected cash flows.

Capitalization

The primary components of our capital structure consist of debt and equity securities. Our capital position is supported by cash flows within our operating subsidiaries, the availability of borrowed funds under liquidity facilities, and any additional capital we raise to invest in the growth of the business and for general corporate purposes. We manage our capital position based on a variety of factors including, but not limited to, our financial strength, the credit rating of Voya Financial, Inc. and of its insurance company subsidiaries and general macroeconomic conditions.

Non-controlling interest in limited partnerships, a component of Shareholders' Equity on our Consolidated Balance Sheets, increased as a result of favorable market appreciation in limited partnership investments, net of contributions and distributions. See the Consolidated and Nonconsolidated Investment Entities Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for additional details over changes in non-controlling interest during the year and impacting capitalization.

As of December 31, 2021, we had $1 million of short-term debt borrowings outstanding consisting entirely of the current portion of long-term debt. The following table summarizes our borrowing activities for the year ended December 31, 2021:

($ in millions)Beginning BalanceIssuanceMaturities and RepaymentOther ChangesEnding Balance
Total long-term debt$3,044$$(453)$4$2,595

As of December 31, 2020, we had $1 million of short-term debt borrowings outstanding consisting entirely of the current portion of long-term debt. The following table summarizes our borrowing activities for the year ended December 31, 2020:

($ in millions)Beginning BalanceIssuanceMaturities and RepaymentOther ChangesEnding Balance
Total long-term debt$3,042$$$2$3,044

As of December 31, 2021, we were in compliance with our debt covenants.

See the Financing Agreements and Shareholders' Equity Notes in Part II, Item 8. of this Annual Report on Form 10-K for additional details over changes in debt and equity during the year and impacting capitalization.

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Financial Leverage Ratio

The Financial Leverage Ratio is a measure that we use to monitor the level of our debt relative to our total capitalization. It is influenced by changes in the amount of our Financial obligations (numerator) and changes in our Adjusted capitalization (denominator) which includes Total shareholders’ equity. The following table presents the financial leverage ratio for the periods indicated:

As of December 31,
($ in millions)20212020
Financial Debt
Total financial debt$2,596$3,045
Other financial obligations(1)300485
Total financial obligations2,8963,530
Equity(7)
Preferred equity(2)612612
Common equity, excluding AOCI5,5414,600
Total shareholders' equity, excluding AOCI6,1535,212
AOCI2,1004,898
Total Voya Financial, Inc. shareholders' equity8,25310,110
Noncontrolling interest1,5681,068
Total shareholders' equity$9,821$11,178
Capital(7)
Capitalization(3)$10,849$13,155
Adjusted capitalization(4)$12,717$14,708
Debt-to-Capital(7)
Debt-to-Capital Ratio(5)23.9%23.1%
Financial Leverage Ratio(6)27.6%28.2%

(1) Includes operating leases, financing leases, and unfunded pension plan after-tax.

(2) Includes preferred stock par value and additional paid-in-capital.

(3) Includes Total financial debt and Total Voya Financial, Inc. shareholders' equity.

(4) Includes Total financial obligations and Total shareholders' equity.

(5) Total financial debt divided by Capitalization.

(6) Total financial obligations and Preferred equity divided by Adjusted capitalization.

(7) 2021 results include impacts related to the close of the Individual Life Transaction for both the sold entities and the businesses that were ceded: Common equity, excluding AOCI, includes the investment gains, net of related intangible amortization and charges, due to the transfer of assets to the comfort trust; AOCI includes the reduction in unrealized gains and related intangible amortization and charges related to transfer of assets to the comfort trust as well as the release of the AOCI related to the sold entities.

Our Financial Leverage Ratio decreased 60 basis points from 28.2% at December 31, 2020 to 27.6% at December 31, 2021. This decrease was primarily driven by debt extinguishment, partially offset by a decrease in Adjusted capitalization. The decrease in Adjusted capitalization was primarily due to repurchases of common stock and a reduction in Accumulated other comprehensive income related to the Life Insurance Transaction and the effect of higher interest rates, partially offset by increases in Net income available to common shareholders and in Noncontrolling interest. For further details about the change in Noncontrolling interest, refer to the Consolidated and Nonconsolidated Investment Entities Note in Part II, Item 8. of this Annual Report on Form 10-K.

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Preferred Stock

Our ability to declare or pay dividends on, or purchase, redeem or otherwise acquire, shares of our common stock will be substantially restricted in the event that we do not declare and pay (or set aside) dividends on the Series A and Series B preferred stock for the last preceding dividend period.

During the year ended December 31, 2021, we declared and paid dividends of $20 million and $16 million on the Series A and Series B preferred stock, respectively. During the year ended December 31, 2020, we declared and paid dividends of $20 million and $16 million on the Series A and Series B preferred stock, respectively. During the year ended December 31, 2019, we declared and paid dividends of $20 million and $8 million on the Series A and Series B preferred stock, respectively. As of December 31, 2021, there were no preferred stock dividends in arrears. See the Shareholders' Equity Note in Part II, Item 8. of this Annual Report on Form 10-K for further information on preferred stock issuances.

Senior Unsecured Credit Facility

See the Financing Agreements Note in Part II, Item 8. of this Annual Report on Form 10-K for information on the senior unsecured credit facility.

Other Credit Facilities

We have historically used credit facilities to provide collateral for affiliated reinsurance transactions with captive insurance subsidiaries. These arrangements, which facilitated the financing of statutory reserve requirements, primarily related to our divested businesses.

See the Financing Agreements Note in Part II, Item 8. of this Annual Report on Form 10-K for information on other credit facilities.

Voya Financial, Inc. Credit Support of Subsidiaries

Voya Financial, Inc. provides guarantees to certain of our subsidiaries to support various business requirements:

•Voya Financial, Inc. guarantees the obligations of Voya Holdings under the $13 million principal amount Equitable Notes maturing in 2027, and provides a back-to-back guarantee to ING Group in respect of its guarantee of $358 million combined principal amount of Aetna Notes.

•Voya Financial, Inc. and Voya Holdings provide a guarantee of payment of obligations to certain subsidiaries under certain surplus notes held by those subsidiaries.

We did not recognize any asset or liability as of December 31, 2021 in relation to intercompany indemnifications, guarantees or support agreements. As of December 31, 2021, no guarantees existed in which we were required to currently perform under these arrangements.

Securities Pledged

We engage in securities lending whereby certain securities from our portfolio are loaned to other institutions for short periods of time.

See Business, Basis of Presentation and Significant Accounting Policies and Investments (excluding Consolidated Investment Entities) Note in Part II, Item 8. of this Annual report on 10-K for further information on our securities lending program.

Repurchase Agreements

We enter into reverse repurchase agreements and engage in dollar repurchase agreements with mortgage-backed securities ("dollar rolls") and repurchase agreements with other collateral types to increase our return on investments and improve liquidity.

See Business, Basis of Presentation and Significant Accounting Policies and Investments (excluding Consolidated Investment Entities) Note in Part II, Item 8. of this Annual report on 10-K for further information on repurchase agreements.

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FHLB

We are currently a member of the FHLB of Boston and the FHLB of Des Moines and may engage in transactions with FHLB for investment income enhancement and/or liquidity purposes. We are required to maintain a collateral deposit to back any funding agreements issued by the FHLB. We have the ability to obtain funding from the FHLBs, in the form of non-putable funding agreements, based on a percentage of the value of our assets and subject to the availability of eligible collateral. The types of securities generally pledged include mortgage securities, commercial real estate and U.S. treasury securities. Our borrowing capacity is also limited by the lending value of our assets eligible to be pledged to the FHLB. As of December 31, 2021 and 2020, our available collateral lending value was approximately $2.4 billion for VRIAC and RLI.

We had $1,461 million and $795 million in FHLB funding agreements as of December 31, 2021 and 2020, which are included in Contract owner account balances on the Consolidated Balance Sheets. As of December 31, 2021 and 2020, we had assets with a market value of approximately $1,881 million and $1,386 million, respectively, which collateralized the FHLB funding agreements.

Borrowings from Subsidiaries

We maintain revolving reciprocal loan agreements with a number of our life and non-life insurance subsidiaries that are used to fund short-term cash requirements that arise in the ordinary course of business. Under these agreements, either party may borrow up to the maximum allowable under the agreement for a term not more than 270 days. For life insurance subsidiaries, the amounts that either party may borrow under the agreement vary and are between 2% and 5% of the insurance subsidiary's statutory net admitted assets (excluding separate accounts) as of the previous year end depending on the state of domicile. As of December 31, 2021, the aggregate amount that may be borrowed or lent under agreements with life insurance subsidiaries was $1.5 billion. For non-life insurance subsidiaries, the maximum allowable under the agreement is based on the assets of the subsidiaries and their particular cash requirements. As of December 31, 2021, Voya Financial, Inc. had $130 million in outstanding borrowings from subsidiaries and had loaned $123 million to its subsidiaries.

Collateral - Derivative Contracts

As of December 31, 2021, we held $17 million and $71 million of net cash collateral related to OTC derivative contracts and cleared derivative contracts, respectively. As of December 31, 2020, we held $5 million and $140 million of net cash collateral related to OTC derivative contracts and cleared derivative contracts, respectively. In addition, as of December 31, 2021, we delivered $124 million of securities and held two securities as collateral. As of December 31, 2020, we delivered $170 million of securities and held no securities as collateral. See the Derivatives Note in Part II, Item 8. Of this Annual report on 10-K for information on collateral for derivatives.

Ratings

Our access to funding and our related cost of borrowing, collateral requirements for derivative instruments and the attractiveness of certain of our products to customers are affected by our credit ratings and insurance financial strength ratings, which are periodically reviewed by the rating agencies. Financial strength ratings and credit ratings are important factors affecting public confidence in an insurer and its competitive position in marketing products. Credit ratings are also important to our ability to raise capital through the issuance of debt and for the cost of such financing.

A downgrade in our credit ratings or the credit or financial strength ratings of our rated subsidiaries could have a material adverse effect on our results of operations and financial condition. See Risk Factors- A downgrade or a potential downgrade in our financial strength or credit ratings could result in a loss of business and adversely affect our results of operations and financial condition in Part I, Item 1A. of this Annual Report on Form 10-K.

