As filed with the U.S. Securities and Exchange Commission on April 24, 2026

 

Registration No. 333-01107
Registration No. 811-02513
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-4

 

  REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
  Pre-Effective Amendment No. _____
  Post-Effective Amendment No. 84
     
  REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

 

VARIABLE ANNUITY ACCOUNT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

(Exact Name of Registered Separate Account)

 

(Check appropriate box or boxes.)

Voya Retirement Insurance and Annuity Company

(Name of Insurance Company)

 

One Orange Way
Windsor, Connecticut 06095-4774

(Address of Insurance Company’s Principal Executive Offices) (Zip Code)

 

1-800-262-3862

(Insurance Company’s Telephone Number, including Area Code)

 

Tamara Saverine

Vice President, Chief Counsel

Voya Retirement Insurance and Annuity Company

One Orange Way, Windsor, Connecticut 06095-4774

(Name and Address of Agent for Service)

 

Approximate Date of Proposed Public Offering: As soon as practical after the effective date of the Registration

It is proposed that this filing will become effective (check appropriate box):

 

immediately upon filing pursuant to paragraph (b) of Rule 485
on May 1, 2026 pursuant to paragraph (b) of Rule 485
60 days after filing pursuant to paragraph (a)(1)

on _______ pursuant to paragraph (a)(1) of rule 485 under the Securities Act of 1933 (“Securities Act”).

 

If appropriate, check the following box:

 

this post-effective amendment designates a new effective date for a previously filed post-effective amendment.

 

Check each box that appropriately characterizes the Registrant:

 

New Registrant (as applicable, a Registered Separate Account or Insurance Company that has not filed a Securities Act registration statement or amendment thereto within 3 years preceding this filing)
  
Emerging Growth Company (as defined by Rule 12b-2 under the Securities Exchange Act of 1934 (“Exchange Act”))
  
If an Emerging Growth Company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of Securities Act
  
Insurance Company relying on Rule 12h-7 under the Exchange Act Smaller reporting company (as defined by Rule 12b-2 under the Exchange Act)

 
 

 

PART A

INFORMATION REQUIRED IN A PROSPECTUS

 

 

MULTIPLE SPONSORED RETIREMENT OPTIONS

A GROUP OR INDIVIDUAL DEFERRED FIXED AND VARIABLE ANNUITY CONTRACT

issued by

Voya Retirement Insurance and Annuity Company
and its
Variable Annuity Account C

 

 

This Prospectus describes a group or individual deferred fixed and variable annuity contract (the “Contract” or the “Contracts”) issued by Voya Retirement Insurance and Annuity Company (“VRIAC,” the “Company,” “we,” “us” and “our”) through its Variable Annuity Account C (the “Separate Account”). The Contract is intended to be used as a funding vehicle for certain types of retirement plans (“plan” or “plans”) and to qualify for beneficial tax treatment and/or to provide current income reduction under certain sections of the Internal Revenue Code of 1986, as amended (the “Tax Code”).

 

Two classes of the Contract are described in this Prospectus:

The Texas K-12 class of Contract (“Texas K-12 Contract”) is a voluntary 403(b) annuity contract issued to employees of K-12 public schools in Texas who became Participants under the Contract on or after June 1, 2002. The Texas K-12 Contract meets the requirements established by the Teachers Retirement System of Texas in support of Senate Bill 273.
A Contract other than Texas K-12 Contract is issued in connection with plans established by eligible organizations under Tax Code Sections 401(a), 401(k), 403(a), 403(b) and 457, including Roth 401(k), Roth 403(b), and Roth 457(b) plans.

 

Before you participate in the Contract through your retirement plan, you should read this Prospectus. It provides facts about the Contract and its investment options. The Contract is a complex investment and involves risks, including potential loss of principal.

 

The Contract offers Variable Investment Options that invest in corresponding underlying mutual funds (“Funds”) and Fixed Interest Options. More information about the Funds and the Fixed Interest Options is available in Appendix A: Investment Options Available Under the Contract. The Funds and Fixed Interest Options available to you may vary based on employer and participants should refer to their plan documents for a list of available Funds and Fixed Interest Options. Plan sponsors (generally your employer) should read this Prospectus to help determine if the Contract is appropriate for their plan.

 

Variations in contract benefits or features described in this Prospectus may be imposed without our knowledge by some financial institutions or broker-dealers through which the Contract was sold. For more information, see “OTHER TOPICS – Financial Intermediary Variations” section of this Prospectus.

 

The Contract is not a short-term investment and is not appropriate for an investor who needs ready access to cash. Withdrawals could result in surrender charges, negative Market Value Adjustments, taxes, and tax penalties. If you remove Account Value from the Guaranteed Accumulation Account (“GAA”), a Fixed Interest Option, before the end of a Guaranteed Term, you may be subject to a Market Value Adjustment (“MVA”) that could result in a loss of up to 100% of your Account Value in the GAA. The Company offers systematic distribution options, which, if taken from the GAA before the end of a Guaranteed Term, may have an adverse impact on your Account Value. If you intend to make ongoing withdrawals, you should consult with your investment professional to discuss whether the Contract is appropriate for you.

 

Our obligations under the Contract are subject to our financial strength and claims-paying ability.

 

____________________________________________________________________________

If you are a new Investor in the Contract,
you may cancel your Contract within 10 days of receiving it without paying fees or penalties, although we will apply the Market Value Adjustment to Account Value in the GAA.

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In some states, this cancellation period may be longer. Upon cancellation, you will receive either a full refund of the amount you paid with your application or your total Account Value. You should review this Prospectus, or consult with your investment professional, for additional information about the specific cancellation terms that apply.

____________________________________________________________________________

 

Additional information about certain investment products, including variable annuities and fixed interest options with market value adjustments, has been prepared by the U.S. Securities and Exchange Commission’s staff and is available at Investor.gov.

 

Neither the U.S. Securities and Exchange Commission (“SEC”) nor any state securities commission has approved or disapproved these securities or passed upon the accuracy or adequacy of this Prospectus. Any representation to the contrary is a criminal offense.

 

We do not intend for this Prospectus to be an offer to sell or a solicitation of an offer to buy these securities in any state that does not permit their sale. We have not authorized anyone to provide you with information that is different from that contained in this Prospectus.

 

Contract Prospectus Dated May 1, 2026

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TABLE OF CONTENTS

 

GLOSSARY OF TERMS USED IN THIS PROSPECTUS 4
OVERVIEW OF THE CONTRACT 6
IMPORTANT INFORMATION yOU SHOULD CONSIDER ABOUT THE CONTRACT 8
FEE TABLE 13
PRINCIPAL RISKS OF INVESTING IN THE CONTRACT 16
THE COMPANY 17
VARIABLE ANNUITY ACCOUNT C 18
THE INVESTMENT OPTIONS 18
CHARGES, FEES AND ADJUSTMENTS 34
THE CONTRACT 42
THE INCOME PHASE 50
BENEFITS AVAILABLE UNDER THE CONTRACT 54
DEATH BENEFIT 56
CONTRACT PURCHASE AND PARTICIPATION 60
WITHDRAWALS 61
SYSTEMATIC DISTRIBUTION OPTIONS 63
LOANS 64
FEDERAL TAX CONSIDERATIONS 66
OTHER TOPICS 78
APPENDIX A: INVESTMENT OPTIONS AVAILABLE UNDER THE CONTRACT 83
APPENDIX B: PARTICIPANT APPOINTMENT OF EMPLOYER AS AGENT UNDER AN ANNUITY CONTRACT 124
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GLOSSARY OF TERMS USED IN THIS PROSPECTUS

 

The following are some of the important terms used throughout this Prospectus that have special meaning. There are other capitalized terms that are explained or defined in other parts of this Prospectus.

 

Account Anniversary: The anniversary of the date we established your account. If your account was established on February 29th, in non-leap years, the Account Anniversary shall be March 1st.

 

Account Value: The value of: (1) amounts allocated to the Fixed Interest Options, including interest earnings to date; less (2) any deductions from the Fixed Interest Options (e.g., withdrawals and fees); and plus (3) the current dollar value of amounts allocated to the Subaccounts of Variable Annuity Account C, which includes investment performance and fees deducted from the Subaccounts.

 

Account Year: A 12-month period measured from the date we establish your account, or measured from any anniversary of that date.

 

Accumulation Phase: The period of time between the date the Contract became effective and the date you begin receiving Income Phase payments under the Contract. During the Accumulation Phase, you accumulate retirement benefits.

 

Accumulation Unit: A unit of measurement used to calculate the Account Value during the Accumulation Phase.

 

Accumulation Unit Value: The value of an Accumulation Unit for a Subaccount of Variable Annuity Account C. Each Subaccount of Variable Annuity Account C has its own Accumulation Unit Value, which may increase or decrease daily based on the investment performance of the applicable underlying Fund in which it invests.

 

Annuitant. The Annuitant is the person(s) on whose life expectancy the Income Phase payments are calculated.

 

Beneficiary (or Beneficiaries): The person designated to receive the death benefit payable under the Contract.

 

Contract or Contracts: The group or individual deferred fixed and variable annuity Contract offered by your Plan Sponsor as a funding vehicle for your retirement plan.

 

Contract Holder: The person to whom we issue the Contract. Generally, the Plan Sponsor or a trust. We may also refer to the Contract Holder as the Contract Owner.

 

Contract Year: A 12-month period measured from the date we establish the Contract, or measured from any anniversary of that date.

 

Customer Service: The location from which we service the Contracts. The mailing address and telephone number of Customer Service is Defined Contributions Administration, P.O. Box 990063, Hartford, CT 06199-0063, 1-800-584-6001.

 

Fixed Interest Options: The Guaranteed Accumulation Account, the Fixed Account, the Fixed Plus Account (under some Contracts this Fixed Interest Option may be referred to as the Fixed Plus Account II) and the Fixed Plus Account II A are Fixed Interest Options that may be available during the Accumulation Phase under some Contracts. Amounts allocated to the Guaranteed Accumulation Account are deposited in a nonunitized separate account established by the Company. Amounts allocated to the Fixed Interest Options are held in the Company’s General Account which supports insurance and annuity obligations.

 

Fund(s): The underlying mutual Funds in which the Subaccounts invest.

 

General Account: The account that contains all of our assets other than those held in Variable Annuity Account C or one of our other separate accounts.

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Good Order: Generally, a request is considered to be in “Good Order” when it is signed, dated and made with such clarity and completeness that we are not required to exercise any discretion in carrying it out. We can only act upon written requests that are received in Good Order.

 

Income Phase: The period during which you receive payments from your Contract.

 

Investor (also “you” or “participant”): The individual who participates in the Contract through a retirement plan.

 

Loan Interest Rate Spread: The difference between the rate charged and the rate credited on loans under your Contract.

 

MVA: A Market Value Adjustment applicable to amounts removed from the Guaranteed Accumulation Account (GAA) prior to the end of a Guaranteed Term.

 

Net Asset Value: A Fund’s current market value.

 

Plan Sponsor: The sponsor of your retirement plan. Generally, your employer.

 

Purchase Payment: Collectively, the initial Purchase Payment and any additional Purchase Payment.

 

Purchase Payment Period (also called “Deposit Cycle” in the Contract): For installment Purchase Payments, the period of time it takes to complete the number of installment Purchase Payments expected to be made to your account over a year. For example, if your payment frequency is monthly, a payment period is completed after 12 Purchase Payments are made. If only 11 Purchase Payments are made, the payment period is not completed until the twelfth Purchase Payment is made. At any given time, the number of payment periods completed cannot exceed the number of Account Years completed, regardless of the number of payments made.

 

Subaccount: Division(s) of Variable Annuity Account C that are investment options under the Contract. Each Subaccount invests in a corresponding underlying mutual Fund.

 

Tax Code: The Internal Revenue Code of 1986, as amended.

 

Texas K-12 Contracts: Texas K-12 Contracts are voluntary 403(b) annuity contracts for employees of K-12 public schools in Texas who became participants under the Contract on or after June 1, 2002. These Contracts meet the requirements established by the Teachers Retirement System of Texas in support of Senate Bill 273.

 

VRIAC, the Company, we, us and our: Voya Retirement Insurance and Annuity Company, a stock company domiciled in Connecticut, that issues the Contract described in this Prospectus.

 

Valuation Date: Each date on which the Accumulation Unit Value of the Subaccounts of Variable Annuity Account C and the Net Asset Value of the shares of the underlying Funds are determined. Currently, these values are determined after the close of business of the New York Stock Exchange (“NYSE”) on any normal Business Day, Monday through Friday, when the NYSE is open for trading.

 

Variable Annuity Account C, the Separate Account: Voya Variable Annuity Account C, a segregated asset account established by us to fund the variable benefits provided by the Contract. The Variable Annuity Account C is registered as a unit investment trust under the Investment Company Act of 1940 (the “1940 Act”), as amended, and it also meets the definition of “separate account” under the federal securities laws.

 

Variable Investment Options: The Subaccounts of Variable Annuity Account C. Each one invests in a specific mutual Fund.

 

Vested: The amount of money in a participant’s individual account attributable to participant contributions. In an employer-sponsored retirement plan (i.e., a 401(k) or 403(b) plan), the Vested amount may include employer matching contributions.

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OVERVIEW OF THE CONTRACT

 

This summary provides a brief overview of the more significant aspects of the Contract. Further detail is provided in this Prospectus, the related Statement of Additional Information (“SAI”), the Contract and the summary or full prospectuses for the Funds being considered. We urge you to read the entire Prospectus as it describes all material features and benefits of the Contract and your rights and limitations thereunder. It also sets forth information you should know before making the decision to participate in the Contract through your retirement plan.

 

Certain features and benefits may vary depending on the state in which your Contract is issued, and any such material state variations are disclosed in the discussion of the features and benefits in the Prospectus. Additionally, variations in contract benefits or features described in this Prospectus may be imposed without our knowledge by some financial institutions or broker-dealers through which the Contract was sold. For more information, see “OTHER TOPICS – Financial Intermediary Variations” section of this Prospectus. If you have any questions about any limitations, restrictions, or other variations related to the Portfolios, contract benefits or other contract features available to you, please reach out to your financial institution or broker-dealer.

 

Purpose

 

The Contract described in this Prospectus is a group or individual deferred fixed and variable annuity contract. It is intended to be used as a funding vehicle for certain types of retirement plans and to qualify for beneficial tax treatment and/or to provide current income reduction under Tax Code Sections 401(a), 401(k), 403(a), 403(b) and 457, including Roth 401(k), Roth 403(b) and Roth 457(b) plans Two classes of the Contract are described in this Prospectus (1) the Texas K-12 Contract is a voluntary 403(b) annuity contract issued to employees of K-12 public schools in Texas who became Participants under the Contract on or after June 1, 2002 and (2) the Contract other than Texas K-12 Contract is issued in connection with plans established by eligible organizations under Tax Code Sections 401(a), 401(k), 403(a), 403(b) and 457, including Roth 401(k), Roth 403(b), and Roth 457(b) plans.

 

The Contract is designed for Investors who intend to accumulate funds for retirement purposes, and thus is best suited for those with a long investment horizon. The Contract should not be viewed as a highly liquid investment. In that regard, early withdrawals may be restricted by the Tax Code or your plan and may expose you to early withdrawal charges or tax penalties. The value of deferred taxation on earnings grows with the amount of time your money is left in the Contract. For these reasons, you should not participate in this Contract if you are looking for a short-term investment. When considering whether to purchase or participate in the Contract, you should consult with your financial representative about your financial goals, investment time horizon and risk tolerance.

 

Phases of Contract

 

The Contract has two phases: An Accumulation Phase and an Income Phase.

 

Accumulation Phase: During the Accumulation Phase, you direct us to invest your Purchase Payments or Account Value among the following investment options:

Variable Investment Options; and/or
Fixed Interest Options.

 

The Variable Investment Options: The Variable Investment Options are Subaccounts within the Separate Account. Each Subaccount invests its assets directly in shares of a corresponding underlying Fund, and each Fund has its own distinct investment objectives, fees and expenses and investment advisers. Earnings on amounts invested in a Subaccount will vary depending upon the performance and fees of the corresponding underlying Fund. You do not invest directly in or hold shares of the Funds.

 

There is no guarantee that your Account Value will increase. Depending upon the investment experience of each Fund in which a Subaccount invests, your Account Value may increase or decrease daily. You bear the investment risk for the Funds in which the Subaccounts invest; you will benefit from favorable investment experience but also bear the risk of poor investment performance.

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The Fixed Interest Options: The following Fixed Interest Options may be available through the Contract:

The Guaranteed Accumulation Account;
The Fixed Account;
The Fixed Plus Account; and
The Fixed Plus Account II A.

 

Not all Fixed Interest Options may be available for current or future investment. The Guaranteed Accumulation Account is no longer offered for sale to new plans.

 

Additional information about the Variable Investment Options and Fixed Interest Options is provided in an appendix to the Prospectus. See “APPENDIX A: INVESTMENT OPTIONS AVAILABLE UNDER THE CONTRACT.”

 

Income Phase: During the Income Phase, you start receiving annuity, or Income Phase, payments from your Contract. The Contract offers several Income Phase payment options. However, you will be unable to make withdrawals, and any death benefits will terminate. In general, you may:

Receive Income Phase payments over a lifetime or for a specified period;
Receive Income Phase payments monthly, quarterly, semi-annually or annually;
Select an Income Phase option that provides a death benefit to Beneficiaries; or
Select fixed Income Phase payments or payments that vary based on the performance of the Variable Investment Options you select.

 

For more information about the Income Phase, see “INCOME PHASE” section of this Prospectus.

 

Contract Features

 

Death Benefit. A Beneficiary may receive a death benefit in the event of your death during both the Accumulation and Income Phases (described above). If made available under your Contract, you can elect the Return of Purchase Payment Death Benefit or the Adjusted Purchase Payment Guaranteed Death Benefit. The availability of a death benefit during the Income Phase depends upon the Income Phase (i.e., annuity) payment option selected. See “DEATH BENEFIT – Death Benefit During the Income Phase.”

 

Asset Rebalancing Program. Our asset rebalancing program may be available in connection with certain Contracts. Asset rebalancing allows you to reallocate your Account Value in the investments and percentages you identify. There is no additional charge for this program. See ‘THE CONTRACT – Contract Purchase and Limitations – The Asset Rebalancing Program.”

 

Loans. If allowed by the Contract and the plan and subject to the terms and conditions imposed by the plan and the plan’s loan agreement, you may initiate a loan during the Accumulation Phase from your Account Value allocated to certain Subaccounts and Fixed Interest Options. There are charges associated with loans. Loans are subject to requirements under the Tax Code and related loan regulations, as well as ERISA (if applicable). Further restrictions may apply due to our administrative practices or those administrative practices of a third party administrator selected by your Plan Sponsor. See “LOANS.”

 

Systematic Distribution Options. These allow you to receive regular payments from your account, while retaining the account in the Accumulation Phase. See “SYSTEMATIC DISTRIBUTION OPTIONS.”

 

Withdrawals. During the Accumulation Phase, you may, under some plans, withdraw all or part of your Account Value. Amounts withdrawn may be subject to a Market Value Adjustment (for amounts in the GAA), an early withdrawal charge, other deductions, tax withholding, taxation and tax penalties, as well as significant reductions to your Account Value and the Death Benefit, perhaps by more than the amount withdrawn. See “WITHDRAWALS.”

 

Taxation. Taxes will generally be due when you receive a distribution. Tax penalties may apply in some circumstances. See “FEDERAL Tax Considerations.”

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Contract Adjustments

 

You could lose a significant amount of money due to a Market Value Adjustment if you remove Account Value from the Guaranteed Accumulation Account (“GAA”), a Fixed Interest Option, before the end of a Guaranteed Term. A negative MVA may apply if you withdraw or transfer Account Value from the GAA, or upon payments due to the death of the participant, if paid more than six months following death (or disability, if applicable).

 

IMPORTANT INFORMATION YOU SHOULD CONSIDER ABOUT THE CONTRACT

 

FEES, EXPENSES AND ADJUSTMENTS
Are There Charges or Adjustments for Early Withdrawals?

Yes. If the Investor withdraws money from the Contract within ten (10) years following a specified date, the Investor can be assessed an early withdrawal charge equal to a maximum of 7% of the amount withdrawn. The specified date referenced in the preceding sentence can vary depending on the terms of the Contract, and will be either: (1) the date the individual account was established; (2) the date the Contract was established; or (3) the number of completed Purchase Payment Periods.

 

For example, if you make an early withdrawal from a Texas K-12 Contract, you could pay a surrender charge of up to $7,000 on a $100,000 investment. This loss will be greater if there is a negative Market Value Adjustment, taxes, or tax penalties.

 

If all or a portion of your Account Value is removed from the Guaranteed Accumulation Account before the end of a Guaranteed Term, we will apply a Market Value Adjustment, which may be negative and could cause a potential loss of up to 100% of your Account Value in the GAA. For example, you allocate $100,000 to the GAA with a 3-year Guaranteed Term and later withdraw the entire amount before the 3 years have ended, you could lose up to $100,000 of your investment. This loss will be greater if you also have to pay a surrender charge, taxes, and tax penalties. A MVA may apply if you withdraw or transfer Account Value from the GAA, or upon payments due to the death of the participant, if paid more than six months following death (or disability, if applicable).

 

See “FEE TABLE – Transaction Expenses,” “FEE TABLE – Adjustments,” CHARGES, FEES AND ADJUSTMENTS - Transaction Fees - Early Withdrawal Charge,” and “CHARGES, FEES AND ADJUSTMENTS – Market Value Adjustments.”

Are There Transaction Charges?

Yes.

•    In addition to the early withdrawal charge and Market Value Adjustments, the Investor may also be charged for other transactions. If you take a Contract loan from your Account Value, you may be subject to a Loan Initiation Fee not to exceed $125 per loan.

•    Certain Funds may impose redemption fees as a result of withdrawals, transfers or other Fund transactions you may initiate.

 

See “FEE TABLE – Transaction Expenses” and “CHARGES, FEES AND ADJUSTMENTS.”

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FEES, EXPENSES AND ADJUSTMENTS

(continued from previous page)

Are There Ongoing Fees and Expenses? Yes. The table below describes the fees and expenses that you may pay each year, depending on the Investment Options you choose. Please refer to your Contract specifications page for information about the specific fees you will pay each year based on the options you have elected. A Loan Interest Rate Spread (which is the difference between the rate charged and the rate credited on loans under your contract) or an Annual Loan administration fee is charged until the loan is repaid.  
  Annual Fee Minimum Maximum

Base Contract Expenses

(varies by Contract class)

1.25%1,2 1.79%1,2
Portfolio Company fees and expenses 0.27% 3.38%3
Are There Ongoing Fees and Expenses?

Because your Contract is customizable, the choices you make affect how much you will pay. To help you understand the cost of owning your Contract, the following table shows the lowest and highest cost you could pay each year based on current charges. This estimate assumes that you do not take withdrawals from the Contract, which could add surrender charges and negative Market Value Adjustments that substantially increase costs.

  Texas K-12 Contracts Texas K-12 Contracts

Lowest Annual Cost Estimate:

$260

Highest Annual Cost Estimate:
$2,512
All Other Contracts All Other Contracts

Lowest Annual Cost Estimate:

$262

Highest Annual Cost Estimate:
$3,939

Assumes:

•   Investment of $100,000;

•   5% annual appreciation;

•   No optional benefits;

•   No loans;

•   Fees and expenses of least expensive Fund;

•   No sales charges; and

•   No additional Purchase Payments, transfers or withdrawals.

Assumes:

•   Investment of $100,000;

•   5% annual appreciation;

•   No loans;

•   Fees and expenses for the most expensive Fund;

•   No sales charges; and

•   No additional Purchase Payments, transfers or withdrawals.

 

See “FEE TABLE – Periodic Fees and Expenses” and “CHARGES, FEES AND ADJUSTMENTS – Periodic Fees and Charges.”

 

 

1As a percentage of average Account Value.
2The Base Contract Expenses include (1) the mortality and expense risk charge (1.25% for Texas K-12 Contracts and 1.50% for all other Contracts), which compensates us for the mortality and expense risks we assume under the Contract, including those risks associated with our funding of the death benefit, including any guaranteed death benefits; (2) an administrative expense charge of up to 0.25%; and (3) a $30 annual maintenance fee converted to an annual percentage equal to 0.001650717%. The administrative expense charge and the annual maintenance fee may be reduced or eliminated in certain circumstances. The minimum amount reflects these reductions or eliminations, while the maximum amount does not. Additionally, the minimum amount reflects the lower mortality and expense risk charge for K-12 Contracts and the maximum amount reflects the higher mortality and expense risk charge for all other Contracts. See “CHARGES, FEES AND ADJUSTMENTS – Periodic Fees and Charges.”
3These expenses, which include management fees, distribution (12b-1) and/or service fees and other expenses, do not take into account any fee waiver or expense reimbursement arrangements that may apply. These expenses are for the year ended December 31, 2024, and will vary from year to year.
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RISKS

Is There a Risk of Loss from Poor Performance?

Yes. An Investor can lose money by investing in the Contract.

 

See “PRINCIPAL RISKS OF INVESTING IN THE CONTRACT.”

Is This a Short-Term Investment?

No. This Contract is not designed for short-term investing and is not appropriate for an Investor who needs ready access to cash. The Contract is typically most useful as part of a personal retirement plan. Early withdrawals may be restricted by the Tax Code or your plan and may expose you to early withdrawal charges or tax penalties. You should not participate in this Contract if you are looking for a short-term investment or expect to make withdrawals before you are age 59½.

 

Amounts withdrawn from the Contract may result in surrender charges, taxes, and tax penalties. Amounts removed from the Guaranteed Accumulation Account before the end of a Guaranteed Term may also result in a negative Market Value Adjustment. At the end of the Guaranteed Term we will reallocate your Account Value in the GAA according to your instructions. If you have not provided instructions, we will automatically reinvest the maturing investment into a guaranteed term available in the current deposit period. For contracts that distinguish between short- and long-term classifications, we will generally transfer the maturing investment to the available deposit period for the guaranteed term having the shortest maturity within the same classification. For other contracts, we will generally transfer the maturing investment in the following manner based upon availability:

•    To a guaranteed term of the same duration, if available;

•    To a guaranteed term with the next shortest duration, if available; or

•    To a guaranteed term with the next longest duration.

 

You may not receive any distribution before retirement, except upon reaching age 70½ or terminating employment with Texas public institutions of higher learning.

 

If you participate in the Texas Optional Retirement Program, you may not receive any distribution before retirement, except upon reaching age 70½ or terminating employment with the Texas public institutions of higher learning.

 

See “PRINCIPAL RISKS OF INVESTING IN THE CONTRACT.”

What Are the Risks Associated with the Investment Options?

 

An investment in the Contract is subject to the risk of poor investment performance and can vary depending on the performance of the investment options available under the Contract. Each investment option (including the Guaranteed Accumulation Account and the other Fixed Interest Options) will have its own unique risks, and you should review these investment options before making an investment decision.

 

See “THE INVESTMENT OPTIONS – The Variable Investment Options” and “THE INVESTMENT OPTIONS – The Fixed Interest Options.

What Are the Risks Related to the Insurance Company?

An investment in the Contract is subject to the risks related to VRIAC, including that any obligations, including under the Fixed Interest Options, guarantees or benefits are subject to the financial strength and claims-paying ability of VRIAC. More information about VRIAC, including its financial strength and claims paying ability, is available upon request, by contacting Customer Service at 1-800-584-6001.

 

See “THE CONTRACT – The General Account.

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RESTRICTIONS

Are There Limits on the Investment Options?

Yes.

•  Your plan may limit the number of investment options you may select at any one time. Please refer to your plan documents for more information;

•  Some Subaccounts and Fixed Interest Options may not be available through your plan. Please refer to your plan documents for a list of Subaccounts and Fixed Interest Options available to you;

•  Some financial institutions or broker-dealers through which the Contract is sold may limit the availability of certain investment options;

•  Not all Fixed Interest Options may be available for current or future investment;

•  There are certain restrictions on transfers from the Fixed Interest Options;

•  The Company reserves the right to combine two or more Subaccounts, close Subaccounts or substitute a new Fund for a Fund in which a Subaccount currently invests; and

•  The Contract is not designed to serve as a vehicle for frequent transfers. We actively monitor Fund transfer and reallocation activity to identify violations of our Excessive Trading Policy. Electronic trading privileges will be suspended if the Company determines, in its sole discretion, that our Excessive Trading Policy has been violated.

 

See “THE INVESTMENT OPTIONS - Selecting Investment Options and Right to Change the Separate Account,” “THE CONTRACT – Limits on Frequent or Disruptive Transfers” and “OTHER TOPICS – Financial Intermediary Variations.

Are There any Restrictions on Contract Benefits?

Yes.

•  We may discontinue or restrict the availability of an optional benefit;

•  Benefits available to you may vary based on your plan. Please refer to your plan documents for benefits available to you;

•  Some financial institutions or broker-dealers through which the Contract is sold may limit the availability of certain Contract benefits;

•  Account Values invested in certain investment options may not be available for rebalancing under the Asset Rebalancing Program. Subaccount reallocations or changes outside of the Asset Rebalancing Program may affect the program;

•  If not required under your plan, we may discontinue the availability of one or all of the Systematic Distribution Options at any time and/or change the terms of future elections; and

•  Withdrawals may reduce the amount of a death benefit based on Purchase Payments by more than the amount withdrawn.

 

See “THE CONTRACT – Contract Provisions and Limitations – The Asset Rebalancing Program,” “DEATH BENEFIT – Death Benefit Options,” “SYSTEMATIC DISTRIBUTION OPTIONS – Availability of Systematic Distribution Options,” “LOANS – Availability” and “OTHER TOPICS – Financial Intermediary Variations.

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TAXES
What Are the Contract’s Tax Implications?

•   You should consult with a tax and/or legal adviser to determine the tax implications of an investment in, and distributions received under, the Contract;

•   There is no additional tax benefit to the Investor if the Contract is purchased through a tax-qualified plan or individual retirement account (“IRA”); and

•    Withdrawals will be subject to ordinary income tax and may be subject to tax penalties.

 

See “FEDERAL TAX CONSIDERATIONS.

CONFLICTS OF INTEREST
How Are Investment Professionals Compensated?

•   We pay compensation to broker/dealers whose registered representatives sell the Contract.

•   Compensation may be paid in the form of commissions or other compensation, depending upon the agreement between the broker/dealers and the registered representative.

•   Because of this sales-based compensation, an investment professional may have a financial incentive to offer or recommend the Contract over another investment.

 

See “OTHER TOPICS – Contract Distribution.

Should I Exchange My Contract?

Some investment professionals may have a financial incentive to offer you a new Contract in place of the one you own. You should exchange your contract only if you determine, after comparing the features, fees and risks of both contracts, and any fees or penalties to terminate the existing contract, that it is preferable for you to purchase the new Contract rather than continue to own the existing contract.

 

See “PRINCIPAL RISKS OF INVESTING IN THE CONTRACT.

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FEE TABLE

 

The following tables describe the fees, expenses and adjustments that you will pay when buying, owning and surrendering or making withdrawals from an Investment Option or the Contract. Please refer to your Contract specifications page for information about the specific fees you will pay each year based on the options you have elected.

 

The first table describes the fees and expenses that you will pay at the time you buy the Contract, surrender or make withdrawals from the Contract or take a loan from the Contract. State premium taxes may also be deducted.

 

Transaction Expenses

 

Maximum Early Withdrawal Charge1  
(as a percentage of amount withdrawn, if applicable)  
Texas K-12 Contracts 7.00%
All other Contracts 5.00%
Maximum Loan Fees  
Loan Initiation Fee2 $125.00
Premium Tax3 0.00% to 4.00%

 

The next table describes the adjustments, in addition to any transaction expenses, that apply if all or a portion of the Account Value is removed from the Guaranteed Accumulation Account or from the Contract before the expiration of a specified period.

 

Adjustments

 

Guaranteed Accumulation Account Maximum Potential Loss Due to Market Value Adjustment (as a percentage of Account Value withdrawn from the Guaranteed Accumulation Account)4 100%

 

 

1This is a deferred sales charge. The percentage will be determined by the applicable early withdrawal charge schedule in the “CHARGES, Fees AND ADJUSTMENTS” section. In certain cases, this charge may not apply to a portion or all of your withdrawal. The early withdrawal charge reduces over time. This charge may be waived, reduced or eliminated in certain circumstances. See “CHARGES, Fees AND ADJUSTMENTS.
2Certain Contracts that have a 0.0% Loan Interest Rate Spread may be subject to a loan initiation fee. If assessed, the loan initiation fee will apply to each outstanding loan taken and will be deducted from the Account Value. We reserve the right to change the fee charged for loan initiation, but not to exceed $125. See “Loans ‒ Things to Consider Before Initiating a Loan.”
3We reserve the right to deduct a charge for premium taxes from your Account Value or from payments to the Account at any time, but not before there is a tax liability under state law. See “CHARGES, Fees AND ADJUSTMENTSPremium and Other Taxes.”
4A Market Value Adjustment will apply to withdrawals or transfers from the Guaranteed Accumulation Account. Withdrawals due to the election of a lifetime income option and Withdrawals due to the death of the participant (if paid within the first six months following death) will be subject to an aggregate MVA only if it is positive. All other withdrawals will be subject to an aggregate MVA, regardless of whether it is positive or negative. For more information, see “CHARGES, FEES AND ADJUSTMENTS – Contract Adjustments.”
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The next table describes the fees and expenses that you will pay each year during the time that you own the Contract (not including Fund fees and expenses).

 

Annual Contract Expenses

 

 

Applicable to Texas K-12

Contracts

 

Applicable to All Other Contracts

Annual Maintenance Fee5 $0.00   $30.00

Base Contract Expenses6,7

(as a percentage of average Account Value)

1.50%   1.75%

 

Maximum Loan Fees  
Loan Interest Rate Spread (per annum)7 3.00%
Annual Loan Administration Fee8 $50.00

 

The next item shows the minimum and maximum total operating expenses charged by the Funds that you may pay periodically during the time that you own the Contract. Expenses shown may change over time and may be higher or lower in the future. A complete list of the Funds available under the Contract, including their annual expenses, may be found in APPENDIX A of this Prospectus.

 

Annual Fund Expenses

 

 

Applicable to Texas K-12

Contracts

  Applicable to All Other Contracts
Total Annual Fund Operating Expense Minimum Maximum   Minimum Maximum
Expenses that are deducted from Fund assets, including management fees, distribution and/or service (12b-1) fees, and other expenses (as of December 31, 2025). 0.27% 0.27%   0.27% 0.27%
Expenses that are deducted from Fund assets, including management fees, distribution and/or service (12b-1) fees, and other expenses (as of December 31, 2025) after any waivers or expense reimbursements.9 3.19% 3.38%   3.19% 3.38%

 

 
5These fees may be waived, reduced or eliminated in certain circumstances. See “CHARGES, Fees AND ADJUSTMENTS.
6The mortality and expense risk charge, included in the Base Contract Expenses, compensates us for the mortality and expense risks we assume under the Contract, including those risks associated with our funding of the death benefit, including any guaranteed death benefits. The Base Contract Expenses also reflect an administration expense charge equal to 0.25% annually of your Account Value invested in the Subaccounts. See “CHARGES, FEES AND ADJUSTMENTS – Periodic Fees and ChargesMortality and Expense Risk Charge.”
7This is the difference between the rate charged and the rate credited on loans under your Contract. We reserve the right to assess a Loan Interest Rate Spread between 0.0% and 3.0% per annum. If applied, the Loan Interest Rate Spread is generally 2.5% per annum. See “Loans ‒ Things to Consider Before Initiating a Loan.”
8Certain Contracts that have a 0.0% Loan Interest Rate Spread may be subject to an annual loan administration fee. If assessed, the annual loan maintenance fee will apply to each outstanding Plan Loan and be deducted from the vested individual account value. We reserve the right to change the annual fee charged for loan administration, but the fee shall not exceed $50. See “Loans ‒ Things to Consider Before Initiating a Loan.”
9Any expense waivers or reimbursements will remain in effect until at least April 30, 2027, and can only be terminated early with approval by the Fund company’s board of directors.

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See “CHARGES, FEES AND ADJUSTMENTS – Fund Fees and Expenses” for additional information about the fees and expenses of the Funds, including information about the revenue we may receive from each of the Funds or the Funds’ affiliates.

 

Examples

 

These examples are intended to help you compare the cost of investing in the Variable Investment Options with the cost of investing in other annuity contracts that offer Variable Investment Options. These costs include transaction expenses (assuming no loans), annual Contract expenses and annual Fund expenses.

 

The Example assumes all Account Value is allocated to the Variable Investment Options. Your costs could differ from those below if you invest in the Fixed Income Options, including the GAA. The examples do not reflect the Market Value Adjustment you may incur if you remove Contract Value from the GAA prior to the end of a Guarantee Period.

 

The following examples assume that you invest $100,000 in the Variable Investment Options for the time periods indicated. The Examples also assume that your investment has a 5% return each year and assume the most expensive combination of annual Fund expenses. Although your actual costs may be higher or lower, based on these assumptions, your costs would be:

 

Applicable to Texas K-12 Contracts:

Example A:  If you withdraw your entire Account Value at the end of the applicable time period: 1 Year 3 Years 5 Years 10 Years

$9,623

$14,998

$20,552

$32,802

Example B:  If you do not withdraw your entire Account Value or if you select an Income Phase payment option at the end of the applicable time period:* 1 Year 3 Years 5 Years 10 Years

$2,990

$9,155

$15,574

$32,802

 

Applicable to All Other Contracts:

Example A:  If you withdraw your entire Account Value at the end of the applicable time period: 1 Year 3 Years 5 Years 10 Years

$10,112

$20,345

$30,541

$50,980

Example B:  If you do not withdraw your entire Account Value or if you select an Income Phase payment option at the end of the applicable time period:* 1 Year 3 Years 5 Years 10 Years

$5,128

$15,365

$25,574

$50,980

 

 

*This example will not apply if during the Income Phase a non-lifetime payment option is elected with variable payments and a lump-sum payment is requested within a certain number of years as specified in the contract. In that case, the lump-sum payment is treated as a withdrawal during the Accumulation Phase and may be subject to an early withdrawal charge. (Refer to Example A.)
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PRINCIPAL RISKS OF INVESTING IN THE CONTRACT

 

The decision to participate or invest in the Contract should be discussed with your financial representative. Make sure that you understand the risks you will face when you consider an investment in the Contract.

 

There are risks associated with investing in the Contract.

 

Market Risk – You bear the risk of any decline in the Account Value caused by the performance of the underlying Funds held by the Subaccounts. Those Funds could decline in value very significantly, and there is a risk of loss of your entire amount invested. The risk of loss varies with each underlying Fund. The investment risks are described in the prospectuses for the underlying Funds. There also is investment risk associated with an investment in the Guaranteed Accumulation Account if you remove Account Value before the end of a Guaranteed Term. If interest rates at the time of a withdrawal have increased since the date of deposit, the value of the investment decreases and the MVA will be negative. This could result in your receiving less than the amount you paid into the Guaranteed Accumulation Account.
Early Withdrawal Risk You should carefully consider the risk associated with withdrawals, including a surrender of the participant’s certificate and a withdrawal under a certificate. A surrender or partial withdrawal may be subject to federal and state taxes, including a 10% federal income tax penalty on the taxable portion of the withdrawal, if taken prior to age 59½. Surrendering the participant certificate terminates the certificate. You may also incur a negative MVA if you remove Account Value from the Guaranteed Accumulation Account before the end of a Guaranteed Term. Under extreme conditions, you could lose up to 100% of your withdrawal from the GAA due to a negative MVA. Withdrawals can result in a significant reduction in your Account Value, death benefit and benefits under a participant certificate, potentially by more than the amount withdrawn. Because of Contract features like these and given the tax consequences referred to above, you should not view the Contract as a short-term savings vehicle.
Insurance Company Insolvency – It is possible that we could experience financial difficulty in the future and even become insolvent, and therefore become unable to provide all of the guarantees and benefits that exceed the assets in the Separate Account that we have promised.
Contract Changes – We do not guarantee that each Fund or Fixed Interest Option will always be available for investment through the Contract. Subject to certain conditions and restrictions applicable to certain types of retirement plans and state and federal law and the rules and regulations thereunder, we may, from time to time, combine two or more Subaccounts; close Subaccounts and, unless we receive alternative allocation instructions, allocate all future amounts directed to the Subaccount that was closed or is unavailable among the other available Subaccounts according to the most recent allocation instructions we have on file; or substitute a new Fund for a Fund in which a Subaccount currently invests. Additionally, we may limit your ability to make transfers between investment options if you violate our policy on frequent or disruptive transfers.
Contract Benefits – Loans and withdrawal may reduce the amount of a death benefit based on Purchase Payments by more than the amount of the loan or withdrawal due to proportional reductions in the premium amount.
Tax Consequences – Early withdrawals may be restricted by the Tax Code or your plan or may expose you to early withdrawal charges or tax penalties. The value of deferred taxation on earnings grows with the amount of time funds are left in the Contract.
Short-Term Investment – You should not participate in this Contract if you are looking for a short-term investment or expect to need to make withdrawals before you are age 59½; and
Business Disruption and Cybersecurity Risks – We rely on technology, including interconnected computer systems and data storage networks and digital communications, to conduct our variable product business activities. Because our variable product business is highly dependent upon the effective operation of our computer systems and those of our service providers and other business partners, our business is vulnerable to disruptions from utility outages, and susceptible to operational and information security risks resulting from information systems failure (e.g., hardware and software malfunctions) and cyber-attacks. Cyber-attacks may be systemic (e.g., affecting the internet, cloud services, or other infrastructure) or targeted (e.g., failures in or breach of our systems or those of third parties on whom we rely, including ransomware and malware attacks).

 

Cybersecurity risks include, but are not limited to, the loss, theft, misuse, corruption, and destruction of data maintained online or digitally, interference with or denial of service, attacks on our website (or the websites of third parties on whom we rely), disruption of routine business operations, and unauthorized release of confidential customer information. The risk of cyber-attacks may be higher during periods of geopolitical turmoil. Due to the increasing sophistication of cyber-attacks, a cybersecurity breach could occur and persist for an extended period of time without detection.

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Systems failures and cybersecurity incidents affecting us, our affiliates, the underlying funds, intermediaries, service providers, and other third parties on whom we rely may adversely affect your contract value and interfere with our ability to process contract transactions and calculate contract values. Systems failures and cybersecurity breaches may cause us to be unable to process orders from our website or with the underlying funds, cause us to be unable to calculate unit values and/or the underlying funds to be unable to calculate share values, cause the release or possible destruction of confidential customer and/or business information, impede order processing or cause other operational issues, subject us and our service providers and intermediaries to regulatory fines, litigation, and financial losses, and/or cause reputational damage. Cybersecurity risks may also impact the issuers of securities in which the underlying funds invest, which may cause the underlying funds to lose value.