Financial strength ratings represent the opinions of rating agencies regarding the financial ability of an insurance company to meet its obligations under an insurance policy. Credit ratings represent the opinions of rating agencies regarding an entity's ability to repay its indebtedness. These ratings are not a recommendation to buy or hold any of our securities and they may be revised or revoked at any time at the sole discretion of the rating organization.

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The financial strength and credit ratings of Voya Financial, Inc. and its principal subsidiaries as of the date of this Annual Report on Form 10-K are summarized in the following table.

Rating Agency
A.M. BestFitch, Inc.Moody's Investors Service, Inc.Standard & Poor's
("A.M. Best") (1)("Fitch") (2)("Moody's") (3)("S&P") (4)
Long-term Issuer Credit Rating/Outlook:
Voya Financial, Inc.(5)BBB+/stableBaa2/stableBBB+/Stable
Financial Strength Rating/Outlook:
Voya Retirement Insurance and Annuity Company(5)A/stableA2/stableA+/Stable
ReliaStar Life Insurance CompanyA/stableA/stableA2/stableA+/Stable
ReliaStar Life Insurance Company of New YorkA/stableA/stableA2/stableA+/Stable

(1) A.M. Best's financial strength ratings for insurance companies range from "A++ (superior)" to "s (suspended)." Long-term credit ratings range from "aaa (exceptional)" to "s (suspended)."

(2) Fitch's financial strength ratings for insurance companies range from "AAA (exceptionally strong)" to "C (distressed)." Long-term credit ratings range from "AAA (highest credit quality)," which denotes exceptionally strong capacity for timely payment of financial commitments, to "D (default)."

(3) Moody’s financial strength ratings for insurance companies range from "Aaa (exceptional)" to "C (lowest)." Numeric modifiers are used to refer to the ranking within the group with 1 being the highest and 3 being the lowest. These modifiers are used to indicate relative strength within a category. Long-term credit ratings range from "Aaa (highest)" to "C (default)."

(4) S&P's financial strength ratings for insurance companies range from "AAA (extremely strong)" to "D (default)." Long-term credit ratings range from "AAA (extremely strong)" to "D (default)."

(5) Effective April 11, 2019, A.M. Best withdrew, at the Company’s request, its financial strength ratings with respect to Voya Financial, Inc. and Voya Retirement Insurance and Annuity Company.

Rating agencies use an "outlook" statement for both industry sectors and individual companies. For an industry sector, a stable outlook generally implies that over the next 12 to 18 months the rating agency expects ratings to remain unchanged among companies in the sector. For a particular company, an outlook generally indicates a medium- or long-term trend in credit fundamentals, which if continued, may lead to a rating change. In June of 2021, Moody’s revised its outlook for the U.S. life insurance sector from negative to stable. In December of 2021, A.M. Best revised its outlook on the U.S. life insurance sector from negative to stable. Also in December 2021, Fitch revised its outlook for the U.S. life insurance sector from negative to neutral.

Reinsurance

We reinsure our business through a diversified group of well capitalized, highly rated reinsurers. However, we remain liable to the extent our reinsurers do not meet their obligations under the reinsurance agreements. We monitor trends in arbitration and any litigation outcomes with our reinsurers. Collectability of reinsurance balances are evaluated by monitoring ratings and evaluating the financial strength of our reinsurers. Large reinsurance recoverable balances with offshore or other non-accredited reinsurers are secured through various forms of collateral, including secured trusts, funds withheld accounts and irrevocable LOCs.

The S&P financial strength rating of our reinsurers with our largest reinsurance recoverable balances are A- rated or better. These reinsurers are (i) Resolution Life US and its subsidiaries, (ii) Lincoln National Life Insurance Company and Lincoln Life & Annuity Company of New York and subsidiaries of Lincoln National Corporation ("Lincoln"), and (iii) RGA Reinsurance Company. Only those reinsurance recoverable balances where recovery is deemed probable are recognized as assets on our Consolidated Balance Sheets.

In connection with the Individual Life Transaction on January 4, 2021, RLI, RLNY, and VRIAC entered into reinsurance agreements with SLD. Pursuant to these agreements, RLI and VRIAC reinsured to SLD a 100% quota share, and RLNY reinsured to SLD a 75% quota share, of their respective individual life insurance and annuities businesses. RLI, RLNY, and VRIAC remain subsidiaries of our Company.

For additional information regarding our reinsurance recoverable balances, see Quantitative and Qualitative Disclosures About Market Risk in Part II, Item 7A. and the Reinsurance Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

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Pension and Postretirement Plans

When contributing to our qualified retirement plans we will take into consideration the minimum and maximum amounts required by ERISA, the attained funding target percentage of the plan, the variable-rate premiums that may be required by the Pension Benefit Guaranty Corporation ("PBGC") and any funding relief that might be enacted by Congress. Contributions to our non-qualified plans and other postretirement and post-employment plans are funded from general assets of the respective sponsoring subsidiary company as benefits are paid.

For additional information on our pension and postretirement plan arrangements, see the Employee Benefit Arrangements Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Restrictions on Dividends and Returns of Capital from Subsidiaries

Our business is conducted through operating subsidiaries. U.S. insurance laws and regulations regulate the payment of dividends and other distributions by our U.S. insurance subsidiaries to their respective parents. These restrictions are based in part on the prior year's statutory income and surplus. In general, dividends up to specified levels are considered ordinary and may be paid without prior approval. Dividends in larger amounts, or "extraordinary" dividends, are subject to approval by the insurance commissioner of the state of domicile of the insurance subsidiary proposing to pay the dividend. In addition, under the insurance laws of our principal insurance subsidiaries domiciled in Connecticut and Minnesota (these insurance subsidiaries are referred to collectively as our "Principal Insurance Subsidiaries"), no dividend or other distribution exceeding an amount equal to an insurance company's earned surplus may be paid without the domiciliary insurance regulator's prior approval.

Our Principal Insurance Subsidiary domiciled in Connecticut has ordinary dividend capacity for 2021. However, as a result of the extraordinary dividends it paid in 2015, 2016 and 2017, together with deferred gains on reinsurance in connection with historical recaptures and cessions of term life insurance business including the recent Individual Life Transaction, our Principal Insurance Subsidiary domiciled in Minnesota currently has negative earned surplus and cannot make ordinary dividend payments. Any extraordinary dividend payment would be subject to domiciliary insurance regulatory approval, which can be granted or withheld at the discretion of the regulator.

For a summary of applicable laws and regulations governing dividends, see the Insurance Subsidiaries Dividend Restrictions section of the Insurance Subsidiaries Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

The following table summarizes dividends permitted to be paid by our Principal Insurance Subsidiaries to Voya Financial, Inc. or Voya Holdings without the need for insurance regulatory approval and dividends and extraordinary distributions paid by each of our Principal Insurance Subsidiaries to its parent for the periods indicated:

Dividends Permitted without ApprovalDividends PaidExtraordinary Distributions Paid
Year Ended December 31,Year Ended December 31,
($ in millions)202220212021202020212020
Subsidiary Name (State of domicile):
Voya Retirement Insurance and Annuity Company ("VRIAC") (CT)$522$372$78294$474$
ReliaStar Life Insurance Company ("RLI") (MN)358

Other Subsidiaries - Dividends, Returns of Capital, and Capital Contributions

We may receive dividends from or contribute capital to our wholly owned non-life insurance subsidiaries such as broker-dealers, investment management entities and intermediate holding companies. For the year ended December 31, 2021, dividends, net of capital contributions, received by Voya Financial, Inc. and Voya Holdings from non-life subsidiaries was $606 million, of which $112 million was a net non-cash contribution to the non-life subsidiaries. For the year ended December 31, 2020, dividends net of capital contributions received by Voya Financial, Inc. and Voya Holdings from non-life subsidiaries was $13 million.

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Statutory Capital and Risk-Based Capital of Principal Insurance Subsidiaries

Each of our wholly owned Principal Insurance Subsidiaries is subjected to minimum risk based capital ("RBC") requirements established by the insurance departments of their applicable state of domicile. The formulas for determining the amount of RBC specify various weighting factors that are applied to financial balances or various levels of activity based on the perceived degree of risk. Regulatory compliance is determined by a ratio of total adjusted capital ("TAC"), as defined by the NAIC, to RBC requirements, as defined by the NAIC. Each of our U.S. insurance subsidiaries exceeded the minimum RBC requirements that would require regulatory or corrective action for all periods presented herein. Our estimated RBC ratio on a combined basis for our Principal Insurance Subsidiaries, with adjustments for certain intercompany transactions, was approximately 550% as of December 31, 2021. We also established a new RBC target of 375%, effective December 31, 2021.

Our wholly owned insurance subsidiaries are required to prepare statutory financial statements in accordance with statutory accounting practices prescribed or permitted by the insurance department of the state of domicile of the respective insurance subsidiary. Statutory accounting practices primarily differ from U.S. GAAP by charging policy acquisition costs to expense as incurred, establishing future policy benefit liabilities using different actuarial assumptions as well as valuing investments and certain assets and accounting for deferred taxes on a different basis. Certain assets that are not admitted under statutory accounting principles are charged directly to surplus. Depending on the regulations of the insurance department of the state of domicile, the entire amount or a portion of an asset balance can be non-admitted depending on specific rules regarding admissibility. The most significant non-admitted assets are typically a portion of deferred tax assets in excess of prescribed thresholds.

For a summary of statutory capital and surplus of our Principal Insurance Subsidiaries, see the Insurance Subsidiaries Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

The following table summarizes the estimated ratio of TAC to CAL on a combined basis primarily for our Principal Insurance Subsidiaries adjusted for an intercompany loan of $130 million as of December 31, 2021, and pro forma for the Individual Life Transaction and adjusted for an intercompany loan of $653 million as of December 31, 2020.

($ in millions)($ in millions)
As of December 31, 2021As of December 31, 2020
CALTACRatioCALTACRatio
$834$4,584550%$767$3,823498%

For additional information regarding RBC, see Business-Regulation-Insurance Regulation in Part I, Item 1. of this Annual Report on Form 10-K.

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Off-Balance Sheet Arrangements and Aggregate Contractual Obligations

The following table presents our on- and off- balance sheet contractual obligations due in various periods as of December 31, 2021. The payments reflected in this table are based on our estimates and assumptions about these obligations and consequently the actual cash outflows in future periods will vary, possibly materially, from those presented in the table.

($ in millions)TotalLess than 1 Year1-3 Years3-5 YearsMore than 5 Years
Contractual Obligations:
Purchase obligations(1)$993$948$45$$
Reserves for insurance obligations(2)(3)59,3893,9506,8187,27641,345
Retirement and other plans(4)1,701157318330896
Short-term and long-term debt obligations(5)5,8441404448824,378
Operating leases(6)13333492526
Finance leases(7)23212
Securities lending, repurchase agreements and collateral held(8)1,3001,195105
Total(9)$69,383$6,444$7,676$8,513$46,750

(1) Purchase obligations consist primarily of outstanding commitments under alternative investments that may occur any time within the terms of the partnership and private loans. The exact timing, however, of funding these commitments related to partnerships and private loans cannot be estimated. Therefore, the amount of the commitments related to partnerships and private loans is included in the category "Less than 1 Year."

(2) Reserves for insurance obligations consist of amounts required to meet our future obligations for future policy benefits and contract owner account balances. Amounts presented in the table represent estimated cash payments under such contracts, including significant assumptions related to the receipt of future premiums, mortality, morbidity, lapse, renewal, retirement, disability and annuitization comparable with actual experience. These assumptions also include market growth and interest crediting consistent with assumptions used in amortizing DAC. Estimated cash payments are undiscounted for the time value of money. Accordingly, the sum of cash flows presented of $59.4 billion significantly exceeds the sum of Future policy benefits and Contract owner account balances of $52.8 billion recorded on our Consolidated Balance Sheets as of December 31, 2021. Estimated cash payments are also presented gross of reinsurance. Due to the significance of the assumptions used, the amounts presented could materially differ from actual results.

(3) Contractual obligations related to certain closed blocks that were divested through reinsurance to third parties with reserves in the amount of $1.1 billion, have been excluded from the table. Although we are not relieved of legal liability to the contract holder for these closed blocks, third-party collateral of $1.4 billion has been provided for the payment of the related insurance obligations. The sufficiency of collateral held for any individual block may vary.

(4) Includes estimated benefit payments under our qualified and non-qualified pension plans, estimated benefit payments under our other postretirement benefit plans, and estimated payments of deferred compensation based on participant elections and an average retirement age.

(5) The estimated payments due by period for long-term debt reflects the contractual maturities of principal, as well as estimated future interest payments. The payment of principal and estimated future interest for short-term debt are reflected in estimated payments due in less than one year. See the Financing Agreements Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for additional information concerning the short-term and long-term debt obligations.

(6) Operating leases consist primarily of outstanding commitments for office space, equipment and automobiles.

(7) Finance lease obligation is associated with a service contract.

(8) Securities loan, repurchase agreements, and collateral held represent the liability to return collateral received from counterparties under securities lending agreements, OTC derivative and cleared derivative contracts as well as the obligations related to borrowings under repurchase agreements. Securities lending agreements include provisions which permit us to call back securities with minimal notice and accordingly, the payable is classified as having a term of less than 1 year. Additionally, Securities lending agreements and collateral held include off-balance sheet non-cash collateral of $117 million and $96 million, respectively.

(9) Unrecognized tax benefits are excluded from the table due to immateriality. In addition, in 2015 we entered into a put option agreement with a Delaware trust that gives Voya Financial, Inc. the right, at any time over a 10-year period, to issue up to $500 million of senior notes to the trust in return for principal and interest strips of U.S. Treasury securities that are held by the trust. See Liquidity-Put Option Agreement for Senior Debt Issuance for more information on this agreement.

Critical Accounting Judgments and Estimates

General

The preparation of financial statements in conformity with accounting principles generally accepted in the United States ("U.S. GAAP") requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Critical estimates and assumptions are evaluated on an on-going basis based on historical developments, market conditions, industry trends and other information that is reasonable under the circumstances. There can be no assurance that actual results will conform to estimates and assumptions and that reported results of operations will not be materially affected by the need to make future accounting adjustments to reflect changes in these estimates and assumptions from time to time. The inputs into our estimates and assumptions consider the economic implications of COVID-19 on our critical and significant accounting estimates. Those estimates are inherently subject to change and actual

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results could differ from those estimates, and the differences may be material to the accompanying Consolidated Financial Statements.

We have identified the following accounting judgments and estimates as critical in that they involve a higher degree of judgment and are subject to a significant degree of variability:

•Reserves for future policy benefits;

•DAC, VOBA and other intangibles (collectively, "DAC/VOBA and other intangibles");

•Valuation of investments and derivatives;

•Impairments;

•Income taxes;

•Contingencies; and

•Employee benefit plans.

In developing these accounting estimates, we make subjective and complex judgments that are inherently uncertain and subject to material changes as facts and circumstances develop. Although variability is inherent in these estimates, we believe the amounts provided are appropriate based on the facts available upon preparation of the Consolidated Financial Statements.

The above critical accounting estimates are described in the Business, Basis of Presentation and Significant Accounting Policies Note and the Discontinued Operations Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Reserves for Future Policy Benefits

The determination of future policy benefit reserves is dependent on actuarial assumptions. The principal assumptions used to establish liabilities for future policy benefits are based on our experience and periodically reviewed against industry standards. These assumptions include mortality, morbidity, policy lapse, contract renewal, payment of subsequent premiums or deposits by the contract owner, retirement, investment returns, inflation, benefit utilization and expenses. The assumptions used require considerable judgments. Changes in, or deviations from, the assumptions used can significantly affect our reserve levels and related results of operations.

•Mortality is the incidence of death among policyholders triggering the payment of underlying insurance coverage by the insurer. In addition, mortality also refers to the ceasing of payments on life-contingent annuities due to the death of the annuitant. We utilize a combination of actual and industry experience when setting our mortality assumptions.

•A lapse rate is the percentage of in-force policies surrendered by the policyholder or canceled by us due to non-payment of premiums.

See the Reserves for Future Policy Benefits and Contract Owner Account Balances Note and the Guaranteed Benefit Features Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information on our reserves for future policy benefits, contract owner account balances and product guarantees.

Insurance and Other Reserves

Reserves for traditional life insurance contracts (term insurance, participating and non-participating whole life insurance and traditional group life insurance) and accident and health insurance represent the present value of future benefits to be paid to or on behalf of contract owners and related expenses, less the present value of future net premiums. Assumptions, which are "locked-in" at inception of the contracts, include interest rates, mortality, expenses and persistency and are based on our estimates of anticipated experience at the period the policy is sold or acquired, including a provision for adverse deviation. Interest rates used to calculate the present value of these reserves ranged from 1.5% to 7.7%. Due to the locked-in assumptions, sensitivity associated with these contracts do not result in significant impacts to our results of operations.

Reserves for payout contracts with life contingencies are equal to the present value of expected future payments. Assumptions, which are locked-in at inception of the contracts, include interest rates, mortality and expenses, and are based on our estimates of anticipated experience at the period the policy is sold or acquired, including a provision for adverse deviation. Such assumptions generally vary by annuity plan type, year of issue and policy duration. Interest rates used to calculate the present value of future benefits ranged from 2.3% to 5.3%. Due to the locked-in assumptions, sensitivity associated with these contracts do not result in significant impacts to our results of operations

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Although assumptions are locked-in upon the issuance of traditional life insurance contracts, certain accident and health insurance contracts and payout contracts with life contingencies, significant changes in experience or assumptions may require us to provide for expected future losses on a product by establishing premium deficiency reserves. Premium deficiency reserves are determined based on best estimate assumptions that exist at the time the premium deficiency reserve is established and do not include a provision for adverse deviation. See "Deferred Policy Acquisition Costs, Value of Business Acquired and Other Intangibles" below for premium deficiency reserves established during 2021 and 2020.

Product Guarantees and Index-crediting Features

The assumptions used to establish the liabilities for our product guarantees require considerable judgment and are established as management's best estimate of future outcomes. We periodically review these assumptions and, if necessary, update them based on additional information that becomes available. Changes in, or deviations from, the assumptions used can significantly affect our reserve levels and related results of operations.

Stabilizer and MCG: We also issue stabilizer ("Stabilizer") contracts that contain embedded derivatives that are measured at estimated fair value separately from the host contracts. The managed custody guarantee product ("MCG") is a stand-alone derivative and is measured in its entirety at estimated fair value.

The estimated fair value of the Stabilizer embedded derivative and MCG stand-alone derivative is determined based on the present value of projected future claims, minus the present value of future guaranteed premiums. At inception of the contract, we project a guaranteed premium to be equal to the present value of the projected future claims. The income associated with the contracts is projected using actuarial and capital market assumptions, including benefits and related contract charges, over the anticipated life of the related contracts. The cash flow estimates are projected under multiple capital market scenarios using observable risk-free rates and other best estimate assumptions.

The liabilities for Stabilizer embedded derivatives and the MCG stand-alone derivative include a risk margin to capture uncertainties related to policyholder behavior assumptions. The margin represents additional compensation a market participant would require to assume these risks.

The discount rate used to determine the fair value of the liabilities for our Stabilizer embedded derivatives and the MCG stand-alone derivative includes an adjustment to reflect the risk that these obligations will not be fulfilled ("nonperformance risk"). Our nonperformance risk adjustment is based on a blend of observable, similarly rated peer holding company credit spreads, adjusted to reflect the credit quality of our individual insurance subsidiary that issued the guarantee, as well as an adjustment to reflect the non-default spreads and the priority and recovery rates of policyholder claims.

Universal and Variable Universal Life: Reserves for UL and variable universal life ("VUL") secondary guarantees and paid-up guarantees are calculated by estimating the expected value of death benefits payable and recognizing those benefits ratably over the accumulation period based on total expected assessments. The reserve for such products recognizes the portion of contract assessments received in early years used to compensate us for benefits provided in later years. Assumptions used, such as the interest rate, lapse rate and mortality, are consistent with assumptions used in estimating gross profits for purposes of amortizing DAC.