 

The preventative actions we take to reduce the frequency and severity of cybersecurity incidents and protect our computer systems may be insufficient to prevent a cybersecurity breach from impacting our operations or your contract value. There can be no assurance that we or the underlying funds or our service providers and intermediaries will be able to avoid cybersecurity breaches affecting your contract.

 

In addition, we are also exposed to risks related to natural and man-made disasters, including, but not limited to, storms, fires, floods, earthquakes, public health crises, malicious acts, and terrorist acts, which could adversely affect our ability to conduct business. A natural or man-made disaster, including a pandemic (such as COVID-19), could affect the ability of our employees or the employees of our service providers to perform their job responsibilities. They could interfere with our processing of contract transactions, including processing orders from owners and orders with the underlying funds, impact our ability to calculate contract value, or have other adverse impacts on our operations. These events may also negatively affect the our service providers and intermediaries, the underlying funds and the issuers of securities in which the underlying funds invest, which may cause the underlying funds to lose value. There can be no assurance that we or the underlying funds or our service providers and intermediaries will be able to avoid negative impacts associated with natural and man-made disasters.

 

THE COMPANY

 

The Company issues the Contracts described in this Prospectus and is responsible for providing the Contract’s insurance and annuity benefits. All guarantees and benefits provided under the Contracts are subject to the financial strength and claims paying ability of the Company and our General Account. We are a stock life insurance company organized under the insurance laws of the State of Connecticut in 1976. Prior to January 1, 2002, the Company was known as Aetna Life Insurance and Annuity Company. From January 1, 2002 until August 31, 2014, the Company was known as ING Life Insurance and Annuity Company.

 

We are an indirect, wholly owned subsidiary of Voya Financial, Inc. (“Voya”), which until April 7, 2014, was known as ING U.S., Inc. In May, 2013, the common stock of Voya began trading on the New York Stock Exchange (“NYSE”) under the symbol “VOYA.”

 

We are engaged in the business of issuing insurance and annuities and providing financial services in the United States. We are authorized to conduct business in all states, the District of Columbia, Guam, Puerto Rico and the Virgin Islands.

 

We are obligated to pay all amounts promised under the Contracts, subject to our financial strength and claims-paying ability.

 

Our principal executive offices are located at:

 

One Orange Way

Windsor, CT 06095-4774

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Product Regulation. Our annuity, retirement and investment products are subject to a complex and extensive array of state and federal tax, securities, insurance and employee benefit plan laws and regulations, which are administered and enforced by a number of different governmental and self-regulatory authorities, including state insurance regulators, state securities administrators, state banking authorities, the SEC, the Financial Industry Regulatory Authority (“FINRA”), the Department of Labor, the Internal Revenue Service (“IRS”) and the Office of the Comptroller of the Currency. For example, U.S. federal income tax law imposes requirements relating to insurance and annuity product design, administration and investments that are conditions for beneficial tax treatment of such products under the Tax Code. See “FEDERAL TAX CONSIDERATIONS” for further discussion of some of these requirements. Additionally, state and federal securities and insurance laws impose requirements relating to insurance and annuity product design, offering and distribution and administration. Failure to administer product features in accordance with contract provisions or applicable law, or to meet any of these complex tax, securities, or insurance requirements could subject us to administrative penalties imposed by a particular governmental or self-regulatory authority, unanticipated costs associated with remedying such failure or other claims, harm to our reputation, interruption of our operations or adversely impact profitability.

 

VARIABLE ANNUITY ACCOUNT C

 

We established Variable Annuity Account C (the “Separate Account”) under Connecticut law in 1976 as a continuation of the separate account established in 1974 under Arkansas law by Aetna Variable Annuity Life Insurance Company. The Separate Account was established as a segregated asset account to fund variable annuity contracts. The Separate Account is registered as a unit investment trust under the 1940 Act. It also meets the definition of “separate account” under the federal securities laws.

 

Income, gains, and losses credited to, or charged against, the Separate Account reflect the Separate Account’s own investment experience and not the investment experience of VRIAC’s other assets. The assets of the Separate Account equal to contract liabilities may not be used to pay any liabilities of VRIAC other than those arising from the Contracts. However, Separate Account assets that exceed contract liabilities are subject to any liabilities of VRIAC. VRIAC is obligated to pay all amounts promised to Investors under the Contracts.

 

THE INVESTMENT OPTIONS

 

The Contract offers Variable Investment Options and Fixed Interest Options. The Contract Holder or you, if the Contract Holder permits, directs us to allocate initial Purchase Payments to the investment options available under the plan. Generally, you will specify this information on your enrollment materials. After your enrollment, changes to allocations for future Purchase Payments or the transfer of existing balances among investment options may be requested by contacting Customer Service, electronically at www.voyaretirementplans.com or through such other means as may be available under our administrative procedures in effect from time to time. Allocations must be in whole percentages, and there may be limitations on the number of investment options that can be selected.

 

We may add, withdraw or substitute investment options subject to the conditions in the Contract and in compliance with regulatory requirements.

 

The Variable Investment Options

 

These options are Subaccounts of the Separate Account. Each Subaccount invests directly in shares of a corresponding mutual Fund, and your Account Value in a Subaccount will vary depending upon the performance and fees of its underlying Fund. There is a risk of loss of the entire amount invested. You do not invest directly in or hold shares of the Funds.

 

Information regarding each Fund available through the Subaccounts of the Separate Account, including (i) its name, (ii) a brief statement concerning its investment objectives, (iii) its investment adviser and any sub-investment adviser, (iv) current expenses, and (v) performance is available in an appendix to this Prospectus. See APPENDIX A:

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INVESTMENTS OPTIONS AVAILABLE UNDER THE CONTRACT. Each Fund has issued a Prospectus that contains more detailed information about the Fund. Fund prospectuses, which may be amended from time to time, that can be found online at https://vpx.broadridge.com/getcontract1.asp?dtype=pros&cid=voyavpx&fid=NRVA00979 or may be obtained, free of charge by contacting Customer Service at 1-800-584-6001 or by sending an email request to ProspectusRequests@voya.com.

 

Selection of Underlying Funds

 

The underlying Funds available through the Contracts described in this Prospectus are determined by the Company but ultimately selected by the Plan Sponsor. When determining which underlying Funds to make available, we may consider various factors, including, but not limited to, asset class coverage, the alignment of the investment objectives of an underlying Fund with our hedging strategy, the strength of the adviser’s or subadviser’s reputation and tenure, brand recognition, performance, and the capability and qualification of each investment firm. Another factor that we may consider is whether the underlying Fund or its service providers (e.g., the investment adviser or subadvisers) or its affiliates will make payments to us or our affiliates in connection with certain administrative, marketing, and support services, or whether affiliates of the Fund can provide marketing and distribution support for sales of the Contracts. (For additional information on these arrangements, please refer to the “Revenue from the Funds” subsection of this Prospectus.) We review the Funds periodically and may, subject to certain limits or restrictions, remove a Fund or limit its availability to new investment if we determine that a Fund no longer satisfies one or more of the selection criteria, and/or if the Fund has not attracted significant allocations under the Contracts. We have included certain of the Funds at least in part because they are managed or subadvised by our affiliates.

 

We do not recommend or endorse any particular Fund, and we do not provide investment advice.

 

Fund of Funds

 

Certain Funds may be structured as “Fund of Funds” or “master-feeder” Funds. These Funds may have higher fees and expenses than a Fund that invests directly in debt and equity securities because they also incur the fees and expenses of the underlying Funds in which they invest. These Funds may be affiliated Funds, and the underlying Funds in which they invest may be affiliated as well. The Fund prospectuses disclose the aggregate annual operating expenses of each Fund and its corresponding underlying Fund or Funds.

 

Funds With Managed Volatility Strategies

 

As described in more detail in the Fund prospectuses, certain Funds employ a managed volatility strategy that is intended to reduce the Fund’s overall volatility and downside risk, and to help us manage the risks associated with providing certain guarantees under the Contract. During rising markets, the hedging strategies employed to manage volatility could result in your Account Value rising less than would have been the case if you had been invested in a Fund with substantially similar investment objectives, policies and strategies that does not utilize a volatility management strategy. In addition, the cost of these hedging strategies may have a negative impact on performance. On the other hand, investing in Funds with a managed volatility strategy may be helpful in a declining market with higher market volatility because the hedging strategy will reduce your equity exposure in such circumstances. In such cases, your Account Value may decline less than would have been the case if you had not invested in Funds with a managed volatility strategy. There is no guarantee that a managed volatility strategy can achieve or maintain the Fund’s optimal risk targets, and the Fund may not perform as expected.

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Revenue from the Funds

 

The Company or its affiliates may receive compensation from each of the Funds or the Funds’ affiliates. This revenue may include:

A share of the management fee;
Service fees;
For certain share classes, 12b-1 fees; and
Additional payments (sometimes referred to as revenue sharing).

 

12b-1 fees are used to compensate the Company and its affiliates for distribution related activity. Service fees and additional payments (sometimes collectively referred to as subaccounting fees) help compensate the Company and its affiliates for administrative, recordkeeping or other services that we provide to the Funds or the Funds’ affiliates, such as:

Communicating with customers about their Fund holdings;
Maintaining customer financial records;
Processing changes in customer accounts and trade orders (e.g. purchase and redemption requests);
Recordkeeping for customers, including Subaccounting services;
Answering customer inquiries about account status and purchase and redemption procedures;
Providing account balances, account statements, tax documents and confirmations of transactions in a customer’s account;
Transmitting proxy statements, annual and semi-annual reports, Fund prospectuses and other Fund communications to customers; and
Receiving, tabulating and transmitting proxies executed by customers.

 

The management fee, service fees and 12b-1 fees are deducted from Fund assets. Any such fees deducted from Fund assets are disclosed in the Fund prospectuses. Additional payments, which are not deducted from Fund assets and may be paid out of the legitimate profits of Fund advisers and/or other Fund affiliates, do not increase, directly or indirectly, Fund fees and expenses, and we may use these additional payments to finance distribution.

 

The amount of revenue the Company may receive from each of the Funds or from the Funds’ affiliates may be substantial, although the amount and types of revenue vary with respect to each of the Funds offered through the Contract. This revenue is one of several factors we consider when determining Contract fees and charges and whether to offer a Fund through our contracts. Fund revenue is important to the Company’s profitability and it is generally more profitable for us to offer affiliated Funds than to offer unaffiliated Funds.

 

Assets allocated to affiliated Funds, meaning Funds managed by Voya Investments, LLC or another Company affiliate, generate the largest dollar amount of revenue for the Company. Affiliated Funds may also be subadvised by a Company affiliate or an unaffiliated third party. Assets allocated to unaffiliated Funds, meaning Funds managed by an unaffiliated third party, generate lesser, but still substantial dollar amounts of revenue for the Company. The Company expects to earn a profit from this revenue to the extent it exceeds the Company’s expenses, including the payment of sales compensation to our distributors.

 

Revenue Received from Affiliated Funds. The revenue received by the Company from affiliated Funds may be based either on an annual percentage of average net assets held in the Fund by the Company or a share of the Fund’s management fee.

 

In the case of affiliated Funds subadvised by unaffiliated third parties, any sharing of the management fee between the Company and the affiliated investment adviser is based on the amount of such fee remaining after the subadvisory fee has been paid to the unaffiliated subadviser. Because subadvisory fees vary by subadviser, varying amounts of revenue are retained by the affiliated investment adviser and ultimately shared with the Company. The sharing of the management fee between the Company and the affiliated investment adviser does not increase, directly or indirectly, Fund fees and expenses. The Company may also receive additional compensation in the form of intercompany payments from an affiliated Fund’s investment adviser or the investment adviser’s parent in order to allocate revenue and profits across the organization. The intercompany payments and other revenue received from affiliated Funds provide the Company with a financial incentive to offer affiliated Funds through the Contract rather than unaffiliated Funds.

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Additionally, in the case of affiliated Funds subadvised by third parties, no direct payments are made to the Company or the affiliated investment adviser by the subadvisers. However, subadvisers may provide reimbursement for employees of the Company or its affiliates to attend business meetings or training conferences.

 

Revenue Received from Unaffiliated Funds. Revenue received from each of the unaffiliated Funds or their affiliates is based on an annual percentage of the average net assets held in that Fund by the Company. Some unaffiliated Funds or their affiliates pay us more than others and some of the amounts we receive may be significant.

 

If the unaffiliated Fund families currently offered through the Contract that made payments to us were individually ranked according to the total amount they paid to the Company or its affiliates in [2025], in connection with the registered variable annuity contracts issued by the Company, that ranking would be as follows: [TO BE UPDATED]

 

If the revenues received from the affiliated Funds were taken into account when ranking the Funds according to the total dollar amount they paid to the Company or its affiliates in [2025], the affiliated Funds would be first on the list.

 

In addition to the types of revenue received from affiliated and unaffiliated Funds described above, affiliated and unaffiliated Funds and their investment advisers, subadvisers or affiliates may participate at their own expense in Company sales conferences or educational and training meetings. In relation to such participation, a Fund’s investment adviser, subadviser or affiliate may help offset the cost of the meetings or sponsor events associated with the meetings. In exchange for these expense offset or sponsorship arrangements, the investment adviser, subadviser or affiliate may receive certain benefits and access opportunities to Company representatives and wholesalers rather than monetary benefits. These benefits and opportunities include, but are not limited to co-branded marketing materials, targeted marketing sales opportunities, training opportunities at meetings, training modules for personnel, and opportunities to host due diligence meetings for representatives and wholesalers.

 

Please note certain management personnel and other employees of the Company or its affiliates may receive a portion of their total employment compensation based on the amount of net assets allocated to affiliated Funds. See also “Contract Distribution.”

 

For additional risks associated with each Fund, please see the Fund’s Prospectus.

 

Voting Rights

 

Each of the Subaccounts holds shares in a Fund and each is entitled to vote at regular and special meetings of that Fund. Under our current view of applicable law, we will vote the shares for each Subaccount as instructed by persons having a voting interest in the Subaccount. If, however, we determine that we are permitted to vote the shares in our own right, we may do so.

 

Generally, under Contracts issued in connection with section 403(b), 401 or 403(a) plans, you have a fully vested interest in the value of your employee account, and in your employer account to the extent of your vested percentage in the plan. Therefore, under such plans you generally have the right to instruct the Contract Holder how to direct us to vote shares attributable to your account. Under Contracts issued in connection with section 457 plans, the Contract Holder retains all voting rights. We will vote shares for which instructions have not been received in the same proportion as those for which we received instructions. Accordingly, it is possible for a small number of persons (assuming there is a quorum) to determine the outcome of a vote.

 

Each person who has a voting interest in the Separate Account will receive periodic reports relating to the Funds in which he or she has an interest, as well as any proxy materials and a form on which to give voting instructions. Voting instructions will be solicited by a written communication at least 14 days before the meeting.

 

The number of votes, whole and fractional, any person is entitled to direct will be determined as of the record date set by any Fund in which that person invests through the Subaccounts. Additionally:

During the Accumulation Phase, the number of votes is equal to the portion of your Account Value invested in the Fund, divided by the Net Asset Value of one share of that Fund; and
During the Income Phase, the number of votes is equal to the portion of reserves set aside for the Contract’s share of the Fund, divided by the Net Asset Value of one share of that Fund.

 

We may restrict or eliminate any voting rights of persons who have voting rights as to the Separate Account.

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Right to Change the Separate Account

 

We do not guarantee that each Fund will always be available for investment through the Contract. Subject to certain conditions and restrictions applicable to certain types of retirement plans and state and federal law and the rules and regulations thereunder, we may, from time to time, make any of the following changes to the Separate Account with respect to some or all classes of Contracts:

Offer additional Subaccounts that will invest in new Funds or Fund classes we find appropriate for contracts we issue;
Combine two or more Subaccounts;
Close Subaccounts. We will provide advance notice by a supplement to this Prospectus if we close a Subaccount. If a Subaccount is closed or otherwise is unavailable for new investment, unless we receive alternative allocation instructions, all future amounts directed to the Subaccount that was closed or is unavailable may be automatically allocated among the other available Subaccounts according to the most recent allocation instructions we have on file. If the most recent allocation instructions we have on file do not include any available Subaccounts, the amount to be allocated will be returned unless we are provided with alternative allocation instructions. Alternative allocation instructions can be given by contacting Customer Service at 1-800-584-6001;
Substitute a new Fund for a Fund in which a Subaccount currently invests. In the case of a substitution, the new Fund may have different fees and charges than the Fund it replaced. A substitution may become necessary if, in our judgment:
A Fund no longer suits the purposes of your Contract;
There is a change in laws or regulations;
There is a change in the Fund’s investment objectives or restrictions;
The Fund is no longer available for investment; or
Another reason we deem a substitution is appropriate.
Stop selling the Contract;
Limit or eliminate any voting rights for the Separate Account; or
Make any changes required by the 1940 Act or its rules or regulations.

 

We will not make a change until the change is disclosed in an effective prospectus or prospectus supplement, authorized, if necessary, by an order from the SEC and approved, if necessary, by the appropriate state insurance department(s).

 

The changes described above do not include those changes that may, if allowed under your plan, be initiated by your Plan Sponsor.

 

We reserve the right to transfer Separate Account assets to another separate account that we determine to be associated with the class of Contracts to which the Contract belongs.

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Fixed Interest Options

 

The following Fixed Interest Options may be available through the Contract:

•   The Guaranteed Accumulation Account;

•   The Fixed Account;

•   The Fixed Plus Account; and

•   The Fixed Plus Account II A.

 

Not all Fixed Interest Options may be available for current or future investment. Information regarding the features of each currently offered Fixed Interest Option, including (i) its name, (ii) its term, and (iii) its minimum guaranteed interest rate, is available in in an appendix to this Prospectus. See APPENDIX A: INVESTMENTS OPTIONS AVAILABLE UNDER THE CONTRACT

 

Guaranteed Accumulation Account

 

The Guaranteed Accumulation Account is a Fixed Interest Option that may be available during the Accumulation Phase under the Contracts. The Guaranteed Accumulation Account is no longer offered for sale to new plans. Amounts allocated to the Guaranteed Accumulation Account will be deposited in a nonunitized separate account established by the Company. Amounts that you invest in the Guaranteed Accumulation Account will earn a guaranteed interest rate if amounts are left in the Guaranteed Accumulation Account for the specified period of time (the “Guaranteed Term”). If you withdraw or transfer those amounts before the Guaranteed Term has elapsed, we may apply a Market Value Adjustment, which may be positive or negative. You could lose a significant amount of money due to the Market Value Adjustment if amounts are removed from the Guaranteed Accumulation Account prior to the end of its term.

 

When you decide to invest money in the Guaranteed Accumulation Account, you will want to contact your local representative or the Company to learn:

  The interest rate we will apply to the amounts that you invest in the Guaranteed Accumulation Account. We change this rate periodically, so be certain you know what rate we guarantee on the day your account dollars are invested into the Guaranteed Accumulation Account.
  The period of time your account dollars need to remain in the Guaranteed Accumulation Account in order to earn that rate. You are required to leave your account dollars in the Guaranteed Accumulation Account for a specified period of time (“Guaranteed Term”), in order to earn the guaranteed interest rate.

 

Deposit Periods. A Deposit Period is the time during which we offer a specific interest rate if you deposit dollars for a certain Guaranteed Term. For a particular interest rate and Guaranteed Term to apply to your account dollars, you must invest them during the Deposit Period during which that rate and term are offered.

 

Interest Rates. We guarantee different interest rates, depending upon when account dollars are invested in the Guaranteed Accumulation Account. The interest rate we guarantee is an annual effective yield; that means that the rate reflects a full year’s interest. We credit interest daily at a rate that will provide the guaranteed annual effective yield over one year. The guaranteed interest rate will never be less than the minimum rate stated in the Contract, which in no case is lower than 0.25%.

 

Except for certain contracts issued in the state of New York, several different guaranteed interest rates may be applicable during a guaranteed term of more than one year. The initial guaranteed interest rate is credited from the date of deposit to the end of a specified period within the guaranteed term. We may credit several different guaranteed interest rates for subsequent specific periods of time within the guaranteed term. For example, for a five-year guaranteed term we may guarantee 5% for the first year, 4.75% for the next two years, and 4.5% for the remaining two years.

 

Our guaranteed interest rates are influenced by, but do not necessarily correspond to, interest rates available on fixed income investments we may buy using deposits directed to the Guaranteed Accumulation Account. We consider other factors when determining guaranteed interest rates including regulatory and tax requirements, sales commissions and administrative expenses borne by the Company, general economic trends and competitive factors. We make the final determination regarding guaranteed interest rates. We cannot predict the level of future guaranteed interest rates, but the interest rate will never be lower than the guaranteed minimum interest rate set forth in your Contract, if any.

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We do not make deductions from amounts in the Guaranteed Accumulation Account to cover mortality and expense risks. Rather, we consider these risks when determining the credited rate.

 

Market Value Adjustment. A Market Value Adjustment may apply if you withdraw or transfer Account Value from the GAA, upon payments due to the death of the participant, if paid more than six months following death (or disability, if applicable) or withdrawals due to the election of a nonlifetime income option before the Guaranteed Term is completed. You could lose a significant amount of money due to the Market Value Adjustment if amounts are removed from the Guaranteed Accumulation Account prior to the end of its Guaranteed Term.

 

For additional information regarding market value adjustments, see “Charges, Fees and Adjustments” and the Statement of Additional Information.

 

Guaranteed Terms. The Guaranteed Term is the period of time account dollars must be left in the Guaranteed Accumulation Account in order to earn the guaranteed interest rate specified for that Guaranteed Term. We offer different Guaranteed Terms at different times. Check with your sales representative or Customer Service to learn the details about the Guaranteed Term(s) currently being offered.

 

In general we offer the following Guaranteed Terms:

Short-term – three years or less; and
Long-term – ten years or less, but greater than three years.

 

Generally, we will offer at least one guaranteed term of three years or less and one guaranteed term of more than three years in any deposit period. However, under certain contracts we reserve the right to limit the guaranteed terms or guaranteed term classifications offered, as well as the right to discontinue offering GAA. We offer guaranteed terms at our discretion for various periods ranging from one to ten years.

 

Maturity of a Guaranteed Term. We will notify the contract holder or you, if applicable, at least 18 calendar days prior to the maturity of a guaranteed term. We will include information relating to the current deposit period’s guaranteed interest rates and the available guaranteed terms. You may obtain information concerning available deposit periods, guaranteed interest rates, and guaranteed terms five business days prior to the maturity date by calling 1-800-584-6001.

 

On or before the end of a Guaranteed Term, the contract holder or you, if applicable, may instruct us to:

 Transfer the matured amount to one or more new guaranteed terms available under the current deposit period;
 Transfer the matured amount to other available investment options; or
 Withdraw the matured amount.

 

Amounts withdrawn may be subject to an early withdrawal charge, tax withholding, and tax penalties. When a guaranteed term ends, if we have not received instructions, we will automatically reinvest the maturing investment into a guaranteed term available in the current deposit period. For contracts that distinguish between short- and long-term classifications, we will generally transfer the maturing investment to the available deposit period for the guaranteed term having the shortest maturity within the same classification. For other contracts, we will generally transfer the maturing investment in the following manner based upon availability:

To a guaranteed term of the same duration, if available;
To a guaranteed term with the next shortest duration, if available; or
To a guaranteed term with the next longest duration.

 

If you do not provide instructions concerning the maturing amount on or before the end of a guaranteed term, and this amount is automatically reinvested as noted above, the contract holder or you, if applicable, may, for a limited time, transfer or withdraw all or a portion of the matured investment that was transferred without the application of an MVA. As described above, other fees, including an early withdrawal charge, may be assessed on amounts withdrawn.

 

Transfer of Account Dollars. Generally, account dollars invested in the Guaranteed Accumulation Account may be transferred among Guaranteed Terms offered through the Guaranteed Accumulation Account and/or to other investment options offered through the Contract. However, transfers may not be made during the Deposit Period in which your account dollars are invested in the Guaranteed Accumulation Account or for 90 days after the close of that Deposit Period. The deposit period is the period of time during which the contract holder or you, if applicable, may direct investments to a particular guaranteed term(s) and receive a stipulated guaranteed interest rate(s). Each deposit period may be a month,

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a calendar quarter, or any other period of time we specify. We will apply an MVA to transfers made before the end of a Guaranteed Term.

 

For contracts that do not distinguish between short- and long-term classifications, the contract holder or you, if applicable, may choose the guaranteed term from which funds will first be withdrawn. If there is more than one guaranteed term of the same duration, we will withdraw funds starting from the oldest guaranteed term that has not reached maturity.

 

If we do not receive direction, we will withdraw funds pro rata from each guaranteed term in which you are invested. If there is more than one guaranteed term of the same duration, we will withdraw funds starting from the oldest guaranteed term that has not reached maturity.

 

For contracts that distinguish between short- and long-term classifications, the contract holder or you, if applicable, may choose the guaranteed term classification from which funds will be first withdrawn. We will withdraw funds starting from the oldest guaranteed term that has not reached maturity within the classification chosen.

 

If we do not receive direction, we will withdraw funds pro rata from the guaranteed term classifications, starting with the oldest guaranteed term that has not reached maturity, and any other investment options.

 

Income Phase. The Guaranteed Accumulation Account cannot be used as an investment option during the Income Phase. However, the Contract Holder or you, if permitted, may notify Customer Service at least 30 days in advance to elect a variable payment option and to transfer your Guaranteed Accumulation Account dollars to any of the Subaccounts available during the Income Phase.

 

Loans. You cannot take a loan from your Account Value in the Guaranteed Accumulation Account. However, we include your Account Value in the Guaranteed Accumulation Account when determining the amount of your Account Value we may distribute as a loan.

 

Reinstating Amounts Withdrawn from the Guaranteed Accumulation Account. If amounts are withdrawn from the Guaranteed Accumulation Account and then reinstated in the Guaranteed Accumulation Account, we will apply the reinstated amount to the current Deposit Period. The guaranteed annual interest rate, and Guaranteed Terms available on the date of reinstatement will apply. Amounts will be reinstated proportionately in the same way as they were allocated before withdrawal.

 

Your Account Value will not be credited for any negative MVA that was deducted at the time of withdrawal and any taxes that were withheld may also not be refunded, unless required by law.

 

The Fixed Account

 

The Fixed Account is an investment option that may be available during the Accumulation Phase under some Contracts. The amount allocated to the Fixed Account is held in the Company’s General Account, which supports insurance and annuity obligations. All guarantees and benefits provided under the Contracts that are not related to the separate Account are subject to the claims paying ability and financial strength of the Company and our General Account. Under some Contracts, this option is available to installment purchase plans only. This option is not available in the State of New York under some Contracts. Withdrawals from the Fixed Account may be subject to tax withholding, tax penalties and an early withdrawal charge.

 

General Disclosure. Interests in the Fixed Account have not been registered with the SEC in reliance upon exemptions under the Securities Act of 1933, as amended. Disclosure in this Prospectus regarding the Fixed Account is subject to certain generally applicable provisions of the federal securities laws relating to the accuracy and completeness of the statements. The Fixed Account is not registered as an investment company under the 1940 Act.

 

Interest Rates. The Fixed Account guarantees that amounts allocated to this option will earn no less than the Guaranteed Minimum Interest Rate (“GMIR”) applicable to your account as specified in the Contract. The GMIR may vary by participant based on the date the participant established an account under the Contract, but in no case is lower than 1%.. Each calendar year (1/1 to 12/31), the Company will also set a one-year minimum guaranteed floor rate which will apply to all amounts held in the Fixed Account during that calendar year. We may credit interest at a current that is guaranteed not to be below either the minimum guaranteed floor rate or the GMIR. The current rate may be changed at any time, except that we will not apply a decrease to the current rate following a rate change initiated solely by us prior to the last day of the three-month period measured from the first day of the month in which such change was effective. Among other

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factors, the safety of the interest rate guaranteed depends upon the claims-paying ability of the Company. Amounts applied to the Fixed Account will earn the interest rate in effect at the time money is applied. Amounts in the Fixed Account will reflect a compound interest rate as credited by us. The rate we quote is an annual effective yield. For more information about current interest rates, please contact Customer Service at 1-800-584-6001.

 

Our determination of credited interest rates reflects a number of factors, which may include mortality and expense risks, interest rate guarantees, the investment income earned on invested assets and the amortization of any capital gains and/or losses realized on the sale of invested assets. Under this option, we assume the risk of investment gain or loss by guaranteeing the amounts you allocate to this option and promising minimum interest rates during the accumulation period and also throughout the annuity period, if applicable.

 

We do not make deductions from amounts in the Fixed Account to cover mortality and expense risks. We consider these risks when determining the credited rate.

 

Transfers. During the Accumulation Phase, you may transfer account dollars from the Fixed Account to any other available investment option. We may vary the dollar amount that you are allowed to transfer, but it will never be less than 10% of your Account Value held in the Fixed Account each calendar year or each 12-month period, depending upon the Contract. We determine the amount available for transfer based on your Account Value held in the Fixed Account either: (1) on the January 1st preceding the transfer request; or (2) as of the date we receive the transfer request in Good Order. The 10% limit does not apply to amounts being transferred into the Fixed Plus Account (if available to new investments under the Contract) or the Fixed Plus Account II A.

 

By notifying Customer Service at least 30 days before Income Phase payments begin you, or the Contract Holder on your behalf, may elect to have amounts transferred to one or more of the Subaccounts available during the Income Phase to provide variable payments.

 

Loans. If available under your plan, loans may be made from Account Values held in the Fixed Account.

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FIXED PLUS ACCOUNT

 

The Fixed Plus Account (under some Contracts this Fixed Interest Option may be referred to as the Fixed Plus Account II) is an investment option that may be available during the Accumulation Phase under some Contracts. The amount allocated to the Fixed Plus Account are held in the Company’s General Account which supports insurance and annuity obligations. All guarantees and benefits provided under the Contracts that are not related to the Separate Account are subject to the claims paying ability and financial strength of the Company and our General Account.

 

General Disclosure. Interests in the Fixed Plus Account have not been registered with the SEC in reliance upon exemptions under the Securities Act of 1933, as amended. Disclosure in this Prospectus regarding the Fixed Plus Account is subject to certain generally applicable provisions of the federal securities laws relating to the accuracy and completeness of the statements. The Fixed Plus Account is not registered as an investment company under the 1940 Act.

 

Certain Restrictions. This option is not available in the State of New York under some Contracts. We reserve the right to limit investments in or transfers to the Fixed Plus Account. Under most Contracts, you may not elect certain withdrawal options, including the systematic distribution option, if you have requested a Fixed Plus Account transfer or withdrawal in the prior 12-month period.

 

Interest Rates. The Fixed Plus Account guarantees that amounts allocated to this option will earn the no less than the Guaranteed Minimum Interest Rate (“GMIR”) specified in the Contract, which in no case is lower than 3%.. Each calendar year (1/1 to 12/31), the Company will also set a one-year minimum guaranteed floor rate which will apply to all amounts held in the Fixed Plus Account during that calendar year. We may credit interest at a current rate that is guaranteed not to be below either the minimum guaranteed floor rate or the GMIR. The current rate may be changed at any time, except that we will not apply a decrease to the current rate following a rate change initiated solely by us prior to the last day of the three-month period measured from the first day of the month in which such change was effective. Among other factors, the safety of the interest rate guarantees depends upon the claims-paying ability of the Company. Under some Contracts, we credit amounts held in the Fixed Plus Account with a rate 0.25% higher than the then-declared rate beginning in the 10th year after your account was established. Amounts applied to the Fixed Plus Account will earn the interest rate in effect at the time money is applied. Amounts in the Fixed Plus Account will reflect a compound interest rate as credited by us. The rate we quote is an annual effective yield. For more information about current interest rates, please contact Customer Service at 1-800-584-6001.

 

Our determination of credited interest rates reflects a number of factors, which may include mortality and expense risks, interest rate guarantees, the investment income earned on invested assets and the amortization of any capital gains and/or losses realized on the sale of invested assets, and whether a transfer credit has been selected. Under this option, we assume the risk of investment gain or loss by guaranteeing the amounts you allocate to this option and promising minimum interest rates during the accumulation period and also throughout the annuity payout period, if applicable.and Income Phase payment.

 

We do not make deductions from amounts in the Fixed Plus Account to cover mortality and expense risks. We consider these risks when determining the credited rate.

 

Requests for Partial Withdrawals. The Contract Holder or you, if permitted by the plan, may take up to 20% of the Account Value in the Fixed Plus Account as a partial withdrawal in each 12 month period, or under some Contracts, in each calendar year. Partial withdrawals may be subject to tax withholding and tax penalties, but are not subject to an early withdrawal charge. We determine the amount eligible for partial withdrawal as of the date Customer Service receives a request for a partial withdrawal in Good Order or as of the January 1st preceding the partial withdrawal request, depending upon the terms of the Contract. The amount allowed for partial withdrawal is reduced by any Fixed Plus Account withdrawals, transfers, loans or amounts applied to Income Phase payment options made in the prior 12 months (or, under some Contracts, the prior calendar year). Under most Contracts, in calculating the 20% limit, we reserve the right to include payments made due to the election of a systematic distribution option.

 

Waiver of Partial Withdrawal Limits. We generally waive the 20% limit if the partial withdrawal is due to the election of an Income Phase payment option (under some Contracts, the waiver does not apply to the election of a non-lifetime payment option with variable payments). We also waive the 20% limit for withdrawals due to your death. Under most Contracts, the waiver upon death may only be exercised once, must occur within six months after your date of death and must be made proportionally from all Subaccounts and Fixed Interest Options in which the account was invested.

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Also, under some Contracts the 20% limit is waived if the withdrawal is due to financial hardship or hardship resulting from an unforeseeable emergency, as defined by the Tax Code and regulations thereunder and the following requirements are satisfied:

The hardship is certified (required under most Contracts);
  The partial withdrawal is taken proportionally from each investment option in which your account invests;
  The amount is paid directly to you; and
  The amount paid for all withdrawals due to hardship during the previous 12-month period does not exceed 10% (20% under some Contracts) of the average value of your account(s) and all other accounts under the relevant Contracts during that same period.

 

Under some Contracts, the percentage limit is also waived if the partial withdrawal is due to severance from employment and the following conditions are met:

  The employer certifies you have separated from service (although the Tax Code permits distributions upon a participant’s severance from employment, the Contracts do not provide for a waiver of the Fixed Plus Account partial withdrawal provisions unless the severance from employment would otherwise have qualified as a separation from service under prior IRS guidance);
  The amount withdrawn is paid directly to you; and
  The amount paid for all partial and full withdrawals due to severance from employment during the previous 12-month period does not exceed 20% of the average value of your account(s) and all other accounts under the relevant Contracts providing this waiver during that same period.

 

Under some Contracts, the percentage limit may be waived for the purposes of taking a loan from the plan, subject to conditions agreed to by the Contract Holder and the Company in writing.

 

Additionally, we may allow other waivers of the percentage limit on partial withdrawals to participants in certain plans. You can determine what additional waivers, if any, apply to you by referring to the Contract and/or certificate/enrollment materials.

 

Requests for Full Withdrawals. If the Contract Holder or you, if allowed by the plan, request a full withdrawal of your Account Value, we will pay any amounts held in the Fixed Plus Account with interest, in five annual payments equal to:

  One-fifth of the value in the Fixed Plus Account on the day the request is received, reduced by any Fixed Plus Account withdrawals, transfers, amounts used to fund Income Phase payments, or loans made during the prior 12 months (or, under some Contracts, during the prior calendar year);
  One-fourth of the remaining value in the Fixed Plus Account 12 months later;
  One-third of the remaining value in the Fixed Plus Account 12 months later;
  One-half of the remaining value in the Fixed Plus Account 12 months later; and
  The balance of the value in the Fixed Plus Account 12 months later.

 

Under some Contracts, there is a different method of calculating the amount available each year. The full withdrawal will be paid in installments of 20% of your Account Value held in the Fixed Plus Account, reduced by any Fixed Plus Account withdrawals, transfers, amounts used to fund Income Phase payments, or loans made during the prior 12 months in each of four consecutive 12-month periods. Under this provision, the remaining Fixed Plus Account balance in the account may be withdrawn any time after the end of the fourth 12-month period.

 

Once a request is received for a full withdrawal, no further withdrawals, loans or transfers will be permitted from the Fixed Plus Account. Your request may be cancelled at any time before the end of the five-year period. If any contributions are received to your account at any time during the five-year payment period, the full withdrawal will be cancelled and your Fixed Plus Account installment payments will cease. If your full withdrawal is cancelled (either by your request or due to receipt of a contribution to your account), a new five-year payment period will begin upon any future full withdrawal from the Fixed Plus Account.

 

Full withdrawals may be subject to tax withholding, and tax penalties, but are not subject to an early withdrawal charge.

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Waiver of Full Withdrawal Provisions. We will waive the Fixed Plus Account five-installment payout for full withdrawals made due to one or more of the following:

  To the election of an Income Phase payment option (under some Contracts this waiver does not apply to the election of a non-lifetime payment option with variable payments);
  Your death during the Accumulation Phase (some Contracts require that we be notified of your death, or that the withdrawal be taken within six months of the death); and/or
  When the value in the Fixed Plus Account is $5,000 or less (lower amounts may apply under some Contracts). Most Contracts also require that no withdrawals, transfers, loans or elections of Income Phase payment options have been made from the account within the prior 12 months (36 months for some Contracts issued in the State of New York or, under some Contracts, within the prior calendar year).

 

Additionally, under certain Contracts, we will waive the five-payment full withdrawal provision due to one or more of the following:

  Due to financial hardship or hardship resulting from an unforeseeable emergency, as defined by the Tax Code and regulations thereunder if all of the following conditions are met:
The hardship is certified by the employer;
The amount is paid directly to you; and
The amount paid for all withdrawals due to hardship during the previous 12-month period does not exceed 10% (20% under some Contracts) of the average value of your account(s) and all other accounts under the relevant Contract during that same period (not applicable to certain Contracts issued in New York);
  For any in-service distributions permitted by the plan and the following conditions are met:
The distribution has been certified by the employer;
The amount distributed is paid directly to you; and
The amount paid for all such withdrawals during the previous 12 months does not exceed a given percentage (stated in the Contract) of the average value of all your accounts and all other accounts under the relevant Contract during the same period. (Not applicable to certain Contracts issued in New York);
 Due to your separation from service with the employer, provided that all the following apply:*
The employer certifies that you have separated from service (although the Tax Code permits distributions upon a participant’s severance from employment, the Contracts do not provide for a waiver of the Fixed Plus Account full withdrawal provisions unless the severance from employment would otherwise have qualified as a separation from service under prior IRS guidance);
The amount withdrawn is paid directly to you (under some Contracts it must be paid directly to you only if you withdraw the amounts more than one year after separation); and
Under most Contracts, if the amount paid for all partial and full withdrawals due to separation from service during the previous 12-month period does not exceed 20% of the average value of all your account(s) and all other accounts under the relevant Contract during that same period;
 If you are at least age 59½ and, if applicable, have completed nine payment periods;
 If we terminate your account based on our right to do so for accounts below a certain value (usually $5,000 or less; lower amounts may apply under some Contracts); or
 For certain Contracts issued in the State of New York, due to your disability as described in the Tax Code if all of the following conditions are met:
The disability is certified by the employer or otherwise documented in a form acceptable to us; and
The amount is paid directly to you.

 

 

*Instead of the provisions under the 3rd bullet above, some contracts waive the five-payment full withdrawal provision for separation from service if all of the following apply:
The employer certifies that you have separated from service;
We receive the withdrawal request within 60 days of the date of separation; and
You pay a 3% charge based on the entire value in the Fixed Plus Account.

 

If you instead choose to have your payout in five annual installments as described above, then we will not assess the charge.

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Additionally, we may allow other waivers of the five installment payout for full withdrawals to participants in certain plans. You can determine what additional waivers, if any, apply to you by referring to the Contract and/or certificate/enrollment materials.

 

Transfers. The Contract Holder or you, if allowed by the plan, may transfer 20% of your Account Value held in the Fixed Plus Account in each 12-month period or during each calendar year, depending upon the terms of the Contract. We determine the amount eligible for transfer on the day we receive a transfer request in Good Order, or under some Contracts, as of January 1st preceding the transfer request. We will reduce amounts allowed for transfer by any Fixed Plus Account withdrawals, transfers, loans or amounts applied to Income Phase payment options during the prior 12 months (or, under some Contracts, during the prior calendar year). Under most Contracts, in calculating the percentage limit on transfers, we reserve the right to include payments made due to the election of any of the systematic distribution options. We will waive the percentage limit on transfers when the value in the Fixed Plus Account is $1,000 or less ($2,000 or less under some Contracts).

 

Under some Contracts, if you transfer 20% of your Account Value held in the Fixed Plus Account in each of four consecutive 12-month periods, you may transfer the remaining balance in the succeeding 12-month period provided you do not allocate any amount to or transfer any other amount from the Fixed Plus Account during the five-year period. The 20% amount available to transfer under this provision will be reduced by any amount transferred, taken as a loan or applied to Income Phase payment options within the 12-month period preceding the first 20% transfer. Also, we may reduce it for payments we made from your Fixed Plus Account value under any systematic distribution option.

 

Income Phase. Amounts accumulating under the Fixed Plus Account can be transferred to the Subaccounts to fund variable payments during the Income Phase. Availability of Subaccounts may vary during the Income Phase. Some Contracts do not permit Fixed Plus Account values to fund nonlifetime income options with variable payments.

 

Loans. If permitted under the plan, loans may be made from Account Values held in the Fixed Plus Account. See the loan agreement for a description of the amount available and possible consequences upon loan default if Fixed Plus Account values are used for a loan.

 

Transfer Credits. The Company provides a transfer credit in certain circumstances. See “THE CONTRACT – Contract Provisions and Limitations – Transfer Credits.” The transfer credit is a specified percentage of the assets or other specified amount that is transferred to the Company under a Contract that remain in the accounts for the period of time specified by the Company. We apply the transfer credit to the current value held in the Fixed Plus Account.

 

FIXED PLUS ACCOUNT II A

 

The Fixed Plus Account II A is an investment option that may be available during the Accumulation Phase, if selected by the Contract Holder. If the Fixed Plus Account II A is available to you, the Fixed Account and Fixed Plus Account investment options (hereinafter referred to as “Closed Fixed Accounts”) are closed to new contributions, allocations and transfers, and all contributions, allocations and transfers directed to any of these Closed Fixed Account investment options will automatically be contributed, allocated or transferred to the Fixed Plus Account II A. This option may not be available through certain plans.