See Quantitative and Qualitative Disclosures About Market Risk in Part II, Item 7A. of this Annual Report on Form 10-K for additional information regarding specific hedging strategies we utilize to mitigate risk for the product guarantees, as well as sensitivities of the embedded derivative and stand-alone derivative liabilities to changes in certain capital markets assumptions.

Deferred Policy Acquisition Costs, Value of Business Acquired and Other Intangibles

DAC represents policy acquisition costs that have been capitalized and are subject to amortization and interest. VOBA represents the outstanding value of in-force business acquired and is subject to amortization and interest. DSI represents benefits paid to contract owners for a specified period that are incremental to the amounts we credit on similar contracts without sales inducements and are higher than the contract's expected ongoing crediting rates for periods after the inducement. URR relates to UL and VUL products and represents policy charges for benefits or services to be provided in future periods.

Collectively, we refer to DAC, VOBA, DSI and URR as "DAC/VOBA and other intangibles".

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Assumptions and Periodic Review

Assumptions deemed critical to the DAC/VOBA and other intangibles estimates include the long-term equity rate of return, long-term interest rate, and future mortality. Changes in assumptions can have a significant impact on DAC/VOBA and other intangibles balances, amortization rates, reserve levels, and results of operations. Assumptions are management's best estimates of future outcome. We periodically review these assumptions against actual experience and, based on additional information that becomes available, update our assumptions. Deviation of emerging experience from our assumptions could have a significant effect on our DAC/VOBA and other intangibles, reserves, and the related results of operations. During the third quarter of 2021 and 2020, we conducted our annual review of assumptions, including projection model inputs and made a number of changes to our assumptions which impacted the results of our segments included in our Net income (loss).

For the third quarter of 2021, the impact of annual assumption changes on Adjusted operating earnings before income taxes was $10 million favorable DAC/VOBA unlocking associated with our continuing operations. This was fully offset by $15 million unfavorable DAC/VOBA unlocking associated with our divested businesses and excluded from Adjusted operating earnings before income taxes for the current period. The favorable DAC/VOBA unlocking in our continuing operations for the current period was primarily driven by changes in asset return assumptions. DAC/VOBA unlocking is reflected in Net amortization of DAC/VOBA in the Consolidated Statements of Operations.

During the third quarter of 2021, and as a result of the annual review of assumptions, we recorded loss recognition of $136 million for DAC/VOBA and established premium deficiency reserves of $225 million, both of which were related to our divested businesses and excluded from Adjusted operating earnings for the current period. Loss recognition related to DAC/VOBA and premium deficiency reserves were recorded in Net amortization of DAC/VOBA and Interest credited to contract owner account balances, respectively in the Consolidated Statements of Operations.

During the first quarter of 2021, and as a result of the close of the Individual Life transaction, we reviewed our blocks of business to determine recoverability of DAC/VOBA and other intangibles. This review resulted in the write down of DAC/VOBA and recording loss recognition of $302 million associated with DAC/VOBA and the establishment of premium deficiency reserves of $221 million in our divested businesses. The loss recognition and establishment of premium deficiency reserves were recorded in the Consolidated Statements of Operations and excluded from Adjusted operating earnings.

During the third quarter of 2020, we conducted our annual review of assumptions and made changes which impacted our segments' results of operations, as well as the results of discontinued operations described below. The impact of assumption changes on our results from continuing operations was unfavorable unlocking of $383 million, of which $165 million was included in Adjusted operating earnings before income taxes for the current period. The impact of the annual review of assumptions on our discontinued operations resulted in unfavorable unlocking of $193 million which was reported in Income (loss) from discontinued operations for the current period. Unlocking in the third quarter of 2020 was primarily driven by changes in long term interest and equity rates.

During the third quarter of 2020, and as a result of the annual review of assumptions, we recorded loss recognition associated with certain blocks of reserves associated with our continuing and discontinued operations. Loss recognition recorded in continuing operations was $171 million, of which $10 million was reflected in Adjusted operating earnings before income taxes. Loss recognition recorded in discontinued operations was $26 million and was reported Income (loss) from discontinued operations, net of tax.

For further information, see the DAC/VOBA and Other Intangibles Unlocking section of the Management's Discussion and Analysis of Financial Condition and Results of Operations in Part 2, Item 7. of this Annual Report on Form 10-K for further information.

Sensitivity

We perform sensitivity analyses to assess the impact that certain assumptions have on DAC/VOBA and other intangibles, as well as certain reserves. The following table presents the estimated instantaneous net impact to income from continuing and discontinued operations of various assumption changes on our DAC/VOBA and other intangible balances and the impact on related reserves for future policy benefits and reinsurance. The effects are not representative of the aggregate impacts that could result if a combination of such changes to equity markets, interest rates and other assumptions occurred.

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($ in millions)As of December 31, 2021
Decrease in long-term equity rate of return assumption by 100 basis points$(29)
A change to the long-term interest rate assumption of -50 basis points(34)
A change to the long-term interest rate assumption of +50 basis points24
An assumed increase in future mortality by 1%

Lower assumed equity rates of return, lower assumed interest rates, increased assumed future mortality and decreased equity market values generally decrease DAC/VOBA and other intangibles and increase future policy benefits, thus decreasing income before income taxes. Higher assumed interest rates generally increase DAC/VOBA and other intangibles and decrease future policy benefits, thus increasing income before income taxes.

Valuation of Investments and Derivatives

Our investment portfolio includes certain investments recorded at fair value and consists of public and private fixed maturity securities, commercial mortgage and other loans, equity securities, short-term investments, other invested assets and derivative financial instruments. We enter into interest rate, equity market, credit default and currency contracts, including swaps, futures, forwards, caps, floors and options, to reduce and manage various risks associated with changes in value, yield, price, cash flow or exchange rates of assets or liabilities held or intended to be held, or to assume or reduce credit exposure associated with a referenced asset, index or pool. We also utilize options and futures on equity indices to reduce and manage risks associated with our universal-life type and annuity products.

See the Investments (excluding Consolidated Investment Entities) Note and the Derivative Financial Instruments Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information.

Investments

We measure the fair value of our financial assets and liabilities based on assumptions used by market participants in pricing the asset or liability, which may include inherent risk, restrictions on the sale or use of an asset, or nonperformance risk, including our own credit risk. The estimate of fair value is the price that would be received to sell an asset or paid to transfer a liability ("exit price") in an orderly transaction between market participants in the principal market, or the most advantageous market in the absence of a principal market, for that asset or liability. We use a number of valuation sources to determine the fair values of our financial assets and liabilities, including quoted market prices, third-party commercial pricing services, third-party brokers, industry-standard, vendor-provided software that models the value based on market observable inputs, and other internal modeling techniques based on projected cash flows.

We categorize our financial instruments into a three-level hierarchy based on the priority of the inputs to the valuation technique. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used to measure fair value fall within different levels of the hierarchy, the category level is based on the lowest priority level input that is significant to the fair value measurement of the instrument.

When available, the estimated fair value of securities is based on quoted prices in active markets that are readily and regularly obtainable. When quoted prices in active markets are not available, the determination of estimated fair value is based on market standard valuation methodologies, including discounted cash flows, matrix pricing or other similar techniques. Inputs to these methodologies include, but are not limited to, market observable inputs such as benchmark yields, credit quality, issuer spreads, bids, offers and cash flow characteristics of the security. For privately placed bonds, we also consider such factors as the net worth of the borrower, value of the collateral, the capital structure of the borrower, the presence of guarantees, and the borrower's ability to compete in its relevant market. Valuations are reviewed and validated monthly by an internal valuation committee using price variance reports, comparisons to internal pricing models, back testing of recent trades, and monitoring of trading volumes, as appropriate.

The valuation of financial assets and liabilities involves considerable judgment, is subject to considerable variability, is established using management's best estimate, and is revised as additional information becomes available. As such, changes in, or deviations from, the assumptions used in such valuations can significantly affect our results of operations. Financial markets

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are subject to significant movements in valuation and liquidity, which can impact our ability to liquidate and the selling price that can be realized for our securities.

Derivatives

Derivatives are carried at fair value, which is determined by using observable key financial data, such as yield curves, exchange rates, S&P 500 prices, London Interbank Offered Rates ("LIBOR") and Overnight Index Swap Rates ("OIS") or through values established by third-party sources, such as brokers. Valuations for our futures contracts are based on unadjusted quoted prices from an active exchange. Counterparty credit risk is considered and incorporated in our valuation process through counterparty credit rating requirements and monitoring of overall exposure. Our own credit risk is also considered and incorporated in our valuation process.

We have certain CDS and options that are priced by third party vendors or by using models that primarily use market observable inputs, but contain inputs that are not observable to market participants.

We also have investments in certain fixed maturities and have issued certain universal life-type and annuity products that contain embedded derivatives for which fair value is at least partially determined by levels of or changes in domestic and/or foreign interest rates (short-term or long-term), exchange rates, prepayment rates, equity markets, or credit ratings/spreads. The fair values of these embedded derivatives are determined using prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. For additional information regarding the valuation of and significant assumptions associated with embedded derivatives and stand-alone derivatives associated with certain universal life-type and annuity contracts, see "Reserves for Future Policy Benefits" above.

In addition, we have entered into coinsurance with funds withheld and modified coinsurance reinsurance arrangements that contain embedded derivatives. The fair value of the embedded derivatives is based on the change in the fair value of the underlying assets held in the trust using the valuation methods and assumptions described for our investments held.

The valuation of derivatives involves considerable judgment, is subject to considerable variability, is established using management's best estimate and is revised as additional information becomes available. As such, changes in, or deviations from, these assumptions used in such valuations can have a significant effect on the results of operations.

For additional information regarding the fair value of our investments and derivatives, see the Fair Value Measurements (excluding Consolidated Investment Entities) Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K. For additional information regarding the sensitivities of interest rate risk and equity market price risk and impact on investments and derivatives, see the Quantitative and Qualitative Disclosures About Market Risk in Part II, Item 7A. of this Annual Report on Form 10-K.