 

The amounts allocated to the Fixed Plus Account II A are held in the Company’s General Account which supports our insurance and annuity obligations. All guarantees and benefits provided under the Contracts that are not related to the Separate Account are subject to the claims paying ability and financial strength of the Company and our General Account.

 

General Disclosure. Interests in the Fixed Plus Account II A have not been registered with the SEC in reliance upon exemptions under the Securities Act of 1933, as amended. Disclosure in this Prospectus regarding the Fixed Plus Account II A is subject to certain generally applicable provisions of the federal securities laws relating to the accuracy and completeness of the statements. The Fixed Plus Account is not registered as an investment company under the 1940 Act.

 

Certain Restrictions. We reserve the right to limit investments in or transfers to the Fixed Plus Account II A. You may not elect certain withdrawal options, including a systematic distribution option, if you have requested a Fixed Plus Account II A transfer or withdrawal in the prior 12-month period. Under certain emergency conditions and subject to conditions under state and/or federal law, if applicable, we may defer payment of a withdrawal from the Fixed Plus Account II A for a period of up to six months.

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Interest Rates. The Fixed Plus Account II A guarantees that amounts allocated to this option will earn no less than the Guaranteed Minimum Interest Rate (“GMIR”) specified in the Contract, which in no case is lower than 1%.. Each calendar year (1/1 to 12/31), the Company will also set a one-year minimum guaranteed floor rate which will apply to all amounts held in the Fixed Plus Account II A during that calendar year. We may credit interest at a current rate that is guaranteed not to be below either the minimum guaranteed floor rate or the GMIR. The current rate may be changed at any time, except that we will not apply a decrease to the current rate following a rate change initiated solely by us prior to the last day of the three-month period measured from the first day of the month in which such change was effective. Among other factors, the safety of the interest rate guarantees depends upon the claims-paying ability of the Company. Amounts applied to the Fixed Plus Account II A will earn the interest rate in effect at the time money is applied. Amounts in the Fixed Plus Account II A will reflect a compound interest rate as credited by us. The rate we quote is an annual effective yield. For more information about current interest rates, please contact Customer Service at 1-800-584-6001.

 

Our determination of credited interest rates reflects a number of factors, which may include mortality and expense risks, interest rate guarantees, the investment income earned on invested assets, the amortization of any capital gains and/or losses realized on the sale of invested assets and whether a transfer credit, if applicable, has been selected. Under this option, we assume the risk of investment gain or loss by guaranteeing the amounts you allocate to this option and promising a minimum interest rates during the accumulation period and also throughout the annuity payout period, if applicable. and Income Phase payment.

 

We do not make deductions from amounts in the Fixed Plus Account II A to cover mortality and expense risks. We consider these risks when determining the credited rate.

 

Requests for Partial Withdrawals. The Contract Holder or you, if permitted by the plan, may take up to 20% of the Fixed Plus Account II A value as a partial withdrawal in each rolling 12-month period. Partial withdrawals may be subject to tax withholding and tax penalties, but are not subject to an early withdrawal charge. We determine the amount eligible for partial withdrawal as of the date Customer Service receives a request for partial withdrawal in Good Order. The amount allowed for partial withdrawal is reduced by any Fixed Plus Account II A withdrawals, transfers, loans or amounts applied to Income Phase payment options made in the prior 12 months. In calculating the 20% limit, we reserve the right to include payments made due to the election of a systematic distribution option. We reserve the right to impose new or different restrictions and limits applicable to partial withdrawals.

 

Waiver of Partial Withdrawal Limits. We waive the 20% limit if the partial withdrawal is due to the election of an Income Phase payment option (Contracts with the Fixed Plus Account II A option require that the Income Phase payment option be a lifetime annuity option or a nonlifetime option on a fixed basis). We also waive the 20% limit for withdrawals due to your death. The waiver upon death may only be exercised once and must occur within six months after your date of death.

 

For certain plans and subject to certain conditions we may allow other waivers of the 20% limit on partial withdrawals including, but not limited to, partial withdrawals:

  Due to your separation from service (provided, however, that severance of employment must qualify as separation from service under Tax Code) and when:
Separation from service is documented in a form acceptable to us;
The amount withdrawn is paid directly to you or as a direct rollover to another Tax Code Section 403(b), 401 or governmental 457(b) plan or an Individual Retirement Account or Individual Retirement Annuity designated by you; and
The amount paid for all partial and full withdrawals due to separation from service during the previous 12-month period does not exceed 20% of the average value of all your account(s) and all other accounts under the relevant Contract during that same period.
 As defined in the Tax Code and subject to certain conditions and limits, due to your:
Financial hardship;
Unforeseeable emergency;
In-service distribution permitted by the plan;
Disability certified by your employer, if applicable, and paid directly to you;
 Due to a loan taken in accordance with the terms of the plan; and
 When the amount in the Fixed Plus Account II A is less than or equal to $2,000.

 

You can determine what additional waivers, if any, and the required conditions, limits and restrictions that may apply to each waiver by referring to the Contract, which includes the Fixed Plus Account II A endorsement. Additionally, we may

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allow other waivers of the 20% limit or any other restriction or limit on partial withdrawals in certain circumstances on a basis that is not unfairly discriminatory.

 

Unless we agree otherwise, any request for a partial withdrawal that will be taken from General Account assets will be deducted first from amounts allocated to the Closed Fixed Accounts, if applicable, until depleted, then from the Fixed Plus Account II A.

 

Requests for Full Withdrawals. If the Contract Holder or you, as applicable, as allowed by the plan and permitted under the Contract, request a full withdrawal of your Account Value or, the value of all individual accounts, we will pay any amounts held in the Fixed Plus Account II A with interest, in five annual payments equal to:

  One-fifth of the value in the individual Fixed Plus Account II A, or the value of all individual accounts, as applicable, in the Fixed Plus Account II A on the day the request is received, reduced by any Fixed Plus Account II A withdrawals, transfers, amounts used to purchase Income Phase payments, or loans either by the Contract Holder or you made during the prior 12 months;
  One-fourth of the remaining value in the Fixed Plus Account II A 12 months later reduced by any Fixed Plus Account II A withdrawals, transfers, amounts used to purchase Income Phase payments, or loans either by the Contract Holder or you made during the prior 12 months;
  One-third of the remaining value in the Fixed Plus Account II A 12 months later reduced by any Fixed Plus Account II A withdrawals, transfers, amounts used to purchase Income Phase payments, or loans either by the Contract Holder or you, made during the prior 12 months;
  One-half of the remaining value in the Fixed Plus Account II A 12 months later reduced by any Fixed Plus Account II A withdrawals, transfers, amounts used to purchase Income Phase payments, or loans either by the Contract Holder or you made during the prior 12 months; and
  The balance of the value in the Fixed Plus Account II 12 months later.

 

We reserve the right to impose new or different restrictions and limits applicable to full withdrawals on a basis that is not unfairly discriminatory.

 

Full withdrawals may be subject to tax withholding and tax penalties, but are not subject to an early withdrawal charge.

The Contract Holder or you, as applicable, may cancel a full withdrawal request from the Fixed Plus Account II A at any time.

 

Once a request is received for a full withdrawal, no further withdrawals, loans, or transfers will be permitted from the Fixed Plus Account II A. Your request may be cancelled at any time before the end of the five-year period. If any contributions are received to your account at any time during the five-year payment period, the full withdrawal will be cancelled and your Fixed Plus Account II A installment payments will cease. If your full withdrawal is cancelled (either by your request or due to receipt of a contribution to your account), a new five-year payment period will begin upon any future full withdrawal from the Fixed Plus Account II A.

 

Waiver of Full Withdrawal Provisions. For certain plans and subject to certain conditions we may waive the Fixed Plus Account II A five-installment payout for full withdrawals made due to one or more of the following:

Due to your death during the Accumulation Phase if the amount is paid within six months of your death;
Due to the election of a lifetime Income Phase payment option or a nonlifetime Income Phase payment option on a fixed basis;
When the Fixed Plus Account II A value is $5,000 or less (or, if applicable, as otherwise allowed by the plan for a lump-sum cash-out without participant consent) and no withdrawals, transfers, loans or elections of Income Phase payment options have been made from the account within the prior 12 months. However, we reserve the right to lower the waived amount to as low as $2,000;
Due to your separation from service (provided, however, that severance of employment must qualify as separation from service under Tax Code) and when:
Separation from service is documented in a form acceptable to us;
The amount withdrawn is paid directly to you or as a direct rollover to another Tax Code Section 403(b), 401 or governmental 457(b) plan or an Individual Retirement Account or Individual Retirement Annuity designated by you; and
The amount paid for all partial and full withdrawals due to separation from service during the previous 12-month period does not exceed 20% of the average value of all your account(s) and all other accounts under the relevant Contract during that same period.
 As defined in the Tax Code and subject to certain conditions and limits, due to your:
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Financial hardship;
Unforeseeable emergency;
In-service distribution permitted by the plan; or
Disability certified by your employer, if applicable, and paid directly to you; and
 Due to a loan taken in accordance with the terms of the plan.

 

You can determine what additional waivers, if any, and the required conditions, limits and restrictions that may apply to each waiver by referring to the Contract, which includes the Fixed Plus Account II A endorsement. Additionally, we may allow other waivers of the five installment payout or any other restriction or limit on full withdrawals in certain circumstances.

 

Unless we agree otherwise, any request for a full withdrawal from General Account assets will be deducted first from amounts allocated to the Closed Fixed Accounts, if applicable, until depleted then from the Fixed Plus Account II A.

 

Transfers from the Fixed Plus Account II A. The Contract Holder or you, if allowed by the plan, may transfer 20% of your Account Value held in the Fixed Plus Account II A in each rolling 12-month period. We determine the amount eligible for transfer on the day Customer Service receives a transfer request in Good Order. We will reduce amounts allowed for transfer by any Fixed Plus Account II A withdrawals, transfers, loans or amounts applied to Income Phase payment options during the prior 12 months. We also reserve the right to include payments made due to the election of any of the systematic distribution options. We will waive the percentage limit on transfers when the value in the Fixed Plus Account II A is $5,000. However, we reserve the right to lower the waived amount to as low as $2,000.

 

If you transfer 20% of your Account Value held in the Fixed Plus Account II A in each of four consecutive 12-month periods, you may transfer the remaining balance in the succeeding 12-month period provided that no additional amounts are allocated to the Fixed Plus Account II A during the five year period. The 20% amount available to transfer under this provision will be reduced by any amount transferred, taken as a loan or applied to Income Phase payment options within the 12-month period preceding the first 20% transfer. Also, we may reduce it for payments we made from your Fixed Plus Account II A value under any systematic distribution option.

 

Unless we agree otherwise, any request for a transfer from General Account assets will be deducted first from amounts allocated to the Closed Fixed Accounts, if applicable, until depleted then from the Fixed Plus Account II A.

 

We reserve the right to impose new or different restrictions and limits applicable to transfers from the Fixed Plus Account II A and to waive any restriction or limit on transfers on a basis that is not unfairly discriminatory.

 

Loans. If permitted under the plan, loans may be made from Account Values held in the Fixed Plus Account II A. See the loan agreement for a description of the amount available and possible consequences upon loan default if Fixed Plus Account II A values are used for a loan.

 

Transfer Credits. The Company provides a transfer credit in some cases on transferred assets, as defined by the Company, subject to certain conditions and state approvals. This benefit is provided on a nondiscriminatory basis. If a transfer credit is due under the Contract, you will be provided with additional information specific to the Contract. See “THE CONTRACT – Contract Provisions and Limitations – Transfer Credits.”

 

Election of a transfer credit may impact the mortality and expense risk charge and the credited interest rate under certain Fixed Interest Options. See “CHARGES, FEES AND ADJUSTMENTS” and “Interest Rates” above.

 

Reinstatement. To the extent permitted under the Contract, amounts that would have been reinstated to the Closed Fixed Accounts, as applicable, may instead be reinstated to the Fixed Plus Account II A.

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Selecting Investment Options

 

When selecting investment options:

Choose options appropriate for you. Your local representative can help you evaluate which Subaccounts or Fixed Interest Options may be appropriate for your individual circumstances and your financial goals;
Understand the risks associated with the options you choose. Some Subaccounts invest in Funds that are considered riskier than others. Funds with additional risks are expected to have a value that rises and falls more rapidly and to a greater degree than other Funds. For example, Funds investing in foreign or international securities are subject to additional risks not associated with domestic investments, and their performance may vary accordingly. Also, Funds using derivatives in their investment strategy may be subject to additional risks. Because investment risk is borne by you, you should carefully consider any decisions that you make regarding investment allocations. You bear the risk of any decline in your Account Value resulting from the performance of the Funds you have chosen; and
Be informed. Read this Prospectus, all of the information that is available to you regarding the Funds - including each Fund’s prospectus, SAI and annual and semi-annual reports, the Fixed Interest Option appendices and the Guaranteed Accumulation Account Prospectus. After you make your selections, you should monitor and periodically re-evaluate your allocations to determine if they are still appropriate.

 

Furthermore, be aware that there may be:

Limits on Option Availability. Some Subaccounts and Fixed Interest Options may not be available through certain Contracts and plans. Your Plan Sponsor may also have selected a subset of Variable Investment and/or Fixed Interest Options to be available under your plan. Please refer to your plan documents for more information; and
Limits on Number of Options Selected. Your plan may limit the number of options you may select at any one time. Please refer to your plan documents for more information.

 

CHARGES, FEES AND ADJUSTMENTS

 

The charges we assess and the deductions we make under the Contract are in consideration for: (1) the services and benefits we provide; (2) the costs and expenses we incur; and (3) the risks we assume. The charges and fees under the Contract may result in a profit to us. A Market Value Adjustments reflects the change in the value of your investment in the Guaranteed Accumulation Account due to changes in interest rates since the date of deposit into the Guaranteed Accumulation Account.

 

The following repeats and adds to information provided in the “Fee Table” section. Please review both this section and the “Fee Table” section for information on fees.

 

Transaction Fees

 

Early Withdrawal Charge

 

Withdrawals of all or a portion of your Account Value may be subject to a charge. In the case of a partial withdrawal where you request a specific dollar amount, the amount withdrawn from your account will be the amount you specified plus adjustment for any applicable early withdrawal charge. The early withdrawal charge may also be referred to as a surrender charge.

 

Purpose: This is a deferred sales charge. It reimburses us for some of the sales and administrative expenses associated with the Contract. If our expenses are greater than the amount we collect for the early withdrawal charge, we may use any of our corporate assets, including potential profit that may arise from the mortality and expense risk charges, to make up the difference.

 

Amount: This charge is a percentage of the amount that you withdraw from the Subaccounts, the Fixed Account and the Guaranteed Accumulation Account, after the application of any applicable MVA. We do not deduct an early withdrawal charge from amounts that you withdraw from the Fixed Plus Account or the Fixed Plus Account II A. The percentage is determined by the early withdrawal charge schedule that applies to your individual account. Some of these schedules are listed below. The charge will never be more than 8.5% of your total Purchase Payments to the individual account, or under some Contracts, the maximum permitted by the FINRA rules.

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You may determine which schedule applies to you by consulting your certificate or the Contract (held by the Contract Holder).

 

Early Withdrawal Charge Schedules Applicable to Contracts Other Than Texas K-12 Contracts. The early withdrawal charge schedule that applies to Contracts other than Texas K-12 Contracts grades down to zero over a ten-year period, as shown in the following chart. Some Contracts have schedules that grade down to zero over fewer than ten years.

 

Each Contract will specify whether a schedule is based on one of the following:

The number of Account Years;
The number of Contract Years; or
The number of completed Purchase Payment Periods.

 

For any Contract that specifies an early withdrawal charge schedule based on the number of completed Purchase Payment Periods, we will instead apply a schedule based on the number of Account Years. This will result in an early withdrawal charge equal to or less than the charge that would have applied under the schedule specified in the Contract.

 

Unless the Contract provides otherwise, the same schedule applies to installment Purchase Payments (ongoing contributions) and to single Purchase Payments (rollovers, exchanges or other one-time contributions):

 

Account Years or

Contract Years

Early Withdrawal Charge

Fewer than 5

5 or more but fewer than 7

7 or more but fewer than 9

9 or more but fewer than 10

10 or more

5%

4%

3%

2%

0%

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Early Withdrawal Charge Schedules Applicable to Texas K-12 Contracts. This schedule applies to participants who enroll in Texas K-12 Contracts:

 

Completed Account Years or
Contract Years
(Depending on the Contract)
Early Withdrawal Charge

Fewer than 1

1 or more but fewer than 2

2 or more but fewer than 3

3 or more but fewer than 4

4 or more but fewer than 5

5 or more but fewer than 6

6 or more but fewer than 7

7 or more but fewer than 8

8 or more but fewer than 9

9 or more but fewer than 10

10 or more

7.0%

6.5%

6.0%

5.5%

5.0%

4.5%

4.0%

3.5%

3.0%

2.0%

0.0%

 

Early Withdrawal Charge Waivers Under All Contracts. These apply to all Contracts. Also read the following two subsections regarding additional waivers, reductions or elimination of the charge.

 

This charge is waived for portions of a withdrawal that are:

Used to purchase Income Phase payments;
Paid because of your death before Income Phase payments begin;
Paid where your Account Value is $5,000 or less* and no part of the account has been taken as a withdrawal, used to provide Income Phase Payments, or taken as a loan within the prior 12 months (36 months for some Contracts issued in New York);
Taken because of the election of a systematic distribution option (see “Systematic Distribution Options”); or
Taken on or after the tenth anniversary of the effective date of the account.

 

Early Withdrawal Charge Waivers Under Certain Contracts. To find out which waivers apply to the Contract issued in connection with your plan, consult the certificate or the Contract (held by the Contract Holder).

 

This charge is waived for portions of a withdrawal that are:

Taken under accounts with an early withdrawal charge schedule based on completed Account Years when you are at least age 59½ and have completed at least nine Account Years;
Taken after you have experienced a severance of employment with your employer** (under certain Contracts, the employer must provide documentation of severance to the Company);
Used to purchase a Voya Retirement Insurance and Annuity Company single premium immediate annuity or other contracts allowed by the Company, under the condition that you do not cancel the new contract and obtain a refund during the cancellation period (if you cancel the new contract, we will reinstate the account under the old Contract and the amount returned to the account from the new contract may then be withdrawn, subject to any early withdrawal charge that would have applied at the time the new contract was established);
Withdrawn from Contracts used with plans under section 401(a), 401(k), Roth 401(k), 403(a), 403(b) or Roth 403(b) of the Tax Code, if the withdrawal is not more than 10% of your Account Value and is the first partial withdrawal in a calendar year;***
Withdrawn due to the transfer of your Account Value to another of the retirement products the Company offers under the Contract Holder’s plan, subject to various conditions agreed to by the Contract Holder and the Company in writing;

 

 
*Under some Contracts this waiver applies to withdrawals paid where your Account Value is $3,500 or less (or $1,999 for some Contracts issued in New York, or when the paid-up annuity benefit is less than $20 monthly). In addition, under some Contracts, we will waive this charge as otherwise allowed by the plan for a lump-sum cash-out without a Participant’s consent.
**This waiver does not apply if the severance of employment would not have qualified as a separation from service under IRS guidance prior to the enactment of the Economic Growth and Tax Relief Reconciliation Act of 2001.
***To qualify for this waiver you must be between the ages of 59½ and 70½ and cannot have elected the systematic withdrawal option; any outstanding loans are not included in the Account Value when calculating the 10% amount; and this waiver does not apply to full withdrawals or to a withdrawal due to a loan default.
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Made because the Company terminated the account under the circumstances described in “THE CONTRACTContract Provisions and Limitations – Account Termination”;
Withdrawn for an exchange or transfer to a Tax Code Section 403(b)(7) custodial account sponsored by the Company;
Made for the purposes of taking a loan from the plan, subject to conditions agreed to by the Contract Holder and the Company in writing;
Due to your disability as defined by the Tax Code, if the withdrawal is paid directly to you and certified by your employer; and
Due to a transfer of amounts to a defined benefit governmental plan in connection with the purchase of permissive service credits under such defined benefit plan, or the repayment of a lump-sum amount previously withdrawn from such defined benefit plan, in accordance with the terms of the 403(b) plan or 457 plan, the defined benefit plan and applicable IRS guidelines.

 

Reduction, Waiver or Elimination. In addition to the specific waivers described above, we may reduce, waive or eliminate the early withdrawal charge for a particular plan. Any such reduction will reflect the differences we expect in distribution costs or services meant to be defrayed by this charge. Factors we consider for a reduction include, but are not limited to, the following:

The number of participants under the plan;
The type and nature of the group to which a Contract is issued;
The expected level of assets and/or cash flow under the plan;
Our agent’s involvement in sales activities;
Our sales-related expenses;
Distribution provisions under the plan;
The plan’s purchase of one or more other variable annuity contracts from us and the features of those contracts;
The level of employer involvement in determining eligibility for distributions under the Contract;
Our assessment of financial risk to the Company relating to withdrawals; and
Whether the Contract results from the exchange of another contract issued by the Company to the same Plan Sponsor.

 

We will not reduce the early withdrawal charge in a manner that is unfairly discriminatory against any person.

 

We may also apply different early withdrawal charge provisions in Contracts issued to certain employer groups or associations that have negotiated the Contract terms on behalf of their employees, and this may include having an early withdrawal charge for some individual accounts and reducing or eliminating the early withdrawal charge for certain other individual accounts. We will offer any resulting early withdrawal charge uniformly to all employees in the group.

 

Reduction for Certain New York Contracts. For master 403(b) plan Contracts issued after July 29, 1993 in New York, in addition to waivers or reductions that we grant, the State of New York requires a reduced early withdrawal charge schedule for withdrawals from the Guaranteed Accumulation Account. The schedule grades down over a seven-year period as account years are completed, as shown in the table below. This same schedule is used for withdrawals from the Subaccounts, the Fixed Account or the Guaranteed Accumulation Account for Contracts that have an early withdrawal charge that were issued in New York on or after March 7, 2000 under Contract forms G-CDA-99(NY) and G-CDA-01(NY).

 

Completed Account Years or Contract Years

(Depending on the Contract)

Early Withdrawal Charge

Fewer than 3

3 or more but fewer than 4

4 or more but fewer than 5

5 or more but fewer than 6

6 or more but fewer than 7

7 or more

5%

4%

3%

2%

1%

0%

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Loan Interest Rate Spread, Loan Initiation Fee and Annual Loan Administration Fee

 

For a discussion of the charges that may be associated with loans, please see “LOANS – Things to Consider Before Initiating a Loan.”

 

Fund Redemption Fees

 

Certain Funds may impose redemption fees as a result of withdrawals, transfers or other Fund transactions you initiate. If applicable, we may deduct the amount of any redemption fees imposed by the underlying mutual Funds as a result of withdrawals, transfers or other Fund transactions you initiate and remit such fees back to that Fund. Redemption fees, if any, are separate and distinct from any transaction charges or other charges deducted from your Account Value. For a more complete description of the Funds’ fees and expenses, review each Fund’s prospectus.

 

Periodic Fees and Charges

 

Annual Maintenance Fee

 

Maximum Amount. $30

 

When/How. For those plans that have an annual maintenance fee, each year, during the Accumulation Phase, we deduct this fee on your Account Anniversary and, in some cases, at the time of full withdrawal. Under some Contracts we may also deduct this fee annually on the anniversary of the issue date of the Contract, rather than on your Account Anniversary. It is deducted annually on a proportional basis from your Account Value invested in the Subaccounts and the Fixed Interest Options. We do not deduct this fee from a single Purchase Payment account. Under some plans we deduct the annual maintenance fee from both employer and employee accounts, in which case we may deduct one-half the fee from each account, proportionally from your Account Value invested in the Subaccounts and Fixed Interest Options. We may also deduct all or a portion of the annual maintenance fee from a Roth 401(k), Roth 403(b), or Roth 457(b) account. Under some installment plans, your employer elects whether the fee is deducted from the employee account, employer account, or a portion from each. The Company may send a bill to your employer at or prior to such deduction.

 

Purpose. This fee helps defray the administrative expenses we incur in establishing and maintaining your account.

 

Reduction or Elimination. When a plan meets certain criteria, we may reduce, waive or eliminate the annual maintenance fee. Factors we consider reflect differences in our level of administrative costs and services, such as:

The size, type and nature of the group to which a Contract is issued;
Amount of contributions to the Contract;
The expected level of assets under the plan (under some Contracts, we may aggregate accounts under different contracts issued by the Company to the same Contract Holder);
The anticipated level of administrative expenses, such as billing for payments, producing periodic reports, providing for the direct payment of account charges rather than having them deducted from Account Values and any other factors pertaining to the level and expense of administrative services we will provide; and
The number of eligible participants and the program’s participation rate.

 

Due to factors on which the annual maintenance fee is based, it is possible that it may increase, decrease or be eliminated from year to year as the characteristics of the group change.

 

We will not unfairly discriminate against any group if we increase, reduce or eliminate the annual maintenance fee. We will make any increase, reduction or elimination according to our own rules in effect at the time we approve the application for a Contract. We reserve the right to change these rules from time to time. Any increase will not result in an annual maintenance fee in excess of the maximum amount shown above and in the “FEE TABLE.”

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Mortality and Expense Risk Charge

 

Maximum Amount. 1.25% annually of your Account Value invested in the Subaccounts during the Accumulation Phase for Texas K-12 Contracts and 1.50% annually for all other Contracts. 1.25% annually of your Account Value invested in the Subaccounts during the Income Phase. See “Income PhaseCharges Deducted.” We may charge a different fee for different Funds (but not beyond the maximum amount). See your certificate or the Contract (held by the Contract Holder).

 

When/How. This fee is deducted daily from the Subaccounts. We do not deduct this fee from any Fixed Interest Option.

 

Purpose. This fee compensates us for the mortality and expense risks we assume under the Contracts, namely:

Mortality risks are those risks associated with our promise to make lifetime Income Phase payments based on annuity rates specified in the Contract and our funding of the death benefits (including any guaranteed death benefits) and other payments we make to owners or Beneficiaries of the accounts; and
Expense risk is the risk that the actual expenses we incur under the Contracts will exceed the maximum costs that we can charge.

 

If the amount we deduct for this fee is not enough to cover our mortality costs and expenses under the Contract, we will bear the loss. We may use any excess to recover distribution costs relating to the Contract and as a source of profit. We expect to earn a profit from this fee.

 

Reduction. We may reduce the mortality and expense risk charge from the maximum amount when the plan meets certain criteria and we agree to the reduction with the Contract Holder in writing. Some Contracts have a reduced mortality and expense risk charge only during the Accumulation Phase of the account which then increases during the Income Phase (but not beyond the maximum amount). Any reduction will reflect differences in expenses for administration based on such factors as:

The expected level of assets under the plan (under some Contracts, we may aggregate accounts under different contracts issued by the Company to the same Contract Holder);
The size of the prospective group, projected annual number of eligible participants and the program’s participation rate;
The plan design (for example, the plan may favor stability of invested assets and limit the conditions for withdrawals, loans and available investment options, which in turn lowers administrative expenses);
The frequency, consistency and method of submitting payments and loan repayments;
The method and extent of onsite services we provide and the Contract Holder’s involvement in service such as enrollment and ongoing participant services;
The Contract Holder’s support and involvement in the communication, enrollment, participant education and other administrative services;
The projected frequency of distributions;
The type and level of other factors that affect the overall administrative expense including expenses related to the Contract or the plan, or the Company’s reimbursement of any portion of the costs of the plan’s third party administrator, if applicable;
Whether or not a transfer credit was selected by the Plan Sponsor; and
Whether or not the Contract includes a guaranteed death benefit.

 

We will determine any reduction of the mortality and expense risk charge on a basis that is not unfairly discriminatory according to our rules in effect at the time a contract application is approved. We reserve the right to change these rules from time to time. Under some Contracts we will reassess and increase or decrease this fee annually. However, the charge that may apply to a given participant upon entry into the Income Phase will remain fixed while the participant remains in that phase.

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Administrative Expense Charge

 

Maximum Amount. 0.25% annually of your Account Value invested in the Subaccounts.

 

When/How. For all participants who became covered under a Contract on or after November 5, 1984, we reserve the right to charge an administrative expense charge of up to 0.25% annually of your Account Value invested in the Subaccounts. We are currently deducting this charge under Contracts issued to some plans. If charged, this fee is deducted daily from the Subaccounts. We do not deduct this charge from any Fixed Interest Option. This fee may be assessed during the Accumulation Phase and/or the Income Phase. If we are currently imposing this fee under the Contract issued in connection with your plan when you enter the Income Phase, the fee will apply to you during the entire Income Phase.

 

Purpose. This charge helps defray our cost of providing administrative services under the Contracts and in relation to the Separate Account and Subaccounts.

 

Reduction. Under some Contracts, if we charge the administrative expense charge, we may reduce it from the maximum when the plan meets certain criteria and we agree to the reduction with the Contract Holder, in writing. The level of the fee may be reassessed and increased or decreased annually.

 

Commissions

 

Information regarding commissions paid to our distribution partners is disclosed under OTHER TOPICS – Contract Distribution.

 

Fund Fees and Expenses

 

Charges are deducted from and expenses paid out of the assets of the Funds that are described in their respective prospectuses. Each Fund deducts management/investment advisory fees from the amounts allocated to the Fund. In addition, each Fund deducts other expenses, which may include service fees that may be used to compensate service providers, including the Company and its affiliates, for administrative and contract holder services provided on behalf of the Fund. Furthermore, certain Funds deduct a distribution or 12b-1 fee, which is used to finance any activity that is primarily intended to result in the sale of Fund shares. Fund fees and expenses are deducted from the value of the Fund shares on a daily basis, which in turn affects the value of each Subaccount that purchases Fund shares. Fund fees and expenses are one factor that impacts the value of a Fund’s shares. To learn more about Fund fees and expenses, the additional factors that can affect the value of a Fund’s shares and other important information about the Funds, refer to the Fund prospectuses.

 

Less expensive share classes of the Funds offered through this Contract may be available for investment outside of this Contract. You should evaluate the expenses associated with the Funds available through this Contract before making a decision to invest.

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Premium and Other Taxes

 

Maximum Amount. Some states and municipalities charge a premium tax on annuities. These taxes currently range from 0% to 4%, depending upon the jurisdiction.

 

When/How. We reserve the right to deduct a charge for premium taxes from your Account Value or from Purchase Payments to the account at any time, but not before there is a tax liability under state law. For example, we may deduct a charge for premium taxes at the time of a complete withdrawal or we may reflect the cost of premium taxes in our Income Phase payment rates when you commence Income Phase payments. Unless directed otherwise, we will deduct any premium tax charges proportionately from the Subaccounts and Fixed Interest Options in which you are invested.

 

We will not deduct a charge for any municipal premium tax of 1% or less, but we reserve the right to reflect such an expense in our annuity purchase rates.

 

In addition, the Company reserves the right to assess a charge for any federal taxes due against the Separate Account. See “FEDERAL Tax Considerations.”

 

Market Value Adjustments

 

If you withdraw or transfer your Account Value from the Guaranteed Accumulation Account before the Guaranteed Term is completed, a Market Value Adjustment may apply. You could lose up to 100% of your investment in the Guaranteed Accumulation Account due to the Market Value Adjustment if amounts are removed from the Guaranteed Accumulation Account prior to the end of its Guaranteed Term. A negative MVA will reduce your Account Value, the amount you receive if you surrender your Certificate and the death benefit.

 

The MVA reflects the change in the value of the investment due to changes in interest rates since the date of deposit and transfers risk from us to you to protect us from losses on our investments supporting the Guaranteed Accumulation Account if amounts are withdrawn prematurely. The MVA may be positive or negative. Generally:

  If interest rates at the time of withdrawal have increased since the date of deposit, the value of the investment decreases and the MVA will be negative. This could result in your receiving less than the amount you paid into the Guaranteed Accumulation Account; or
  If interest rates at the time of withdrawal have decreased since the date of deposit, the value of the investment increases and the MVA will be positive.

 

In addition to changes in interest rates, the timing of a withdrawal may impact the amount of an MVA. An MVA is likely to be higher early during a Guaranteed Term than later during the Guaranteed Term.

 

Under some contracts issued in New York, if you have elected ECO/RRP as described in “Systematic Distribution Options,” no MVA applies to amounts withdrawn from the Guaranteed Accumulation Account.

 

Any MVA applied to a withdrawal or transfer from GAA will be calculated as an “aggregate MVA,” which is the sum of all MVAs applicable due to the withdrawal. We calculate the aggregate MVA when, in order to satisfy a transfer or withdrawal, amounts may be withdrawn from more than one guaranteed term, with more than one guaranteed interest rate. In order to determine the MVA applicable to such a transfer or withdrawal, the MVAs applicable to each guaranteed term will be added together, in order to determine the aggregate MVA. For example, assume a $1,000 withdrawal from two Guaranteed Terms, one of which has an MVA of $10 and the other of which has an MVA of -$30. We would add the two MVAs ($10 + -$30) for an aggregate MVA of -$20.

 

The following withdrawals will be subject to an aggregate MVA only if it is positive:

  Withdrawals due to the election of a lifetime income option; and
  Withdrawals due to the death of the participant (if paid within the first six months following death). For certain contracts issued in the state of New York, this provision also applies in the event of disability, as defined in the contract.

 

All other withdrawals will be subject to an aggregate MVA, regardless of whether it is positive or negative, including:

Withdrawals due to the election of a nonlifetime income option;
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Payments due to the death of the participant, if paid more than six months following death (or disability, if applicable); and
Full or partial withdrawals during the accumulation phase.

 

Should two or more guaranteed terms have the same guaranteed interest rate and mature on the same date, we will calculate an MVA applicable to each.

 

We will apply the MVA prior to calculating any applicable early withdrawal charge.

 

Under some contracts, election of a systematic distribution option, as described in the Prospectus, will not result in an MVA being applied to amounts withdrawn from Guaranteed Accumulation Account.

 

Under certain contracts, payments due to the death of the participant will include the aggregate MVA only if it is positive, regardless of whether the death benefit is paid within six months following death. See the “Death Benefit” section of the contract Prospectus. Under some of these contracts, an election to defer payment of the death benefit for more than six months will result in the application of the aggregate MVA, whether positive or negative, when the beneficiary elects to begin distribution of the death benefit.

 

On any day, if you wish to obtain the current Market Value Adjustment, you may contact us at 1-800-584-6001. Your Market Value Adjustment is calculated at the end of each Business Day, can fluctuate daily and may be more or less than the value provided at the time you contact us.

 

For additional information regarding the calculation of Market Value Adjustments, see the Statement of Additional Information.

 

THE CONTRACT

 

When considering whether to purchase or participate in the Contract, you should consult with your financial representative about your financial goals, investment time horizon and risk tolerance.

 

Some plans under Tax Code Sections 401, 403(a) and 403(b) are subject to Title I of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). The Contract Holder must notify the Company whether Title I of ERISA applies to the plan.

 

Under the federal tax laws, earnings on amounts held in annuity contracts are generally not taxed until they are withdrawn. However, in the case of a qualified retirement account (such as a 401(a), 401(k), Roth 401(k), 403(a), 403(b), Roth 403(b), 457(b) or Roth 457(b) plan), an annuity contract is not necessary to obtain this favorable tax treatment and does not provide any tax benefits beyond the deferral already available to the tax qualified account itself. Annuities do provide other features and benefits (such as guaranteed death benefits under some contracts or the option of lifetime Income Phase options at established rates) that may be valuable to you. You should discuss your alternatives with your financial representative taking into account the additional fees and expenses you may incur in an annuity. See “Contract Purchase and Participation.”

 

Contract Ownership and Rights

 

Who Owns the Contract? The Contract Holder.

 

Who Owns Money Accumulated Under the Contract? It depends on the type of plan, as follows:

Under 401(a), 401(k), Roth 401(k), 403(a), 403(b) or Roth 403(b) Plans. Under the Contract, we may establish one or more accounts for you. Generally, we establish an employee account to receive salary reduction and rollover amounts and an employer account to receive employer contributions. You have the right to the value of your employee account and any employer account to the extent you are Vested as interpreted by the Contract Holder;
Under Governmental 457(b) or Roth 457(b) Plans. The Tax Code requires that 457(b) plan assets of governmental employers be held in trust for the exclusive benefit of you and your Beneficiaries. An annuity contract satisfies the trust requirement of the Tax Code; and
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Under Non-governmental Tax-Exempt 457(b) Plans. In order to avoid being subject to ERISA, 457(b) plan assets of tax-exempt employers (including certain nonqualified, church-controlled organizations) remain the property of the employer, and are subject to the claims of the employer’s general creditors.

 

Who Holds Rights Under the Contract?

Under some Contracts, the Contract Holder holds all rights under the Contract, but may permit you to exercise some of those rights. For example, the Contract Holder may allow you to choose investment options; and
Under other Contracts, including most group contracts issued through a voluntary 403(b) or Roth 403(b) plan and most individual Contracts, you generally hold all rights under the Contract and may make elections for your accounts. However, pursuant to Treasury Department regulations the exercise of certain of these rights may require the consent and approval of the Plan Sponsor or its delegate. See “FEDERAL Tax Considerations – Distributions – Eligibility – 403(b) and Roth 403(b) Plans.”

 

For additional information about the respective rights of the Contract Holder and participants, see Appendix B.

 

What Happens if You Die? The Contract provides a death benefit in the event of your death, which is payable to the Beneficiary named under the Contract (the “Contract Beneficiary”):

Under Contracts issued in connection with most types of plans except most voluntary 403(b) and Roth 403(b) plans, the Contract Holder must be named as the Contract Beneficiary, but may direct that we make any payments to the Beneficiary you name under the plan (the “Plan Beneficiary”); and
Under most group Contracts issued in connection with voluntary 403(b) and Roth 403(b) plans and under individual Contracts, you may generally designate your own Contract Beneficiary who will normally be your Plan Beneficiary, as well.

 

Transfer of Ownership; Assignment

 

The Tax Code restricts the assignment of Contracts. In the limited situations in which a Contract may be assigned, an assignment of a Contract will only be binding on us if it is made in writing and sent to Customer Service. We will use reasonable procedures to confirm that the assignment is authentic, including verification of signature. If we fail to follow our own procedures, we will be liable for any losses to you directly resulting from the failure. Otherwise, we are not responsible for the validity of any assignment. The rights of the Contract Holder and the interest of the Annuitant and any Beneficiary will be subject to the rights of any assignee we have on our records.

 

The Account Value

 

During the Accumulation Phase, your Account Value at any given time equals:

Account dollars directed to the Fixed Interest Options, including interest earnings to date; less
Any deductions from the Fixed Interest Options (e.g., withdrawals, fees); plus
The current dollar value of amounts held in the Subaccounts, which takes into account investment performance and fees deducted from the Subaccounts.

 

Subaccount Accumulation Units. When a Fund is selected as an investment option, your account dollars invest in Accumulation Units of the Variable Annuity Account C Subaccount corresponding to that Fund. The Subaccount invests directly in the Fund shares. The value of your interests in a Subaccount is expressed as the number of Accumulation Units you hold multiplied by an “Accumulation Unit Value,” as described below, for each unit. Transfers, withdrawals and the payment of fees out of Account Value in the Subaccounts will result in the cancellation of Subaccount Accumulation Units.

 

Accumulation Unit Value. The value of each Accumulation Unit in a Subaccount is called the Accumulation Unit Value (“AUV”). The AUV varies daily in relation to the underlying Fund’s investment performance. The AUV also reflects deductions for Fund fees and expenses, the mortality and expense risk charge and the administrative expense charge, if any. We discuss these deductions in more detail in “Fee Table” and “CHARGES, Fees AND ADJUSTMENTS.”

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Valuation. We determine the AUV every normal business day that the NYSE is open, after the close of the NYSE (normally at 4:00 p.m. Eastern Time). At that time, we calculate the current AUV by multiplying the AUV last calculated by the Net Investment Factor of the Subaccount. The Net Investment Factor measures the investment performance of the Subaccount from one valuation to the next.

 

Current AUV = Prior AUV x Net Investment Factor

 

Net Investment Factor. The Net Investment Factor for a Subaccount between two consecutive valuations equals the sum of 1.0000 plus the Net Investment Rate.

 

Net Investment Rate. The Net Investment Rate is computed according to a formula that is equivalent to the following:

The net assets of the Fund held by the Subaccount as of the current valuation; minus
The net assets of the Fund held by the Subaccount at the preceding valuation; plus or minus
Taxes or provisions for taxes, if any, due to Subaccount operations (with any federal income tax liability offset by foreign tax credits to the extent allowed); divided by
The total value of the Subaccount’s units at the preceding valuation; and minus
A daily deduction for the mortality and expense risk charge, the administrative expense charge, if any, and any other fees deducted daily from investments in the Separate Account. See “CHARGES, Fees AND ADJUSTMENTS.”

 

The net investment rate may be either positive or negative.

 

Hypothetical Illustration

 

As a hypothetical illustration, assume that an Investor contributes $5,000 to his account and directs us to invest $3,000 in Fund A and $2,000 in Fund B. After receiving the contribution and following the next close of business of the NYSE, the applicable AUVs are $10 for Subaccount A, and $25 for Subaccount B. The Investor’s account is credited with 300 Accumulation Units of Subaccount A and 80 Accumulation Units of Subaccount B.

 

Step 1: An Investor contributes $5,000.

 

Step 2:

He or she directs us to invest $3,000 in Fund A. The dollars purchase 300 Accumulation Units of Subaccount A ($3,000 divided by the current $10 AUV); and
He or she directs us to invest $2,000 in Fund B. The dollars purchase 80 Accumulation Units of Subaccount B ($2,000 divided by the current $25 AUV).

 

Step 3: The Separate Account then purchases shares of the applicable Funds at the then current market value (Net Asset Value or NAV).

 

The Fund’s subsequent investment performance, expenses and charges, and the daily charges deducted from the Subaccount, will cause the AUV to move up or down on a daily basis.

 

Purchase Payments to Your Account

 

If all or a portion of initial Purchase Payments are directed to the Subaccounts, they will purchase Subaccount Accumulation Units at the AUV next computed after our acceptance of the applicable application or enrollment forms, as described in “CONTRACT PURCHASE AND PARTICIPATION.” Subsequent Purchase Payments or transfers directed to the Subaccounts that we receive in Good Order by the close of business of the NYSE will purchase Subaccount Accumulation Units at the AUV computed as of the close of the NYSE on that day. The value of Subaccounts may vary day to day. Subsequent Purchase Payments and transfers received in Good Order after the close of the NYSE will purchase Accumulation Units at the AUV computed as of the close of the NYSE on the next business day.

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Contract Provisions and Limitations

 

Account Termination

 

Under some plans, we reserve the right to terminate an individual account if the Account Value is less than $5,000 ($3,500 under some Contracts, and $1,999 for some Contracts issued in New York), if this value is not due to negative investment performance, and if no Purchase Payments have been received within the previous 12 months (36 months under some Contracts issued in New York). Certain Contracts issued in New York also require that the calculation for a paid up annuity benefit amount to a payment of less than $20 per month. In addition, for some Contracts issued in New York, we may terminate an individual account solely if the paid up annuity benefit is less than $20 monthly. We will notify you or the Contract Holder 90 days prior to terminating the account. If we exercise this right, we will not deduct an early withdrawal charge.

 

Allocation of Purchase Payments

 

All Purchase Payments are allocated to your Account Value on the Valuation Date of their receipt. The Contract Holder or you, if the Contract Holder permits, directs us to allocate Purchase Payments to the investment options available under the plan. Allocations must be in whole percentages, and there may be limitations on the number of investment options that can be selected. If the most recent allocation instructions we have on file include a Subaccount that corresponds to an underlying Fund that is closed to new investment or is otherwise unavailable, additional Purchase Payments received that would have been allocated to the Subaccount corresponding to the closed or otherwise unavailable Fund may be automatically allocated among the other available Subaccounts according to the most recent allocation instructions we have on file. If the most recent allocation instructions we have on file do not include any available Subaccounts, we must receive alternative allocation instructions or the Purchase Payment will be returned. Alternative allocation instructions can be given by contacting Customer Service. See “THE INVESTMENT OPTIONS.”

 

Transfers Among Investment Options

 

During the Accumulation Phase and, under some Contracts, the Income Phase, the Contract Holder or you, if permitted by the plan, may transfer amounts among the investment options. Transfers from Fixed Interest Options are restricted as outlined in “THE INVESTMENT OPTIONS – The Fixed Interest Options.. Transfers may be requested by telephone, electronically at www.voyaretirementplans.com or through such other means as may be available under our administrative procedures in effect from time to time. Transfers must be made in accordance with the terms of the Contract.

 

Value of Transferred Dollars. The value of amounts transferred in or out of Subaccounts will be based on the Subaccount AUV next determined after Customer Service receives your request in Good Order or if you are participating in the asset rebalancing program, after your scheduled transfer or reallocation.

 

Telephone and Electronic Transfers: Security Measures. To prevent fraudulent use of telephone or electronic transactions (including, but not limited to, internet transactions), we have established security procedures. These include recording calls on our toll-free telephone lines and requiring use of a unique identifier or personal password. You are responsible for keeping your unique identifier or personal password and account information confidential. If we fail to follow reasonable security procedures, we may be liable for losses due to unauthorized or fraudulent telephone or other electronic transactions. We are not liable for losses resulting from following telephone or electronic instructions we believe to be genuine. If a loss occurs when we rely on such instructions, you will bear the loss.

 

Transfer Credits

 

Contributions to a Contract may include plan assets transferred from a financial provider who has imposed a cancellation penalty on that transfer. To offset that penalty, the Company will, subject to certain conditions and state approvals, apply a transfer credit on transferred assets. This credit is provided on a nondiscriminatory basis if your Contract is eligible.

 

The transfer credit will be applied no later than ten business days after the end of the quarter in which the contribution is received by us in Good Order. Transferred assets, less any premium tax, will be allocated to a participant’s individual

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account in amounts authorized by the Contract Holder. If no instructions are received from the Contract Holder, the transferred assets will be allocated to the Plan’s forfeiture account.

 

The transfer credit is equal to a specified percentage of the transferred assets, or other specified amount that is transferred to the Company under a Contract, that remains in the participant’s individual account for the period of time specified by the Company. Any applicable transfer credit will be deducted from:

A full withdrawal initiated by the Contract Holder; or
A full or partial withdrawal initiated by the participant, except for those eligible distributions from qualified plans that happen upon the occurrence of certain events. See FEDERAL TAX CONSIDERATIONS – Taxation of Qualified Contracts – Distributions – Eligibility.”

 

Transfer credits will not be applied to assets transferred into the Contract from existing contracts. Only net contributions not previously held by the Contract are eligible for a transfer credit.

 

If a transfer credit is due under your Contract, you will be provided with additional information.

 

Election of a transfer credit may result in a higher mortality and expense risk charge and impact the credited interest rate under the Fixed Plus Account and Fixed Plus Account II A Fixed Interest Options. See “CHARGES, Fees AND ADJUSTMENTS” and “THE INVESTMENT OPTIONS – The Fixed Interest Options.

 

Tax Code Restrictions

 

The Tax Code places some limitations on contributions to your account. See “FEDERAL Tax Considerations.”

 

The Asset Rebalancing Program

 

Our asset rebalancing program may be available in connection with certain Contracts. Asset rebalancing allows you to reallocate your Account Value in the investments and percentages you identify. Account Values invested in certain investment options may not be available for rebalancing under this program. We automatically reallocate your Account Value annually (or more frequently as we allow). Asset rebalancing neither ensures a profit nor guarantees against loss in a declining market. There is no additional charge for this program. If available for your Contract, you may elect the asset rebalancing program by contacting Customer Service at 1-800-584-6001, electronically at www.voyaretirementplans.com or through such other means as may be available under our administrative procedures in effect from time to time. The Company may change or discontinue the asset rebalancing program at any time.

 

Subaccount reallocations or changes outside of the asset rebalancing program may affect the program. Changes such as Fund mergers, substitutions or closures may also affect the program.

 

Transfers Between Individual Accounts

 

We may establish one or more accounts for you. As permitted by your plan and if allowed under the Contract, you may transfer assets from one account to another. Any such transfer will be subject to the restrictions, conditions and limits established by your plan or set forth in the Contract.

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The General Account

 

All guarantees and benefits provided under the Contracts that are not related to the Separate Account are subject to the claims paying ability and financial strength of the Company and our General Account.

 

The following obligations under the Contract are funded by the General Account which supports our insurance and annuity obligations:

Amounts allocated to the Fixed Account, the Fixed Plus Account and the Fixed Plus Account II A;
Amounts funding fixed Income Phase Payments;
Death benefit payments held in an interest bearing retained asset account; and
Where the amount of the death benefit exceeds the Account Value.

 

Contract Modification

 

We may change the Contract as required by federal or state law. In addition, unless we are otherwise restricted under the terms of the Contract, we may generally, upon 30 days’ written notice to the Contract Holder (some Contracts may require a longer notice period), make other changes to group Contracts that would apply only to individuals who become participants under that Contract after the effective date of such changes. If the group Contract Holder does not agree to a change, we reserve the right to refuse to establish new accounts under the Contract, and under some Contracts, to discontinue accepting payments to existing accounts. Certain changes will require the approval of appropriate state or federal regulatory authorities.

 

We reserve the right to amend the Contract to include any future changes required to maintain the Contract (and the Roth 401(k), Roth 403(b) or Roth 457(b) accounts) as a designated Roth 403(b), Roth 401(k) or Roth 457(b) annuity contract (or account) under the Tax Code, regulations, IRS rulings and requirements.

 

In addition, under some Contracts we reserve the right, without Contract Holder consent, to change the table for determining the amount of Income Phase payments or the Income Phase payment options available. Such a change would only apply to Income Phase payments attributable to contributions accepted after the date of change.

 

Limits on Frequent or Disruptive Transfers

 

The Contract is not designed to serve as a vehicle for frequent transfers. Frequent transfer activity can disrupt management of a Fund and raise its expenses through:

Increased trading and transaction costs;
Forced and unplanned portfolio turnover;
Lost opportunity costs; and
Large asset swings that decrease the Fund’s ability to provide maximum investment return to all Contract Owners and participants.

 

This in turn can have an adverse effect on Fund performance. Accordingly, individuals or organizations that use market-timing investment strategies or make frequent transfers should be aware that:

We suspend the Electronic Trading Privileges, as defined below, of any individual or organization if we determine, in our sole discretion, that the individual’s or organization’s transfer activity is disruptive or not in the best interest of other owners of our variable insurance and retirement products, or the participant’s in such products; and
Each underlying Fund may limit or restrict Fund purchases and we will implement any limitation or restriction on transfers to an underlying Fund as directed by that underlying Fund.

 

Consequently, individuals or organizations that use market-timing investment strategies or make frequent transfers should not purchase or participate in the Contract.

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Excessive Trading Policy

 

We and the other members of the Voya family of companies that provide multi-Fund variable insurance and retirement products have adopted a common Excessive Trading Policy to respond to the demands of the various Fund families that make their Funds available through our products to restrict excessive Fund trading activity and to ensure compliance with Rule 22c-2 of the 1940 Act.

 

We actively monitor Fund transfer and reallocation activity within our variable insurance products to identify violations of our Excessive Trading Policy. Our Excessive Trading Policy is violated if Fund transfer and reallocation activity:

Meets or exceeds our current definition of Excessive Trading, as defined below; or
Is determined, in our sole discretion, to be disruptive or not in the best interests of other owners of our variable insurance and retirement products, or participants in such products.

 

We currently define “Excessive Trading” as:

More than one purchase and sale of the same Fund (including money market Funds) within a 60 calendar day period (hereinafter, a purchase and sale of the same Fund is referred to as a “round-trip”). This means two or more round-trips involving the same Fund within a 60 calendar day period would meet our definition of Excessive Trading; or
Six round-trips involving the same Fund within a rolling 12 month period.

 

The following transactions are excluded when determining whether trading activity is excessive:

Purchases or sales of shares related to non-Fund transfers (for example, new Purchase Payments, withdrawals and loans);
Transfers associated with any scheduled dollar cost averaging, scheduled rebalancing, or scheduled asset allocation programs;
Purchases and sales of Fund shares in the amount of $5,000 or less;
Purchases and sales of Funds that affirmatively permit short-term trading in their Fund shares, and movement between such Funds and a money market Fund; and
Transactions initiated by us, another member of the Voya family of companies, or a Fund.

 

If we determine that an individual or entity has made a purchase of a Fund within 60 days of a prior round-trip involving the same Fund, we will send them a letter warning that another sale of that same Fund within 60 days of the beginning of the prior round-trip will be deemed to be Excessive Trading and result in a six month suspension of their ability to initiate Fund transfers or reallocations through the Internet, facsimile, Voice Response Unit (“VRU”), telephone calls to Customer Service or other electronic trading medium that we may make available from time to time (“Electronic Trading Privileges”). Likewise, if we determine that an individual or entity has made five round-trips involving the same Fund within a rolling 12 month period, we will send them a letter warning that another purchase and sale of that same Fund within 12 months of the initial purchase in the first round-trip will be deemed to be Excessive Trading and result in a suspension of their Electronic Trading Privileges. According to the needs of the various business units, a copy of any warning letters may also be sent, as applicable, to the person(s) or entity authorized to initiate Fund transfers or reallocations, the agent registered representative, or the investment adviser for that individual or entity. A copy of the warning letters and details of the individual’s or entity’s trading activity may also be sent to the Fund whose shares were involved in the trading activity.

 

If we determine that an individual or entity has violated our Excessive Trading Policy, we will send them a letter stating that their Electronic Trading Privileges have been suspended for a period of six months. Consequently, all Fund transfers or reallocations, not just those that involve the Fund whose shares were involved in the activity that violated our Excessive Trading Policy, will then have to be initiated by providing written instructions to us via regular U.S. mail. Suspension of Electronic Trading Privileges may also extend to products other than the product through which the Excessive Trading activity occurred. During the six month suspension period, electronic “inquiry only” privileges will be permitted where and when possible. A copy of the letter restricting future transfer and reallocation activity to regular U.S. mail and details of the individual’s or entity’s trading activity may also be sent, as applicable, to the person(s) or entity authorized to initiate Fund transfers or reallocations, the agent registered representative or investment adviser for that individual or entity, and the Fund whose shares were involved in the activity that violated our Excessive Trading Policy.

 

Following the six month suspension period during which no additional violations of our Excessive Trading Policy are identified, Electronic Trading Privileges may again be restored. We will continue to monitor the Fund transfer and reallocation activity, and any future violations of our Excessive Trading Policy will result in an indefinite suspension of

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Electronic Trading Privileges. A violation of our Excessive Trading Policy during the six month suspension period will also result in an indefinite suspension of Electronic Trading Privileges.

 

We reserve the right to suspend Electronic Trading Privileges with respect to any individual or entity, with or without prior notice, if we determine, in our sole discretion, that the individual’s or entity’s trading activity is disruptive or not in the best interests of other owners of our variable insurance and retirement products, or participants in such products, regardless of whether the individual’s or entity’s trading activity falls within the definition of Excessive Trading set forth above.

 

Our failure to send or an individual’s or entity’s failure to receive any warning letter or other notice contemplated under our Excessive Trading Policy will not prevent us from suspending that individual’s or entity’s Electronic Trading Privileges or taking any other action provided for in our Excessive Trading Policy.

 

The Company does not allow exceptions to our Excessive Trading Policy. We reserve the right to modify our Excessive Trading Policy, or the policy as it relates to a particular Fund, at any time without prior notice, depending on, among other factors, the needs of the underlying Fund(s), the best interests of Contract Owners, participants, and Fund investors, and/or state or federal regulatory requirements. If we modify our policy, it will be applied uniformly to all Contract Owners and participants or, as applicable, to all Contract Owners and participants investing in the underlying Fund.

 

Our Excessive Trading Policy may not be completely successful in preventing market-timing or excessive trading activity. If it is not completely successful, Fund performance and management may be adversely affected, as noted above.

 

Limits Imposed by the Underlying Funds

 

Each underlying Fund available through the variable insurance and retirement products offered by us and/or the other members of the Voya family of companies, either by Prospectus or stated policy, has adopted or may adopt its own excessive/frequent trading policy, and orders for the purchase of Fund shares are subject to acceptance or rejection by the underlying Fund. We reserve the right, without prior notice, to implement Fund purchase restrictions and/or limitations on an individual or entity that the Fund has identified as violating its excessive/frequent trading policy and to reject any allocation or transfer request to a Subaccount if the corresponding Fund will not accept the allocation or transfer for any reason. All such restrictions and/or limitations (which may include, but are not limited to, suspension of Electronic Trading Privileges and/or blocking of future purchases of a Fund or all Funds within a Fund family) will be done in accordance with the directions we receive from the Fund.

 

Agreements to Share Information with Fund Companies

 

As required by Rule 22c-2 under the 1940 Act, we have entered into information sharing agreements with each of the Fund companies whose Funds are offered through the Contract. Contract Owner and participant trading information is shared under these agreements as necessary for the Fund companies to monitor Fund trading and our implementation of our Excessive Trading Policy. Under these agreements, the Company is required to share information regarding Contract Owner and participant transactions, including but not limited to information regarding Fund transfers initiated by you. In addition to information about Contract Owner and participant transactions, this information may include personal Contract Owner and participant information, including names and social security numbers or other tax identification numbers.

 

As a result of this information sharing, a Fund company may direct us to restrict a Contract Owner or participant’s transactions if the Fund determines that the Contract Owner or participant has violated the Fund’s excessive/frequent trading policy. This could include the Fund directing us to reject any allocations of Purchase Payments or Account Value to the Fund or all Funds within the Fund family.

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THE INCOME PHASE

 

During the Income Phase, you receive payments from your accumulated Account Value.

 

Initiating Income Phase Payments

 

At least 30 days prior to the date you want to start receiving Income Phase payments, the Contract Holder or you, if permitted by the plan, must notify us in writing of the following:

Start date;
Income Phase payment option (see the “Income Phase Payment Options” table in this section);
Income Phase payment frequency (i.e., monthly, quarterly, semi-annually or annually);
Choice of fixed or variable payments;
Selection of an assumed net investment rate (only if variable payments are elected); and
Under some plans, certification from your employer and/or submission of the appropriate forms is also required.

 

The account will continue in the Accumulation Phase until the Contract Holder or you, as applicable, properly initiates Income Phase payments. Generally, the first Income Phase payment must be made by April 1 of the calendar year following the calendar year in which the Contract Holder attains the applicable age as prescribed by Tax Code section 401(a)(9)) or in the case of an employer-sponsored plan, April 1 of the calendar year following the calendar year in which the Contract Holder retires, whichever occurs later. See “FEDERAL TAX CONSIDERATIONS - Taxation of Qualified Contracts - Lifetime Required Minimum Distributions (401(a), 401(k), Roth 401(k), 403(a), 403(b), Roth 403(b), 457(b) and Roth 457(b) Plans).” Your plan may impose other limits on when you may start receiving Income Phase payments. Please refer to your plan documents for more information.

 

Once an Income Phase payment option is selected, it may not be changed; however, certain options allow you to withdraw a lump sum. See “Income Phase Payment Options.” If you elect an option that does not allow you to withdraw a lump sum, you will not be able to withdraw any Contract value amounts after the Income Phase begins.

 

Calculation of Income Phase Payments

 

Some of the factors that may affect Income Phase payments include: your age, your Account Value, the Income Phase payment option selected (including the frequency and duration of payments under the option selected), number of guaranteed payments, if any, selected and whether you select variable or fixed payments. As a general rule, more frequent Income Phase payments will result in smaller individual Income Phase payments. Likewise, Income Phase payments that are anticipated over a longer period of time will also result in smaller individual Income Phase payments.

 

Fixed Payments. Amounts funding fixed Income Phase payments will be held in the Company’s General Account. Fixed payments will remain the same over time.

 

Variable Payments. Amounts funding your variable Income Phase payments will be held in the Subaccount(s) selected. The Subaccounts available for investment during the Income Phase may be different than those available for investment during the Accumulation Phase. For information about the Subaccounts available during the Income Phase, please contact Customer Service. The Contracts may restrict how many transfers, if any, are allowed among options during the Income Phase. For variable payments, an assumed net investment rate must be selected.

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Payments from the Fixed Plus Account. Under some Contracts, if a nonlifetime Income Phase payment option is selected, payments from the Fixed Plus Account and the Fixed Plus Account II A may only be made on a fixed basis.

 

Assumed Net Investment Rate. If you select variable Income Phase payments, an assumed net investment rate must also be selected. If you select a 5% rate, your first Income Phase payment will be higher, but subsequent Income Phase payments will increase only if the investment performance of the Subaccounts you selected is greater than 5% annually, after deduction of fees. Payment amounts will decline if the investment performance is less than 5%, after deduction of fees.

 

If you select a 3.5% rate, your first Income Phase payment will be lower and subsequent Income Phase payments will increase more rapidly or decline more slowly depending upon the investment performance of the Subaccounts selected. For more information about selecting an assumed net investment rate, request a copy of the SAI by calling Customer Service.

 

Selecting an Increasing Payment. Under certain Income Phase payment options, if you select fixed payments, you may elect an increase of one, two or three percent, compounded annually. The higher your percentage, the lower your initial payment will be, while future payments will increase each year at a greater rate. Generally, this feature is not available with cash refund payment options and nonlifetime Income Phase payment options.

 

Charges Deducted

 

When you select an Income Phase payment option (one of the options listed in the table below), a mortality and expense risk charge, consisting of a daily deduction of 1.25% on an annual basis, will be deducted from amounts held in the Subaccounts. This charge compensates us for mortality and expense risks we assume under variable Income Phase payment options and is applicable to all variable Income Phase payment options, including variable nonlifetime options under which we do not assume mortality risk. In this situation, this charge will be used to cover expenses. Although we expect to earn a profit from this fee, we do not always do so. For variable options under which we do not assume a mortality risk, we may make a larger profit than under other options. We may also deduct a daily administrative charge of up to 0.25% annually from amounts held in the Subaccounts.

 

Required Minimum Payment Amounts

 

The initial Income Phase payment or the annual Income Phase payment total must meet the minimums stated in the Contract. If your Account Value is too low to meet these minimum payment amounts, you will receive one lump-sum payment. See “Contract Provisions and Limitations - Account Termination.”

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Death Benefit During the Income Phase

 

The death benefits that may be available to a Beneficiary are outlined in the following “Income Phase Payment Options” table. If a lump-sum payment is due as a death benefit, we will make payment within seven calendar days after Customer Service receives proof of death acceptable to us and a payment request in Good Order. If the death benefit is not taken in a lump sum, your Beneficiary must satisfy the distribution rules imposed by the Tax Code. These rules recently changed for deaths occurring after January 1, 2020. Failure to satisfy these rules can result in tax penalties. See “FEDERAL TAX CONSIDERATIONS - Taxation of Qualified Contracts - Required Distributions Upon Death” for the distribution rules imposed by the Tax Code.

 

Payment of Death Benefit or Proceeds

 

Subject to the conditions and requirements of state law, full payment of the death benefit or proceeds (“Proceeds”) to a Beneficiary may be made either into an interest bearing retained asset account that is backed by our General Account (described in “The Retained Asset Account”) or by check. For additional information about the payment options available to you, please refer to your claim forms or contact Customer Service. Beneficiaries should carefully review all settlement and payment options available under the Contract and are encouraged to consult with a financial professional or tax adviser before choosing a settlement or payment option. See “DEATH BENEFIT – The Retained Asset Account” for more information about the retained asset account.

 

Taxation. To avoid certain tax penalties, you and any Beneficiary must satisfy the distribution rules imposed by the Tax Code. See “FEDERAL Tax Considerations.”

 

Income Phase Payment Options

 

The following table lists the Income Phase payment options and accompanying death benefits that may be available under the Contracts. The Tax Code and/or some Contracts may restrict the options and the terms available to you and/or your Beneficiary. See “FEDERAL Tax Considerations.” Refer to your certificate or check with your Contract Holder for details. We may offer additional Income Phase payment options under the Contract from time to time. Unless permitted by the terms of the Income Phase payment options as described below, you will not be able to withdraw any Account Value after the annuity commencement date.

 

Terms used in the table:

Annuitant: The person(s) on whose life expectancy the Income Phase payments are calculated; and
Beneficiary: The person designated to receive the death benefit payable under the Contract.

 

Lifetime Income Phase Payment Options
Life Income Length of Payments: For as long as the Annuitant lives. It is possible that only one payment will be made should the Annuitant die prior to the second payment’s due date. Death Benefit-None: All payments end upon the Annuitant’s death.
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Lifetime Income Phase Payment Options
(continued)
Life Income ‒ Guaranteed Payments*

Length of Payments: For as long as the Annuitant lives, with payments guaranteed for your choice of five to 30 years, or as otherwise specified in the Contract.

Death Benefit-Payment to the Beneficiary: If the Annuitant dies before we have made all the guaranteed payments, we will continue to pay the Beneficiary the remaining payments. Unless prohibited by a prior election of the Contract Holder, the Beneficiary may elect to receive a lump-sum payment equal to the present value of the remaining guaranteed payments.

Life Income ‒ Two Lives

Length of Payments: For as long as either Annuitant lives. It is possible that only one payment will be made should both Annuitants die before the second payment’s due date.

Continuing Payments:

•   When you select this option, you choose for 100%, 66⅔% or 50% of the payment to continue to the surviving Annuitant after the first death; or

•   100% of the payment to continue to the Annuitant on the second Annuitant’s death, and 50% of the payment to continue to the second Annuitant on the Annuitant’s death.

Death Benefit-None: All payments end after the death of both Annuitants.

Life Income ‒ Two Lives ‒ Guaranteed Payments*

Length of Payments: For as long as either Annuitant lives, with payments guaranteed for your choice of five to 30 years, or as otherwise specified in the Contract.

Continuing Payments: 100% of the payment to continue to the surviving Annuitant after the first death.

Death Benefit ‒ Payment to the Beneficiary: If both Annuitants die before the guaranteed payments have all been paid, we will continue to pay the Beneficiary the remaining payments. Unless prohibited by a prior election of the Contract Holder, the Beneficiary may elect to receive a lump-sum payment equal to the present value of the remaining guaranteed payments.

Life Income ‒ Cash Refund Option (limited availability fixed payment only)

Length of Payments: For as long as the Annuitant lives.

Continuing Payment: 100% of the payment to continue after the first death.

Death Benefit ‒ Payment to the Beneficiary: When both Annuitants die, we will pay a lump-sum payment equal to the amount applied to the Income Phase payment option (less any premium tax) and less the total amount of fixed Income Phase payments paid.

Nonlifetime Income Phase Payment Options*

Nonlifetime -

Guaranteed

Payments**

Length of Payments: Payments will continue for the number of years you choose, based on what is available under the Contract. Under some Contracts, for amounts held in the Fixed Plus Account and the Fixed Plus Account II A during the Accumulation Phase, the payment must be on a fixed basis and must be for at least five years. In certain cases, a lump-sum payment may be requested at any time (see below).

Death Benefit ‒ Payment to the Beneficiary: If the Annuitant dies before we make all the guaranteed payments, we will continue to pay the Beneficiary the remaining payments. Unless prohibited by a prior election of the Contract Holder, the Beneficiary may elect to receive a lump-sum payment equal to the present value of the remaining guaranteed payments. We will not impose any early withdrawal charge.

 

Lump-Sum Payment

 

If the Nonlifetime - Guaranteed Payments option is elected with variable payments, you may request at any time that all or a portion of the present value of the remaining payments be paid in one lump sum. A lump sum elected before three or five years of Income Phase payments have been completed (as specified by the Contract) will be treated as a withdrawal during the Accumulation Phase and if election is made during an early withdrawal charge period, we will charge the applicable early withdrawal charge. See “Fees – Early Withdrawal Charge.” Lump-sum payments will be paid within seven calendar days after Customer Service receives the request for payment in Good Order.

 

 

* Guaranteed period payments may not extend beyond the shorter of your life expectancy or until age 95.
**For contracts issued to the University of Illinois, the nonlifetime option is available only with fixed Income Phase payments.

 

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Calculation of Lump-Sum Payments

 

If a lump-sum payment is available to a Beneficiary or to you under the Income Phase payment options listed in the table above, the rate we use to calculate the present value of the remaining guaranteed payments is the same rate we use to calculate the Income Phase payments (i.e., the actual fixed rate used for the fixed payments or the 3.5% or 5% assumed net investment rate for variable payments).

 

BENEFITS AVAILABLE UNDER THE CONTRACT

 

The following table summarizes information about the benefits available under the Contract. Some financial institutions or broker-dealers through which the Contract is sold may limit the availability of certain Contract benefits. For more information, see “OTHER TOPICS – Financial Intermediary Variations” section of this Prospectus. If you have any questions about any limitations, restrictions, or other variations related to the contract benefits available to you, please reach out to your financial institution or broker-dealer.

 

Name of Benefit Purpose Is Benefit Standard or Optional Maximum Fee

Brief Description of

Restrictions/Limitations

Account Value Death Benefit Death benefit is your Account Value plus any positive aggregate market value adjustment that applies to amounts allocated to the Guaranteed Accumulation Account Standard* No additional fee for this benefit

This benefit may not be available under your Contract. Participants should refer to their plan documents for available benefits. (See “Account Value Death Benefit”).

 

Return of Purchase Payment Death Benefit

Death benefit is the greater of:

•    Your Account Value plus any positive aggregate market value adjustment that applies to amounts allocated to the Guaranteed Accumulation Account; or

•    The sum of payments (minus any applicable premium tax) made to your account minus withdrawals made from your account and any outstanding loan amount.

Standard* No additional fee for this benefit.

If Beneficiary does not request payment of the death benefit as a lump sum or as an Income Phase payment option within six months of your death, the amount of the death benefit is the Account Value. This benefit may not be available under your Contract. Participants should refer to their plan documents for available benefits.

 

 

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Name of Benefit Purpose Is Benefit Standard or Optional Maximum Fee Brief Description of Restrictions/Limitations
Adjusted Purchase Payment Guaranteed Death Benefit

The death benefit is the greater of (a) or (b), where:

(a) Is the adjusted Purchase Payment total, which is the sum of all net Purchase Payments to your account, minus a proportional adjustment for withdrawals and amounts taken as a loan, which amount will never be less than zero; and

(b) Is the current Account Value, excluding amounts taken as a loan, plus any positive aggregate market value adjustment, as applicable.

Standard* No additional fee for this benefit.

If the death benefit in (a) is less than the amount in (b), and the Beneficiary requests an immediate payment or begins Income Phase payments, the amount paid will be the current Account Value, excluding any amounts taken as a loan, plus any aggregate positive market value adjustment. This benefit may not be available under your Contract. Participants should refer to their plan documents for available benefits.

 

 

Asset Rebalancing Program Allows you to reallocate your Account Value in the investments and percentages you identify. Standard No additional fee for this benefit. Account Values invested in certain investment options may not be available for rebalancing under this program. Subaccount reallocations or changes outside of the asset rebalancing program may affect the program. Changes such as Fund mergers, substitutions or closures may also affect the program. This benefit may not be available under your Contract. Participants should refer to their plan documents for available benefits
Systematic Distribution Options Allows you to receive regular payments from your account without moving into the Income Phase. Standard No additional fee for this benefit. If not required under the plan, VRIAC may discontinue the availability of one or all of the systematic distribution options at any time and/or change the terms of future elections. This benefit may not be available under your Contract. Participants should refer to their plan documents for available benefits
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Name of Benefit Purpose Is Benefit Standard or Optional Maximum Fee Brief Description of Restrictions/Limitations
Loans Allows you to borrow against your Account Value. Standard

Loan Interest Rate Spread (per annum): 3.00%; or Loan Initiation Fee: $125 per loan; and

Annual Loan Administration Fee: $50 per loan.

Amounts borrowed under a Contract do not participate in the investment performance of the Subaccounts and the interest guarantees of the Fixed Interest Options and you may lose the benefit of tax-deferred growth on earnings. Loans, therefore, can affect the Account Value and death benefit whether or not the loan is repaid. This benefit may not be available under your Contract. Participants should refer to their plan documents for available benefits.

 

 

 

* One of these death benefits is available under a plan. Participants should refer to their plan documents for available benefits.

 

DEATH BENEFIT

 

The Contract provides a death benefit in the event of your death, which is payable to the Beneficiary named under the Contract (“Contract Beneficiary”):

Under Contracts issued in connection with most types of plans except most voluntary 403(b) and Roth 403(b) plans, the Contract Holder must be named as the Contract Beneficiary, but may direct that we make any payments to the Beneficiary you name under the plan (“Plan Beneficiary”); and
Under most group Contracts issued in connection with voluntary 403(b) and Roth 403(b) plans and under individual Contracts, you may generally designate your own Contract Beneficiary who will normally be your Plan Beneficiary, as well.

 

During the Accumulation Phase

 

For death benefit information applicable to the Income Phase, see “THE Income Phase – Death Benefit During the Income Phase.”

 

Payment Process

 

Following your death, the Contract Beneficiary (on behalf of the Plan Beneficiary, if applicable) must provide the Company with proof of death acceptable to us and a payment request in Good Order;
The payment request should include selection of a benefit payment option (see below); and
Within seven calendar days after Customer Service receives proof of death acceptable to us and a payment request in Good Order, we will mail payment, unless otherwise requested.

 

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Until a death benefit request is in Good Order and a payment option is selected, account dollars will remain invested as at the time of your death and no distributions will be made.

 

Benefit Payment Options

 

The following payment options are available, if allowed by the Tax Code:

Lump-sum payment;
Payment in accordance with any of the available Income Phase payment options (see “Income PhaseIncome Phase Payment Options”); or
Payment in accordance with an available systematic distribution option (subject to certain limitations). See “Systematic Distribution Options.”

 

The following options are also available under some Contracts; however, the Tax Code limits how long the death benefit proceeds may be left in these options:

Leaving the Account Value invested in the Contract; or
Under some Contracts, leaving your Account Value on deposit in the Company’s General Account and receiving monthly, quarterly, semi-annual or annual interest payments at the interest rate currently credited on such deposits. The balance on deposit can be withdrawn at any time or paid in accordance with any of the available Income Phase payment options. See “Income PhaseIncome Phase Payment Options.”

 

Payment of Death Benefit or Proceeds

 

Subject to the conditions and requirements of state law, full payment of the death benefit or proceeds (“Proceeds”) to a Beneficiary may be made either into an interest bearing retained asset account that is backed by our General Account (described in “The Retained Asset Account” below) or by check. For additional information about the payment options available to you, please refer to your claim forms or contact Customer Service. Beneficiaries should carefully review all settlement and payment options available under the Contract and are encouraged to consult with a financial professional or tax adviser before choosing a settlement or payment option.

 

The Retained Asset Account. The retained asset account, known as the Voya Personal Transition Account, is an interest bearing account backed by our General Account. The retained asset account is not guaranteed by the Federal Deposit Insurance Corporation (“FDIC”) and, as part of our General Account, is subject to the claims of our creditors. Beneficiaries that receive their payment through the retained asset account may access the entire Proceeds in the account at any time without penalty through a draftbook feature. The Company seeks to earn a profit on the account, and interest credited on the account may vary from time to time but will not be less than the minimum rate stated in the supplemental Contract delivered to the Beneficiary together with the paperwork to make a claim to the Proceeds. Interest earned on the Proceeds in the account may be less than could be earned if the Proceeds were invested outside of the account. Likewise, interest credited on the Proceeds in the account may be less than under other settlement or payment options available through the Contract.

 

Death Benefit Options

 

The various death benefit options that may be made available by the Company under the Contract are listed below. Only one of these death benefits is available under your plan. For information about the death benefit applicable to you, please see your certificate/enrollment materials or the Contract (held by the Contract Holder).

 

Account Value Death Benefit. For most Contracts, the death benefit will be based on your Account Value. For amounts held in the Guaranteed Accumulation Account, any positive aggregate market value adjustment (the sum of all market value adjustments calculated due to a withdrawal) will be included in your Account Value. If a negative market value adjustment applies, it would be deducted only if the death benefit is withdrawn more than six months after your death. For some Contracts issued in New York, payments due to your death will include the market value adjustment only if it is positive regardless of whether the death benefit is paid within six months following death. We describe the market value adjustment in “FEES, CHARGES AND ADJUSTMENTS” and the STATEMENT OF ADDITIONAL INFORMATION.

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The death benefit is calculated as of the next time we value your account following the date on which Customer Service receives proof of death and a payment request in Good Order. In addition to this amount, some states require we pay interest on amounts invested in Fixed Interest Options, calculated from date of death at a rate specified by state law.

 

Return of Purchase Payment Death Benefit. Some Contracts provide a guaranteed death benefit if the Contract Beneficiary (on behalf of the Plan Beneficiary, if applicable) elects a lump-sum distribution or an Income Phase payment option within six months of your death. For those Contracts, the guaranteed death benefit is the greater of:

Your Account Value on the day that Customer Service receives proof of death and a request for payment in Good Order plus any positive aggregate market value adjustment that applies to amounts allocated to the Guaranteed Accumulation Account; or
The sum of Purchase Payments (minus any applicable premium tax) made to your account minus withdrawals made from your account and any outstanding loan amount.

 

In the event that the Contract Beneficiary does not request payment of the death benefit as a lump sum or as an Income Phase payment option within six months of your death, the amount of the death benefit is the Account Value as of the next valuation following Customer Service’s receipt of acceptable proof of death and a payment request in Good Order. See the Contract and/or certificate/enrollment materials for treatment of amounts held in the Guaranteed Accumulation Account.

 

There is no additional fee associated with the Return of Purchase Payment Death Benefit Option.

 

Adjusted Purchase Payment Guaranteed Death Benefit. Under another form of guaranteed death benefit that may be available under certain Contracts, the death benefit payable under the Contract will never be less than the amount of adjusted Purchase Payments made to your account (as defined below), less a proportional adjustment for amounts withdrawn or borrowed from your account. The charge for this guaranteed death benefit, if any, is included within the mortality and expense risk charge applicable under your Contract, and is one of the factors we evaluate when we determine the mortality and expense risk charge applicable to your group Contract. See “CHARGES, Fees AND ADJUSTMENTS – Periodic Fees and Charges - Mortality and Expense Risk Charge.”

 

Calculating the Adjusted Purchase Payment Guaranteed Death Benefit. The death benefit under the Adjusted Purchase Payment Guaranteed Death Benefit is guaranteed to be the greater of (a) or (b) as calculated as of the next Valuation Date following Customer Service’s receipt of proof of death and a payment request in Good Order where:

(a)is the adjusted Purchase Payment total, which is the sum of all net Purchase Payments to your account, minus a proportional adjustment for withdrawals and amounts taken as a loan, which amount will never be less than zero (see “Calculating Adjusted Purchase Payments” below); and
(b)is the current Account Value, excluding amounts taken as a loan, plus any positive aggregate market value adjustment, as applicable. See “FEES, CHARGES AND ADJUSTMENTS” and the STATEMENT OF ADDITIONAL INFORMATION for further information regarding the market value adjustment.

 

If the amount of the death benefit in (a) is greater than the amount in (b), the Company will deposit the difference into your account. The amount, if any, will be deposited into your account proportionally across your current investment allocations as of the Valuation Date following the date Customer Service receives proof of death acceptable to us and a payment request in Good Order.

 

If the Beneficiary in that situation requests an immediate payment or begins Income Phase payments, the amount paid will be the current Account Value, excluding any amounts taken as a loan, plus any aggregate positive market value adjustment, as of the Valuation Date following the date we deposit the difference into your account.

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If the amount of the death benefit in (a) is less than the amount in (b), and the Beneficiary requests an immediate payment or begins Income Phase payments, the amount paid will be the current Account Value, excluding any amounts taken as a loan, plus any aggregate positive market value adjustment, as of the Valuation Date following the date Customer Service receives proof of death acceptable to us and a payment request in Good Order.

 

In the event a Beneficiary elects to defer distribution of the death benefit, the amount paid to the Beneficiary when the Beneficiary elects to begin distribution of the death benefit will equal the current Account Value, excluding any amounts taken as a loan, plus or minus any applicable market value adjustment, as of the next Valuation Date following Customer Service’s receipt of the distribution request in Good Order. The amount paid may be more or less than the amount of the death benefit determined above on the date notice of death and an election to defer payment was received. No additional death benefit is payable upon the Beneficiary’s death.

 

Calculating Adjusted Purchase Payments. The adjusted Purchase Payment total above is initially equal to the first Purchase Payment. The adjusted Purchase Payment total is then adjusted for each subsequent Purchase Payment, loan repayment, or partial withdrawal. The adjustment for subsequent Purchase Payments and loan repayments will be dollar for dollar. The adjustment for partial withdrawals, including loans taken, will be proportionate, reducing the adjusted Purchase Payment total in the same proportion that the current Account Value, excluding any amounts taken as loans, was reduced on the date of the partial withdrawal. The proportionate adjustment of the adjusted Purchase Payment total for each partial withdrawal is defined as the adjusted Purchase Payment total at that time, multiplied by the fraction A divided by B (A/B), where:

Ais the current Account Value, excluding amounts taken as a loan, immediately after the partial withdrawal; and
Bis the current Account Value, excluding amounts taken as a loan, before the partial withdrawal.

 

For example, if you have made Purchase Payments of $50,000 and take a partial withdrawal of $10,000 at a time when your Account Value is $60,000, the adjustment to your purchase payment will be $50,000 * $10,000/$60,000 = $8,333, meaning that your new adjusted Purchase Payment is $41,667. If you take a withdrawal when your Account Value is less than your adjusted Purchase Payments, your adjusted Purchase Payments may be reduced by more than your withdrawal. For example, if you have made Purchase Payments of $50,000 and take a partial withdrawal of $10,000 at a time when your Account Value is $40,000, the adjustment to your purchase payment will be $50,000 * $10,000/$40,000 = 12,500, meaning that your new adjusted Purchase Payment is $37,500.

 

There is no additional fee associated with the Adjusted Purchase Payment Guaranteed Death Benefit Option.

 

Tax Code Requirements

 

If the death benefit is not taken in a lump sum by the end of the calendar year following your death, your beneficiary must meet the distribution rules imposed by the Tax Code. These requirements for qualified Contracts have recently changed generally for deaths after January 1, 2020. Subject to certain exceptions most non-spouse beneficiaries must now complete death benefit distributions within ten years of your death in order to satisfy required minimum distribution rules. A beneficiary should consult a tax adviser. Failure to begin receiving death benefit payments within those time periods can result in tax penalties. Regardless of the method of payment, death benefit proceeds will generally be taxed to the Beneficiary in the same manner as if you had received those payments. See “FEDERAL Tax Considerations” for additional information.

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CONTRACT PURCHASE AND PARTICIPATION

 

Purchasing the Contract

 

To purchase the Contract:

The Contract Holder submits the required forms and application to the Company; and
We approve the forms and issue a Contract to the Contract Holder.

 

Participating in the Contract

 

To participate in the Contract:

We provide you with enrollment materials for completion and return to us, which may be completed electronically where available (occasionally enrollment is conducted by someone unaffiliated with us who is assisting the Contract Holder); and
If your enrollment materials are complete and in Good Order, we establish one or more accounts for you. Under certain plans we establish an employee account for contributions from your salary and an employer account for employer contributions. We may also establish Roth 401(k), Roth 403(b) and Roth 457(b) accounts.

 

Acceptance or Rejection

 

We must accept or reject an application or your enrollment materials within two business days of receipt. If the forms are incomplete, we may hold any forms and accompanying Purchase Payments for five business days, unless you consent to our holding them longer. Under limited circumstances, we may also agree, for a particular plan, to hold Purchase Payments for longer periods with the permission of the Contract Holder. If we agree to do this, the Purchase Payments remain in a non-interest bearing bank account until processed (or for a maximum of 105 days). If we reject the application or enrollment forms, we will return the forms and any Purchase Payments.

 

Methods of Purchase Payment

 

The Contract may allow one or more of the following Purchase Payment methods:

Lump-sum payments: A one-time payment to your account in the form of a transfer from a previous plan; and/or
Installment payments: More than one payment made over time to your account.

 

The plan and the Contract may have certain rules or restrictions that apply to the use of these two methods. For example, we may require that installment payments meet certain minimums. For information about these rules or restrictions, please refer to your certificate/enrollment materials or the Contract (held by the Contract Holder).

 

Contributions to Roth 401(k), Roth 403(b) or Roth 457(b) accounts must be made by after-tax salary reduction, exchange or rollover payments (to the extent allowed by the Contract) paid to us on your behalf, as permitted by the Tax Code and the plan. Under some Contracts we will place the different types of payments in distinct accounts, including Roth 401(k), Roth 403(b) and Roth 457(b) accounts, where each account will have its own early withdrawal charge schedule. See “FEDERAL TAX CONSIDERATIONS - Taxation of Qualified Contracts - Contributions” and “CHARGES,Fees AND ADJUSTMENTSTransaction Fees - Early Withdrawal Charge.”

 

Allocation of Purchase Payments

 

The Contract Holder or you, if the Contract Holder permits, directs us to allocate initial Purchase Payments to the investment options available under the plan. Generally, you will specify this information on your enrollment materials. After your enrollment, changes to allocations for future Purchase Payments or transfers of existing balances among investment options may be requested by telephone, electronically at www.voyaretirementplans.com or through such other means as may be available under our administrative procedures in effect from time to time. Allocations must be in whole

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percentages, and there may be limitations on the number of investment options that can be selected. See “THE Investment Options.”