Impairments

Fixed maturities, available-for-sale, and mortgage loans on real estate can be subject to credit impairment, which can have a significant effect on the results of operations. Refer to the Business, Basis of Presentation and Significant Accounting Policies Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for an understanding of our methodology and significant inputs considered within the allowance for credit losses and impairments. For additional information regarding the evaluation process for credit impairments, refer to the Investments (excluding Consolidated Investment Entities) Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Income Taxes

Valuation Allowances

We use certain assumptions and estimates in determining the income taxes payable or refundable for the current year, the deferred income tax liabilities and assets for items recognized differently in our Consolidated Financial Statements from amounts shown on our income tax returns and the federal income tax expense. Determining these amounts requires analysis and interpretation of current tax laws and regulations, including the loss limitation rules associated with change in control. We exercise considerable judgment in evaluating the amount and timing of recognition of the resulting income tax liabilities and assets, which resulted in a release of a significant portion of our remaining valuation allowance in the current year.

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For additional understanding over the Company's valuation allowance, refer to the Business, Basis of Presentation and Significant Accounting Policies Note in Part II, Item 8. of this Annual report on Form 10-K.

In December 2014, we entered into an Issue Resolution Agreement ("IA") with the IRS relating to the Internal Revenue Code Section 382 calculation of the annual limitation on the use of certain of the Company’s federal tax attributes that will apply as a consequence of the Section 382 event experienced by the Company in March 2014. We do not expect the annual limitation to impact our ability to utilize the losses or credits.

For further information on our income taxes, including information on the valuation allowance release, see the Income Taxes Note to our Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K.

Tax Contingencies

We recognize the tax benefit from an uncertain tax position only if it is more likely than not to be sustained under examination by the applicable taxing authority. We also consider positions that have been reviewed and agreed to as part of an examination by the applicable taxing authority. For items that meet the more-likely-than-not recognition threshold, we measure the tax position as the largest amount of benefit that is more than 50% likely to be realized upon ultimate resolution with the applicable tax authority that has full knowledge of all relevant information. Tax positions that do not meet the more-likely-than-not standard are not recognized.

Changes in Law

Certain changes or future events, such as changes in tax legislation, geographic mix of earnings, completion of tax audits, planning opportunities and expectations about future outcomes could have an impact on our estimates of deferred taxes, valuation allowances, tax provisions and effective tax rates.

Contingencies

For information regarding our contingencies, see the Commitments and Contingencies Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Employee Benefits Plans

We sponsor defined benefit pension and other postretirement benefit plans covering eligible employees, sales representatives and other individuals. For accounting policies related to our employee benefit plans, see the Business, Basis of Presentation and Significant Accounting Policies Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

The table below summarizes the components of the net actuarial (gains) losses related to pension obligations recognized within Operating expenses in our Consolidated Statements of Operations for the periods indicated:

(Gain)/Loss Recognized ($ in millions)202120202019
Discount Rate$(102)$208$292
Asset Returns48(190)(263)
Mortality Table Assumptions7(21)(22)
Demographic Data and other151(11)
Total Net Actuarial (Gain)/Loss Recognized$(32)$(2)$(4)

For the year ended December 31, 2021, we increased our pension plans discount rate by 0.33% resulting in a decrease in our benefit obligations and a corresponding actuarial gain of $102 million. This increase in the discount rate was driven by increase in the 30-year Treasury and corporate AA yields. For the year ended December 31, 2020, we decreased our pension plans discount rate by 0.69% resulting in an increase in our benefit obligations and a corresponding actuarial loss of $208 million. This decrease in the discount rate was driven by decrease in the 30-year Treasury and corporate AA yields. For the year ended December 31, 2019, we decreased our pension plans discount rate by 1.1%, resulting in an increase in our benefit obligations and a corresponding actuarial loss of $292 million. This decrease in the discount rate was driven by decrease in the 30-year Treasury and corporate AA yields.

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Our expected long-term rate of return on our Voya Retirement Plan (the "Retirement Plan") assets was 5.60% and 6.25% for 2021 and 2020, respectively. Our expected return on plan assets is calculated using 30-year forward looking assumptions based on the long-term target asset allocation. In 2021, the actual return on our Retirement Plan assets was approximately 4.14%, resulting in an actuarial loss of $48 million. In 2020, the actual return on our Retirement Plan assets was approximately 15.6%, resulting in an actuarial gain of $190 million. In 2019, the actual return on our Retirement Plan assets was approximately 24.4%, resulting in an actuarial gain of $263 million.

In October 2021, the Society of Actuaries ("SOA") released and we adopted new mortality improvement projection scales (MP-2021) that projected a higher rate of mortality improvement than what was issued in 2020. These mortality assumption changes increased our total benefit liability by less than 1% in 2021 and contributed $7 million to the net actuarial gain for the year ended December 31, 2021. Changes in mortality assumptions in 2020 and 2019 contributed $(21) million and $(22) million, respectively, to the net actuarial (gain)/loss in those periods.

The Retirement Plan is a tax qualified defined benefit plan, the benefits of which are guaranteed (within certain specified legal limits) by the Pension Benefit Guaranty Corporation ("PBGC"). Beginning January 1, 2012, the Retirement Plan adopted a cash balance pension formula instead of a final average pay ("FAP") formula, allowing all eligible employees to participate in the Retirement Plan. Participants earn an annual credit equal to 4% of eligible compensation. Interest is credited monthly based on a 30-year U.S. Treasury securities bond rate published by the IRS in the preceding August of each year. The accrued vested cash pension balance benefit is portable; participants can take it if they leave us.

Sensitivity

The discount rate and expected rate of return assumptions relating to our defined benefit pension plans have historically had the most significant effect on our net periodic benefit costs and the projected and accumulated projected benefit obligations associated with these plans.

The discount rates are based on current market information provided by plan actuaries. The discount rate modeling process involves selecting a portfolio of high quality, non-callable bonds that will match the cash flows of the defined benefit pension plans. The weighted average discount rate in 2021 for the net periodic benefit cost was 2.67% for defined benefit pension plans. The discount rate as of December 31, 2021 for the benefit obligation of our pension plans was 3.00%.

As of December 31, 2021, the sensitivities of the effect of a change in the discount rate are as presented below. This represents the estimate of actuarial gains (losses) that would be recognized immediately through Operating expenses in our Consolidated Statements of Operations:

($ in millions)Increase (Decrease) in Net Periodic Benefit Cost-Pension Plans
Increase in discount rate by 100 basis points$(267)
Decrease in discount rate by 100 basis points330
($ in millions)Increase (Decrease) in Pension Benefit Obligation
Increase in discount rate by 100 basis points$(267)
Decrease in discount rate by 100 basis points330

The discount rate to be used to determine interest cost for 2022 is 3.00%. The estimated impact of this change as well as actuarial gain on discount rate experienced during 2021 is expected to increase our net periodic pension cost by approximately $5 million.

The expected rate of return considers the asset allocation, historical returns on the types of assets held and current economic environment. Based on these factors, we expect that the assets will earn an average percentage per year over the long term. This estimation is based on an active return on a compound basis, with a reduction for administrative expenses and manager fees paid to non-affiliated companies from the assets. For estimation purposes, we assume the long-term asset mix will be consistent with the current mix. Changes in the asset mix could impact the amount of recorded pension income or expense, the funded status of the Retirement Plan and the need for future cash contributions.

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The expected rate of return for 2021 was 5.60%, net of expenses, for the Retirement Plan. The expected rate of return assumption is only applicable to the Retirement Plan as assets are not held by any of the other pension and other postretirement plans.

As of December 31, 2021, the effect of a change in the actual rate of return on the net periodic benefit cost is presented in the table below. This represents the estimate of actuarial gains (losses) that would be recognized immediately through Operating expenses in our Consolidated Statements of Operations:

($ in millions)Increase (Decrease) in Net Periodic Benefit Cost-Pension Plans
Increase in actual rate of return by 100 basis points$(22)
Decrease in actual rate of return by 100 basis points22

The expected rate of return for 2022 is 4.85%, net of expenses, for the Retirement Plan, reflecting a change in asset allocation from equity securities to fixed maturities. The estimated impact of this change as well as the actuarial loss experienced on plan assets in 2021 is expected to increase our net periodic benefit cost by approximately $17 million.

In addition to the expected increases in net periodic benefit cost described above, $2 million of expected increase relates to other components of net periodic pension cost, such as service cost, that are not influenced by the discount rate or expected return on plan assets assumptions.

For more information related to our employee benefit plans, see the Employee Benefit Arrangements Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Impact of New Accounting Pronouncements

For information regarding the impact of new accounting pronouncements, see the Business, Basis of Presentation and Significant Accounting Policies Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

INVESTMENTS (excluding Consolidated Investment Entities)

Investments for our general account are managed by our wholly owned asset manager, Voya Investment Management LLC, pursuant to investment advisory agreements with affiliates. In addition, our internal treasury group manages our holding company liquidity investments, primarily money market funds.

Investment Strategy

Our investment strategy seeks to achieve sustainable risk-adjusted returns by focusing on principal preservation, disciplined matching of asset characteristics with liability requirements and the diversification of risks. Investment activities are undertaken according to investment policy statements that contain internally established guidelines and risk tolerances and are required to comply with applicable laws and insurance regulations. Risk tolerances are established for credit risk, credit spread risk, market risk, liquidity risk and concentration risk across issuers, sectors and asset types that seek to mitigate the impact of cash flow variability arising from these risks.

Segmented portfolios are established for groups of products with similar liability characteristics. Our investment portfolio consists largely of high quality fixed maturities and short-term investments, investments in commercial mortgage loans, alternative investments and other instruments, including a small amount of equity holdings. Fixed maturities include publicly issued corporate bonds, government bonds, privately placed notes and bonds, bonds issued by states and municipalities, ABS, traditional MBS and various CMO tranches managed in combination with financial derivatives as part of a proprietary strategy known as CMO-B.

We use derivatives for hedging purposes to reduce our exposure to the cash flow variability of assets and liabilities, interest rate risk, credit risk and market risk. In addition, we use credit derivatives to replicate exposure to individual securities or pools of securities as a means of achieving credit exposure similar to bonds of the underlying issuer(s) more efficiently.

See the Investments (excluding Consolidated Investment Entities) Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for more information on investments.