 

Transfer Credits

 

The Company provides a transfer credit in some cases on transferred assets, as defined by the Company, subject to certain conditions and state approvals. This benefit is provided on a nondiscriminatory basis. If a transfer credit is due under the Contract, you will be provided with additional information specific to the Contract. See “THE CONTRACT - Contract Provisions and Limitations - Transfer Credits.”

 

Tax Code Restrictions

 

The Tax Code places some limitations on contributions to your account. See “FEDERAL Tax Considerations.”

 

Other Products

 

We and our affiliates offer various other products with different features and terms than the Contracts described in this Prospectus, which may offer some or all of the same Funds. These products have different benefits, fees and charges and may offer different share classes of the Funds offered in this Contract that are less expensive. These other products may or may not better match your needs. You should be aware that there are other options available, and, if you are interested in learning more about these other products, contact your registered representative. These other options may not be available under your plan.

 

WITHDRAWALS

 

Making a Withdrawal

 

Subject to limitations on withdrawals from the Fixed Interest Options and other restrictions (see “Withdrawal Restrictions” in this section and “THE INVESTMENT OPTIONS - The Fixed Interest Options ), the Contract Holder or you, if permitted by the plan, may withdraw all or a portion of your Account Value at any time during the Accumulation Phase.

 

Steps for Making a Withdrawal

 

The Contract Holder or you, if permitted by the plan must:

Select the Withdrawal Amount:
Full Withdrawal: You will receive, reduced by any required tax, your Account Value allocated to the Subaccounts, the Guaranteed Accumulation Account (plus or minus any applicable market value adjustment) and the Fixed Account, minus any applicable early withdrawal charge, annual maintenance fee and redemption fees, plus the amount available for withdrawal from the Fixed Plus Account and/or the Fixed Plus Account II A; or
Partial Withdrawal (Percentage or Specified Dollar Amount): You will receive, reduced by any required tax, the amount you specify, subject to the value available in your account. However, the amount actually withdrawn from your account will be adjusted by any applicable redemption fees and by any applicable early withdrawal charge for amounts withdrawn from the Subaccounts, the Guaranteed Accumulation Account or the Fixed Account and any positive or negative market value adjustment for amounts withdrawn from the Guaranteed Accumulation Account. The amounts available from the Fixed Plus Account and Fixed Plus Account II A may be limited.
Select Investment Options. If not specified, we will withdraw dollars in the same proportion as the values you hold in the various investment options from each investment option in which you have an Account Value; and
Properly complete a disbursement form and submit it to Customer Service.

 

For amounts you withdraw from Account Value allocated to the Subaccounts, we will redeem the number of Accumulation Units needed to fund the withdrawal and reduce your Account Value accordingly. For amounts you withdraw from a Fixed Interest Option, we will reduce the value of the Fixed Interest Option by the dollar amount of that

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portion of the withdrawal (and with respect to the Guaranteed Accumulation Account, will reflect any positive or negative market value adjustment) and will reduce your Account Value accordingly. A reduction to your Account Value due to a withdrawal results in a lesser amount available to be annuitized and a lesser death benefit (if your death benefit amount is based on your Account Value). For a description of limitations on withdrawals from the Fixed Plus Account and Fixed Plus Account II A, please see “THE INVESTMENT OPTIONS - The Fixed Interest Options”.

 

Calculation of Your Withdrawal

 

We determine your Account Value every normal business day after the close of the NYSE. We pay withdrawal amounts based on your Account Value either:

As of the next valuation after Customer Service receives a request for withdrawal in Good Order; or
On such later date as specified on the disbursement form.

 

Delivery of Payment

 

Payments for withdrawal requests will be made in accordance with SEC requirements. Normally, we will send your payment no later than seven calendar days following our receipt of your disbursement form in Good Order.

 

Reinstatement Privilege

 

Some Contracts allow the one-time use of a reinstatement privilege. Within 30 calendar days after a full withdrawal, if allowed by law and the Contract, you may elect to reinstate all or a portion of the proceeds. We must receive reinstated amounts within 60 days of the withdrawal. We will credit the account for the amount reinstated based on the Subaccount Values next computed following Customer Service’s receipt of your request in Good Order and the amount to be reinstated. We will credit the amount reinstated proportionally for annual maintenance fees and early withdrawal charges imposed at the time of withdrawal. Provided all options are available, we will reinstate in the same investment options and proportions in place at the time of withdrawal. If Fixed Plus Account II A is available under the Contract, any amounts withdrawn from the Fixed Account will be reinvested in Fixed Plus Account II A. If any other investment option is closed or otherwise no longer available, amounts to be allocated to any such option will be reinvested in a replacement option as directed by your Plan Sponsor. If your Plan Sponsor has not designated a replacement option, unless we receive alternative allocation instructions, amounts that would have been reinvested in the investment option that is closed or unavailable may be automatically allocated among the other available investment options according to the most recent allocation instructions we have on file. If the most recent allocation instructions we have on file do not include any available investment options, the amount to be allocated will be returned unless we are provided with alternative allocation instructions. Special rules apply to reinstatements of amounts withdrawn from the Guaranteed Accumulation Account. See “THE INVESTMENT OPTIONS - The Fixed Interest Options”. Talk to a tax adviser regarding the tax consequences associated with reinstatement.

 

Withdrawal Restrictions

 

Many plans may have limits on withdrawals that may be made from the plan. Some examples of these limits are listed below:

Section 403(b)(11) of the Tax Code generally prohibits withdrawals under 403(b) Contracts prior to your death, disability, attainment of age 59½, severance from employment or financial hardship of the following:
Salary reduction contributions made after December 31, 1988; and
Earnings on those contributions and earnings on amounts held before 1989 and credited after December 31, 1988. Effective plan years beginning after December 31, 2023, income attributable to salary reduction contributions, may also be distributed in the case of hardship. Effective for plan years beginning after December 31, 2023, 403(b) Contracts may also allow hardship withdrawals of non-elective and matching contributions, inclusive of earnings on such contributions.
Section 403(b) regulations impose restrictions on the distribution of 403(b) employer contributions under certain Contracts. See “FEDERAL Tax Considerations – Distributions – Eligibility – 403(b) and Roth 403(b) Plans”;
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Section 401(k) plans generally prohibit withdrawal of salary reduction contributions and associated earnings prior to your death, disability, attainment of age 59½, severance from employment or financial hardship;
The Contract generally requires that the Plan Sponsor or its delegate certify that you are eligible for the distribution;
If you are married and covered by an ERISA plan, the Contract Holder must provide certification that Retirement Equity Act requirements have been met;
Participants in the Ball State University Alternate Pension Plan – The portion of your Account Value attributable to employer contributions and applicable earnings may not be withdrawn unless your employment is terminated with Ball State University or you have died, retired or separated from service. The Contract Holder may withdraw the employer Account Value, and you may exchange or transfer employer Account Values as permitted by the plan, the Tax Code and regulations thereunder without regard to this restriction. No early withdrawal charge will apply to the first 20% of the employer Account Value exchanged or transferred in a calendar year. This waiver does not apply to an exchange or transfer of the full employer Account Value; and
Participants in the Texas Optional Retirement Program – You may not receive any distribution before retirement, except upon reaching age 70½ or terminating employment with Texas public institutions of higher learning. Conditions under which you may exercise the right to withdraw and the right to advance the date on which an Income Phase payment option is to begin are limited. These restrictions are imposed by reason of the Texas Attorney General’s interpretation of Texas law.

 

The Tax Code and/or your plan may impose other limitations on withdrawals. See “FEDERAL Tax Considerations – Distributions – Eligibility.”

 

Waivers of Early Withdrawal Charge and Fixed Plus Account II Full and Partial Withdrawal Provisions

 

Although the Tax Code permits distributions upon a participant’s severance from employment, the Contracts do not provide for a waiver of early withdrawal charges or the Fixed Plus Account II full or partial withdrawal provisions unless the severance from employment would otherwise have qualified as a separation from service under prior IRS “same desk” guidance (prior to enactment of the Economic Growth and Tax Relief Reconciliation Act of 2001). Generally, a severance from employment due to a merger, liquidation, consolidation or other employer transaction does not qualify as a separation from service.

 

SYSTEMATIC DISTRIBUTION OPTIONS

 

If available under your plan, a systematic distribution option allows you to receive regular payments from your account without moving into the Income Phase. By remaining in the Accumulation Phase, you retain certain rights and investment flexibility not available during the Income Phase. Because the account remains in the Accumulation Phase, all Accumulation Phase charges continue to apply. If you elect a systematic distribution option, if amounts are taken from the GAA before the end of a Guaranteed Term, it may have an adverse impact on your Account Value. If you intend to make ongoing withdrawals, you should consult with your investment professional to discuss whether the Contract is appropriate for you.

 

Systematic Distribution Options Currently Available

 

These options may be exercised at any time during the Accumulation Phase of the Contract. To exercise one of these options, the Account Value must meet any minimum dollar amount and age criteria applicable to that option. To determine what systematic distribution options are available, please write or call Customer Service at 1-800-584-6001.

 

Systematic distribution options currently available under the Contract include the following:

Systematic Withdrawal Option (“SWO”) - SWO is a series of partial withdrawals from your account based on a payment method you select. It is designed for those who want a periodic income while retaining Accumulation Phase investment flexibility for amounts accumulated under the account. (This option may not be available if you have an outstanding loan); and
Estate Conservation Option (“ECO”) - Recurring RMD Payment (“RRP”) - This option also allows you to maintain the account in the Accumulation Phase and provides periodic payments designed to meet the Tax Code’s required minimum distributions. Under this option, the Company calculates the minimum distribution amount required
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by law (generally at the applicable age as prescribed by Tax Code section 401(a)(9)) or retirement, if later) and pays you that amount once a year. For certain Contracts issued in the State of New York, no market value adjustment is imposed on ECO/RRP withdrawals from the Guaranteed Accumulation Account. See “FEDERAL Tax Considerations” FOR MORE INFORMATION REGARDING YOUR APPLICABLE AGE.

 

Other Systematic Distribution Options

 

Other systematic distribution options may be available from time to time. Additional information relating to any of the systematic distribution options may be obtained from your local representative or by contacting Customer Service.

 

Availability of Systematic Distribution Options

 

If not required under the plan, the Company may discontinue the availability of one or all of the systematic distribution options at any time and/or change the terms of future elections.

 

Electing a Systematic Distribution Option

 

The Contract Holder or you, if permitted by the plan, may elect a systematic distribution option. The Plan Sponsor or its delegate generally must provide the Company with certification that you are eligible for a distribution and that the distribution is in accordance with the terms of the plan.

 

Terminating a Systematic Distribution Option

 

Once you elect a systematic distribution option (other than accounts that are part of 457 plan Contracts issued to non-governmental, tax exempt employers) you may revoke it at any time by submitting a written request to Customer Service. Once revoked, an option may not be elected again until the next calendar year, nor may any other systematic distribution option be elected, unless the Tax Code permits it.

 

Tax Consequences

 

Withdrawals received through these options and revocations of elections may have tax consequences. See “FEDERAL Tax Considerations.”

 

LOANS

 

Availability

 

If allowed by the Contract and the plan and subject to the terms and conditions imposed by the plan and the plan’s loan agreement, participants may initiate a loan during the Accumulation Phase from their individual Account Value allocated to certain Subaccounts and Fixed Interest Options. The amount available for a loan is limited to the Vested individual Account Value attributable to participant contributions subject to any plan vesting limits as determined by the Contract Holder, plus any additional amounts allowed by the plan as determined by the Contract Holder. Amounts available from some Investment Options may be subject to limitations specified in the loan agreement. Loans are not available from a Roth 401(k) or a Roth 403(b) or, unless specifically permitted by the terms of your plan and supported by your plan’s administrator and recordkeeper, from a Roth 457(b) Contract or account (“loanable”). However, under some Contracts, participant Roth 401(k), Roth 403(b) or Roth 457(b) accounts may be included in the calculation of the amount available for a loan (“lienable”), but will not be loanable. Accordingly the amount available for a full or partial withdrawal from a participant Roth account will not be reduced by any outstanding loan balance. Furthermore, in the event of a loan default, no amount of the outstanding loan balance will be deducted from a participant Roth account. Loans are subject to requirements under the Tax Code and related loan regulations, as well as ERISA (if applicable). Further restrictions may apply due to our administrative practices or those administrative practices of a third party administrator selected by your Plan Sponsor. We reserve the right to deny a loan request if the participant has an outstanding loan in default.

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We will transfer an amount equal to the loan, proportionately, from each of the participant’s investments to our General Account* where it will be held as collateral for the outstanding loan balance. The General Account will be credited with interest at a rate equal to the loan interest rate.

 

Things to Consider Before Initiating a Loan

 

Eligible participants should consider the following before initiating a loan:

Potential Loss of Investment Return and Reduction in Value Under the Contract. Amounts borrowed under a Contract do not participate in the investment performance of the Subaccounts nor in the interest guarantees of the Fixed Interest Options. Loans, therefore, can affect the Account Value and death benefit whether or not the loan is repaid;
Loan Interest. Interest accrues daily and may be charged and credited on loan amounts. This interest is deposited into the participant’s individual account each time a loan repayment is received. The difference between the rate charged and the rate credited on loans is called the Loan Interest Rate Spread. If applied, the Loan Interest Rate Spread is generally 2.5%. For example, if the current interest rate charged on a loan is 6.0% and the Loan Interest Rate Spread is 2.5%, the amount of interest credited is 3.5%. The Loan Interest Rate Spread is retained by the Company. We reserve the right to apply a Loan Interest Rate Spread of between 0.0% and up to 3.0%;
Loan Initiation Fee. Loans that have a 0.0% Loan Interest Rate Spread may be subject to a loan initiation fee. For loans with a 0.0% Loan Interest Rate Spread issued prior to May 1, 2022, this fee will not exceed $100 per loan. For loans with a 0.0% Loan Interest Rate Spread issued on or after May 1, 2022, this fee will not exceed $125 per loan. The loan initiation fee will be deducted from the Vested individual Account Value during the first month of the loan period. We reserve the right to change the fee charged for loan initiation, but not to exceed the stated maximums; and
Annual Loan Administration Fee. Loans issued on or after May 1, 2022, that have a 0.0% Loan Interest Rate Spread may also be subject to an annual loan administration fee (in addition to a loan initiation fee). The annual loan administration fee may apply to each outstanding loan and, if applied, will be deducted from the Vested individual Account Value. We reserve the right to change the annual fee charged for loan administration, but the fee shall not exceed $50.

 

For information about whether the Loan Interest Rate Spread, the loan initiation fee or the annual loan maintenance fee is applicable to you, please see your certificate/enrollment materials or the Contract (held by the Contract Holder).

 

Requests

 

If you are eligible to obtain a loan, you may request one by properly completing a loan request form and submitting it to Customer Service. Read the terms of the loan agreement before submitting any request.

 

Repayment and Default on Loans

 

Loans may be repaid as described in the loan agreement, including paid in full at any time. Generally, on the day Customer Service receives a loan repayment in Good Order, the loan repayment will be allocated among the investment options according to the most recent allocation instructions we have on file. If we do not receive a loan repayment when due, the entire outstanding loan balance will be considered in default.

 

To the extent that a loan remains in default and is not repaid in a timely manner as prescribed by Tax Code Section 72(p) and applicable regulations, the entire outstanding balance, including accrued interest will be reported as a taxable distribution on IRS Form 1099. The distribution may also be subject to tax penalties under Tax Code Section 72(t). To the extent a loan which has been reported as a distribution remains unpaid, it will continue to count against your future loan availability. The Loan Interest Rate Spread, if applicable, will continue to accrue until the loan is offset or you have a distributable event. Additionally, certain other tax rules apply to distributions from the Contract. See “FEDERAL Tax Considerations ‒ Distributions ‒ General” for additional information.

 

 

* In the Contract we use the term “Loan Account” to describe the account where amounts equal to the outstanding loan balance are held as collateral.
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FEDERAL TAX CONSIDERATIONS

 

Introduction

 

The Contract described in this Prospectus is designed to be treated as an annuity for U.S. federal income tax purposes. This section discusses our understanding of current federal income tax laws affecting the Contract. The U.S. federal income tax treatment of the Contract is complex and sometimes uncertain. You should keep the following in mind when reading this section:

Your personal tax situation (or the personal tax situation of the Beneficiary, as applicable) determines the federal taxation of amounts held or paid out under the Contract;
Tax laws change. It is possible that a change in the future could affect contracts issued in the past, including the Contract described in this Prospectus;
This section addresses some, but not all, applicable federal income tax rules and generally does not discuss federal estate and gift tax implications, state and local taxes or any other tax provisions;
We do not make any guarantee about the tax treatment of the Contract or transactions involving the Contract; and
No assurance can be given that the IRS or Treasury would not assert, or that a court would not sustain, a position contrary to any of those set forth below.

 

We do not intend this information to be tax advice. No attempt is made to provide more than a general summary of information about the use of the Contract with tax-qualified retirement arrangements, and the Tax Code may contain other restrictions and conditions that are not included in this summary. You should consult with a tax and/or legal adviser for advice about the effect of federal income tax laws, state tax laws or any other tax laws affecting the Contract or any transactions involving the Contract.

 

Qualified Contract

 

When you invest in an annuity contract, you usually do not pay taxes on your investment gains until you withdraw the money. The Contract described in this Prospectus may be purchased on a tax-qualified basis (“Qualified Contracts”). Qualified Contracts are designed for use by individuals and/or employers whose Purchase Payments are comprised solely of proceeds from and/or contributions to retirement plans or programs that are intended to qualify as plans or programs entitled to special favorable income tax treatment under sections 401(a), 401(k), 403(a), 403(b), or 457 of the Tax Code. Qualified Contracts may also be offered in connection with qualified governmental excess benefit plans under Tax Code Section 415(m), deferred compensation plans under Tax Code Section 457(f), and bona fide severance pay plans under Tax Code Section 457I. The tax rules applicable to Qualified Contracts vary according to the type of retirement plan and the terms and conditions of the plan. Employers or individuals intending to use the Contract with such plans should seek legal and tax advice.

 

Roth Accounts. Tax Code Section 402A allows employees of employers offering 401(k) plans, employees of public schools and certain Tax Code Section 501(c)(3) organizations offering 403(b) plans, and employees of certain governmental employers offering 457(b) plans to contribute after-tax salary contributions to a Roth 401(k), Roth 403(b) and Roth 457(b) account, respectively. Roth accounts provide for tax-free distributions, subject to certain conditions and restrictions. If permitted by us and under the plan for which the Contract is issued, we will set up one or more accounts for you under the Contract for Roth after-tax contributions and the portion of any transfer or rollover attributable to such amounts.

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Taxation of Qualified Contracts

 

Eligible Retirement Plans and Programs

 

The Contract may be purchased with the following retirement plans and programs to accumulate retirement savings:

401(a), 401(k), Roth 401(k) and 403(a) Plans. Sections 401(a), 401(k) and 403(a) of the Tax Code permit certain employers to establish various types of retirement plans for employees, and permit self-employed individuals to establish these plans for themselves and their employees. The Tax Code also allows employees of certain private employers to contribute after-tax salary contributions to a Roth 401(k) account which provides for tax-free distributions, subject to certain restrictions;
403(b) and Roth 403(b) Plans. Section 403(b) of the Tax Code allows employees of certain Tax Code Section 501(c)(3) organizations and public schools to exclude from their gross income the Purchase Payments made, within certain limits, to a contract that will provide an annuity for the employee’s retirement. The Tax Code also allows employees of 501(c)(3) organizations and public schools to contribute after-tax salary contributions to a Roth 403(b) account, which provides for tax-free distributions, subject to certain restrictions; and
457 and Roth 457 Plans. Section 457 of the Tax Code permits certain employers to offer deferred compensation plans for their employees. These plans may be offered by state governments, local governments, political subdivisions, agencies, instrumentalities and certain affiliates of such entities (governmental employers), as well as non-governmental, tax-exempt organizations (non-governmental employers). A 457 plan may be either a 457(b) (eligible) plan or a 457(f) (ineligible) plan. Participation in a 457(b) plan maintained by a non-governmental employer is generally limited to a select group of management and highly-compensated employees (other than 457(b) plans maintained by nonqualified, church-controlled organizations). Depending on the plan design, the participant may be entitled to determine the investment allocation of their deferred compensation account. The Tax Code also allows employees of governmental 457(b) Plan employers to contribute after-tax salary contributions to a Roth 457(b) account, which provides for tax-free distributions, subject to certain restrictions.

 

The Company may offer or have offered the Contract for use with certain other types of qualified plans. Please see your Contract and consult with your tax adviser if you have questions about other types of plan arrangements not discussed herein.

 

Special Considerations for Section 403(b) Plans. In addition to being offered as an investment option under the Contract, shares of certain Funds are also offered for sale directly to the general public. These Funds are identified in APPENDIX A. In order to qualify for favorable tax treatment under Tax Code Section 403(b), a contract must be considered an “annuity.” In Revenue Procedure 99-44, the IRS concluded that it will treat a contract as an annuity for federal income tax purposes under Tax Code Section 403(b), notwithstanding that contract Purchase Payments are invested at the Contract Owner’s direction in publicly available securities. This treatment will be available provided no additional tax liability would have been incurred if the contribution was paid by the Contract Holder’s employer into a trust or a custodial account in an arrangement that satisfied the requirements of Tax Code Section 401(a) or 403(b)(7)(A). We believe that the Contract satisfies the requirements set forth in Revenue Procedure 99-44 and will therefore be treated as an annuity for tax purposes, notwithstanding the fact that investments may be made in publicly available securities. However, the exact nature of the requirements of Revenue Procedure 99-44 are unclear, and you should consider consulting with a tax and/or legal adviser before electing to invest in a Fund that is offered for sale to the general public through a contract issued in relation to a 403(b) plan.

 

Revenue Procedure 99-44 was issued before 403(b) plans could offer a Roth contribution feature. However, we believe that this analysis should not impact the treatment of such contracts as annuity contracts for purposes of Tax Code Section 403(b). You should consider consulting with a tax and/or legal adviser before electing to invest in a Fund that is offered for sale to the general public through a contract issued in relation to a Roth 403(b) account.

 

Special Considerations for Section 457 Plans. Under 457(b) plans of non-governmental employers and 457(f) plans, all amounts of deferred compensation, all property and rights purchased with such amounts and all income attributable to such amounts, property and rights remain solely the property and rights of the employer and are subject to the claims of the employer’s general creditors. In addition, benefits under a 457(f) plan are generally taxable to an employee in the first year in which there is no “substantial risk of forfeiture” in order to defer taxation of contributions and earnings. Generally, a substantial risk of forfeiture means that the individual’s right to receive deferred compensation is dependent upon the performance of future services to an employer or other entity. 457(b) plans of governmental employers, on the other hand, are required to hold all assets and income of the plan in trust for the exclusive benefit of plan participants and their Beneficiaries. For purposes of meeting this requirement, an annuity contract is treated as a trust.

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Taxation

 

The tax rules applicable to Qualified Contracts vary according to the type of Qualified Contract, the specific terms and conditions of the Qualified Contract, and the terms and conditions of the qualified plan or program. The ultimate effect of federal income taxes on the amounts held under a Qualified Contract, or on Income Phase (i.e., annuity) payments from a Qualified Contract, depends on the type of Qualified Contract or program as well as your particular facts and circumstances. Special favorable tax treatment may be available for certain types of contributions and distributions. In addition, certain requirements must be satisfied in purchasing a Qualified Contract with proceeds from a tax-qualified plan or program in order to continue receiving favorable tax treatment.

 

Adverse tax consequences may result from:

Contributions in excess of specified limits;
Distributions before age 59½ (subject to certain exceptions);
Distributions that do not conform to specified commencement and minimum distribution rules; and
Other specified circumstances.

 

Some qualified plans and programs are subject to additional distribution or other requirements that are not incorporated into the Contracts described in this Prospectus. No attempt is made to provide more than general information about the use of the Contract with qualified plans and programs. Contract Owners, sponsoring employers, participants, Annuitants and Beneficiaries are cautioned that the rights of any person to any benefit under these qualified plans and programs may be subject to the terms and conditions of the plan or program, regardless of the terms and conditions of the Contract. The Company is not bound by the terms and conditions of such plans and programs to the extent such terms contradict the language of the Contract, unless we consent in writing.

 

Contract Owners, sponsoring employers, participants, Annuitants and Beneficiaries generally are responsible for determining that contributions, distributions and other transactions with respect to the Contract comply with applicable law. Therefore, you should seek tax and/or legal advice regarding the suitability of a contract for your particular situation. The following discussion assumes that Qualified Contracts are purchased with proceeds from and/or contributions under retirement plans or programs that qualify for the intended special federal tax treatment.

 

Tax Deferral. Under federal tax laws, earnings on amounts held in annuity contracts are generally not taxed until they are withdrawn. However, in the case of a qualified plan (as described in this Prospectus), an annuity contract is not necessary to obtain this favorable tax treatment and does not provide any tax benefits beyond the deferral already available to the qualified plan itself. Annuities do provide other features and benefits (such as the guaranteed death benefit or the option of lifetime Income Phase options at established rates) that may be valuable to you. You should discuss your alternatives with a qualified financial representative taking into account the additional fees and expenses you may incur in an annuity.

 

Contributions

 

In order to be excludable from gross income for federal income tax purposes, total annual contributions to certain qualified plans and programs are limited by the Tax Code. We provide general information on these requirements for certain plans and programs below. You should consult with a tax and/or legal adviser in connection with contributions to a Qualified Contract.

 

401(a), 401(k), Roth 401(k), 403(a), 403(b) and Roth 403(b) Plans. The total annual contributions (including pre-tax and Roth 401(k) or Roth 403(b) after-tax contributions) by you and your employer cannot exceed, generally, the lesser of 100% of your compensation or [$72,000] (as indexed for 2026). Compensation means your compensation for the year from the employer sponsoring the plan and includes any elective deferrals under Tax Code Section 402(g) and any amounts not includible in gross income under Tax Code Sections 125 or 457.

 

This limit applies to your contributions as well as to any contributions made by your employer on your behalf. An additional requirement limits your salary reduction contributions to a 401(k), Roth 401(k), 403(b) or Roth 403(b) plan to generally no more than [$24,500] (as indexed for 2026). Contribution limits are subject to annual adjustments for cost-of-living increases. Your own limit may be higher or lower, depending upon certain conditions.

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With the exception of the Roth 401(k) and Roth 403(b) contributions, Purchase Payments to your account(s) will generally be excluded from your gross income. Roth 401(k) and Roth 403(b) salary reduction contributions are made on an after-tax basis.

 

457(b) and Roth 457(b) Plans. The total annual contributions (including pre-tax and Roth 457(b) after-tax salary reduction contributions) made by you and your employer to a 457(b) or Roth 457(b) plan cannot exceed, generally, the lesser of 100% of your includible compensation or [$24,500] (as indexed for 2026). Generally, includible compensation means your compensation for the year from the employer sponsoring the plan, including deferrals to the employer’s Tax Code Section 401(k), Roth 401(k), 403(b), Roth 403(b) and 125 cafeteria plans in addition to any deferrals to the 457(b) or Roth 457(b) plan.

 

Catch-up Contributions. Notwithstanding the contribution limits noted above, if permitted by the plan, a participant in a 401(k), Roth 401(k), 403(b), Roth 403(b), governmental 457(b) or governmental Roth 457(b) plan who is at least age 50 by the end of the participant’s taxable year may contribute an additional amount (“Age 50 Catch-ups”) not to exceed the lesser of:

[$8,000]; or

The participant’s compensation for the year reduced by any other elective deferrals of the participant for the yea The Catch-Up Contributions for individuals who attain age 60, 61, 62, or 63 in 2026 is [$11,250].

 

Special 457 Catch-ups. Special catch-up provisions may be available for 457(b) Plans (“Special 457 Catch-ups”) during the three years prior to the participant’s normal retirement age. Note that the Special 457 Catch-ups cannot be used simultaneously with the Age 50 Catch-ups. Specifically, a participant may elect to defer the lesser of: (a) twice the deferral limit [($46,000)]; or (b) basic annual limit plus the amount of the basic annual limit not used in prior taxable years (disregarding any deferrals under the Age 50 Catch-up). If a participant is eligible for the Special 457 Catch-up and the Age 50 Catch-up, the participant can make deferrals up to the greater catch-up limit, but may not make deferrals in excess of the greater catch-up limit. For advice with respect to these catch-up provisions, please consult your own tax and/or legal adviser.

 

457(f) Plans and Non-Section 457 Deferred Compensation Plans. 457(f) plans and Non-Section 457 plans have no contribution limits, unless the plan document imposes a limit.

 

Distributions – General

 

Certain tax rules apply to distributions from the Contract. A distribution is any amount taken from a contract including withdrawals, Income Phase (i.e., annuity) payments, and death benefit proceeds. If a portion of a distribution is taxable, the distribution will be reported to the IRS.

 

401(a), 401(k), 403(a), 403(b) and Governmental 457(b) Plans. Distributions from these plans are generally taxed as received unless one of the following is true:

The distribution is an eligible rollover distribution and is directly transferred or rolled over within 60 days to another plan eligible to receive rollovers or to a traditional or Roth IRA in accordance with the Tax Code;
You made after-tax contributions to the plan. In this case, depending upon the type of distribution, the amount will be taxed on all or part of the earnings on the contributions according to the rules detailed in the Tax Code; or
The distribution is a qualified health insurance premium of a retired public safety officer as defined in the Pension Protection Act of 2006.

 

A distribution is an eligible rollover distribution unless it is:

Part of a series of substantially equal periodic payments (at least one per year) made over the life (or life expectancy) of the participant or the joint lives (or joint life expectancies) of the participant and his designated Beneficiary or for a specified period of ten years or more;
A required minimum distribution under Tax Code Section 401(a)(9);
A hardship withdrawal; or
Otherwise not recognized under applicable regulations as eligible for rollover.

 

10% Additional Tax. The Tax Code imposes a 10% additional tax on the taxable portion of any distribution from a contract used with a 401(a), 401(k), Roth 401(k), 403(a), 403(b) or Roth 403(b) plan (collectively, qualified plans), and taxable amounts from a governmental 457(b) or Roth 457(b) plan that are attributable to amounts transferred from a qualified plan or IRA.

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Exceptions to the 10% additional tax may apply if:

You have attained age 59½;
You have become disabled, as defined in the Tax Code;
You have died and the distribution is to your Beneficiary;
The distribution amount is rolled over tax free into another eligible retirement plan or to a traditional or Roth IRA in accordance with the terms of the Tax Code;
The distribution is paid directly to the government in accordance with an IRS levy;
The distribution is a qualified reservist distribution as defined under the Tax Code;
The distribution is a qualified birth or adoption distribution;
The distribution is eligible for penalty relief extended to victims of certain natural disasters;
You have unreimbursed medical expenses that are deductible (without regard to whether you itemized deductions);
You have separated from service with the Plan Sponsor at or after age 55;
You are a qualified public safety employee taking a distribution from a governmental plan and you separated from service after age 50;
The distribution is paid to a terminally ill individual;
The withdrawal is paid for certain emergency expenses;
The distribution is an eligible distribution to an eligible domestic abuse victim; or
The withdrawal amount is paid to an alternate payee under a Qualified Domestic Relations Order (“QDRO”).

 

The Tax Code may provide other exceptions or impose other penalty taxes in other circumstances.

 

Qualified Distributions – Roth 401(k), Roth 403(b) and Roth 457(b). A partial or full distribution of Purchase Payments to a Roth 401(k), Roth 403(b) and Roth 457(b) account and earnings credited on those Purchase Payments (or of in-plan rollover amounts and earnings credited on those amounts, as described in the “In-Plan Roth Rollovers” section below) will be excludable from income if it is a qualified distribution. A “qualified distribution” from a Roth 401(k), Roth 403(b) and Roth 457(b) account is defined as a distribution that meets the following two requirements:

The distribution occurs after the five-year taxable period measured from the earlier of:
The first taxable year you, as applicable, made a designated Roth contribution to any designated Roth account established for you under the same applicable retirement plan as defined in Tax Code Section 402A;
If a rollover contribution was made from a designated Roth account previously established for you under another applicable retirement plan, the first taxable year for which you made a designated Roth contribution to such previously established account; or
The first taxable year in which you made an in-plan Roth rollover of non-Roth amounts under the same plan; AND
The distribution occurs after you attain age 59½, die with payment being made to your Beneficiary or estate, or become disabled as defined in the Tax Code.

 

A distribution from a Roth account that is not a qualified distribution is includible in gross income under the Tax Code in proportion to your investment in the Contract (basis) and earnings on the Contract.

 

Non-Governmental 457(b) Plans. Compensation deferred under a 457(b) plan of a non-governmental employer is generally includible in income in the first year in which it is paid or otherwise made available to you or your designated Beneficiary.

 

457(f) Plans. Compensation deferred under a 457(f) plan is includible in gross income in the first year in which it is no longer subject to a “substantial risk of forfeiture” as defined under Tax Code Section 457(f) or required to be includible under Tax Code Section 409A. If the requirements of Tax Code Section 409A are not met, affected participants covered by the plan will be subject to:

Income tax inclusion on the deferred amounts, retroactive to the date of the original deferral (or if later, that date on which the deferred compensation was no longer subject to a substantial risk of forfeiture);
Interest at the underpayment rate plus one percent on the underpayments; and
An additional penalty tax equal to 20% of the amount included in income.

 

Non-Section 457 Deferred Compensation Plans. We define a non-Section 457 deferred compensation plan to be either a deferred plan of a tax-exempt employer that is “grandfathered” and not subject to Section 457 rules, or a deferred compensation plan of a for-profit employer that is not subject to Section 457 rules. Compensation deferred under non-Section 457 deferred compensation plan is generally includible in income in the first year in which it is:

Paid or otherwise made available to you or your designated Beneficiary; or
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Required to be includible under Tax Code Section 409A.

 

If the requirements of Tax Code Section 409A are not met, affected participants covered by the plan will be subject to:

Income tax inclusion on the deferred amounts, retroactive to the date of the original deferral (or if later, that date on which the deferred compensation was no longer subject to a substantial risk of forfeiture),
Interest at the underpayment rate plus one percent on the underpayments, and
An additional penalty tax equal to 20% of the amount included in income.

 

Distributions – Eligibility

 

Distributions from qualified plans (as described in this Prospectus) generally may occur only upon the occurrence of certain events. The terms of your plan will govern when you are eligible to take a distribution from the plan. The following describes circumstances when you may be able to take a distribution from certain more common types of plans.

 

401(a) Pension Plans. Subject to the terms of your 401(a) pension plan, distributions generally may occur upon:

Retirement;
Death;
Disability;
Severance from employment;
Attainment of normal retirement age;
Attainment of age 59½;
Termination of the plan; or
Meeting other circumstances as allowed by federal law, regulations or rulings.

 

The Tax Code may provide other exceptions or impose other penalty taxes in other circumstances.

 

Such distributions remain subject to other applicable restrictions under the Tax Code.

 

401(k) and Roth 401(k) Plans. Subject to the terms of your 401(k) plan, distributions from your 401(k) or Roth 401(k) employee account, and possibly all or a portion of your 401(k) or Roth 401(k) employer account, generally may occur only upon:

Retirement;
Death;
Attainment of age 59½;
Severance from employment;
Disability;
The birth or adoption of a child;
Financial hardship
Termination of the plan; or
Meeting other circumstances as allowed by federal law, regulations or rulings.

 

Such distributions remain subject to other applicable restrictions under the Tax Code.

 

403(b) and Roth 403(b) Plans. Subject to the terms of your 403(b) or Roth 403(b) plan, distribution of certain salary reduction contributions and earnings generally may occur only upon:

Retirement;
Death;
Attainment of age 59½;
Severance from employment;
Disability;
The birth or adoption of a child;
Financial hardship;
Termination of the plan; or
Meeting other circumstances as allowed by federal law, regulations or rulings.

 

Such distributions remain subject to other applicable restrictions under the Tax Code.

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Section 403(b) regulations prohibit the distribution of amounts attributable to employer contributions before the earlier of your severance from employment or prior to the occurrence of some event as provided under your employer’s plan, such as after a fixed number of years, the attainment of a stated age, or a disability.

 

If the Company agrees to accept amounts exchanged from a Tax Code Section 403(b)(7) custodial account, such amounts will be subject to the withdrawal restrictions set forth in Tax Code Section 403(b)(7)(A)(ii).

 

Before we process a withdrawal request we generally are required to confirm with your 403(b) Plan Sponsor or otherwise that the withdrawals you request from a 403(b) contract comply with applicable tax requirements.

 

457(b) and Roth 457(b) Plans. Under 457(b) and Roth 457(b) plans, distributions may generally not be made available to you earlier than:

The calendar year you attain age 59½;
When you experience a severance from employment; or
When you experience an unforeseeable emergency.

 

A one-time in-service distribution may also be permitted under a Section 457(b) plan if the total amount payable to the participant does not exceed [$5,000 ($7,500 beginning January 1, 2025)], no amounts have been deferred by the participant during the two-year period ending on the date of distribution, and there have been no such prior in-service distributions.

 

457(f) Plans. Some Tax Code Section 457(f) plans must meet the requirements of Tax Code Section 409A, which includes standards for deferral elections, restrictions on subsequent elections regarding the time and form of payment and a prohibition on against accelerating payments from such plans. Tax Code Section 409A also allows distributions only upon the occurrence of the following specified events:

Separation from service;
Disability;
Death;
Payment at a specified time (or under a fixed schedule) determined at the date that the deferral is made;
Change in control or ownership of the sponsoring employer; or
Unforeseeable emergency.

 

For more information, please consult your own tax and/or legal adviser.

 

Lifetime Required Minimum Distributions (401(a), 401(k), Roth 401(k), 403(a), 403(b), Roth 403(b), 457(b) and Roth 457(b) Plans)

 

To avoid certain tax penalties, you and any designated Beneficiary must also satisfy the required minimum distribution rules set forth in the Tax Code. These rules dictate the following:

The start date for distributions;
The time period in which all amounts in your Contract(s) must be distributed; and
Distribution amounts.

 

The following discussion is general, and the details of the required minimum distribution rules are extremely complex. Consult a tax advisor for additional information.

 

Start Date. Generally, you must begin receiving distributions by April 1 of the calendar year following the calendar year in which you attain the applicable age as prescribed by Tax Code Section 401(a)(9)) or in the case of an employer-sponsored plan, April 1 of the calendar year following the calendar year in which you retire, whichever occurs later, unless:

Under 401(a), 401(k), 403(a), 403(b) and Roth 403(b) plans that are not governmental or church plans, you are a 5% owner, in which case such distributions must begin by April 1 of the calendar year following the calendar year in which you attain the applicable age as prescribed by Tax Code Section 401(a)(9)); or

Under 403(b) plans, the Company maintains separate records of amounts held as of December 31, 1986. In this case distribution of these amounts generally must begin by the end of the calendar year in which you attain age 75. However, if you take any distributions in excess of the minimum required amount, then special rules require that the excess be distributed from the December 31, 1986 balance.

Your applicable age is determined as follows:

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If you were born . . . Your “applicable age is …
Before July 1, 1949 70½
After June 30, 1949 and before 1951 72
After 1950 and before 1960 73
After 1959 75

 

Time Period. You must receive distributions from the Contract over a period not extending beyond one of the following time periods:

Over your life or the joint lives of you and your designated Beneficiary; or
Over a period not greater than your life expectancy or the joint life expectancies of you and your designated Beneficiary.

 

Distribution Amounts. The amount of each required minimum distribution must be calculated in accordance with Tax Code Section 401(a)(9). Before Income Phase payments begin, the required minimum distribution amount is generally determined by dividing the entire interest in the account as of December 31 of the preceding year by the applicable distribution period. The entire interest in the account includes the amount of any outstanding rollover, transfer and recharacterization, if applicable, and the actuarial present value of other benefits provided under the account, such as guaranteed death benefits and any optional living benefit. If Income Phase payments have begun under an annuity option that satisfies the Tax Code Section 401(a)(9) regulations, such payments will generally be viewed as satisfying your required minimum distribution.

 

25% Excise Tax. If you fail to receive the required minimum distribution for any tax year, a 25% excise tax is imposed on the required amount that was not distributed. This is reduced to 10% if the shortfall is corrected within two years. In certain circumstances this excise tax may be waived by the IRS.

 

Further information regarding required minimum distributions may be found in your Contract or certificate.

 

Required Distributions Upon Death (401(a), 401(k), Roth 401(k), 403(a), 403(b), Roth 403(b), 457(b) and Roth 457(b) Plans)

 

Upon your death, any remaining interest in a 401(a), 401(k), Roth 401(k), 403(a), 403(b), Roth 403(b), 457(b), or Roth 457(b) plan must be distributed in accordance with federal income tax requirements under Section 401(a)(9) of the Tax Code. The death benefit provisions of your Contract will be interpreted to comply with those requirements. The post-death distribution requirements were amended, applicable generally with respect to deaths occurring after 2019, by the Setting Every Community Up for Retirement Enhancement Act (“SECURE Act”), which was part of the larger Further Consolidated Appropriations Act, 2020. The post-death distribution requirements under prior law continue to apply in certain circumstances.

 

Prior Law. Under prior law, if an employee under an employer sponsored retirement plan dies prior to the required beginning date, the remaining interest must be distributed (1) within five years after the death (the “five-year rule”), or (2) over the life of the designated Beneficiary, or over a period not extending beyond the life expectancy of the designated Beneficiary, provided that such distributions commence within one year after death (the “lifetime payout rule”). If the employee dies on or after the required beginning date (including after the date distributions have commenced in the form of an annuity), the remaining interest must be distributed at least as rapidly as under the method of distribution being used as of the date of death (the “at-least-as-rapidly rule”).

 

Current Law. Under the new law, if you die after 2019, and you have a designated Beneficiary, any remaining interest must be distributed within ten years after your death, unless the designated Beneficiary is an eligible designated Beneficiary (“EDB”) or some other exception applies. A designated Beneficiary is any individual designated as a Beneficiary by the employee. An EDB is any designated Beneficiary who is (1) your surviving spouse, (2) your minor child, (3) disabled, (4) chronically ill, or (5) an individual not more than ten years younger than you. An individual’s status as an EDB is determined on the date of your death. This ten-year post-death distribution period applies regardless of whether you die before your required beginning date or you die on or after that date (including after distributions have commenced in the form of an annuity). However, if the Beneficiary is an EDB and the EDB dies before the entire interest is distributed under this ten-year rule, the remaining interest must be distributed within ten years after the EDB’s death (i.e., a new ten-year distribution period begins).

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Instead of taking distributions under the new ten-year rule, an EDB can stretch distributions over life, or over a period not extending beyond life expectancy, provided that such distributions commence within one year of your death, subject to certain special rules. In particular, if the EDB dies before the remaining interest is distributed under this stretch rule, the remaining interest must be distributed within ten years after the EDB’s death (regardless of whether the remaining distribution period under the stretch rule was more or less than ten years). In addition, if your minor child is an EDB, the child will cease to be an EDB on the date the child reaches the age of majority, and any remaining interest must be distributed within ten years after that date (regardless of whether the remaining distribution period under the stretch rule was more or less than ten years).

 

If your Beneficiary is not an individual, such as a charity, your estate, or in some cases a trust, any remaining interest after your death generally must be distributed under prior law in accordance with the five-year rule or the at-least-as-rapidly rule, as applicable (but not the lifetime payout rule). However, if your Beneficiary is a trust and all the Beneficiaries of the trust are individuals, the new law may apply pursuant to special rules that treat the Beneficiaries of the trust as designated Beneficiaries, including special rules allowing a Beneficiary of a trust who is disabled or chronically ill to stretch the distribution of their interest over their life or life expectancy in some cases. You should consult a professional tax adviser about the federal income tax consequences of your Beneficiary designations, particularly if a trust is involved.

 

More generally, the new law applies if you die after 2019, subject to several exceptions. In particular, if you are an employee under a governmental plan, such as a governmental 457(b) plan, the new law applies to your interest in that plan if you die after 2021. In addition, if your plan is maintained pursuant to one or more collective bargaining agreements, the new law generally applies to your interest in that plan if you die after 2021 (unless the collective bargaining agreements terminate earlier).

 

In addition, the new post-death distribution requirements generally do not apply if the employee died prior to January 1, 2020. However, if the designated Beneficiary of the deceased employee dies after January 1, 2020, any remaining interest must be distributed within ten years of the designated Beneficiary’s death. Hence, this ten-year rule generally will apply to a Contract issued prior to 2020 which continues to be held by a designated Beneficiary of an employee who died prior to 2020.

 

It is important to note that under prior law, Income Phase payments that commenced under a method that satisfied the distribution requirements while the employee was alive could continue to be made under that method after the death of the employee. Under the new law, however, if you commence taking distributions in the form of an annuity that can continue after your death, such as in the form of a joint and survivor annuity or an annuity with a guaranteed period of more than ten years, any distributions after your death that are scheduled to be made beyond the applicable distribution period imposed under the new law might need to be accelerated at the end of that period (or otherwise modified after your death if permitted under federal tax law and by us) in order to comply with the new post-death distribution requirements.

 

Certain transition rules may apply. Please consult your tax adviser.

 

Start Dates for Spousal Beneficiaries. Under the new law, as under prior law, if your Beneficiary is your spouse, your surviving spouse can delay the application of the post-death distribution requirements until after your surviving spouse’s death by transferring the remaining interest tax-free to your surviving spouse’s own IRA.

 

The post-death distribution requirements are complex and unclear in numerous respects. The Internal Revenue Service and U.S. Department of the Treasury have issued very little guidance on the new law. In addition, the manner in which these requirements will apply will depend on your particular facts and circumstances. You may wish to consult a professional tax adviser for tax advice as to your particular situation.

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The Contract provides that upon your death, a surviving spouse may have certain continuation rights that he or she may elect to exercise for the Contract’s death benefit and any joint-life coverage under an optional living benefit. All Contract provisions relating to spousal continuation are available only to a person who meets the definition of “spouse” under federal law. The U.S. Supreme Court has held that same-sex marriages must be permitted under state law and that marriages recognized under state law will be recognized for federal law purposes. Domestic partnerships and civil unions that are not recognized as legal marriages under state law, however, will not be treated as marriages under federal law. Consult a tax adviser for more information on this subject.

 

Withholding

 

Taxable distributions under the Contract are generally subject to withholding. Federal income tax withholding rates vary according to the type of distribution and the recipient’s tax status.

 

401(a), 401(k), Roth 401(k), 403(a), 403(b), Roth 403(b), Governmental 457(b) and Governmental Roth 457(b) Plans. Generally, eligible rollover distributions from these plans are subject to a mandatory 20% federal income tax withholding. However, mandatory withholding will not be required if you elect a direct rollover of the distributions to an eligible retirement plan or in the case of certain other distributions described in the Tax Code.

 

457(b) Plans of Non-Governmental Employers and 457(f) Plans. All distributions from these plans, except death benefit proceeds, are subject to mandatory federal income tax withholding as wages. Death benefit proceeds are not subject to income tax withholding.

 

Non-Resident Aliens. If you or your designated Beneficiary is a non-resident alien, any withholding will generally be 30% based on the individual’s citizenship, the country of domicile and tax treaty status.

 

In-Plan Roth Rollovers

 

Tax Code Section 401(k), 403(b) and governmental 457(b) plans may add a “qualified Roth contribution program,” under which employees can forego the current exclusion from gross income for elective deferrals, in exchange for the future exclusion of the distribution of the deferrals and any earnings thereon. That is, participants may elect to make non-excludable contributions to “designated Roth accounts” (instead of making excludable contributions) – and to exclude from gross income (if certain conditions are met) distributions from these accounts (instead of having distributions included in gross income).

 

If permitted under the plan for which the Contract is issued and provided the plan offers an applicable Roth account (a Roth 401(k), Roth 403(b) or Roth 457(b) account), non-Roth amounts may be rolled over into a corresponding Roth account within the same plan. The Tax Code provides that, generally, an in-plan rollover to a Roth account is taxable and includable in gross income in the year the rollover occurs, just as if the amount were distributed and not rolled into a qualified account. Please note that in-plan rollovers into a Roth account are not subject to withholding. Consequently, an individual considering such a transaction may want to increase their tax withholding or make an estimated tax payment in the year of the rollover. Amounts rolled over into an in-plan Roth account cannot subsequently be converted back into a non-Roth account.

 

A partial or full distribution of in-plan Roth rollover amounts and earnings credited on those amounts (or of Purchase Payments made by salary reduction to a Roth account and earnings credited on those Purchase Payments, as described above) will be excludable from income if it is a qualified distribution as defined in the “Qualified Distributions – Roth 401(k), Roth 403(b) and Roth 457(b)” section above.

 

In-plan Roth rollovers are not subject to the 10% additional tax on early distributions under Tax Code Section 72(t) that would normally apply to distributions from a 401(k) or 403(b) plan (or from a governmental 457(b) plan to the extent such amounts are attributable to rollovers from a 401(a), 401(k), 403(a) or 403(b) plan). However, a special recapture rule applies when a plan distributes any part of the in-plan Roth rollover within a five-year taxable period, making the distribution subject to the 10% additional tax on early distributions under Tax Code Section 72(t) unless an exception to this tax applies or the distribution is allocable to any nontaxable portion of the in-plan Roth rollover. The five-year taxable period begins January 1 of the year of the in-plan Roth rollover and ends on the last day of the fifth year of the period. This special recapture rule does not apply when the participant rolls over the distribution to another designated Roth

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account or to a Roth IRA but does apply to a subsequent distribution from the rolled over account or Roth IRA within the five-year taxable period.

 

Due to administrative complexity, certain in-plan Roth rollovers may not be available through the Contract. Additionally, the tax rules associated with Roth accounts and in-plan Roth rollovers can be complex and you should seek tax and/or legal advice regarding your particular situation.

 

Assignment and Other Transfers

 

401(a), 401(k), Roth 401(k), 403(a), 403(b), Roth 403(b), 457(b) and Roth 457(b) Plans. Your beneficial interest in the Contract may not be assigned or transferred to persons other than:

A plan participant as a means to provide benefit payments;
An alternate payee under a QDRO in accordance with Tax Code Section 414(p);
The Company as collateral for a loan; or
The enforcement of a federal income tax lien or levy.

 

Federal Estate, Gift and Generation-Skipping Transfer Taxes

 

While no attempt is being made to discuss in detail the Federal estate tax implications of the Contract, a purchaser should keep in mind that the value of an annuity contract owned by a decedent and payable to a beneficiary who survives the decedent is included in the decedent’s gross estate. Depending on the terms of the annuity contract, the value of the annuity included in the gross estate may be the value of the lump sum payment payable to the designated beneficiary or the actuarial value of the payments to be received by the beneficiary. Consult an estate planning advisor for more information.

 

Under certain circumstances, the Code may impose a generation-skipping (“GST”) tax when all or part of an annuity contract is transferred to, or a death benefit is paid to, an individual two or more generations younger than the Owner. Regulations issued under the Code may require us to deduct the tax from your Contract, or from any applicable payment, and pay it directly to the IRS.

 

The federal estate tax, gift tax, and GST tax exemptions and maximum rates may be adjusted each year. The potential application of these taxes underscores the importance of seeking guidance from a qualified adviser to help ensure that your estate plan adequately addresses your needs and those of your beneficiaries under all possible scenarios.

 

Annuity Purchases by Residents of Puerto Rico

 

The Internal Revenue Service has announced that income received by residents of Puerto Rico under life insurance or annuity contracts issued by a Puerto Rico branch of a United States life insurance company is U.S. source income that is generally subject to United States Federal income tax.

 

Possible Changes in Taxation

 

Although the likelihood of changes in tax legislation, regulation, rulings and other interpretation thereof is uncertain, there is always the possibility that the tax treatment of the Contract could change by legislation or other means. It is also possible that any change could be retroactive (i.e., effective before the date of the change). You should consult a tax and/or legal adviser with respect to legislative developments and their effect on the Contract.

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Taxation of the Company

 

We are taxed as a life insurance company under the Tax Code. The Separate Account is not a separate entity from us. Therefore, it is not taxed separately as a “regulated investment company” but is taxed as part of the Company.

 

We automatically apply investment income and capital gains attributable to the Separate Account to increase reserves under the Contracts. Because of this, under existing federal tax law we believe that any such income and gains will not be taxed. Because we do not expect that we will incur any federal income tax liability attributable to the Separate Account we do not intend to make any provision for such taxes. However, changes in the tax laws and/or in their interpretation may result in our being taxed on income or gains attributable to the Separate Account. In this case we may impose a charge against a separate account (with respect to some or all of the Contracts) to set aside provisions to pay such taxes. We may deduct this amount from the Separate Account, including from your Contract value invested in the Subaccounts.

 

In calculating our corporate income tax liability, we may claim certain corporate income tax benefits associated with the investment company assets, including Separate Account assets, which are treated as Company assets under applicable income tax law. These benefits may reduce our overall corporate income tax liability. Under current law, such benefits include foreign tax credits and corporate dividends received deductions. We do not pass the tax benefits to the holders of the Separate Account because (1) the Contract Owners are not the owners of the assets generating these benefits under applicable income tax law; and (2) we do not currently include Company income taxes in the tax charges you pay under the Contract. We reserve the right to change these tax practices.

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OTHER TOPICS

 

Right to Cancel

 

When and How to Cancel. If the Contract Holder chooses to cancel a Contract, we must receive the Contract and a written notice of cancellation within ten days (20 days in North Dakota) after the Contract Holder’s receipt of the Contract.

 

If you wish to cancel participation in the Contract and are allowed to do so under the Contract and the plan, you must send the document evidencing your participation and a written notice of cancellation to the Company within ten days after you receive confirmation of your participation in the Contract.

 

Refunds. We will produce a refund no later than seven calendar days after Customer Service receives the required documents and written notice in Good Order. The refund will equal amounts contributed to the Contract or account(s), as applicable, plus any earnings or less any losses attributable to the investment options in which amounts were invested. Any mortality and expense risk charges and administrative expense charges deducted during the period you held the Contract will not be returned. We will not deduct an early withdrawal charge, nor apply a market value adjustment to any amounts you contributed to the Guaranteed Accumulation Account. In certain states, we are required to refund contributions. When a refund of contributions is not required, the Investor bears any investment risk.

 

Financial Intermediary Variations

 

Variations in contract benefits or features described in this Prospectus may be imposed without our knowledge by some financial institutions or broker-dealers through which the Contract was sold. For example, your financial professional may not recommend a particular investment option or contract benefit to you or your plan because of a decision by the investment professional’s firm not to offer that investment option or contract benefit to any of its clients. There are no material financial intermediary variations known or reasonably available to us at this time, and because of the breadth of our distribution network, our agreements with our distribution partners and the fact that the Contract is an older legacy annuity product that has not been offered for sale for a significant period of time, we cannot obtain pertinent information regarding such variations without unreasonable effort and expense. If you have any questions about any limitations, restrictions, or other variations related to the investment options, contract benefits or other contract features available to you, please reach out to your financial institution or broker-dealer.

 

Contract Distribution

 

General

 

The Company’s subsidiary, Voya Financial Partners, LLC, serves as the principal underwriter for the Contracts. Voya Financial Partners, LLC, a Delaware limited liability company, is registered as a broker-dealer with the SEC. Voya Financial Partners, LLC is also a member of FINRA and the Securities Investor Protection Corporation. Voya Financial Partners, LLC’s principal office is located at One Orange Way, Windsor, CT 06095-4774.

 

We sell the Contracts through licensed insurance agents who are registered representatives of broker-dealers that have entered into selling agreements with Voya Financial Partners, LLC. We refer to these broker-dealers as “distributors.” Voya Financial Advisors, Inc. is a distributor affiliated with the Company that has entered into a selling agreement with Voya Financial Partners, LLC for the sale of our variable annuity contracts.

 

Registered representatives of distributors who solicit sales of the Contracts typically receive a portion of the compensation paid to the distributor in the form of commissions or other compensation, depending upon the agreement between the distributor and the registered representative. This compensation, as well as other incentives or payments, is not paid directly by Contract Holders or the Separate Account, but instead is paid by us through Voya Financial Partners, LLC. We intend to recoup this compensation and other sales expenses paid to distributors through fees and charges imposed under the Contracts.

 

Compensation Arrangements. Registered representatives who offer and sell the Contracts may be paid a commission. The commissions paid on transferred assets range from 0% to 7%. The commission paid on recurring payments made during the first year of the participant account range from 0% to 7%. After the first year of the participant account, renewal

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commissions up to 3.5% may be paid on recurring payments up to the amount of the previous year’s payments, and commissions of up to 7% may be paid on recurring payments in excess of this amount. In addition, the Company may pay an asset-based commission ranging up to 0.50%.

 

We may also pay ongoing annual compensation of up to 40% of the commissions paid during the year in connection with certain Purchase Payments received during that year, if the registered representative attains a certain threshold of sales of Company contracts. Individual registered representatives may receive all or a portion of compensation paid to their distributor, depending upon the firm’s practices. Commissions and annual payments, when combined, could exceed 7% of total Purchase Payments. In certain situations, we may reduce the compensation we pay if we have agreed with a Plan Sponsor to reimburse expenses related to the services of the plan’s third party administrator. To the extent permitted by SEC and FINRA rules and other applicable laws and regulations, we may also pay or allow other promotional incentives or payments in the form of cash payments or other compensation to distributors, which may require the registered representative to attain a certain threshold of sales of Company products. Under one such program, we may pay additional amounts to distributors in connection with a participant’s increased or re-started contributions and/or the number of participant enrollments completed by a registered representative during a specified time period. These other promotional incentives or payments may be limited to Contracts offered to certain plans, may not be offered to all distributors, and may be limited only to Voya Financial Advisors, Inc. and other distributors affiliated with the Company.

 

We may also enter into special compensation arrangements with certain distributors based on those firms’ aggregate or anticipated sales of the Contract or other criteria. These arrangements may include commission specials, in which additional commissions may be paid in connection with Purchase Payments received for a limited time period, within the maximum commission rates noted above. These special compensation arrangements will not be offered to all distributors, and the terms of such arrangements may differ among distributors based on various factors. These special compensation arrangements may also be limited only to Voya Financial Advisors, Inc. and other distributors affiliated with the Company. Any such compensation payable to a distributor will not result in any additional direct charge to you by us.

 

Some personnel may receive various types of non-cash compensation as special sales incentives, including trips, and we may also pay for some personnel to attend educational and/or business seminars. Any such compensation will be paid in accordance with SEC and FINRA rules. Employees of the Company or its affiliates (including wholesaling employees) may receive more compensation when Funds advised by the Company or its affiliates (“affiliated Funds”) are selected by a Contract Holder than when unaffiliated Funds are selected. Additionally, management personnel of the Company, and of its affiliated broker-dealers, may receive additional compensation if the overall amount of investments in Funds advised by the Company or its affiliates meets certain target levels or increases over time. Compensation for certain management personnel, including sales management personnel, may be enhanced if management personnel meet or exceed goals for sales of the Contract or if the overall amount of investments in the Contract and other products issued or advised by the Company or its affiliates increases over time. Certain management personnel may also receive compensation that is a specific percentage of the commissions paid to distributors or a specific percentage of Purchase Payments received under the Contract or which may be a flat dollar amount that varies based upon other factors, including management’s ability to meet or exceed service requirements, sell new Contracts or retain existing Contracts, or sell additional service features such as a common remitting program.

 

In addition to direct cash compensation for sales of the Contract described above, through Voya Financial Partners, LLC, we may also pay distributors additional compensation or reimbursement of expenses for their efforts in selling the Contract to you and other customers. These amounts may include:

Marketing/distribution allowances that may be based on the percentages of Purchase Payments received, the aggregate commissions paid and/or the aggregate assets held in relation to certain types of designated insurance products issued by the Company and/or its affiliates during the year;
Loans or advances of commissions in anticipation of future receipt of Purchase Payments (a form of lending to registered representatives). These loans may have advantageous terms, such as reduction or elimination of the interest charged on the loan and/or forgiveness of the principal amount of the loan, which may be conditioned on sales;
Education and training allowances to facilitate our attendance at certain educational and training meetings to provide information and training about our products. We also hold training programs from time to time at our own expense;
Sponsorship payments or reimbursements for distributors to use in sales contests and/or meetings for their registered representatives who sell our products. We do not hold contests based solely on sales of this product;
Certain overrides and other benefits that may include cash compensation based on the amount of earned commissions, representative recruiting or other activities that promote the sale of the contract; and
Additional cash or noncash compensation and reimbursements permissible under existing law. This may include, but is not limited to, cash incentives, merchandise, trips, occasional entertainment, meals and tickets to sporting events,
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client appreciation events, business and educational enhancement items, payment for travel expenses (including meals and lodging) to pre-approved training and education seminars and payment for advertising and sales campaigns.

 

We pay dealer concessions, wholesaling fees, overrides, bonuses, other allowances and benefits and the costs of all other incentives or training programs from our resources, which include the fees and charges imposed under the Contract.

 

The following is a list of the top 25 distributors that, during 2025, received the most compensation, in the aggregate, from us in connection with the sale of registered variable annuity contracts issued by the Company, ranked by total dollars received:

 

• LPL Financial Corporation

• Morgan Stanley Smith Barney LLC

• Osaic Wealth, Inc.

• Cetera Wealth Services LLC

• Northwestern Mutual Investment Service

• Ameriprise Financial Services, Inc.

• Park Avenue Securities, LLC

• Lincoln Investment Planning Inc.

• Kestra Investment Services, LLC

• Cambridge Investment Research Inc.

• NYLIFE Securities LLC

• Allstate Financial Services LLC

• Cetera Advisors LLC

• PFS Investments Inc.

• Packerland Brokerage Services

• Osaic FA, Inc.

• Cetera Investment Services LLC

• RBC Capital Markets LLC

• TransAmerica Financial Advisors, Inc.

• CUSO Financial Services

• Stifel Nicolaus and Company Incorporation

• MMA Securities LLC

• Janney Montgomery Scott LLC

• Harbour Investments Inc.

• Purshe Kaplan Sterling Investments Inc.

 

 

This is a general discussion of the types and levels of compensation paid by us for the sale of our variable annuity contracts. It is important for you to know that the payment of volume or sales-based compensation to a distributor or registered representative may provide that registered representative a financial incentive to promote our contracts over those of another company, and may also provide a financial incentive to promote one of our contracts over another.

 

The names of the distributor and the registered representative responsible for your account are stated in your enrollment materials.

 

Order Processing

 

In certain circumstances, we may need to correct the pricing associated with an order that has been processed. In such circumstances, we may incur a loss or receive a gain depending upon the price of the Fund when the order was executed and the price of the Fund when the order is corrected. Losses may be covered from our assets and gains that may result from such order correction will be retained by us as additional compensation associated with order processing.

 

Anti-Money Laundering

 

In order to protect against the possible misuse of our products in money laundering or terrorist financing, we have adopted an anti-money laundering program satisfying the requirements of the USA PATRIOT Act and other current anti-money laundering laws. Among other things, this program requires us, our agents and customers to comply with certain procedures and standards that will allow us to verify the identity of the sponsoring organization and that contributions and loan repayments are not derived from improper sources.

 

Under our anti-money laundering program, we may require customers, and/or Beneficiaries to provide sufficient evidence of identification, and we reserve the right to verify any information provided to us by accessing information databases maintained internally or by outside firms.

 

We may also refuse to accept certain forms of payments or loan repayments (traveler’s cheques, for example) or restrict the amount of certain forms of payments or loan repayments. In addition, we may require information as to why a particular form of payment was used (third party checks, for example) and the source of the funds of such payment in

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order to determine whether or not we will accept it. Use of an unacceptable form of payment may result in us returning the payment to you.

 

Applicable laws designed to prevent terrorist financing and money laundering might, in certain circumstances, require us to block certain transactions until authorization is received from the appropriate regulator. We may also be required to provide additional information about you and your Contract to government regulators.

 

Our anti-money laundering program is subject to change without notice to take account of changes in applicable laws or regulations and our ongoing assessment of our exposure to illegal activity.

 

Unclaimed Property

 

Every state has some form of unclaimed property laws that impose varying legal and practical obligations on insurers and, indirectly, on Contract Owners, insureds, Beneficiaries and other payees of proceeds. Unclaimed property laws generally provide for escheatment to the state of unclaimed proceeds under various circumstances.

 

Contract Owners are urged to keep their own, as well as their Beneficiaries’ and other payees’, information up to date, including full names, postal and electronic media addresses, telephone numbers, dates of birth, and Social Security numbers. Such updates should be communicated to Customer Service.

 

Payment Delay or Suspension

 

We reserve the right to suspend or postpone the date of any payment of benefits or values under the following circumstances:

On any valuation date when the NYSE is closed (except customary weekend and holiday closings), or when trading on the NYSE is restricted;
When an emergency exists as determined by the SEC so that disposal of securities held in the Subaccounts is not reasonably practicable or it is not reasonably practicable to fairly determine the value of the Subaccount’s assets; and
During any other periods the SEC may by order permit for the protection of Investors.

 

The conditions under which restricted trading or an emergency exists shall be determined by the rules and regulations of the SEC.

 

Payment of benefits or values may also be delayed or suspended as required by court order or any regulatory action.

 

Intent to Confirm Quarterly

 

Under certain Contracts, we will provide confirmation of scheduled transactions quarterly rather than immediately to the participant.

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Legal Proceedings

 

We are not aware of any pending legal proceedings that are likely to have a material adverse effect upon the Company’s ability to meet its obligations under the Contract, Voya Financial Partners, LLC’s ability to distribute the Contract or upon the Separate Account.

 

Litigation. Notwithstanding the foregoing, the Company and/or Voya Financial Partners, LLC, is a defendant in a number of litigation matters arising from the conduct of its business, both in the ordinary course and otherwise. In some of these matters, claimants may seek to recover very large or indeterminate amounts, including compensatory, punitive, treble and exemplary damages. Certain claims are asserted as class actions. Modern pleading practice in the U.S. permits considerable variation in the assertion of monetary damages and other relief. The variability in pleading requirements and past experience demonstrates that the monetary and other relief that may be requested in a lawsuit or claim oftentimes bears little relevance to the merits or potential value of a claim.
Regulatory Matters. As with other financial services companies, the Company and its affiliates, including Voya Financial Partners, LLC, periodically receive informal and formal requests for information from various state and federal governmental agencies and self-regulatory organizations in connection with inquiries and investigations of the products and practices of the Company or the financial services industry. It is the practice of the Company to cooperate fully in these matters.

 

The outcome of a litigation or regulatory matter and the amount or range of potential loss is difficult to forecast and estimating potential losses requires significant management judgment. It is not possible to predict the ultimate outcome for all pending litigation and regulatory matters and given the large and indeterminate amounts sought and the inherent unpredictability of such matters, it is possible that an adverse outcome in certain litigation or regulatory matters could, from time to time, have a material adverse effect upon the Company’s results of operations or cash flows in a particular quarterly or annual period.

 

Financial Statements

 

The statements of assets and liabilities, the statements of operations, the statements of changes in net assets and the related notes to financial statements for Variable Annuity Account C and the consolidated financial statements and the related notes to consolidated financial statements for Voya Retirement Insurance and Annuity Company are located in the SAI. To request a free SAI, please contact Customer Service at 1-800-584-6001.

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APPENDIX A: INVESTMENT OPTIONS AVAILABLE UNDER THE CONTRACT

 

The Variable Options and Fixed Interest Options available to you may vary based on employer. You should refer to your plan documents for a list of available Investment Options. If you have any questions about any limitations, restrictions, or other variations related to the investment options available to you, please reach out to your financial institution or broker-dealer. For more information, see “OTHER TOPICS – Financial Intermediary Variations” section of this Prospectus. Additionally, some financial institutions or broker-dealers through which the Contract is sold may limit the availability of certain investment options.

 

Variable Options

 

The following is a list of Funds available under the Contract. More information about the Funds is available in the prospectuses for the Funds, which may be amended from time to time and can be found online at https://vpx.broadridge.com/getcontract1.asp?dtype=pros&cid=voyavpx&fid=NRVA00979. You can also request this information at no cost by calling Customer Service at 1-800-584-6001 or by sending an email request to ProspectusRequests@voya.com.

 

The current expenses and performance information below reflects fee and expenses of the Funds, but do not reflect the other fees and expenses that your Contract may charge. Expenses would be higher and performance would be lower if these other charges were included. Each Fund’s past performance is not necessarily an indication of future performance.

 

INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term capital appreciation.

Alger Responsible Investing Fund (Class A)**

 

Investment Adviser: Fred Alger Management, LLC

1.10%*

 

15.89%

 

11.33%

 

14.80%

 

Seeks long-term capital appreciation.

Allspring Small Company Growth Fund

(Institutional Class)**,***

 

Investment Adviser: Allspring Funds Management, LLC

 

Subadviser: Peregrine Capital Management, Inc.

 

0.94%* 8.53% 3.93% 9.47%

 

*   Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
*** Effective September 12, 2025, the Allspring Small Company Growth Fund Administrator Class shares converted into Institutional Class shares.
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term capital appreciation.

Allspring Special Small Cap Value Fund (Class A)***

 

Investment Adviser: Allspring Funds Management, LLC

 

Subadviser: Allspring Global Investments LLC

1.24%

 

-3.10%

 

6.14%

 

7.98%

 

Seeks to provide long-term capital appreciation.

AMG River Road Mid Cap Value Fund (Class N)***

 

Investment Adviser: AMG Funds LLC

 

Subadviser: River Road Asset Management, LLC

1.11%*

 

11.75%

 

13.50%

 

9.79%

 

Seeks long-term capital growth, consistent with Islamic principles.

Amana Growth Fund (Investor Shares)***

 

Investment Adviser: Saturna Capital Corporation

0.86%**

 

15.75%**

 

15.42%**

 

14.46%**

 

Seeks current income and preservation of capital, consistent with Islamic principles. Current income is the Fund’s primary objective.

Amana Income Fund (Investor Shares)***

 

Investment Adviser: Saturna Capital Corporation

1.01%**

 

12.88%**

 

10.31%**

 

9.62%**

 

Seeks long-term capital growth by investing in common stocks. Income is a secondary objective.

American Century Investments® Disciplined Value Fund

(Class A)***,****,*****

 

Investment Adviser: American Century Investment Management, Inc.

0.90%

 

14.62%

 

8.54%

 

10.17%

 

Seeks to provide total return and inflation protection consistent with investment in inflation-indexed securities.

American Century Investments® Inflation-Adjusted Bond Fund

(Investor Class)***

 

Investment Adviser: American Century Investment Management, Inc.

0.54%

 

6.67%

 

0.84%

 

2.70%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This information is being provided based on the fund’s most recent prospectus filing.
*** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
**** The American Century Investments® Disciplined Value Fund is only available to plans offering the Fund prior to May 1, 2002.
***** Effective March 10, 2026, the American Century Investments® Disciplined Core Value Fund (Class A) will be renamed the American Century Investments® Disciplined Value Fund (Class A).
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks (1) to provide a level of current income that exceeds the average yield on U.S. stocks generally and (2) to provide a growing stream of income over the years. The Fund’s secondary objective is to provide growth of capital.

American Funds® – Capital Income Builder (Class R4)*

 

Investment Adviser: Capital Research and Management CompanySM

0.61%

 

20.34%

 

9.06%

 

7.80%

 

Seeks to provide long-term growth of capital.

American Funds® – EUPAC Fund® (Class R3)*,**

 

Investment Adviser: Capital Research and Management CompanySM

1.12%

 

28.35%

 

3.91%

 

7.75%

 

Seeks to provide long-term growth of capital.

American Funds® – EUPAC Fund® (Class R4)*,***

 

Investment Adviser: Capital Research and Management CompanySM

0.82%

 

28.71%

 

4.22%

 

8.08%

 

Seeks to achieve long-term growth of capital and income.

American Funds® – Fundamental Investors® (Class R4)*

 

Investment Adviser: Capital Research and Management CompanySM

 

0.62%

 

24.24%

 

14.42%

 

14.04%

 

 

* This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
** Effective June 2, 2025, the American Funds® EuroPacific Growth Fund® (Class R3) changed its name to the American Funds® EUPAC Fund® (Class R3).
*** Effective June 2, 2025, the American Funds® EuroPacific Growth Fund® (Class R4) changed its name to the American Funds® EUPAC Fund® (Class R4).
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide long-term growth of capital. However, future income will remain a consideration in the management of the Fund.

American Funds® – New Perspective Fund®

Class R4)**

 

Investment Adviser: Capital Research and Management CompanySM

0.75%

 

21.20%

 

8.99%

 

12.65%

 

Seeks to provide long-term growth of capital.

American Funds® – SMALLCAP World Fund® (Class R4)**

 

Investment Adviser: Capital Research and Management CompanySM

1.00%

 

14.04%

 

1.42%

 

8.86%

 

Seeks to provide as high a level of current income as is consistent with the preservation of capital.

American Funds® – The Bond Fund of America® (Class R4)**

 

Investment Adviser: Capital Research and Management CompanySM

 

0.58%*

 

7.16%

 

-0.36%

 

2.21%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide growth of capital.

American Funds® – The Growth Fund of America

(Class R4)**

 

Investment Adviser: Capital Research and Management CompanySM

0.63%

 

19.88%

 

11.76%

 

15.11%

 

Seeks to produce income and to provide an opportunity for growth of principal consistent with sound common stock investing.

American Funds® – Washington Mutual Investors FundSM (Class R4)**

 

Investment Adviser: Capital Research and Management CompanySM

0.75%*

 

16.90%

 

13.60%

 

12.08%

 

Seeks long-term capital appreciation.

Ariel Fund (Investor Class)**

 

Investment Adviser: Ariel Investments, LLC

1.01%

 

14.15%

 

9.36%

 

9.51%

 

Seeks maximum long-term capital growth.

Artisan International Fund (Investor Shares)**

 

Investment Adviser: Artisan Partners Limited Partnership

1.19%

 

36.03%

 

8.56%

 

8.26%

 

Seeks to provide increasing dividend income over time, long-term growth of capital, and a reasonable level of current income.

Ave Maria Rising Dividend Fund**

 

Investment Adviser: Schwartz Investment Counsel, Inc.

0.90%

 

-0.39%

 

8.90%

 

10.31%

 

Capital appreciation through long-term investments primarily in securities of small-sized growth companies.

Baron Growth Fund

(Retail Shares)

 

Investment Adviser:

BAMCO

1.39%% -14.41% -0.94% 8.78%
Seeks long-term growth of capital.

BlackRock Health Sciences Opportunities Portfolio (Investor A)**

 

Investment Adviser: BlackRock Advisors, LLC

1.09%

 

15.98%

 

5.58%

 

9.54%

 

Seeks capital appreciation and, secondarily, income, by investing in securities, primarily equity securities that Fund management believes are undervalued and therefore represent an investment value.

BlackRock Mid Cap Value Fund (Investor A)**

 

Investment Adviser: BlackRock Advisors, LLC

1.00%*

 

13.43%

 

10.91%

 

10.75%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide a competitive total return through an actively managed portfolio of stocks, bonds and money market instruments which offer income and capital growth opportunity.

Calvert VP SRI Balanced Portfolio (Class I)

 

Investment Adviser: Calvert Research and Management

0.65%

 

11.48%

 

8.68%

 

9.81%

 

The investment objective of the Fund is total return through investment in real estate securities.

Cohen & Steers Real Estate Securities Fund, Inc. (Class A)**

 

Investment Adviser: Cohen & Steers Capital Management, Inc.

1.10%

 

4.00%

 

5.40%

 

6.36%

 

Seeks long-term capital appreciation.

Columbia Acorn® Fund (Class S)


Investment Adviser: Columbia Wanger Asset Management, LLC

0.82%* 4.80% 1.07% 8.54%
Seeks to provide shareholders with a high level of current income and, as a secondary objective, steady growth of capital.

Columbia Intrinsic Value Fund - Institutional Class

 

Investment Adviser: Columbia Management Investment Advisers, LLC

 

 

0.72%  19.91%  12.42%  11.44%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term capital appreciation.

Columbia Select Mid Cap Value Fund (Class A)

 

Investment Adviser: Columbia Management Investment Advisers, LLC

1.13%

 

13.62%

 

11.06%

 

10.19%

 

Seeks long-term capital appreciation.

Columbia Variable Portfolio – Acorn Fund**

 

Investment Adviser: Columbia Wanger Asset Management, LLC

0.91%* 4.47% 1.02% 8.66%
Seeks long-term capital appreciation.

Columbia Variable Portfolio - Acorn International Fund***

 

Investment Adviser: Columbia Wanger Asset Management, LLC.

1.08%*  12.76%  -1.00%  4.31%
Seek total return consisting of capital appreciation and current income.

Dimensional VA Global Moderate Allocation Portfolio

(Institutional Shares)****

 

Investment Adviser: Dimensional Fund Advisors LP

0.28%* 14.68% 8.42% 8.65%
Seeks capital appreciation.

Fidelity Advisor® International Small Cap Opportunities Fund

(Class A)****

 

Investment Adviser: Fidelity Management & Research Company LLC

1.26%(1) -2.12%(1) 2.51%(1) 6.22%(1)

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** Effective at the opening of business on June 2, 2025, the Wanger Acorn Fund changed its name to the Columbia Variable Portfolio – Acorn Fund.
*** Effective at the opening of business on June 2, 2025, the Wanger International Fund changed its name to the Columbia Variable Portfolio – Acorn International Fund.
**** Effective on or about May 15, 2026, the Voya Global Perspectives® Portfolio (Class I) is liquidating and will be replaced by the Dimensional VA Global Moderate Allocation Portfolio (Institutional Class).
***** Effective May 1, 2026, the Fund has been added to the Variable Investment Options Available Under the Contract in the Appendix.
1 This information is being provided based on the fund’s most recent prospectus filing.
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term capital appreciation.

Fidelity® VIP ContrafundSM Portfolio (Initial Class)

 

Investment Adviser: Fidelity Management & Research Company LLC (“FMR”)

 

Subadvisers: FMR Investment Management (UK) Limited, Fidelity Management & Research (Hong Kong) Limited and Fidelity Management & Research (Japan) Limited

0.54% 21.52% 15.37% 15.78%
Seeks reasonable income. Also considers the potential for capital appreciation. Seeks to achieve a yield which exceeds the composite yield on the securities comprising the S&P 500® Index.

Fidelity® VIP Equity-Income PortfolioSM (Initial Class)

 

Investment Adviser: Fidelity Management & Research Company LLC (“FMR”)

 

Subadvisers: FMR Investment Management (UK) Limited, Fidelity Management & Research (Hong Kong) Limited and Fidelity Management & Research (Japan) Limited

0.46% 19.02% 12.51% 11.60%
Seeks to achieve capital appreciation.

Fidelity® VIP Growth Portfolio (Initial Class)

 

Investment Adviser: Fidelity Management & Research Company LLC (“FMR”)

 

Subadvisers: FMR Investment Management (UK) Limited, Fidelity Management & Research (Hong Kong) Limited and Fidelity Management & Research (Japan) Limited

0.55%

 

14.92%

 

13.70%

 

17.45%

 

Seeks long-term growth of capital.

Fidelity® VIP Mid Cap Portfolio (Initial Class)**

 

Investment Adviser: Fidelity Management & Research Company LLC (“FMR”)

 

Subadvisers: FMR Investment Management (UK) Limited, Fidelity Management & Research (Hong Kong) Limited and Fidelity Management & Research (Japan) Limited

0.55%

 

11.75%

 

10.10%

 

10.59%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** The Fidelity® VIP Mid Cap Portfolio is not available to all plans. Availability is subject to Company and/or Plan sponsor approval.
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term growth of capital.

Fidelity® VIP Overseas Portfolio (Initial Class)**

 

Investment Adviser: Fidelity Management & Research Company LLC (“FMR”)

 

Subadvisers: FMR Investment Management (UK) Limited, Fidelity Management & Research (Hong Kong) Limited, Fidelity Management & Research (Japan) Limited, FIL Investment Advisors, FIL Investment Advisors (UK) and FIL Investments (Japan) Limited

0.72%

 

20.39%

 

6.62%

 

7.93%

 

Seeks long-term total return. Under normal market conditions, the Fund invests at least 80% of its net assets in investments of small-capitalization companies.

Franklin Small Cap Value VIP Fund (Class 2)***

 

Investment Adviser: Franklin Mutual Advisers, LLC

0.91%*

 

7.65%

 

8.86%

 

9.81%

 

Seeks income and conservation of principal and secondarily long-term growth of capital.

Impax Sustainable Allocation Fund *(Investor Class)****

 

Investment Adviser: Impax Asset Management LLC

0.93%

 

10.86%

 

5.38%

 

7.68%

 

Seeks capital appreciation.

Invesco Developing Markets Fund (Class A)****,*****

 

Investment Adviser: Invesco Advisers, Inc.

1.30%

 

21.27%

 

-1.65%

 

5.40%

 

Seeks capital appreciation.

Invesco Main Street Mid Cap Fund (Class A) ****

 

Investment Adviser: Invesco Advisers, Inc.

1.04%

 

8.92%

 

8.99%

 

9.73%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** The Fidelity® VIP Overseas Portfolio is only available to plans offering the Fund prior to May 1, 2004.
*** The Franklin Small Cap Value VIP Fund is closed to investment by new Investors. Existing retirement plans and individual Investors who have investment in the Subaccount that corresponds to this fund may leave their investment in that Subaccount and may continue to make additional purchases and exchanges.
**** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
***** The Invesco Developing Markets Fund is only available to plans offering the Fund prior to April 12, 2013.
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks capital appreciation.

Invesco Main Street Fund (Class A)

 

Investment Adviser: Invesco Advisers, Inc.

0.79% 9.55% 12.44% 12.50%
A non-diversified Fund that seeks capital growth.

Invesco V.I. American Franchise Fund (Series I)

 

Investment Adviser: Invesco Advisers, Inc.

0.85%

 

11.67%

 

10.35%

14.87%

 

Seeks long-term growth of capital.

Invesco V.I. Core Equity Fund (Series I)

 

Investment Adviser: Invesco Advisers, Inc.

0.80%

 

16.17%

 

12.81%

11.73%

 

Seeks capital appreciation.

Invesco V.I. Global Fund (Series I)**

 

Investment Adviser: Invesco Advisers, Inc.

0.81%

 

15.32%

 

7.28%

 

11.00%

 

Seeks capital appreciation.

Invesco V.I. Global Strategic Income Fund (Series I)**

 

Investment Adviser: Invesco Advisers, Inc.

0.95%*

 

12.98%

 

1.65%

 

3.01%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** The Invesco V.I. Global Fund and the Invesco V.I. Global Strategic Income Fund are only available to a limited number of  participants, who did not participate in the Fund substitution during April 2005.
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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks total return.

Invesco V.I. Main Street Small Cap Fund® (Series I)

 

Investment Adviser: Invesco Advisers, Inc.

0.84%

 

8.70%

 

8.34%

 

10.59%

 

Seeks long-term capital growth, consistent with preservation of capital and balanced by current income.

Janus Henderson Balanced Portfolio

(Institutional Shares)**

 

Investment Adviser: Janus Henderson US LLC (Janus Henderson)

0.62%

 

15.11%

 

8.48%

 

10.14%

 

Seeks long-term growth of capital.

Janus Henderson Enterprise Portfolio

(Institutional Shares)**,***

 

Investment Adviser: Janus Henderson US LLC (Janus Henderson)

0.72%

 

7.67%

 

7.62%

 

12.79%

 

Seeks to obtain maximum total return, consistent with preservation of capital.

Janus Henderson Flexible Bond Portfolio (Institutional Shares)**

 

Investment Adviser: Janus Henderson US LLC (Janus Henderson)

0.57%*

 

7.40%

 

-0.23%

 

2.32%

 

Seeks long-term growth of capital.

Janus Henderson Global Research Portfolio (Institutional Shares**

 

Investment Adviser: Janus Henderson US LLC (Janus Henderson)

0.82%

 

20.92%

 

12.51%

12.93%

 

Seeks long-term growth of capital.

Janus Henderson Research Portfolio (Institutional Shares)**,***

 

Investment Adviser: Janus Henderson US LLC (Janus Henderson)

 

0.82%

 

18.39%

 

14.11%

 

15.88%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** The Janus Henderson Balanced Portfolio, the Janus Henderson Flexible Bond Portfolio, the Janus Henderson Global Research Portfolio, and the Janus Henderson Research Portfolio are only available to a limited number of participants, who did not participate in the Fund substitution during April 2005.
*** The Janus Henderson Enterprise Portfolio is closed to new retirement plans. Existing retirement plans and individual Investors that purchase through non-retirement plan products can still invest new money into the Fund.
PRO.01107-2693  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/205)

1 Year 5 Years 10 Years
Seeks long-term capital appreciation.

Lazard International Equity Portfolio (Open Shares)***

 

Investment Adviser: Lazard Asset Management LLC

1.10%* 33.12% 7.95% 6.82%
Seeks to maximize long-term capital appreciation, while incorporating Catholic values investing principles in the investment process.