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Portfolio Composition

The following table presents the investment portfolio as of the dates indicated:

December 31, 2021December 31, 2020
($ in millions)Carrying Value% of TotalCarrying Value% of Total
Fixed maturities, available-for-sale, excluding securities pledged$33,69973.9%$43,56976.6%
Fixed maturities, at fair value option2,3545.2%3,0115.3%
Equity securities, at fair value2400.5%2420.4%
Short-term investments(1)970.2%1110.2%
Mortgage loans on real estate5,61212.3%6,74111.9%
Policy loans3920.9%7181.3%
Limited partnerships/corporations1,7393.8%1,4762.5%
Derivatives1710.4%2150.4%
Other investments790.2%3190.6%
Securities pledged1,1982.6%4490.8%
Total investments$45,581100.0%$56,851100.0%

(1) Short-term investments include investments with remaining maturities of one year or less, but greater than three months, at the time of purchase.

Fixed Maturities

The following tables present total fixed maturities, including securities pledged, by market sector, as of the dates indicated:

December 31, 2021
($ in millions)Amortized Cost% of TotalFair Value% of Total
Fixed maturities:
U.S. Treasuries$7642.2%$1,0032.7%
U.S. Government agencies and authorities690.2%810.2%
State, municipalities and political subdivisions1,0002.9%1,1113.0%
U.S. corporate public securities10,40230.5%11,94132.1%
U.S. corporate private securities4,88914.3%5,32514.3%
Foreign corporate public securities and foreign governments(1)3,3739.9%3,72310.0%
Foreign corporate private securities(1)3,3209.7%3,5019.4%
Residential mortgage-backed securities4,18312.3%4,30211.5%
Commercial mortgage-backed securities4,03211.8%4,18311.2%
Other asset-backed securities2,0696.2%2,0815.6%
Total fixed maturities, including securities pledged$34,101100.0%$37,251100.0%

(1) Primarily U.S. dollar denominated.

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December 31, 2020
($ in millions)Amortized Cost% of TotalFair Value% of Total
Fixed maturities:
U.S. Treasuries$1,0332.5%$1,4713.1%
U.S. Government agencies and authorities740.2%1020.2%
State, municipalities and political subdivisions1,1662.9%1,3462.9%
U.S. corporate public securities13,36632.7%16,38734.9%
U.S. corporate private securities5,65313.8%6,44613.7%
Foreign corporate public securities and foreign governments(1)4,0239.8%4,73610.0%
Foreign corporate private securities(1)4,22010.3%4,6469.9%
Residential mortgage-backed securities5,37013.1%5,62612.0%
Commercial mortgage-backed securities3,8829.5%4,1318.8%
Other asset-backed securities2,1105.2%2,1384.5%
Total fixed maturities, including securities pledged$40,897100.0%$47,029100.0%

(1) Primarily U.S. dollar denominated.

As of December 31, 2021, the average duration of our fixed maturities portfolio, including securities pledged, is between 7.0 and 7.5 years.

Fixed Maturities Credit Quality - Ratings

The Securities Valuation Office ("SVO") of the NAIC evaluates the fixed maturity security investments of insurers for regulatory reporting and capital assessment purposes and assigns securities to one of six credit quality categories called "NAIC designations." An internally developed rating is used as permitted by the NAIC if no rating is available. These designations are generally similar to the credit quality designations of the NAIC acceptable rating organizations ("ARO") for marketable fixed maturity securities, called rating agency designations except for certain structured securities as described below. NAIC designations of "1," highest quality and "2," high quality, include fixed maturity securities generally considered investment grade by such rating organizations. NAIC designations 3 through 6 include fixed maturity securities generally considered below investment grade by such rating organizations.

The NAIC designations for structured securities, including subprime and Alt-A RMBS, are based upon a comparison of the bond's amortized cost to the NAIC's loss expectation for each security. Securities where modeling results in no expected loss in each scenario are considered to have the highest designation of NAIC 1. A large percentage of our RMBS securities carry the NAIC 1 designation while the ARO rating indicates below investment grade. This is primarily due to the credit and intent impairments recorded by us that reduced the amortized cost on these securities to a level resulting in no expected loss in any scenario, which corresponds to the NAIC 1 designation. The methodology reduces regulatory reliance on rating agencies and allows for greater regulatory input into the assumptions used to estimate expected losses from such structured securities. In the tables below, we present the rating of structured securities based on ratings from the NAIC methodologies described above (which may not correspond to rating agency designations). NAIC designations (e.g., NAIC 1-6) are based on the NAIC methodologies.

As a result of time lags between the funding of investments, the finalization of legal documents and the completion of the SVO filing process, the fixed maturity portfolio generally includes securities, that have not yet been rated by the SVO as of each balance sheet date, such as private placements. Pending receipt of SVO ratings, the categorization of these securities by NAIC designation is based on the expected ratings indicated by internal analysis.

Information about certain of our fixed maturity securities holdings by the NAIC designation is set forth in the following tables. Corresponding rating agency designation does not directly translate into NAIC designation, but represents our best estimate of comparable ratings from rating agencies, including Moody's, S&P and Fitch. If no rating is available from a rating agency, then an internally developed rating is used. As of December 31, 2021 and 2020, the weighted average NAIC quality rating of our fixed maturities portfolio was 1.5.

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The following tables present credit quality of fixed maturities, including securities pledged, using NAIC designations as of the dates indicated:

($ in millions)December 31, 2021
NAIC Quality Designation123456Total Fair Value
U.S. Treasuries$1,003$$$$$$1,003
U.S. Government agencies and authorities8181
State, municipalities and political subdivisions1,00310531,111
U.S. corporate public securities4,1127,341406631911,941
U.S. corporate private securities1,7873,11131910535,325
Foreign corporate public securities and foreign governments(1)1,1512,389160233,723
Foreign corporate private securities(1)3102,85018582743,501
Residential mortgage-backed securities4,227371217184,302
Commercial mortgage-backed securities3,553487114294,183
Other asset-backed securities1,685330101330132,081
Total fixed maturities$18,912$16,650$1,198$317$69$105$37,251
% of Fair Value50.8%44.7%3.2%0.9%0.2%0.2%100.0%

(1) Primarily U.S. dollar denominated.

($ in millions)December 31, 2020
NAIC Quality Designation123456Total Fair Value
U.S. Treasuries$1,471$$$$$$1,471
U.S. Government agencies and authorities102102
State, municipalities and political subdivisions1,21412841,346
U.S. corporate public securities6,2759,258757841316,387
U.S. corporate private securities2,2963,627390119146,446
Foreign corporate public securities and foreign governments(1)1,7072,759235354,736
Foreign corporate private securities(1)4183,8631452204,646
Residential mortgage-backed securities5,26523678122245,626
Commercial mortgage-backed securities3,71234663104,131
Other asset-backed securities1,84322712134122,138
Total fixed maturities$24,303$20,444$1,684$482$90$26$47,029
% of Fair Value51.7%43.4%3.6%1.0%0.2%0.1%100.0%

(1) Primarily U.S. dollar denominated.

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The fixed maturities in our portfolio are generally rated by external rating agencies and, if not externally rated, are rated by us on a basis similar to that used by the rating agencies. As of December 31, 2021 and 2020, the weighted average quality rating of our fixed maturities portfolio was A. Ratings are derived from three ARO ratings and are applied as follows, based on the number of agency ratings received:

• when three ratings are received then the middle rating is applied;

• when two ratings are received then the lower rating is applied;

• when a single rating is received, the ARO rating is applied; and

• when ratings are unavailable then an internal rating is applied.

The following tables present credit quality of fixed maturities, including securities pledged, using ARO ratings as of the dates indicated:

($ in millions)December 31, 2021
ARO Quality RatingsAAAAAABBBBB and BelowTotal Fair Value
U.S. Treasuries$1,003$$$$$1,003
U.S. Government agencies and authorities701181
State, municipalities and political subdivisions5562332610431,111
U.S. corporate public securities667283,7276,95446611,941
U.S. corporate private securities68911,5203,3143325,325
Foreign corporate public securities and foreign governments(1)82291,0452,2332083,723
Foreign corporate private securities(1)482592,9382563,501
Residential mortgage-backed securities2,9272582162986034,302
Commercial mortgage-backed securities1,6004248691,1661244,183
Other asset-backed securities257445968324872,081
Total fixed maturities$6,054$2,846$8,941$17,331$2,079$37,251
% of Fair Value16.3%7.6%24.0%46.5%5.6%100.0%

(1) Primarily U.S. dollar denominated.

($ in millions)December 31, 2020
ARO Quality RatingsAAAAAABBBBB and BelowTotal Fair Value
U.S. Treasuries$1,471$$$$$1,471
U.S. Government agencies and authorities957102
State, municipalities and political subdivisions8476935413541,346
U.S. corporate public securities1689335,9288,57578316,387
U.S. corporate private securities1091562,0113,6854856,446
Foreign corporate public securities and foreign governments(1)143861,4302,6013054,736
Foreign corporate private securities(1)493903,8683394,646
Residential mortgage-backed securities3,9763401432998685,626
Commercial mortgage-backed securities1,5434848451,0981614,131
Other asset-backed securities414490913223982,138
Total fixed maturities$7,874$3,614$12,014$20,484$3,043$47,029
% of Fair Value16.7%7.7%25.5%43.6%6.5%100.0%

(1) Primarily U.S. dollar denominated.

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Fixed maturities rated BB and below may have speculative characteristics and changes in economic conditions or other circumstances that are more likely to lead to a weakened capacity of the issuer to make principal and interest payments than is the case with higher rated fixed maturities.