LKCM Aquinas Catholic Equity Fund****

 

Investment Adviser: Luther King Capital Management Corporation

1.00%*,**

 

13.37%**

 

10.51%**

 

9.80%**

 

Seeks long-term capital growth from investments in common stocks or other equity securities.

Loomis Sayles Small Cap Value Fund

(Retail Class)****

 

Investment Adviser: Loomis, Sayles & Company, L.P.

1.15%*

 

5.18%

 

9.51%

 

8.73%

 

Seeks long-term growth of capital and income without excessive fluctuations in market value.

Lord Abbett Series Fund, Inc. – Growth and Income Portfolio (Class VC)

 

Investment Adviser: Lord, Abbett & Co. LLC

0.93% 17.92% 13.34% 11.12%
Seeks to deliver long-term growth of capital by investing primarily in stocks of mid-sized U.S. companies.

Lord Abbett Series Fund, Inc. – Mid Cap Stock Portfolio (Class VC)

 

Investment Adviser: Lord, Abbett & Co. LLC

1.15%

 

7.05%

 

10.16%

 

7.98%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This information is being provided based on the fund’s most recent prospectus filing.
*** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
**** The LKCM Aquinas Catholic Equity Fund is not available to all plans. Availability is subject to Company and/or Plan Sponsor approval.
PRO.01107-2694  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to deliver a high level of current income consistent with the preservation of capital by investing in a variety of short maturity debt securities including, investment grade and high yield corporate bonds, U.S. government securities, and mortgage- and other asset-backed debt securities.

Lord Abbett Short Duration Income Fund (Class R4)**

 

Investment Adviser: Lord, Abbett & Co. LLC

0.63%

 

5.90%

 

2.39%

 

2.76%

 

Seeks to provide growth of capital.

Nomura Science and Technology Fund (Class Y)***

 

Investment Adviser: Delaware Management Company

1.17%*

 

33.80%

 

14.04%

 

17.59%

 

Seeks capital appreciation.

Nomura Small Cap Value Fund (Class A)

 

Investment Adviser: Delaware Management Company

1.10% 1.49% 7.58% 8.15%
Seeks capital appreciation.

Massachusetts Investors Growth Stock Fund (Class A)

 

Investment Adviser: Massachusetts Financial Services Company

0.71%

 

9.88%

 

10.08%

 

14.32%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
*** Effective October 31, 2025, the name of the Macquarie Science and Technology Fund changed to the Nomura Science and Technology Fund.
PRO.01107-2695  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term growth of capital by investing primarily in securities of companies that meet the Fund’s environmental, social and governance (ESG) criteria.

Neuberger Quality Equity Fund

(Trust Class)***,****

 

Investment Adviser: Neuberger Berman Investment Advisers LLC

1.04%

 

17.18%

 

13.68%

 

13.28%

 

Seeks maximum real return, consistent with prudent investment management.

PIMCO CommodityRealReturn Strategy Fund® (Administrative Class)**

 

Investment Adviser: Pacific Investment Management Company LLC

3.19%*

 

18.79%

 

10.55%

 

6.54%

 

Seeks maximum real return, consistent with preservation of real capital and prudent investment management.

PIMCO VIT Real Return Portfolio (Administrative Class)

 

Investment Adviser: Pacific Investment Management Company LLC

1.39% 7.85% 1.21% 3.21%
Aims to maximize total return over the course of a market cycle by following a value-based discipline that adjusts portfolio risk profiles over time.

TCW MetWest Total Return Bond Fund (Class M)

 

Investment Adviser: TCW Metropolitan West Asset Management, LLC

0.65%  7.58% -0.76% 1.86%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
*** Effective July 28, 2025, the name of the Neuberger Berman Sustainable Equity Fund changed to the Neuberger Equity Fund.
**** The Neuberger Quality Equity Fund is closed to new retirement plans.
PRO.01107-2696  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to maximize current income and achieve above average total return consistent with prudent investment management over a full market cycle.

TCW Securitized Bond Fund (Class N)

 

Investment Adviser: TCW Investment Management Company

0.70%* 8.71% -0.97% 1.45%
Seeks current income with capital appreciation and growth of income.

Templeton Global Bond Fund (Class A)**

 

Investment Adviser: Franklin Advisers, Inc.

1.02%*

 

12.40%

 

-2.02%

 

-0.45%

 

Seeks growth of capital.

The Hartford Capital Appreciation Fund (Class R4)**, ***

 

Investment Adviser: Hartford Funds Management Company, LLC (“HFMC”)

 

Subadviser: Wellington Management Company, LLP

1.11%

 

10.33%

 

8.36%

 

10.94%

 

Seeks a high level of current income consistent with growth of capital.

The Hartford Dividend and Growth Fund (Class R4)**,***

 

Investment Adviser: Hartford Funds Management Company, LLC (“HFMC”)

 

Subadviser: Wellington Management Company, LLP

1.04%

 

16.73%

 

12.12%

 

11.96%

 

Seeks long-term growth of capital.

The Hartford International Opportunities Fund (Class R4)**, ***

 

Investment Adviser: Hartford Funds Management Company, LLC (“HFMC”)

 

Subadviser: Wellington Management Company, LLP

1.10%

 

29.80%

 

6.52%

 

7.71%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
*** The Funds are not available to all plans. Availability is subject to Company and/or Plan Sponsor approval.
PRO.01107-2697  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide a high level of income and moderate long-term capital appreciation by tracking the performance of a benchmark index that measures the performance of publicly traded equity REITs and other real estate-related investments.

Vanguard® Real Estate Index Fund (Admiral™ Shares)

 

Investment Adviser: The Vanguard Group, Inc. (Vanguard)

 

0.13% 3.19% 4.64% 5.14%
Seeks high current income without undue risk to principal.

Victory Core Plus Intermediate Bond Fund (Class A Shares)**

 

Investment Adviser: Victory Capital Management Inc.

0.88%

 

7.23%

 

0.60%

 

3.27%

 

Seeks current income and long-term capital growth primarily through income-producing equity securities of U.S. companies.

Victory Pioneer Equity Income Fund (Class A)

 

Investment Adviser: Victory Capital Management Inc.

1.00%* 11.20% 8.89% 9.11%
Seeks long-term capital growth.

Victory Pioneer Global Equity Fund

(Class A)1

 

Investment Adviser: Victory Capital Management Inc.

1.10%* 41.08% 15.40% 12.75%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
*** Effective May 1, 2026, the Fund has been added to the Variable Investment Options Available Under the Contract in the Appendix.
PRO.01107-2698  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Maximize total return through a combination of income and capital appreciation.

Victory Pioneer High Yield VCT Portfolio (Class I)

 

Investment Adviser: Amundi Asset Management US, Inc.

0.97%* 8.16% 4.21% 5.49%
Seeks capital appreciation.

Victory Pioneer Mid Cap Value VCT Portfolio (Class I)

 

Investment Adviser: Victory Capital Management Inc.

0.76%* 11.19% 11.16% 9.01%
A non-diversified Fund that seeks long-term capital appreciation and to protect the purchasing power of your capital against inflation.

Victory Precious Metals and Minerals Fund

(Class A Shares)**

 

Investment Adviser: Victory Capital Management Inc.

1.14% 10.76% 3.34% 5.71%
The fund seeks long-term capital appreciation with a secondary investment objective of income.

Virtus Duff & Phelps Global Real Estate Securities Fund (Class A)**

 

Investment Adviser: Virtus Investment Advisers, Inc.

 

Subadviser: Duff & Phelps Investment Management Co.

1.24%*

 

9.50%

 

3.78%

 

5.68%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section.
PRO.01107-2699  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks total return consisting of capital appreciation (both realized and unrealized) and current income; the secondary investment objective is long-term capital appreciation.

Voya Balanced Income Portfolio (Class I)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.58%*

 

11.96%

 

5.92%

 

7.16%

 

Seeks to outperform the S&P 500® Index.

Voya Corporate Leaders® 100 Fund (Class I)***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.49%*

 

17.80%

 

13.58%

 

12.96%

 

Seeks to maximize total return through a combination of current income and capital appreciation.

Voya Global Bond Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.69%*

 

8.80%

 

-2.30%

 

1.82%

 

Seeks to maximize total returns and maintain lower volatility relative to the overall market.

Voya Global High Dividend Low Volatility Portfolio

(Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.60%* 19.00% 10.52% 9.05%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** Effective  on or about July 24, 2026, the Voya Balanced Income Portfolio will change its name to the Voya Balanced Income Fund.
*** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section.
PRO.01107-26100  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to maximize total returns and maintain lower volatility relative to the overall market.

Voya Global High Dividend Low Volatility Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.85%* 18.73% 10.25% 8.78%
Seeks to maximize total returns and maintain lower volatility relative to the overall market.

Voya Global High Dividend Low Volatility Portfolio (Class S2)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

1.00%* 18.47% 10.08% 8.63%
Seeks capital appreciation.

Voya Global Insights Portfolio (Class I)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC*

0.81%*

 

24.31%

 

7.21%

 

10.97%

 

Seeks capital appreciation.

Voya Global Insights Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC*

1.06%* 24.14% 6.96% 10.70%
Seeks total return.

Voya Global Perspectives® Portfolio (Class I)***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

 

0.85%* 14.23% 3.46% 6.38%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** Effective on or about July 17, 2026, the name of the Voya Global Insights Portfolio will change to the Voya Global Insights Fund.
*** Effective on or about May 15, 2026, the Voya Global Perspectives® Portfolio (Class I) is liquidating and will be replaced by the Dimensional VA Global Moderate Allocation Portfolio (Institutional Class).
PRO.01107-26101  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks a high level of current income consistent with liquidity and safety of principal through investment primarily in Government National Mortgage Association (“GNMA”) mortgage-backed securities (also known as GNMA Certificates) that are guaranteed as to the timely payment of principal and interest by the U.S. government.

Voya GNMA Income Fund (Class A) **

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.54%*

 

7.36%

 

0.23%

 

1.14%

 

Seeks a high level of current income consistent with liquidity and safety of principal through investment primarily in Government National Mortgage Association (“GNMA”) mortgage-backed securities (also known as GNMA Certificates) that are guaranteed as to the timely payment of principal and interest by the U.S. government.

Voya GNMA Income Fund (Class I)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.54%* 7.68% 0.51% 1.69%
Seeks to provide investors with a high level of current income consistent with preservation of capital and liquidity and the maintenance of a stable $1.00 net asset value per share.

Voya Government Money Market Fund (Class A)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.35%* 4.07% 3.06% 1.93%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS - Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
PRO.01107-26102  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL

RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide high current return, consistent with preservation of capital and liquidity, through investment in high-quality money market instruments while maintaining a stable share price of $1.00.

Voya Government Money Market Portfolio

(Class I)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.40%*

 

4.02%

 

3.02%

 

1.96%

 

Seeks to maximize total return through investments in a diversified portfolio of common stock and securities convertible into common stocks. It is anticipated that capital appreciation and investment income will both be major factors in achieving total return.

Voya Growth and Income Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.67%*

 

18.21%

 

 

15.46%

 

14.62%

 

Seeks to maximize total return through investments in a diversified portfolio of common stock and securities convertible into common stocks. It is anticipated that capital appreciation and investment income will both be major factors in achieving total return.

Voya Growth and Income Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.92%* 18.21% 15.46% 14.62%
Seeks to provide Investors with a high level of current income and total return.

Voya High Yield Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.50% 8.80% 3.92% 5.82%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** There is no guarantee that the Voya Government Money Market Portfolio Subaccount will have a positive or level return.
PRO.01107-26103  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide Investors with a high level of current income and total return.

Voya High Yield Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.75%

 

8.41%

 

3.66%

 

5.55%

 

Seeks to outperform the total return performance of the S&P 500® Index while maintaining a market level of risk.

Voya Index Plus LargeCap Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.55%*

 

15.20%

 

13.73%

 

13.90%

 

Seeks to outperform the total return performance of the S&P MidCap 400® Index while maintaining a market level of risk. Voya Index Plus MidCap Portfolio (Class I)

Investment Adviser:
Voya Investments, LLC

Subadviser: Voya Investment Management Co. LLC

0.60%*

 

8.16%

 

9.90%

 

9.75%

 

Seeks to outperform the total return performance of the S&P SmallCap 600® Index while maintaining a market level of risk.

Voya Index Plus SmallCap Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

 

0.60%*

 

8.27%

 

8.97%

 

9.23%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
PRO.01107-26104  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2030. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2030 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.48%* 15.09% 6.41% 8.15%
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2035. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2035 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.47%* 16.85% 7.38% 8.98%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
PRO.01107-26105  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2040. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2040 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.49%* 18.58% 8.64% 9.87%
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2045. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2045 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.47%* 19.84% 9.48% 10.40%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS The Variable Investment Options - Funds of Funds” for more information.

PRO.01107-26106  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2050. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2050 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.51%* 20.23% 9.69% 10.50%
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2055. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2055 Portfolio (Class S) **

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.51%* 20.38% 9.76% 10.54%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
PRO.01107-26107  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2060. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2060 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.50%* 20.37% 9.81% 10.61%
Seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2065. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2065 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.50%* 20.57% 9.89% N/A

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
PRO.01107-26108  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2070. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution 2070 Portfolio (Class S)**,***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.50%* N/A N/A N/A
Seeks to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Index Solution Income Portfolio

(Class S)****

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.46%*

11.56%

 

3.61%

 

5.18%

 

Seeks to maximize total return consistent with reasonable risk. The Portfolio seeks its objective through investments in a diversified portfolio consisting primarily of debt securities. It is anticipated that capital appreciation and investment income will both be major factors in achieving total return.

Voya Intermediate Bond Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.55%*

 

7.71%

 

0.15%

 

2.66%

 

Seeks maximum total return.

Voya International High Dividend Low Volatility Portfolio (Class I)*****

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co., LLC

 

0.76%

 

37.60%

 

11.59%

 

7.83%

 

 

*   Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
*** Effective August 11, 2025, the Voya Index Solution 2070 Portfolio (Class S) has been added as a new fund to the prospectus.
*** Effective August 8, 2025, the Voya Index Solution 2025 Portfolio (Class S) merged into the Voya Index Solution Income Portfolio (Class S).
**** This Fund employs a managed volatility strategy. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds with Managed Volatility Strategies” for more information.
PRO.01107-26109  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks investment results (before fees and expenses) that correspond to the total return (which includes capital appreciation and income) of a widely accepted international index.

Voya International Index Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.45%*

 

30.89%

 

8.50%

 

7.91%

 

A non-diversified Fund that seeks long-term capital growth.

Voya Large Cap Growth Portfolio (Class I)**,

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC and T. Rowe Price Associates, Inc.***

0.67%*

 

15.33%

 

12.23%

 

15.19%

 

Seeks long term growth of capital and current income.

Voya Large Cap Value Fund (Class A)****

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.86%* 12.66% 12.56% 10.85%
Seeks long term growth of capital and current income.

Voya Large Cap Value Fund (Class I)****

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

 

0.76%* 13.05% 12.94% 11.22%

 

*  Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** Effective November 21, 2025, the VY® T. Rowe Price Growth Equity Portfolio merged into the Voya Large Cap Growth Portfolio.
*** Effective October 27, 2025, T. Rowe Price Associates, Inc. was added as a subadviser for the Voya Large Cap Growth Portfolio.
**** Effective February 6, 2026, the Voya Large Cap Value Portfolio and VY T. Rowe Price Equity Income Portfolio merged into the  Voya Large Cap Value Fund.
PRO.01107-26110  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term capital appreciation.

Voya MidCap Opportunities Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.83%*

 

3.90%

 

4.55%

 

10.97%

 

Seeks maximum long-term capital appreciation.

Voya Multi-Manager International Small Cap Fund (Class I)**

 

Investment Adviser: Voya Investments, LLC

 

Subadvisers: Acadian Asset Management LLC and Victory Capital Management Inc.

1.20%* 39.14% 9.76% 9.28%
Seeks investment results (before fees and expenses) that correspond to the total return (which includes capital appreciation and income) of the Russell Top 200® Growth Index.

Voya RussellTM Large Cap Growth Index Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.43%* 18.12% 16.24% 18.65%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is available to the general public in addition to being available through variable annuity contracts. See “FEDERAL TAX CONSIDERATIONS – Special Considerations for Section 403(b) Plans” for a discussion of investment in one of the public Funds under 403(b) or Roth 403(b) annuity contracts.
PRO.01107-26111  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks investment results (before fees and expenses) that correspond to the total return (which includes capital appreciation and income) of the Russell Top 200® Index.

Voya RussellTM Large Cap Index Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.36%*

 

18.75%

 

14.72%

 

15.36%

 

Seeks investment results (before fees and expenses) that correspond to the total return (which includes capital appreciation and income) of the Russell Top 200® Value Index.

Voya RussellTM Large Cap Value Index Portfolio

(Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.68%*

 

17.69%

 

11.42%

 

10.25%

 

Seeks investment results (before fees and expenses) that correspond to the total return (which includes capital appreciation and income) of the Russell Midcap® Growth Index.

Voya RussellTM Mid Cap Growth Index Portfolio (Class S)***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

 

0.65%*

 

8.08%

 

5.98%

 

11.77%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is no longer available to new investments.
*^* Effective on or about July 10, 2026, the Voya RussellTM Mid Cap Growth Index Portfolio will merge into the Voya RussellTM Mid Cap Index Portfolio.
PRO.01107-26112  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks investment results (before fees and expenses) that correspond to the total return (which includes capital appreciation and income) of the Russell Midcap® Index.

Voya RussellTM Mid Cap Index Portfolio (Class I)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.40%*

 

10.08%

 

8.26%

 

10.59%

 

Seeks investment results (before fees and expenses) that correspond to the total return (which includes capital appreciation and income) of the Russell 2000® Index.

Voya RussellTM Small Cap Index Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.43%*

 

12.51%

 

5.75%

 

9.29%

 

Seeks growth of capital primarily through investment in a diversified portfolio of common stock of companies with smaller market capitalizations.

Voya Small Company Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.87%*

 

8.59%

 

6.26%

 

8.39%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
PRO.01107-26113  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term capital appreciation.

Voya SmallCap Opportunities Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.92%*

 

14.80%

 

5.85%

 

9.11%

 

Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2030. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2030 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.97%*

 

14.30%

 

6.11%

 

7.94%

 

Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2035. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2035 Portfolio (Class S)**,***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

 

 

0.98%* 16.05% 7.22% 8.68%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
*** This Fund is currently available under your variable annuity contract. If this Fund was not added to your plan on September 1, 2021, it was automatically made available to your plan on or about November 12, 2021.
PRO.01107-26114  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2040. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2040 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.98%*

 

17.92%

 

8.34%

 

9.58%

 

Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2045. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2045 Portfolio (Class S)**,***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

1.00%*

 

19.15%

 

9.07%

 

9.92%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
*** This Fund is currently available under your variable annuity contract. If this Fund was not added to your plan on September 1, 2021, it was automatically made available to your plan on or about November 12, 2021.
PRO.01107-26115  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2050. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2050 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

1.01%*

 

19.54%

 

9.28%

 

10.06%

 

Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2055. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2055 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

1.03%*

 

19.64%

 

9.34%

 

10.09%

 

Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2060. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2060 Portfolio (Class S) **

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

1.03%*

 

19.61%

 

9.30%

 

10.07%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
PRO.01107-26116  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Until the day prior to its Target Date, the Portfolio seeks to provide total return consistent with an asset allocation targeted at retirement in approximately 2065. On the Target Date, the Portfolio’s investment objective will be to seek to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2065 Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

1.03%* 19.80% 9.38% N/A
Seeks to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution 2070 Portfolio (Class S)**,***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

1.03%* N/A N/A N/A
Seeks growth of capital.

Voya Solution Aggressive Portfolio (Class I)**

 

Investment Adviser: Voya Investments, LLC

Subadviser:
Voya Investment Management Co. LLC

 

0.77%*

 

16.87%

 

9.89%

 

10.55%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
*** Effective August 11, 2025, the Voya Solution 2070 Portfolio (Class S) has been added as a new fund to the prospectus.
PRO.01107-26117  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide capital growth through a diversified asset allocation strategy.

Voya Solution Balanced Portfolio (Class I)**,***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.75%*

 

13.05%

 

6.84%

 

8.04%

 

Seeks to provide capital growth through a diversified asset allocation strategy.

Voya Solution Balanced Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

1.00%*

 

13.05%

 

6.84%

 

8.04%

 

Seeks to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution Conservative Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.66%* 8.33% 2.97% 4.77%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
*** Effective on or about July 24, 2026, the Voya Balanced Income Portfolio will change its name to the Voya Balanced Income Fund
PRO.01107-26118  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution Conservative Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.91%* 8.12% 2.70% 4.52%
Seeks to provide a combination of total return and stability of principal consistent with an asset allocation targeted to retirement.

Voya Solution Income Portfolio (Class S)**,***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.93%*

 

10.94%

 

3.33%

 

5.15%

 

Seeks investment results (before fees and expenses) that correspond to the total return (which includes capital appreciation and income) of the Bloomberg Barclays U.S. Aggregate Bond Index.

Voya U.S. Bond Index Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.36%*

 

6.70%

 

-0.75%

 

1.64%

 

Seeks total return.

Voya U.S. Stock Index Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Voya Investment Management Co. LLC

0.27%

 

17.53%

 

14.10%

 

14.51%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** This Fund is structured as a Fund of Funds that invests directly in shares of underlying Funds. See “THE INVESTMENT  OPTIONS – The Variable Investment Options - Funds of Funds” for more information.
*** Effective August 8, 2025, the Voya Solution 2025 Portfolio (Class S) merged into the Voya Solution Income Portfolio (Class S).
PRO.01107-26119  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term capital growth. Income is a secondary objective.

VY® American Century Small-Mid Cap Value Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: American Century Investment Management, Inc.

1.10%*

 

4.99%

 

8.19%

 

9.00%

 

Seeks capital appreciation.

VY® Baron Growth Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: BAMCO, Inc.

1.25%*

 

-10.94%

 

-0.34%

 

9.17%

 

Seeks high total return consisting of capital appreciation and current income.

VY® CBRE Global Real Estate Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: CBRE Investment Management Listed Real Assets, LLC

0.91%*

 

6.82%

 

4.03%

 

3.99%

 

Seeks total return including capital appreciation and current income.

VY® Columbia Real Estate Portfolio (Class S)***

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Columbia Management Investment Advisers, LLC

1.00%*

 

0.03%

 

5.67%

 

4.80%

 

Seeks total return consisting of long-term capital appreciation and current income.

VY® Columbia Contrarian Core Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Columbia Management Investment Advisers, LLC

0.96%*

 

17.08%

 

13.87%

 

14.01%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** Effective on or about July 17, 2026, the VY® Baron Growth Portfolio will merge into the Voya MidCap Opportunities Fund.
*** Effective January 21, 2026, the VY® CBRE Real Estate Portfolio changed its name to VY® Columbia Real Estate Portfolio and the subadviser changed from CBRE Investment Management Listed Real Assets, LLC to the Columbia Management Investment Advisers, LLC
PRO.01107-26120  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks long-term growth of capital.

VY® Columbia Small Cap Value and Inflection Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Columbia Management Investment Advisers, LLC

1.18%* 8.04% 9.60% 8.92%
Seeks capital growth and income.

VY® Invesco Comstock Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Invesco Advisers, Inc.

0.97%*

 

17.02%

 

14.95%

 

11.75%

 

Seeks total return consisting of long-term capital appreciation and current income.

VY® Invesco Equity and Income Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Invesco Advisers, Inc.

0.64%*

 

12.80%

 

8.82%

 

8.86%

 

Seeks total return consisting of long-term capital appreciation and current income.

VY® Invesco Equity and Income Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Invesco Advisers, Inc.

0.89%* 12.53% 8.55% 8.59%
Seeks long-term growth of capital and income.

VY® Invesco Growth and Income Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: Invesco Advisers, Inc.

0.90%

 

15.35%

 

12.82%

 

10.72%

 

Seeks capital appreciation.

VY® JPMorgan Emerging Markets Equity Portfolio (Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: J.P. Morgan Investment Management Inc.

1.44%*

 

38.77%

 

0.04%

 

9.00%

 

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** Effective May 1, 2026, the VY® Columbia Small Cap Value II Portfolio changed its name to the VY® Columbia Small Cap Value and Inflection Portfolio.
PRO.01107-26121  

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INVESTMENT OBJECTIVE

FUND NAME

INVESTMENT ADVISER/SUBADVISER

CURRENT EXPENSES

AVERAGE ANNUAL TOTAL RETURNS

(as of 12/31/2025)

1 Year 5 Years 10 Years
Seeks growth from capital appreciation.

VY® JPMorgan Mid Cap Value Portfolio (Class I)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: J.P. Morgan Investment Management Inc.

0.85%* 4.63% 9.53% 8.75%
Seeks growth from capital appreciation.

VY® JPMorgan Mid Cap Value Portfolio (Class S)**

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: J.P. Morgan Investment Management Inc.

1.10%*

 

4.37%

 

9.26%

 

8.48%

 

Seeks capital growth over the long term.

VY® JPMorgan Small Cap Core Equity Portfolio

(Class S)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: J.P. Morgan Investment Management Inc.

1.14%

 

3.65%

 

4.63%

 

8.77%

 

Seeks, over the long-term, a high total investment return, consistent with the preservation of capital and with prudent investment risk.

VY® T. Rowe Price Capital Appreciation Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: T. Rowe Price Associates, Inc.

0.65%

 

12.32%

 

9.49%

 

11.32%

 

Seeks long-term capital appreciation.

VY® T. Rowe Price Diversified Mid Cap Growth Portfolio (Class I)

 

Investment Adviser: Voya Investments, LLC

 

Subadviser: T. Rowe Price Associates, Inc.

 

0.80%* 9.92% 7.24% 12.78%

 

* Current expenses reflect applicable waivers or expense limitations as reported in the Fund’s prospectus.
** The VY® JPMorgan Mid Cap Value Portfolio is only available to plans offering the Fund prior to the close of business on February 7, 2014.

 

PRO.01107-26122  

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Fixed Interest Options

 

The following is a list of Fixed Interest Options currently available under the Contract. We may change the features of the Fixed Interest Options listed below, offer new Fixed Interest Options, and terminate existing Fixed Interest Options. We will provide you with written notice before doing so.

 

Note: If amounts are withdrawn from the Guaranteed Accumulation Account before the end of a Guaranteed Term, we may apply a Market Value Adjustment. This may result in a significant reduction in your Account Value.

 

For more information about the Fixed Interest Options and the Market Value Adjustment, see “THE INVESTMENT OPTIONS – Fixed Interest Options” and “CHARGES, FEES AND ADJUSTMENTS- Market Value Adjustment” in the full prospectus for the Contract.

 

 

Name Term* Minimum Guaranteed Interest Rate**
Guaranteed Accumulation Account 1 month to 10 years 0.25%
The Fixed Account N/A 4.00%
The Fixed Plus Account N/A 3.00%
The Fixed Plus Account II A N/A 1.00%

 

* The terms available under your plan may vary.
** The minimum guaranteed interest rate for your Contract is stated in your Contract, and will not be less than stated.
PRO.01107-26123  

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APPENDIX B: PARTICIPANT APPOINTMENT OF EMPLOYER AS AGENT UNDER AN ANNUITY CONTRACT

 

For Plans Under Section 403(b), 401 or 403(a) of the Tax Code, including Roth 403(b) and Roth 401(k) (Except Most Voluntary Section 403(b) Plans)*

 

The employer has adopted a plan under Tax Code Sections 403(b), Roth 403(b), 401(a), 401(k), Roth 401(k) or 403(a) (“Plan”) and has purchased a VRIAC group variable annuity Contract as the funding vehicle. Contributions under this Plan will be made by the participant through salary reduction to an employee account, and by the employer to an employer account.

 

By electing to participate in the employer’s Plan, the participant voluntarily appoints the employer, who is the Contract Holder, as the participant’s agent for the purposes of all transactions under the Contract in accordance with the terms of the Plan. The Company is not a party to the Plan and does not interpret the Plan provisions.

 

As a participant in the Plan, the participant understands and agrees to the following terms and conditions:

The participant owns the value of his/her employee account subject to the restrictions of Tax Code Sections 403(b), 401(a), 401(k) or 403(a) and the terms of the Plan. Subject to the terms of the vesting schedule in the Plan and the restrictions of Tax Code Section 403(b), 401(a), 401(k) or 403(a), the participant has ownership in the value of his/her employer account.
The Company will process transactions only with the employer’s written direction to the Company. The participant will be bound by the employer’s interpretation of the Plan provisions and its written direction to the Company.
The employer may permit the participant to make investment selections under the employee account and/or the employer account directly with the Company under the terms of the Contract. Without the employer’s written permission, the participant will be unable to make any investment selections under the Contract.
On behalf of the participant, the employer may request a loan in accordance with the terms of the Contract and the provisions of the Plan. The Company will make payment of the loan amount directly to the participant. The participant will be responsible for making repayments directly to the Company in a timely manner.
In the event of the participant’s death, the employer is the named Beneficiary under the terms of the Contract. The participant has the right to name a personal Beneficiary as determined under the terms of the Plan and file that Beneficiary election with the employer. It is the employer’s responsibility to direct the Company to properly pay any death benefits.

 

 
*Under most group contracts issued through a voluntary 403(b) or Roth 403(b) plan and under individual contracts, you generally hold all rights under the contract and may make elections for your accounts. However, pursuant to Treasury Department regulations that were generally effective on January 1, 2009, the exercise of certain of these rights may require the consent and approval of the plan sponsor or its delegate. See “FEDERAL Tax Considerations – Distributions – Eligibility – 403(b) and Roth 403(b) Plans.” See the Contract or your certificate (if applicable) to determine who holds rights under the Contract.

 

PRO.01107-26124  

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The Statement of Additional Information (“SAI”) includes additional information about the Contract and the Separate Account, and is incorporated by reference into this Prospectus. The SAI can be found online at https://vpx.broadridge.com/getcontract1.asp?doctype=sai&dtype=pros&cid=voyavpx&fid=NRVA00979 or is available without charge, upon request, by calling us toll-free at 1-800-584-6001 or by sending an email request to ProspectusRequests@voya.com. You also can request other information and make other inquiries by calling that toll-free number.

 

Reports and other information about the Variable Annuity Account C, and Voya Retirement Insurance and Annuity Company, are available on the Commission’s website at http://www.sec.gov. Copies of this information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov.

 

EDGAR Contract Identifiers: C000002961
  C000271710
PRO.01107-26125  

 PART B

INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION

 

 

VARIABLE ANNUITY ACCOUNT C

of

VOYA RETIREMENT INSURANCE AND ANNUITY COMPANY

 

Statement of Additional Information Dated May 1, 2026

  

MULTIPLE SPONSORED RETIREMENT OPTIONS

GROUP OR INDIVIDUAL DEFERRED FIXED AND VARIABLE ANNUITY CONTRACTS

 

Two classes of the Contract are issued:

 

This Statement of Additional Information (the “SAI”), is not a Prospectus and should be read in conjunction with the Prospectus dated May 1, 2026 for the Voya Retirement Insurance and Annuity Company Contracts referenced above. The Prospectus sets forth information that a prospective Investor ought to know before investing. You may obtain a free copy of the Prospectus, by either contacting Customer Service at Defined Contract Administration, P.O. Box 990063, Windsor, CT 06199-0063, 1-800-584-6001.

 

Read the Prospectus before you invest. Terms used in this SAI shall have the same meaning as in the Prospectus.

 

TABLE OF CONTENTS

 

  Page
GENERAL INFORMATION AND HISTORY 2
VARIABLE ANNUITY ACCOUNT C 2
SERVICES 3
MARKET VALUE ADJUSTMENT 4
PRINCIPAL UNDERWRITER 11
PERFORMANCE REPORTING 11
INCOME PHASE PAYMENTS 12
FINANCIAL STATEMENTS 13
  1 

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GENERAL INFORMATION AND HISTORY

 

The Company issues the Contracts described in the Prospectus and is responsible for providing the Contract’s insurance and annuity benefits. All guarantees and benefits provided under the Contract that are not related to the Separate Account are subject to the claims paying ability of the Company and our General Account. We are a stock life insurance company organized under the insurance laws of the State of Connecticut in 1976. Prior to January 1, 2002, the Company was known as Aetna Life Insurance and Annuity Company. From January 1, 2002, until August 31, 2014, the Company was known as ING Life Insurance and Annuity Company.

 

We are an indirect, wholly owned subsidiary of Voya Financial, Inc., (“Voya”), which until April 7, 2014, was known as ING U.S., Inc. In May, 2013, the common stock of Voya began trading on the New York Stock Exchange under the symbol “VOYA.”

 

The Company serves as the depositor for the Separate Account.

 

Other than the mortality and expense risk charge and administrative expense charge described in the Prospectus, all expenses incurred in the operations of the Separate Account are borne by the Company. However, the Company does receive compensation for certain administrative or distribution costs from the Funds or affiliates of the Funds used as funding options under the Contract. (See “CHARGES, FEES AND ADJUSTMENTS” in the Prospectus.)

 

The assets of the Separate Account are held by the Company. The Separate Account has no custodian. However, the Funds in whose shares the assets of the Separate Account are invested each have custodians, as discussed in their respective prospectuses.

 

From this point forward, the term “Contract(s)” refers only to those offered through the Prospectus.

 

VARIABLE ANNUITY ACCOUNT C

(THE “SEPARATE ACCOUNT”)

 

We established Variable Annuity Account C under Connecticut law in 1976 as a continuation of the separate account established in 1974 under Arkansas law by Aetna Variable Annuity Life Insurance Company. The Separate Account was established by the Company for the purpose of funding variable annuity contracts issued by the Company. It is registered with the Securities and Exchange Commission (“SEC”) as a unit investment trust under the 1940 Act, as amended. Although we hold title to the assets of Variable Annuity Account C, such assets are not chargeable with the liabilities of any other business that we conduct. Income, gains or losses, whether or not realized, of the Separate Account are credited to or charged against the assets of the Separate Account without regard to other income, gains or losses of the Company. All obligations arising under the Contracts are obligations of the Company. All guarantees and benefits provided under the Contracts that are not related to the Separate Account are subject to the claims paying ability of the Company and our General Account.

 

The Separate Account is divided into Subaccounts. Purchase Payments to accounts under the Contract may be allocated to one or more of the Subaccounts. Each Subaccount invests in the shares of only one of the Funds offered under the Contract. We may make additions to, deletions from or substitutions of available investment options as permitted by law and subject to the conditions of the Contract. The availability of the Funds is subject to applicable regulatory authorization. Not all Funds are available in all jurisdictions, under all Contracts or under all plans.

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SERVICES

 

The Agreement between the Oregon Education Association (the “OEA”) and the Company

 

The Company and the OEA have entered into an agreement in which the OEA agrees to endorse, and facilitate OEA members’ access to, the Company’s variable annuity (the “Agreement”).

 

Pursuant to the Agreement, the Company agrees:

To reimburse the OEA up to $4,000 per year for the expenses of an outside consultant hired by the OEA to review and monitor the competitiveness and performance of the Company’s variable annuity;
To develop and provide custom marketing materials and seminars, in addition to the normal and customary expenditures associated with the distribution and marketing of its products and services, to support OEA member education;
To develop a statewide program to educate the OEA’s membership about the Oregon PERS program by utilizing its established network of representatives across the State. While one goal of the registered representative’s efforts to educate the OEA’s membership about the Oregon PERS program is financial education, it is expected that the efforts of these representatives would result, indirectly, in additional enrollment in the Company’s variable annuity; and
To pay for the costs of meeting rooms and appropriate refreshments for financial seminars and other presentations that the Company conducts.

 

The Company may also from time to time contribute to the costs incurred by the OEA in sponsoring certain union and OEA Board member functions that Company personnel are permitted to attend, although the Agreement between the OEA and the Company does not obligate the Company to make any such payments. The Company’s payments for such functions have typically not exceeded $20,000 in recent years.

 

Third Party Compensation Arrangements

 

Please be aware that:

The Company may seek to promote itself and the Contracts by sponsoring or contributing to events sponsored by various associations, professional organizations and labor organizations;
The Company may make payments to associations and organizations, including labor organizations, which endorse or otherwise recommend the Contracts to their membership. If an endorsement is a factor in your contract purchasing decision, more information on the payment arrangement, if any, is available upon your request; and
At the direction of the Contract Holder, the Company may make payments to the Contract Holder, its representatives or third party service providers intended to defray or cover the costs of plan or program-related administration.

 

The OMNI Financial Group, Inc. (OMNI) is a third party administrator which has established a Preferred Provider Program (“P3”) and has recommended the Company for inclusion in the P3 program based upon the Company meeting or exceeding the established P3 qualifications and standards. For plans that utilize OMNI services and have enrolled in the P3 program, the Company pays OMNI $36 per year for each actively contributing participant to cover a share of the plan administration fees payable to OMNI.

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Experts

 

The statements of assets and liabilities of Variable Annuity Account C as  of December 31, 2025, and the related statements of operations and changes in net assets for the periods disclosed in the financial statements, and the consolidated financial statements of the Company as of December 31, 2025 and 2024, and for each of the three years in the period ended December 31, 2025, included in the SAI, have been audited by Ernst & Young LLP, independent registered public accounting firm, as set forth in their reports thereon appearing elsewhere herein, and are included in reliance upon such reports given on the authority of such firm as experts in accounting and auditing.

 

The primary business address of Ernst & Young LLP is 55 Ivan Allen Jr. Boulevard, Suite 1000, Atlanta, GA 30308.

  

MARKET VALUE ADJUSTMENT

 

As described in the Prospectus, we may apply a Market Value Adjustment when you withdraw or transfer Account Value from the Guaranteed Accumulation Account prior to the end of a Guaranteed Period.

 

There are two methods for calculating the MVA, and the method that applies to you will be set forth in your contract. You should check your contract to see which method of calculating the MVA applies to you.

 

Method One. For contracts that use Method One to calculate the MVA, the amount of the MVA depends on the relationship between:

The average corporate bond yield (US Treasury Rate plus spread over Treasury) of the month of deposit for the corresponding guaranteed term; and
The current corporate bond yield (US Treasury Rate plus spread over Treasury) at the time of withdrawal for a period equal to the remainder of the guaranteed term.

 

If the current corporate bond yield at the time of withdrawal is less than the average corporate bond yield of the month of deposit, the MVA will decrease the amount withdrawn from a guaranteed term to satisfy a transfer or withdrawal request (the MVA will be positive). If the current corporate bond yield at the time of withdrawal is greater than the average corporate bond yield of the month of deposit, the MVA will increase the amount withdrawn from a guaranteed term (the MVA will be negative).

 

Method Two. For contracts that do not use Method One to calculate the MVA, the amount of the MVA depends on the relationship between:

The deposit period yield of U.S. Treasury Notes that will mature in the last quarter of the guaranteed term; and
The current yield of such U.S. Treasury Notes at the time of withdrawal.

 

If the current yield is less than the deposit period yield, the MVA will decrease the amount withdrawn from a guaranteed term to satisfy a transfer or withdrawal request (the MVA will be positive). If the current yield is greater than the deposit period yield, the MVA will increase the amount withdrawn from a guaranteed term (the MVA will be negative).

 

Deposit Period Yield. We determine the deposit period yield used in the MVA calculation by considering interest rates prevailing during the deposit period of the guaranteed term from which the transfer or withdrawal will be made. First, we identify the Treasury Notes that mature in the last three months of the guaranteed term. Then, we determine their yield-to-maturity percentages for the last business day of each week in the deposit period. We then average the resulting percentages to determine the deposit period yield. Treasury Note information may be found each business day in publications such as the Wall Street Journal which publishes the yield-to-maturity percentages for all Treasury Notes as of the preceding business day.

 

Current Yield. We use the same Treasury Notes identified for the deposit period yield to determine the current yield—Treasury Notes that mature in the last three months of the guaranteed term. However, we use the yield-to-maturity percentages for the last business day of the week preceding the withdrawal and average those percentages to get the current yield.

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MVA Formulas

 

Method One. The mathematical formula used to determine the MVA using Method One is:

 

  {   }  x  
365
    (1 + a + i)  
  (1 + b + j)
 
           

 

Where:

a is the average of the US Treasury Rate in effect on the first four Fridays of the month of deposit for the corresponding guaranteed term;

b is the US Treasury Rate in effect on the withdrawal date (based on the previous Friday) for a period equal to the remainder of the guaranteed term;

i is the average of the spread over Treasury on the Barclays US Corporate Investment Grade Index (if unavailable a similar service will be utilized) in effect on the first four Fridays of the month of deposit for the corresponding guaranteed term;

j is the spread over Treasury on the Barclays US Corporate Investment Grade Index (if unavailable a similar service will be utilized) in effect on the withdrawal date (based on the previous Friday) for a period equal to the remainder of the guaranteed term; and

x is the number of days remaining, (computed from Wednesday of the week of withdrawal) in the guaranteed term.

 

Note that the Company may change the weekdays noted above, subject to the terms of your contract.

 

Method Two. The mathematical formula used to determine the MVA using Method Two is:

 

  {   }  x  
365
    (1 + i)  
  (1 + j)
 
           

 

Where:

i is the deposit period yield;

j is the current yield; and

x is the number of days remaining (computed from Wednesday of the week of withdrawal) in the guaranteed term.

  

We make an adjustment in the formula of the MVA to reflect the period of time remaining in the guaranteed term from the Wednesday of the week of a withdrawal.

 

Examples of Market Value Adjustment Calculations

 

The following are examples of market value adjustment ("MVA”) calculations using several hypothetical yields, applicable to contracts that use Method One to calculate the MVA. These examples do not include the effect of any fees other than an early withdrawal charge that may be assessed under the contract upon withdrawal.

 

EXAMPLE I

a is the average of the US Treasury Rate in effect on the first four Fridays of the month of deposit for the corresponding guaranteed term;

b is the US Treasury Rate in effect on the withdrawal date (based on the previous Friday) for a period equal to the remainder of the guaranteed term;

i is the average of the spread over Treasury on the Barclays US Corporate Investment Grade Index (if unavailable a similar service will be utilized) in effect on the first four Fridays of the month of deposit for the corresponding guaranteed term;

 5

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j is the spread over Treasury on the Barclays US Corporate Investment Grade Index (if unavailable a similar service will be utilized) in effect on the withdrawal date (based on the previous Friday) for a period equal to the remainder of the guaranteed term; and

x is the number of days remaining, (computed from Wednesday of the week of withdrawal) in the guaranteed term.

 

Note that the Company may change the weekdays noted above, subject to the terms of your contract.