Potential Credit Related COVID-19 Exposures

The following table presents our fixed maturities portfolio exposure to sectors that we believe may be particularly affected by the economic consequences of COVID-19:

($ in millions)December 31, 2021
NAIC Rating (%)
Fair ValueFair Value %Unrealized Capital Gain/Loss% Public% Private1234-6
Energy$2,2035.8%$29672%28%19.7%66.4%9.9%4.0%
Midstream9492.5%13169%31%6.4%88.6%3.4%1.6%
Independent Energy3791.0%5174%26%23.9%23.9%33.2%19.0%
Integrated Energy4631.2%6279%21%53.0%38.0%9.0%%
Refining1890.5%3690%10%%94.2%5.7%0.1%
Oil Field Services2230.6%1654%46%16.3%80.2%3.1%0.4%
Metals5961.6%9366%34%11.4%84.6%3.9%0.1%
Airlines/Aircraft Leasing3010.8%1752%48%22.9%40.0%12.3%24.8%
Restaurants2960.8%1489%11%1.1%93.3%0.1%5.5%
Airports1600.4%1446%54%24.8%32.9%42.2%0.1%
Lodging2040.5%94%6%83.6%9.1%7.3%%
Automotive2970.8%2451%49%22.9%64.9%11.1%1.1%
Retailers8672.3%10191%9%37.5%58.1%2.2%2.2%
COVID-19 Subtotal4,92413.0%55974.2%26%27.4%61.3%7.2%4.1%
Remaining Portfolio32,32787.0%2,63777%23%54.8%41.8%2.4%1.0%
Grand Total37,251100%3,19676%24%50.7%44.7%3.2%1.4%

To the extent that issuers of these securities suffer economic distress, impairments among our portfolio assets may increase, perhaps significantly, which would reduce the carrying value of these assets for statutory purposes and decrease our admitted statutory capital. Such distress, or a further general deterioration in credit markets, could also result in ratings downgrades across our portfolio, which would require our insurance subsidiaries to hold additional amounts of risk-based capital.  In both cases, the amount of our excess capital above our targets would decline, and if the reductions were significant enough, we might be required to use available sources of liquidity to fund additional statutory capital requirements.

Unrealized Capital Losses

Gross unrealized capital losses on fixed maturities, including securities pledged, increased $10 million from $139 million to $149 million for the year ended December 31, 2021. The increase in gross unrealized capital losses was driven by moderately higher interest rates in the front end of the yield curve. See section "Overview - Trends and Uncertainties" in this Management’s Discussion and Analysis.

As of December 31, 2021, we held one fixed maturity security with unrealized capital losses in excess of $10 million. The unrealized capital losses on the fixed maturity securities equaled $12 million, or 7.9% of the total unrealized losses. As of December 31, 2020, we held three fixed maturities with unrealized capital losses in excess of $10 million. The unrealized capital losses on these fixed maturities equaled $45 million, or 32.3% of the total unrealized losses.

As of December 31, 2021, we held $2.2 billion of energy sector fixed maturity securities, constituting 5.9% of the total fixed maturities portfolio, with gross unrealized capital losses of $18 million, including one energy sector fixed maturity security with unrealized capital losses in excess of $10 million. The unrealized capital losses on this fixed maturity security equaled $12

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million. As of December 31, 2021, our fixed maturity exposure to the energy sector is comprised of 86.2% investment grade securities.

As of December 31, 2020, we held $3.0 billion of energy sector fixed maturity securities, constituting 6.5% of the total fixed maturities portfolio, with gross unrealized capital losses of $28 million including one energy sector fixed maturity security with unrealized capital losses in excess of $10 million. The unrealized capital losses on this fixed maturity security equaled $16 million. As of December 31, 2020, our fixed maturity exposure to the energy sector is comprised of 84.0% investment grade securities.

The following table presents the U.S. and foreign corporate securities within our energy holdings by sector as of the dates indicated:

($ in millions)December 31, 2021December 31, 2020
Sector TypeAmortized CostFair Value% Fair ValueAmortized CostFair Value% Fair Value
Midstream$818$94943.1%$1,087$1,28742.3%
Integrated Energy40146321.0%50961120.1%
Independent Energy32837917.2%59867622.2%
Oil Field Services20722310.1%2172387.8%
Refining1531898.6%1832287.6%
Total$1,907$2,203100.0%$2,594$3,040100.0%

See the Investments (excluding Consolidated Investment Entities) Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information on unrealized capital losses.

CMO-B Portfolio

As part of our broadly diversified investment portfolio, we have a core holding in a proprietary mortgage derivatives strategy known as CMO-B, which invests in a variety of CMO securities in combination with interest rate derivatives in targeting a specific type of exposure to the U.S. residential mortgage market. Because of their relative complexity and generally small natural buyer base, we believe certain types of CMO securities are consistently priced below their intrinsic value, thereby providing a source of potential return for investors in this strategy.

The CMO securities that are part of our CMO-B portfolio are either notional or principal securities, backed by the interest and principal components, respectively, of mortgages secured by single-family residential real estate. There are many variations of these two types of securities including interest only and principal only securities, as well as inverse-floating rate (principal) securities and inverse interest only securities, all of which are part of our CMO-B portfolio. This strategy has been in place for nearly two decades and thus far has been a significant source of investment income while exhibiting relatively low volatility and correlation compared to the other asset types in the investment portfolio, although we cannot predict whether favorable returns will continue in future periods.

To protect against the potential for credit loss associated with financially troubled borrowers, investments in our CMO-B portfolio are primarily in CMO securities backed by one of the government sponsored entities: the Federal National Mortgage Association ("Fannie Mae"), the Federal Home Loan Mortgage Corporation ("Freddie Mac") or Government National Mortgage Association ("Ginnie Mae").

Because the timing of the receipt of the underlying cash flow is highly dependent on the level and direction of interest rates, our CMO-B portfolio also has exposure to both interest rate and convexity risk. The exposure to interest rate risk, the potential for changes in value that results from changes in the general level of interest rates, is managed to a defined target duration using interest rate swaps and interest rate futures. The exposure to convexity risk-the potential for changes in value that result from changes in duration caused by changes in interest rates-is dynamically hedged using interest rate swaps and at times, interest rate swaptions.

Prepayment risk represents the potential for adverse changes in portfolio value resulting from changes in residential mortgage prepayment speed (actual and projected), which in turn depends on a number of factors, including conditions in both credit markets and housing markets. Changes in the prepayment behavior of homeowners represent both a risk and potential source of return for our CMO-B portfolio. As a result, we seek to invest in securities that are broadly diversified by collateral type to take

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advantage of the uncorrelated prepayment experiences of homeowners with unique characteristics that influence their ability or desire to prepay their mortgage. We choose collateral types and individual securities based on an in-depth quantitative analysis of prepayment incentives across available borrower types.

The following table presents fixed maturities balances held in the CMO-B portfolio by NAIC quality rating as of the dates indicated:

($ in millions)December 31, 2021December 31, 2020
NAIC Quality DesignationAmortized CostFair Value% Fair ValueAmortized CostFair Value% Fair Value
1$2,621$2,70097.4%$3,182$3,33390.4%
234351.3%2322356.4%
3%72752.0%
4%%
59160.6%11220.6%
615180.7%17230.6%
Total$2,679$2,769100.0%$3,514$3,688100.0%

For CMO securities where we elected the FVO, amortized cost represents the market values. For details on the NAIC designation methodology, please see "Fixed Maturities Credit Quality-Ratings" above.

The following table presents the notional amounts and fair values of interest rate derivatives used in our CMO-B portfolio as of the dates indicated:

December 31, 2021December 31, 2020
($ in millions)Notional AmountAsset Fair ValueLiabilityFairValueNotional AmountAsset Fair ValueLiability Fair Value
Derivatives non-qualifying for hedge accounting:
Interest Rate Contracts$9,770$80$146$12,381$60$214

The Company utilize interest rate futures and interest rate swaps as a part of the CMO-B portfolio to hedge interest rate risk.

The following table presents our CMO-B fixed maturity securities balances and tranche type as of the dates indicated:

($ in millions)December 31, 2021December 31, 2020
Tranche TypeAmortized CostFair Value% Fair ValueAmortized CostFair Value% Fair Value
Inverse Floater$85$1274.6%$204$2827.7%
Interest Only (IO)45946016.6%3583629.8%
Inverse IO1,0721,10740.0%1,7411,81949.3%
Principal Only (PO)1101164.2%1851935.2%
Floater770.3%990.2%
Agency Credit Risk Transfer91091533.0%96897326.4%
Other36371.3%49501.4%
Total$2,679$2,769100.0%$3,514$3,688100.0%

During the year ended December 31, 2021, the market value of our CMO-B securities portfolio declined due to some assets moving to reinsured blocks and as a result of lower valuations due to both higher rate and spread levels.

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The following table presents returns for our CMO-B portfolio for the periods indicated:

Year Ended December 31,
($ in millions)202120202019
Net investment income$599$667$452
Net gains (losses)(1)(642)(385)(203)
Income (loss) from continuing operations before income taxes$(43)$282$249

(1) Net (losses) also include derivatives interest settlements, mark to market adjustments and realized gains (losses) on standalone derivatives contracts that are in the CMO-B portfolio.

In defining the Adjusted operating earnings before income taxes for our CMO-B portfolio (including CMO-B portfolio income (loss) related to businesses to be exited through reinsurance or divestment) certain recharacterizations are recognized. The net coupon settlement on interest rate swaps hedging CMO-B securities that is included in Net gains (losses) is reflected. In addition, the premium amortization and change in fair value for securities designated under the FVO are included in Net gains (losses), whereas the coupon for these securities is included in Net investment income. In order to present the economics of these fair value securities in a similar manner to those of an available for sale security, the premium amortization is reclassified from Net gains (losses).

After adjusting for the two items referenced immediately above, the following table presents a reconciliation of Income (loss)

from operations before income taxes from our CMO-B portfolio to Adjusted operating earnings before income taxes from our

CMO-B portfolio for the periods indicated:

Year Ended December 31,
($ in millions)202120202019
Income (loss) from continuing operations before income taxes$(43)$282$249
Realized gains/(losses) including impairment(27)83
Fair value adjustments239(112)(62)
Total adjustments to income (loss) from continuing operations212(104)(59)
Adjusted operating earnings before income taxes$169$178$190

See Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7. of this Annual

Report on Form 10-K for information on our CMO-B portfolio.

Structured Securities

Residential Mortgage-backed Securities

The following tables present our residential mortgage-backed securities as of the dates indicated:

December 31, 2021
($ in millions)Amortized CostGross Unrealized Capital GainsGross Unrealized Capital LossesEmbedded DerivativesFair Value
Prime Agency$1,937$88$8$5$2,022
Prime Non-Agency2,146422212,167
Alt-A8481697
Sub-Prime(1)38442
Total RMBS$4,205$142$31$12$4,328
(1) Includes subprime other asset backed securities.
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December 31, 2020
($ in millions)Amortized CostGross Unrealized Capital GainsGross Unrealized Capital LossesEmbedded DerivativesFair Value
Prime Agency$2,966$168$2$10$3,142
Prime Non-Agency2,271751322,335
Alt-A1141028130
Sub-Prime(1)47653
Total RMBS$5,398$259$17$20$5,660

(1) Includes subprime other asset backed securities.

Commercial Mortgage-backed Securities

The following tables present our commercial mortgage-backed securities as of the dates indicated:

December 31, 2021
($ in millions)AAAAAABBBBB and BelowTotal
Amortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair Value
2014 and prior$560$623$44$45$150$155$97$98$58$56$909$977
201516918615015583861151152223539565
20165055202128304949147155
201785912323666769713334276286
20189910820219497585933274288
2019184203363613914129629788663685
2020929331327374164166360365
20212402419291220219312311864862
Total CMBS$1,479$1,600$416$424$853$869$1,160$1,166$124$124$4,032$4,183
December 31, 2020
($ in millions)AAAAAABBBBB and BelowTotal
Amortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair Value
2014 and prior$587$691$125$128$162$168$143$141$47$45$1,064$1,173
2015204234171181981001411423031644688
20166068232436395050169181
20171071223738858693925151373389
201810011727271701741221232021439462
201917820746471821803723811213790828
202010210438399698167169403410
Total CMBS$1,338$1,543$467$484$829$845$1,088$1,098$160$161$3,882$4,131

As of December 31, 2021, 84.9% and 11.6% of CMBS investments were designated as NAIC-1 and NAIC-2, respectively. As of December 31, 2020, 89.9% and 8.4% of CMBS investments were designated as NAIC-1 and NAIC-2, respectively.

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Other Asset-backed Securities

The following tables present our other asset-backed securities as of the dates indicated:

December 31, 2021
($ in millions)AAAAAABBBBB and BelowTotal
Amortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair Value
Collateralized Obligation$185$186$328$328$850$848$121$120$68$64$1,552$1,546
Auto-Loans221881011
Student Loans17171081109911135137
Credit Card loans4444
Other Loans4852439699198203346357
Total Other ABS(1)$252$257$440$442$967$968$320$324$68$64$2,047$2,055
(1) Excludes subprime other asset backed securities.
December 31, 2020
($ in millions)AAAAAABBBBB and BelowTotal
Amortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair ValueAmortized CostFair Value
Collateralized Obligation$312$315$332$333$729$726$28$28$75$66$1,476$1,468
Auto-Loans33101010112324
Student Loans3940127133404122208216
Credit Card loans
Other Loans50561414126132183194373396
Total Other ABS(1)$404$414$483$490$905$910$213$224$75$66$2,080$2,104

(1) Excludes subprime other asset backed securities.

As of December 31, 2021, 80.7% and 16.1% of Other ABS investments were designated as NAIC-1 and NAIC-2, respectively. As of December 31, 2020, 86.0% and 10.8% of Other ABS investments were designated as NAIC-1 and NAIC-2, respectively.

Mortgage Loans on Real Estate

As of December 31, 2021 and 2020, our mortgage loans on real estate portfolio had a weighted average DSC of 2.13 times and 2.24 times, and a weighted average LTV ratio of 45.5% and 45.2%, respectively. See the Investments (excluding Consolidated Investment Entities) Note and Business, Basis of Presentation and Significant Accounting Policies Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information on mortgage loans on real estate.

Impairments

We evaluate available-for-sale fixed maturities for impairment on a regular basis. The assessment of whether impairments have occurred is based on a case-by-case evaluation of the underlying reasons for the decline in estimated fair value. See the Business, Basis of Presentation and Significant Accounting Policies Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for the policy used to evaluate whether the investments are impaired. Additionally, see the Investments (excluding Consolidated Investment Entities) Note in our Consolidated Financial Statements of Part II, Item 8. of this Annual Report on Form 10-K for further information on impairments.

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Derivatives

We use derivatives for a variety of hedging purposes. We also have embedded derivatives within fixed maturities instruments and certain product features. See the Business, Basis of Presentation and Significant Accounting Policies Note and Derivative Financial Instruments Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information.

European Exposures

We quantify and allocate our exposure to the region by attempting to identify aspects of the region or country risk to which we are exposed. Among the factors we consider are the nationality of the issuer, the nationality of the issuer's ultimate parent, the corporate and economic relationship between the issuer and its parent, as well as the political, legal and economic environment in which each functions. By undertaking this assessment, we believe that we develop a more accurate assessment of the actual geographic risk, with a more integrated understanding of contributing factors to the full risk profile of the issuer.

In the normal course of our ongoing risk and portfolio management process, we closely monitor compliance with a credit limit hierarchy designed to minimize overly concentrated risk exposures by geography, sector and issuer. This framework takes into account various factors such as internal and external ratings, capital efficiency and liquidity and is overseen by a combination of Investment and Corporate Risk Management, as well as insurance portfolio managers focused specifically on managing the investment risk embedded in our portfolio.

While financial conditions in Europe have broadly improved, the possibility of capital market volatility spreading through a highly integrated and interdependent banking system remains. Despite signs of continuous improvement in the region, we continue to closely monitor our exposure to the region.

As of December 31, 2021, our total European exposure had an amortized cost and fair value of $3,333 million and $3,562 million, respectively. European exposure with a primary focus on Greece, Ireland, Italy, Portugal and Spain (which we refer to as "peripheral Europe") amounts to $386 million, which includes non-financial institutions exposure in Ireland of $146 million, in Italy of $110 million and in Spain of $98 million. We also had financial institutions exposure in Italy of $10 million and Spain of $22 million. We did not have any exposure to Ireland or Greece.

Among the remaining $3,176 million of total non-peripheral European exposure, we had a portfolio of credit-related assets similarly diversified by country and sector across developed and developing Europe. As of December 31, 2021, our non-peripheral sovereign exposure was $95 million, which consisted of fixed maturities and derivative assets. We also had $575 million in net exposure to non-peripheral financial institutions, with a concentration in Switzerland of $97 million and the United Kingdom of $262 million. The balance of $2,506 million was invested across non-peripheral, non-financial institutions.

Some of the major country level exposures were in the United Kingdom of $1,629 million, in The Netherlands of $276 million, in Belgium of $159 million, in France of $349 million, in Germany of $218 million, in Switzerland of $231 million, and in Russia of $58 million. We believe the primary risk results from market value fluctuations resulting from spread volatility and the secondary risk is default risk, dependent upon the strength of continued recovery of economic conditions in Europe.

Consolidated and Nonconsolidated Investment Entities

We use many forms of entities to achieve our business objectives and we have participated in varying degrees in the design and formation of these entities. These entities are considered to be VIEs or VOEs (collectively, "Consolidated Investment Entities"), or nonconsolidated VIEs, and we evaluate our involvement with each entity to determine whether consolidation is required.

We perform a quarterly consolidation analysis to assess if the consolidation of a fund is required. The consolidation process brings on the assets, liabilities, noncontrolling interest and operations of the VIE and/or VOE into our financial statements.

If the fund no longer meets the criteria for consolidation, the assets, liabilities, noncontrolling interest and operations of the fund is removed from our financial statements. This process of consolidation/deconsolidation could have a material impact on total shareholders’ equity.

See Consolidation and Noncontrolling Interests and Fair Value Measurement in the Business, Basis of Presentation and Significant Accounting Policies Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K. Additionally, see the Consolidated and Nonconsolidated Investment Entities Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for more information.

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Securitizations

We invest in various tranches of securitization entities, including RMBS, CMBS and ABS. Refer to the Consolidated and Nonconsolidated Investment Entities Note and Fair Value Measurements (excluding Consolidated Investment Entities) Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for an understanding over the Company's Securitizations. Refer to the Investments (excluding Consolidated Investment Entities) Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for details regarding the carrying amounts and classifications of these assets.

Guarantors and Issuers of Guaranteed Securities

Voya Financial, Inc. (the “Parent Issuer”) has issued certain notes pursuant to transactions registered under the Securities Act of 1933. Such securities consist of (i) the 5.7% senior notes due 2043, the 3.65% senior notes due 2026, and the 4.8% senior notes due 2046, with an aggregate principal amount of $1.1 billion as of December 31, 2021 (collectively, the “Senior Notes”) and (ii) the 5.65% fixed-to-floating rate junior subordinated notes due 2053 and the 4.7% fixed-to-floating junior subordinated notes due 2048, with an aggregate principal amount of $1.1 billion as of December 31, 2021 (collectively, the “Junior Subordinated Notes” and, together with the Senior Notes, the “Registered Notes”).

Voya Holdings (the “Subsidiary Guarantor”), a wholly owned subsidiary of the Parent Issuer, has guaranteed each of the Registered Notes on a full and unconditional basis. No other subsidiary of the Parent Issuer has guaranteed any of the Registered Notes. The Parent Issuer and the Subsidiary Guarantor are hereby referred to below as the “Obligor Group.”

The full and unconditional guarantees require the Subsidiary Guarantor to satisfy the obligations of the guaranteed security immediately, if and when the Parent Issuer has failed to make a scheduled payment thereunder. If the Subsidiary Guarantor does not make such payment, any holder of the guaranteed security may immediately bring suit directly against the Subsidiary Guarantor for payment of amounts due and payable.

Set forth below is summarized financial information of the Obligor Group, as presented on a combined basis. Inter-combination transactions and balances within the Obligor Group have been eliminated. In addition, financial information of any non-issuer or non-guarantor subsidiaries, which would normally be consolidated by either the Parent Issuer or the Subsidiary Guarantor under U.S. generally accepted accounting principles, has been excluded from such presentation.

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Refer to the Summarized Financial Information of the Obligor Group for the periods indicated below:

As of and for the year ended December 31,
($ in millions)20212020
Summarized Statement of Operations Information:
Total revenues$34$32
Total benefits and expenses192173
Income (loss) from continuing operations, net of tax718(100)
Net income (loss) before equity in earnings (losses) of unconsolidated affiliates718(100)
Net income (loss) available to Obligor Group718(100)
Summarized Balance Sheet Information:
Total investments4460
Cash and cash equivalents205212
Deferred income tax assets908869
Loans to non-obligated subsidiaries123180
Due from non-obligated subsidiaries6119
Total assets1,3561,356
Short-term debt with non-obligated subsidiaries130653
Long-term debt2,5943,041
Total liabilities$2,836$4,120

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