 

Assumptions:

 

a = 4%
i = 1%
b = 5%
j = 1%
x

= 927

 

    {   }

  x  

365

 
    (1 + ai)  
MVA  = (1 + b + j)    
    {   }

927

365

 
    (1.05)  
MVA  = (1.06)

 

 

 
  = .9762  
                 

 

In this example, the average corporate bond yield of the month of deposit (a + i) of 5% is less than the current corporate bond yield at the time of withdrawal (b + j) of 6%; therefore, the MVA is less than one. The amount withdrawn from the guaranteed term is multiplied by this MVA.

 

If a withdrawal or transfer request of a specific dollar amount is requested, the amount received will be decreased to compensate for the negative MVA amount. In the event of multiple adjustments, the MVA is applied before other adjustments. For example, assume that you have $20,000 in Account Value and make a $2,000 withdrawal request from a Guaranteed Term. If a 5% early withdrawal charge applies in addition to the MVA, a withdrawal request for $2,000 would result in a $2,000 reduction in the guaranteed term but a $1,854.78 net payment before taxes (i.e., $2,000 x .9762 = $1,952.40 – (.05 x $1,952.40) = $1,854.78). Your Contract Value will be reduced by the gross amount of your withdrawal, in this example, $2,000, or 10%, while you will have received $1,854.78, or 9.27% of your Contract Value before the withdrawal.

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EXAMPLE II

a is the average of the US Treasury Rate in effect on the first four Fridays of the month of deposit for the corresponding guaranteed term;

b is the US Treasury Rate in effect on the withdrawal date (based on the previous Friday) for a period equal to the remainder of the guaranteed term;

i is the average of the spread over Treasury on the Barclays US Corporate Investment Grade Index (if unavailable a similar service will be utilized) in effect on the first four Fridays of the month of deposit for the corresponding guaranteed term;

j is the spread over Treasury on the Barclays US Corporate Investment Grade Index (if unavailable a similar service will be utilized) in effect on the withdrawal date (based on the previous Friday) for a period equal to the remainder of the guaranteed term; and

x is the number of days remaining, (computed from Wednesday of the week of withdrawal) in the guaranteed term.

 

Note that the Company may change the weekdays noted above, subject to the terms of your contract.

 

a = 4%  
i = 1%  
b = 3%  
j = 1%  
x = 927  

 

    {   }

  x  

365

 
    (1 + ai)  
MVA  = (1 + b + j)    
    {   }

927

365

 
    (1.05)  
MVA  = (1.04)

 

 

 
  = 1.0246        

 

 

In this example, the average corporate bond yield of the month of deposit (a + i) of 5% is greater than the current corporate bond yield at the time of withdrawal (b + j) of 4%; therefore, the MVA is greater than one. The amount withdrawn from the guaranteed term is multiplied by this MVA.

 

If a withdrawal or transfer request of a specific dollar amount is requested, the amount withdrawn will be increased to reflect the positive MVA amount. In the event of multiple adjustments, the MVA is applied before other adjustments.. For example, assume that you have $20,000 in Account Value and make a $2,000 withdrawal request from a Guaranteed Term. If a 5% early withdrawal charge applies in addition to the MVA, a withdrawal request for $2,000 would result in a $2,000 reduction in the guaranteed term but a $1,946.74 net payment before taxes (i.e., $2,000 x 1.0246 = $2,049.20 – (.05 x $2,049.20) = $1,946.74). Your Contract Value will be reduced by the gross amount of your withdrawal, in this example, $2,000, or 10%, while you will have received $1,946.74, or 9.73% of your Contract Value before the withdrawal.

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The following are examples of market value adjustment ("MVA") calculations using several hypothetical deposit period yields and current yields, applicable to contracts that use Method Two to calculate the MVA. These examples do not include the effect of any fees other than an early withdrawal charge that may be assessed under the contract upon withdrawal.

 

EXAMPLE I

 

i, the deposit period yield, is 5%
j, the current yield, is 6%
x, the number of days remaining (computed from Wednesday of the week of withdrawal) in the guaranteed term, is 927.

 

    {   }

  x  

365

 
    (1 + i)    
MVA  = (1 + j)    
         
    {   }

927

365

 
    (1.05)    
MVA  = (1.06)    
         
  = .9762
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EXAMPLE II

 

Assumptions:

 

i, the deposit period yield, is 5%
j, the current yield, is 4%
x, the number of days remaining (computed from Wednesday of the week of withdrawal) in the guaranteed term, is 927.

 

    {   }

  x  

365

 
    (1 + i)    
MVA  = (1 + j)    
         
    {   }

927

365

 
    (1.05)    
MVA  = (1.04)    
         
  = 1.0246

  

In this example, the deposit period yield of 5% is greater than the current yield of 4%; therefore, the MVA is greater than one. The amount withdrawn from the guaranteed term is multiplied by this MVA.

 

If a withdrawal or transfer request of a specific dollar amount is requested, the amount withdrawn will be increased to reflect the positive MVA amount. In the event of multiple adjustments, the MVA is applied before other adjustments.. For example, assume that you have $20,000 in Account Value and make a $2,000 withdrawal request from a Guaranteed Term. If a 5% early withdrawal charge applies in addition to the MVA, a withdrawal request for $2,000 would result in a $2,000 reduction in the guaranteed term but a $1,946.74 net payment before taxes (i.e., $2,000 x 1.0246 = $2,049.20 – (.05 x $2,049.20) = $1,946.74).Your Contract Value will be reduced by the gross amount of your withdrawal, in this example, $2,000, or 10%, while you will have received $1,946.74, or 9.73% of your Contract Value before the withdrawal.

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Examples of Market Value Adjustment at Various Yields

 

The following hypothetical examples show the market value adjustment (“MVA”) at time of withdrawal for various times remaining in the guaranteed term, based on:

 

Table A illustrates the application of the MVA based on an average corporate bond yield or deposit period yield of the month of deposit of 6%; Table B illustrates the application of the MVA based on an average corporate bond yield or deposit period yield of the month of deposit of 5%. The MVA will have either a positive or negative influence on the amount withdrawn from or remaining in a guaranteed term. Also, the amount of the MVA generally decreases as the end of the guaranteed term approaches.

 

TABLE A: Average Corporate Bond Yield or Deposit Period Yield of the Month of Deposit of 6%

 

 

 

 

Current Corporate Bond Yield or Current Yield at Time of

Change in Average Corporate Bond Yield or Deposit Period Yield of the Month

 

 

 

Time Remaining to

Maturity of Guaranteed Term

Withdrawal of Deposit 8 Years 6 Years 4 Years 2 Years 1 Year 3 Months
9% +3% 80.0% 84.6% 89.4% 94.6% 97.2% 99.3%
8% +2% 86.1% 89.4% 92.8% 96.3% 98.1% 99.5%
7% +1% 92.8% 94.5% 96.3% 98.1% 99.1% 99.8%
6% 0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0%
4% -2% 116.5% 112.1% 107.9% 103.9% 101.9% 100.5%
3% -3% 125.8% 118.8% 112.2% 105.9% 102.9% 100.7%
2% -4% 136.0% 126.0% 116.6% 108.0% 103.9% 101.0%
1% -5% 147.2% 133.6% 121.3% 110.1% 105.0% 101.2%

 

TABLE B: Average Corporate Bond Yield or Deposit Period Yield of the Month of Deposit of 5%

 

 

 

 

Current Corporate Bond Yield or Current Yield at Time of

Change in Average Corporate Bond Yield or Deposit Period Yield of the Month

 

 

 

Time Remaining to

Maturity of Guaranteed Term

Withdrawal of Deposit 8 Years 6 Years 4 Years 2 Years 1 Year 3 Months
9% +4% 74.1% 79.9% 86.1% 92.8% 96.3% 99.1%
8% +3% 79.8% 84.4% 89.3% 94.5% 97.2% 99.3%
7% +2% 86.0% 89.3% 92.7% 96.3% 98.1% 99.5%
6% +1% 92.7% 94.5% 96.3% 98.1% 99.1% 99.8%
4% -1% 108.0% 105.9% 103.9% 101.9% 101.0% 100.2%
3% -2% 116.6% 112.2% 108.0% 103.9% 101.9% 100.5%
2% -3% 126.1% 119.0% 112.3% 106.0% 102.9% 100.7%
1% -4% 136.4% 126.2% 116.8% 108.1% 104.0% 101.0%
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PRINCIPAL UNDERWRITER

 

The Company’s subsidiary, Voya Financial Partners, LLC, serves as the principal underwriter for Contracts. Voya Financial Partners, LLC, a Delaware limited liability company, is registered as a broker-dealer with the SEC. Voya Financial Partners, LLC is also a member of the Financial Industry Regulatory Authority and the Securities Investor Protection Corporation. Voya Financial Partners, LLC’s principal office is located at One Orange Way, Windsor, CT 06095-4774. The Contract is distributed through life insurance agents licensed to sell variable annuities who are registered representatives of Voya Financial Partners, LLC or of other registered broker-dealers who have entered into sales arrangements with Voya Financial Partners, LLC. The offering of the Contracts is continuous. A description of the manner in which the contract is are purchased may be found in the Prospectus under the section titled “CONTRACT PURCHASE AND PARTICIPATION.”

 

Compensation paid to the principal underwriter, Voya Financial Partners, LLC, for the years ending December 31, 2025, 2024 and 2023 amounted to $67,209,367.36, $66,281,426.30, and $64,233,435.52, respectively. These amounts reflect compensation paid to Voya Financial Partners, LLC attributable to regulatory and operating expenses associated with the distribution of all registered variable annuity products issued by Variable Annuity Account C of the Company.

  

PERFORMANCE REPORTING

 

We may advertise different types of historical performance for the Subaccounts including:

Standardized average annual total returns; and
Non-standardized average annual total returns.

 

We may also advertise certain ratings, rankings or other information related to the Company, the Subaccounts or the Funds.

  

Standardized Average Annual Total Returns

 

We calculate standardized average annual total returns according to a formula prescribed by the SEC. This shows the percentage return applicable to $1,000 invested in the Subaccounts over the most recent month-end, one, five and ten-year periods. If the investment option was not available for the full period, we give a history from the date money was first received in that option under the Separate Account or from the date the Fund was first available under the Separate Account. As an alternative to providing the most recent month-end performance, we may provide a phone number, website or both where these returns may be obtained.

 

We include all recurring charges during each period (e.g., mortality and expense risk charges, annual maintenance fees, administrative expense charges, if any, and any applicable early withdrawal charges).

 

Non-Standardized Average Annual Total Returns

 

We calculate non-standardized average annual total returns in a similar manner as that stated above, except we may include returns that do not reflect the deduction of any applicable early withdrawal charge. Some non-standardized returns may also exclude the effect of an annual maintenance fee. If we reflected these charges in the calculation, they would decrease the level of performance reflected by the calculation. Non-standardized returns may also include performance from the Fund’s inception date, if that date is earlier than the one we use for standardized returns.

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INCOME PHASE PAYMENTS

 

When you begin receiving payments under the Contract during the Income Phase (see “INCOME PHASE” in the Prospectus), the value of your account is determined using Accumulation Unit Values as of the tenth valuation before the first Income Phase payment is due. Such value (less any applicable premium tax charge) is applied to provide Income Phase payments to you in accordance with the payment option and investment options elected.

 

The annuity option tables found in the Contract show, for each option, the amount of the first Income Phase payment for each $1,000 of value applied. When you select variable income payments, your Account Value purchases Annuity Units (“Annuity Units”) of the Separate Account Subaccounts corresponding to the Funds you select. The number of Annuity Units purchased is based on your Account Value and the value of each Annuity Unit on the day the Annuity Units are purchased. Thereafter, variable payments fluctuate as the Annuity Unit value(s) fluctuates with the investment experience of the selected investment option(s). The first Income Phase payment and subsequent Income Phase payments also vary in relation to the assumed net investment rate selected (3.5% or 5% per annum). Selection of a 5% rate causes a higher first Income Phase payment, but Income Phase payments will increase thereafter only to the extent that the net investment rate increases by more than 5% on an annual basis.

 

Income Phase payments would decline if the rate failed to increase by 5%. Use of the 3.5% assumed rate causes a lower first Income Phase payment, but subsequent Income Phase payments would increase more rapidly or decline more slowly as changes occur in the net investment rate.

 

When the Income Phase begins, the Annuitant is credited with a fixed number of Annuity Units (which does not change thereafter) in each of the designated investment options. This number is calculated by dividing (a) by (b), where (a) is the amount of the first Income Phase payment based upon a particular investment option, and (b) is the then current Annuity Unit value for that investment option. As noted, Annuity Unit values fluctuate from one valuation to the next (see “THE CONTRACT - The Account Value” in the Prospectus); such fluctuations reflect changes in the net investment factor for the appropriate Subaccount(s) (with a ten day valuation lag which gives the Company time to process payments) and a mathematical adjustment which offsets the assumed net investment rate of 3.5% or 5% per annum.

 

The operation of all these factors can be illustrated by the following hypothetical example. These procedures will be performed separately for the investment options selected during the Income Phase.

 

Example:

 

Assume that, at the date Income Phase payments are to begin, there are 3,000 Accumulation Units credited under a particular Contract or account and that the value of an Accumulation Unit for the 10th valuation prior to retirement was $13.650000. This produces a total value of $40,950.

 

Assume also that no premium tax charge is payable and that the annuity option table in the Contract provides, for the Income Phase payment option elected, a first monthly variable Income Phase payment of $6.68 per $1000 of value applied; the Annuitant’s first monthly Income Phase payment would thus be 40.950 multiplied by $6.68, or $273.55.

 

Assume then that the value of an Annuity Unit upon the valuation on which the first Income Phase payment was due was $13.400000. When this value is divided into the first monthly Income Phase payment, the number of Annuity Units is determined to be 20.414. The value of this number of Annuity Units will be paid in each subsequent month.

 

Suppose there were 30 days between the initial and second payment valuation dates. If the net investment factor with respect to the appropriate Subaccount is 1.0032737 as of the tenth valuation preceding the due date of the second monthly Income Phase payment, multiplying this factor by .9972079* = .9999058^30 (to take into account 30 days of the assumed net investment rate of 3.5% per annum built into the number of Annuity Units determined above) produces a result of 1.000442. This is then multiplied by the Annuity Unit value for the prior valuation ($13.400000 from above) to produce an Annuity Unit value of $13.405928 for the valuation occurring when the second Income Phase payment is due.

 

 

*If an assumed net investment rate of 5% is elected, the appropriate factor to take into account such assumed rate would be .9959968 = .9998663^30.
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The second monthly Income Phase payment is then determined by multiplying the number of Annuity Units by the current Annuity Unit value, or 20.414 times $13.405928, which produces a payment of $273.67.

  

FINANCIAL STATEMENTS

 

 

The financial statements of Variable Annuity Account C of Voya Retirement Insurance and Annuity Company filed on Form N-VPFS and Voya Retirement Insurance and Annuity Company in the Company’s Annual Report on Form 10-K are incorporated by reference in this Statement of Additional Information, as follows:

 

 Financial Statements of Variable Annuity Account C of Voya Retirement Insurance and Annuity Company:
Report of Independent Registered Public Accounting Firm
Statements of Assets and Liabilities as of December 31, 2025
Statements of Operations for the year ended December 31, 2025
Statements of Changes in Net Assets for the years ended December 31, 2025 and 2024
Notes to Financial Statements
   
Consolidated Financial Statements of Voya Retirement Insurance and Annuity Company:
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets as of December 31, 2025 and 2024
Consolidated Statements of Operations for the years ended December 31, 2025, 2024 and 2023
Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024 and 2023
Consolidated Statements of Changes in Shareholder’s Equity for the years ended December 31, 2025, 2024 and 2023
Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023

 

Notes to Consolidated Financial Statements

Such financial statements have been audited by Ernst & Young LLP, an independent registered public accounting firm. The primary business address of Ernst & Young LLP is 55 Ivan Allen Jr. Boulevard, Suite 1000, Atlanta, GA 30308.

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PART C

OTHER INFORMATION

 

Item 27. Exhibits

 

(a)   Resolution establishing Variable Annuity Account C Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75986), as filed on April 22, 1996.
  (1)

Certificate of Resolution Authorizing Signature by Power of Attorney ● Incorporated by reference to Post-Effective Amendment No. 5 to the Registration Statement on Form N-4 (File No. 033-75986), as filed on April 12, 1996.

Underwriting Agreement dated November 17, 2006 between Aetna Life Insurance and Annuity Company and ING Financial Advisers, LLC Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement on Form N-4 (File No. 033-75996), as filed on December 20, 2006.

Confirmation of Underwriting Agreement Incorporated by reference to Registration Statement on Form S-1 (File No. 333-133158), as filed on April 10, 2006.

(b)   Not applicable
(c) (1) Standard Form of Broker-Dealer Agreement Incorporated by reference to Post-Effective Amendment No. 32 to Registration Statement on Form N-4 (File No. 033-81216), as filed on April 11, 2006.
  (2) Underwriting Agreement dated November 20, 2006 between ING Life Insurance and Annuity Company and ING Financial Advisers, LLC Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement on Form N-4 (File No. 033-75996), as filed on December 20, 2006.
  (3) Underwriting Agreement dated November 17, 2006 between Aetna Life Insurance and Annuity Company and ING Financial Advisers, LLC Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement on Form N-4 (File No. 033-75996), as filed on December 20, 2006.
  (4) Confirmation of Underwriting Agreement Incorporated by reference to Registration Statement on Form S-1 (File No. 333-133158), as filed on April 10, 2006.
(d) (1) Group Combination Annuity Contract (Nonparticipating) (A001RP95) Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (2) Group Combination Annuity Certificate (Nonparticipating) (A007RC95) Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (3) Group Combination Annuity Contract (Nonparticipating) (A020RV95) Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (4) Group Combination Annuity Certificate (Nonparticipating) (A027RV95) Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (5) Variable Annuity Contract (G-CDA-IA(RP)) Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement on Form N-4 (File No. 033-75986), as filed on April 12, 1996.
  (6) Variable Annuity Contract (G-CDA-IA(RPM/XC)) Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement on Form N-4 (File No. 033-75986), as filed on April 12, 1996.
  (7) Variable Annuity Contract (G-CDA-IB(ATORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
 

 

  (8) Variable Annuity Contract (G-CDA-95(TORP)) and Contract Certificate (GTCC-95(TORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
  (9) Variable Annuity Contract (G-CDA-IB(AORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
  (10) Variable Annuity Contract (G-CDA-95(ORP)) and Contract Certificate (GTCC-95(ORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
  (11) Variable Annuity Contract (G-CDA-HD) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75982), as filed on April 22, 1996.
  (12) Variable Annuity Contract (G-CDA-96(TORP)) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-91846), as filed on August 6, 1996.
  (13) Variable Annuity Contract (GIT-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
  (14) Variable Annuity Contract (GLIT-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
  (15) Variable Annuity Contract (GST-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
  (16) Variable Annuity Contract (I-CDA-HD) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
  (17) Variable Annuity Contract Certificate (GTCC-HF) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75980), as filed on February 12, 1997.
  (18) Variable Annuity Contract (GID-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75982), as filed on February 20, 1997.
  (19) Variable Annuity Contract (GLID-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75982), as filed on February 20, 1997.
  (20) Variable Annuity Contract (GSD-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75982), as filed on February 20, 1997.
  (21) Variable Annuity Contract (I-CDA-98(ORP)) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (22) Variable Annuity Contract (IA-CDA-IA) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (23) Variable Annuity Contract (G-CDA-HF) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (24) Variable Annuity Contract Certificate (GTCC-IA(RP)) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 4, 1999.
  (25) Variable Annuity Contract Certificate (GTCC-HD) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 4, 1999.
 

 

  (26) Variable Annuity Contract (G-CDA(12/99)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (27) Variable Annuity Contract Certificate (C-CDA-99(NY)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (28) Variable Annuity Contract Certificate (GDCC-HF) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (29) Variable Annuity Contract Certificate (GDCC-HD) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (30) Variable Annuity Contract (G-CDA-99(NY)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (31) Variable Annuity Contract Certificate (C-CDA(12/99)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (32) Variable Annuity Contract (G-CDA-HD(XC)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (33) Variable Annuity Contract Certificate (GDCC-HO) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (34) Variable Annuity Contract Certificate (GDCC-HD(XC)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (35) Variable Annuity Contract Certificate (GTCC-HD(XC)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (36) Variable Annuity Contract Certificate (GTCC-HO) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (37) Variable Annuity Contract Certificate (GTCC-96(ORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (38) Variable Annuity Contract (G-CDA-96(ORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (39) Variable Annuity Contract Certificate (GTCC-96(TORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (40) Variable Annuity Contract Certificate (GTCC-IB(ATORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (41) Variable Annuity Contract Certificate (GTCC-IB(AORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (42) Appendix A (Variable Provisions in Group Annuity Contract G-CDA(12/99) and Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
  (43) Statement of Variability to Contract G-CDA(12/99) and Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
 

 

  (44) Endorsement for Exchanged Contract (EINRP95) to Contract A001RP95 Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (45) Endorsement for Exchanged Contract (EINRV95) to Contract A020RV95 Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (46) Endorsement (E3KSDC96) to Variable Annuity Contract GLID-CDA-HO Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 033-88720), as filed on April 22, 1996.
  (47) Endorsement (EMETHO96) to Variable Annuity Contract GLID-CDA-HO Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-88720), as filed on June 28, 1996.
  (48) Endorsement (ENEMHF96) to Variable Annuity Contract G-CDA-HF Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-88720), as filed on June 28, 1996.
  (49) Endorsement (E1OMNI97) to Contract A001RP95 Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 26, 1997.
  (50) Endorsement (E2OMNI97) to Contract A001RP95 Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 26, 1997.
  (51) Endorsement (E1FXPL97) to Contract A001RP95 Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 26, 1997.
  (52) Endorsement (E2ME96) to Variable Annuity Contract GLID-CDA-HO Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement on Form N-4 (File No. 033-88720), as filed on February 21, 1997.
  (53) Endorsement (EIHDIASDO(97)) to Contracts I-CDA-HD and IA-CDA-IA Incorporated by reference to Post-Effective Amendment No. 13 to Registration Statement on Form N-4 (File No. 033-75964), as filed on April 11, 1997.
  (54) Endorsement (EHOSDO(97)) to Contracts GIT-CDA-HO, GLIT-CDA-HO and GST-CDA-HO Incorporated by reference to Post-Effective Amendment No. 13 to Registration Statement on Form N-4 (File No. 033-75964), as filed on April 11, 1997.
  (55) Endorsement (EHOTABLE97) to Contracts GIT-CDA-HO, GLIT-CDA-HO and GST-CDA-HO Incorporated by reference to Post-Effective Amendment No. 13 to Registration Statement on Form N-4 (File No. 033-75964), as filed on April 11, 1997.
  (56) Endorsement (EI403-GI-98) to Contracts IA-CDA-IA and I-CDA-HD Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (57) Endorsement (EINRV98) to Contract A020RV95 Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (58) Endorsement (EINRP98) to Contract A001RP95 Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (59) Endorsement (E3FXPL97) to Contracts A001RP95 and A020RV95 Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (60) Endorsement (EINRP97) to Contract A001RP95 Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (61) Endorsement (EINRV97) to Contract A020RV95 Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
 

 

  (62) Endorsement (E1PAY97) to Contracts A001RP95 and A020RV95 Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (63) Endorsement (EFUND97) to Contracts GID-CDA-HO, GLID-CDA-HO, GSD-CDA-HO, and GST-CDA-HO Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (64) Endorsement (EGHDHFRPSDO97) to Contracts G-CDA-HF, G-CDA-HD and G-CDA-IA(RP) Incorporated by reference to Post-Effective Amendment No. 13 to Registration Statement on Form N-4 (File No. 033-75986), as filed on April 11, 1997.
  (65) Endorsement (E4OMNI98) to Contracts A001RP95 and A020RV95 Incorporated by reference to Post-Effective Amendment No. 9 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 7, 1998.
  (66) Endorsement (E98-G-CDA-HF/HD) to Contracts G-CDA-HF and G-CDA-HD and Contract Certificates GTCC-HD and GTCC-HF Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 033-75982), as filed on April 13, 1998.
  (67) Endorsement (E98-CDA-HO) to Contracts GLID-CDA-HO, GID-CDA-HO and GSD-CDA-HO Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 033-75982), as filed on April 13, 1998.
  (68) Endorsement (EG403-GIE-98) to Contracts G-CDA-HF, G-CDA-HD, G-CDA-IA(RP), A001RP95, A020RV95 and Contract Certificates GTCC-HF, GTCC-HD, GTCC-IA(RP), A007RC95 and A027RV95 Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement on Form N-4 (File No. 333-01107), as filed on September 10, 1998.
  (69) Endorsement (EG403-GIHC-98) to Contracts G-CDA-IA(RP), A001RP95 and A020RV95 and Contract Certificates GTCC-IA(RP), A007RC95 and A027RV95 Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement on Form N-4 (File No. 333-01107), as filed on September 10, 1998.
  (70) Endorsement (EG403-GI-98) to Contract G-CDA-HF and Contract Certificate GTCC-HF Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 033-75962), as filed on September 15, 1998.
  (71) Endorsement (E-MMGDB-99(NY)) to Contract G-CDA-99(NY) and Contract Certificate C-CDA-99(NY) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (72) Endorsement (E-MMLOAN-99(NY)) to Contract G-CDA-99(NY) and Contract Certificate C-CDA-99(NY) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (73) Endorsement (E-MMLOAN(12/99)) to Contract G-CDA(12/99) and Contract Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (74) Endorsement (E-MMFPEX-99R) to Contract G-CDA(12/99) and Contract Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (75) Endorsement (E-MMGDB(12/99)) to Contract G-CDA(12/99) and Contract Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (76) Endorsement (E-MMLSWC(12/99)) to Contract G-CDA(12/99) and Contract Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (77) Endorsement (E-MMTC(12/99)) to Contract G-CDA(12/99) and Contract Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (78) Endorsement E457b-C-01 to Contract G-CDA(12/99) and Contract Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement on Form N-4 (File No. 333-01107), as filed on November 14, 2001.
 

 

  (79) Endorsement E457b-T-01 to Contract G-CDA(12/99) and Contract Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement on Form N-4 (File No. 333-01107), as filed on November 14, 2001.
  (80) Endorsement EEGTRRA-HEG(01) to Contracts GST-CDA-HO, GLIT-CDA-HO, GIT-CDA-HO, GSD-CDA-HO, GLID-CDA-HO, GID-CDA-HO, G-CDA-HD, G-CDA-HF, G-CDA-IA(RP), G-CDA-IB(AORP), G-CDA-IB(ORP), G-CDA-IB(ATORP), G-CDA-IB(TORP), G-CDA-96(TORP), G-CDA-96(ORP), G-CDA(12/99), A001RP95, A020RV95, IA-CDA-IA, I-CDA-HD and I-CDA-98(ORP) and Contract Certificates GTCC-HO, GDCC-HO, GTCC-HD, GDCC-HD, GTCC-HF, GDCC-HF, GTCC-IA(RP), GTCC-IB(AORP), GTCC-IB(AORP), GTCC-IB(ATORP), GTCC-96(TORP), GTCC-96(ORP), C-CDA(12/99), A007RC95 and A027RV95 Incorporated by reference to Post-Effective Amendment No. 22 to Registration Statement on Form N-4 (File No. 033-81216), as filed on February 15, 2002.
  (81) Variable Annuity Contract (G-CDA-01(NY)) Incorporated by reference to Post-Effective Amendment No. 30 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2002.
  (82) Variable Annuity Contract Certificate (C-CDA-01(NY)) Incorporated by reference to Post-Effective Amendment No. 30 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2002.
  (83) Appendix A (Variable Provisions in Group Annuity Contract G-CDA-01(NY)) and Certificate C-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 30 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2002.
  (84) Statement of Variability to Contract G-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 30 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2002.
  (85) Endorsement (E-MMLOAN-01(NY)) to Contract G-CDA-01(NY) and Certificate C-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 30 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2002.
  (86) Endorsement (EMMCC-01) to Contract G-CDA-01(NY) and Certificate C-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 30 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2002.
  (87) Endorsement E-TRS-02 to Contracts GLIT-CDA-HO, GIT-CDA-HO, G-CDA-HD and G-CDA-HF Incorporated by reference to Post-Effective Amendment No. 33 to Registration Statement on Form N-4 (File No. 333-01107), as filed on August 29, 2002.
  (88) Endorsement E-LOANA(01/02) to Contracts GST-CDA-HO, GLIT-CDA-HO, GIT-CDA-HO, G-CDA-HD, G-CDA-HF, G-CDA-IA(RP), G-CDA-96(TORP), G-CDA-96(ORP), G-CDA(12/99), A001RP95, A020RV95, IA-CDA-IA, I-CDA-HD and I-CDA-98(ORP) and Contract Certificates GTCC-HO, GTCC-HD, GTCC-HF, GTCC-IA(RP), GTCC-96(TORP), GTCC-96(ORP), C-CDA(12/99), A007RC95 and A027RV95 Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
  (89) Endorsement EMM(NY)457b-02 to Contract G-CDA-01(NY) and Certificate C-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
  (90) Endorsement EMMCC-00 to Contract G-CDA(12/99) and Certificate C-CDA (12/99) Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
  (91) Endorsement (E1FXPY97) to Contract A001RP95 Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
  (92) Endorsement EMM-OCPL-02 to Contract G-CDA(12/99) and Certificate C-CDA (12/99) Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
 

 

  (93) Endorsement E-OCPL-02 to Contracts G-CDA-HF, G-CDA-HD, GID-CDA-HO, GLID-CDA-HO and GSD-CDA-HO Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
  (94) Endorsement EGITHDHF-02R to Contracts G-CDA-HF, G-CDA-HD, GIT-CDA-HO Incorporated by reference to Post-Effective Amendment No. 37 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2004.
  (95) Roth Endorsement – E-R403B-05 Incorporated by reference to Post-Effective Amendment No. 43 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2006.
  (96) Roth Endorsement - E-R401K-06 Incorporated by reference to Post-Effective Amendment No. 43 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 14, 2006.
  (97) Endorsement (E-MMGDB-01(NY)) to Contract G-CDA-01(NY) and Certificate C-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 45 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 13, 2007.
  (98) Endorsement EMFWV-05 to Contracts GLIT-CDA-HO, GIT-CDA-HO, G-CDA-HD and G-CDA-HF and Certificates GTCC-HO, GTCC-HD and GTCC-HF Incorporated by reference to Post-Effective Amendment No. 45 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 16, 2007.
  (99) Endorsement E-SDO-06 to Contracts G-CDA-HD, G,CDA-HF, GSD-CDA-HO, GLID-CDA-HO and GID-CDA-HO Incorporated by reference to Post-Effective Amendment No. 45 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 16, 2007.
  (100) Endorsement E-TPA-08 Contract G-CDA (12/99) and Certificate C-CDA (12/99) Incorporated by reference to Post-Effective Amendment No. 54 to Registration Statement on Form N-4 (File No. 333-01107), as filed on November 18, 2008.
  (101) Endorsement E-403bR-09 to Contracts A020RV95, G-CDA(12/99), G-CDA-99(NY), G-CDA-IA(RPM/XC), G-CDA-HD, G-CDA-HD(XC), GST-CDA-HO, I-CDA-HD, G-CDA-IB(ATORP), G-CDA-95(TORP), IA-CDA-IA, GIT-CDA-HO, GLIT-CDA-HO and G-CDA-01(NY) and Certificates A007RC95, C-CDA(12/99), C-CDA-99(NY), GTCC-IA(RP), GTCC-HF, GTCC-HD, GTCC-HD(XC), GTCC-HO, GTCC-96(TORP), GTCC-IB(ATORP), GTCC-95(TORP) and C-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 55 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 15, 2009.
  (102) Endorsement E-403bTERM-08 to Contracts A020RV95, G-CDA(12/99), G-CDA-99(NY), G-CDA-IA(RPM/XC), G-CDA-HD, G-CDA-HD(XC), GST-CDA-HO, I-CDA-HD, G-CDA-IB(ATORP), G-CDA-95(TORP), IA-CDA-IA, GIT-CDA-HO, GLIT-CDA-HO and G-CDA-01(NY) and Certificates A007RC95, C-CDA(12/99), C-CDA-99(NY), GTCC-IA(RP), GTCC-HF, GTCC-HD, GTCC-HD(XC), GTCC-HO, GTCC-96(TORP), GTCC-IB(ATORP), GTCC-95(TORP) and C-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 55 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 15, 2009.
  (103) Endorsement E-RO457-11 to Contracts G-CDA (12/99), GLID-CDA-HO, GSD-CDA-HO, G-CDA-HD and G-CDA-HF and Contract Certificate C-CDA (12/99) Incorporated by reference to Post-Effective Amendment No. 13 to Registration Statement on Form N-4 (File No. 333-105479), as filed on April 6, 2011.
  (104) Endorsement E-LIF-10(XC) to Contract G-CDA(12/99) and Contract Certificate C-CDA(12/99) Incorporated by reference to Post-Effective Amendment No. 59 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 15, 2011.
  (105) Endorsement E-DOMA-10 to Contracts G-CDA-99(NY) and G-CDA-01(NY) and Certificates C-CDA-99(NY) and C–CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 59 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 15, 2011.
 

 

 

  (106) Endorsement E-FA2(CT)-13 to Contract GLID-CDA-HO Incorporated by reference to Post-Effective Amendment No. 63 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 9, 2014.
  (107) Endorsement E-USWD-13 to Contracts G-CDA-99(NY) and G-CDA-01(NY) and Certificates C-CDA-99(NY) and C-CDA-01(NY) Incorporated by reference to Post-Effective Amendment No. 63 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 9, 2014.
  (108) Endorsement EVNMCHG (09/14) to Contracts I-CDA-98(ORP), G-CDA(12/99), G-CDA-96(TORP), G-CDA-96(ORP), A001RP95, A020RV95, G-CDA-IA(RP), G-CDA-HF, GST-CDA-HO, GSD-CDA-HO, GID-CDA-HO, GLIT-CDA-HO, GIT-CDA-HO, GLID-CDA-HO and G-CDA-HD and Certificates A027RV95, C-CDA(12/99), GTCC-96(TORP), GTCC-96(ORP),GTCC-IA (RP) and GTCC-HF Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (109) Endorsement E-403bR-09 (refiling under VRIAC) to Contracts G-CDA-99(NY), G-CDA-IA(RPM/XC), G-CDA-HD(XC), GIT-CDA-HO and GLIT-CDA-HO and Certificates C-CDA-99(NY), GTCC-HD(XC), GTCC-IA(RPM/XC) and GTCC-HO Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (110) Endorsement E-403bTERM-08 (refiling under VRIAC) to Contracts G-CDA-99(NY), G-CDA-IA(RPM/XC), G-CDA-HD(XC), GIT-CDA-HO and GLIT-CDA-HO and Certificates C-CDA-99(NY), GTCC-HD(XC), GTCC-IA(RPM/XC) and GTCC-HO Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (111) Endorsement E-RO457-11 (refiling under VRIAC) to Contracts GLID-CDA-HO and GSD-CDA-HO Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (112) Endorsement EEGTRRA-HEG(01) to Contracts GLIT-CDA-HO, GIT-CDA-HO, GLID-CDA-HO and GID-CDA-HO, and Contract Certificates GTCC-HO, GTCC-HO(X) and GDCC-HO Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (113) Participant Roth Account Endorsement E-R401K-15(NY-MMI) Incorporated by reference to Post-Effective Amendment No. 66 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 11, 2016.
  (114) Participant Roth Account Endorsement E-R403B-15(NY-MMI) Incorporated by reference to Post-Effective Amendment No. 66 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 11, 2016.
  (115) Certificate of Group Annuity Coverage C-CDA-15(NY-MMI) Incorporated by reference to Post-Effective Amendment No. 66 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 11, 2016.
  (116) Endorsement for new participants E-DCINT-15 to Contracts G-CDA-HF, GID-CDA-HO, GLID-CDA-HO and G-CDA-HD and Certificate GTCC-HF Incorporated by reference to Post-Effective Amendment No. 68 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 4, 2020.
  (117) Endorsement for new participants E-TDAINT-15 to Contracts G-CDA-IA(RP), G-CDA-HF, GIT-CDA-HO, GLIT-CDA-HO and G-CDA-HD and Certificates GTCC-IA(RP) and GTCC-HF Incorporated by reference to Post-Effective Amendment No. 68 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 4, 2020.
  (118) Endorsement E-GMIRCORP-16 to Contracts G-CDA-HF and G-CDA-HD Incorporated by reference to Post-Effective Amendment No. 68 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 4, 2020.
 

 

  (119) Endorsement E-GMIRMM-17 to Contracts G-CDA(12/99), G-CDA-96(ORP), G-CDA-96(TORP), A001RP95, G-CDA-IA(RP), G-CDA-HF, G-CDA-HD, GID-CDA-HO and GLID-CDA-HO and Certificates C-CDA(12/99), GTCC-96(ORP), GTCC-96(TORP), A007RC95, GTCC-IA(RP) and GTCC-HF Incorporated by reference to Post-Effective Amendment No. 69 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 4, 2018.
  (120) Endorsement E-DCSECURE-20 Incorporated by reference to Post-Effective Amendment No. 73 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 5, 2021.
  (121) Endorsement E-IRASECURE-20 Incorporated by reference to Post-Effective Amendment No. 73 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 5, 2021.
  (122) Endorsement E-MMLOAN-21 Incorporated by reference to Post-Effective Amendment No. 74 to Registration Statement on Form N-4 (File No. 333-01107), as filed on October 25, 2021.
  (123) Variable Annuity Contract Schedule I (A001RP95(1/98)) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (124) Variable Annuity Contract Schedule I (A020RV95(1/98)) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (125) Certificate C-CDAHDXC-19(NY) to contract G-CDA-HD(XC)   Incorporated by reference to Post-Effective Amendment No. 78 to Registration Statement on Form N-4 (File No. 033-01107), as filed on April 10, 2023.
  (126) Certificate C-RPMXC-21(NY to contract C-RPMXX-19(NY)   Incorporated by reference to Post-Effective Amendment No. 78 to Registration Statement on Form N-4 (File No. 033-01107), as filed on April 10, 2023.
  (127) Certificate E-CHNAME-21 Incorporated by reference to Post-Effective Amendment No. 78 to Registration Statement on Form N-4 (File No. 033-01107), as filed on April 10, 2023.
  (128) Endorsement E-GLOANA-21(NY) to contracts G-CDA-99(NY), G-CDA-HD(XC), G-CDA-IA(RPM/XC), G-FMM-IO(XC), GIT-CDA-HO, GIT-FDA-HO, GLIT-CDA-HO, and GST-CDA-HO, and certificates, C-CDA-99(NY), GTCC-HD(XC), GTCC-HD(XC)-16, C-CDAHD-18(NY), C-CDAHDXC-19(NY), GTCC-IA(RPM/XC), C-RPMXC-19(NY), GTCC-HO(X), GTFC-HO, and GTCC-HO Incorporated by reference to Post-Effective Amendment No. 78 to Registration Statement on Form N-4 (File No. 01107), a filed on April 6, 2023.
  (129)

Endorsement E-IRASECURE-23 to contract form I-CDA-HD Incorporated by reference to Post-Effective Amendment No. 80 to Registration Statement on Form N-4 (File No. 033-01107), as filed on April 7, 2025.

Instruments Defining the Rights of Security Holders Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form S-1 (File No. 033-60477), as filed on April 15, 1996.

  (130) Variable Annuity Contract (G-CDA-HF) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (131) Variable Annuity Contract Certificate (GTCC-HF) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75980), as filed on February 12, 1997.
  (132) Variable Annuity Contract (GIT-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to the Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
(133) Variable Annuity Contract (G-CDA-IA(RP)) Incorporated by reference to Post-Effective Amendment No. 5 to the Registration Statement on Form N-4 (File No. 033-75986), as filed on April 12, 1996.
 

 

  (134) Variable Annuity Contract Certificate (GTCC-IA(RP)) Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 4, 1999.
  (135) Variable Annuity Contract (G-CDA(12/99)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (136) Variable Annuity Contract Certificate (C-CDA(12/99)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (137) Variable Annuity Contract (GLIT-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to the Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
  (138) Variable Annuity Contract (GST-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to the Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
  (139) Variable Annuity Contract (IP-CDA-IB) Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement on Form N-4 (File No. 033-75988), as filed on April 15, 1996.
  (140) Variable Annuity Contract (I-CDA-IA(RP)) Incorporated by reference to Post-Effective Amendment No. 5 to the Registration Statement on Form N-4 (File No. 033-75986), as filed on April 12, 1996.
  (141) Variable Annuity Contract (I-CDA-HD) Incorporated by reference to Post-Effective Amendment No. 12 to the Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
  (142) Variable Annuity Contract (GIH-CDA-HB) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75980), as filed on February 12, 1997.
  (143) Variable Annuity Contract (IMT-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75980), as filed on February 12, 1997.
  (144) Variable Annuity Contract (G-401-IB(X/M)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-81216), as filed on April 17, 1996.
  (145) Variable Annuity Contract (G-CDA-IB(XC/SM)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-81216), as filed on April 17, 1996.
  (146) Variable Annuity Contracts (G-CDA-IB(ATORP)) and (G-CDA-IB(AORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
  (147) Variable Annuity Contract (G-CDA-96(TORP)) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-91846), as filed on August 6, 1996.
  (148) Group Combination Annuity Contract (Nonparticipating) (A001RP95) Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (149) Group Combination Annuity Certificate (Nonparticipating) (A007RC95) Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.

 

 

 

  (150) Group Combination Annuity Contract (Nonparticipating) (A020RV95) Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (151) Group Combination Annuity Contract (Nonparticipating) (A027RV95) Incorporated by reference to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 21, 1996.
  (152) Variable Annuity Contract (GID-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75982), as filed on February 20, 1997.
  (153) Variable Annuity Contract (GSD-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75982), as filed on February 20, 1997.
  (154) Variable Annuity Contract (IST-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 7 to Registration Statement on Form N-4 (File No. 033-75992), as filed on February 13, 1997.
  (155) Variable Annuity Contract (I-CDA-HD(XC)) Incorporated by reference to Post-Effective Amendment No. 7 to Registration Statement on Form N-4 (File No. 033-75992), as filed on February 13, 1997.
  (156) Variable Annuity Contract (HR1O-DUA-GIA) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75974), as filed on February 28, 1997.
  (157) Variable Annuity Contract (GA-UPA-GO) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75974), as filed on February 28, 1997.
  (158) Variable Annuity Contracts (G-TDA-HH(XC/M)) and (G-TDA-HH(XC/S)) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 17, 1996.
  (159) Variable Annuity Certificate (GTCC-HH(XC/M)) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 17, 1998.
  (160) Variable Annuity Certificate (GTCC-HH(XC/S)) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 17, 1998.
  (161) Variable Annuity Contract (IA-CDA-IA) Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 033-75964), as filed on July 29, 1997.
  (162) Variable Annuity Contract (GLID-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 033-75982), as filed on February 20, 1997.
  (163) Variable Annuity Contract (G-CDA-HD) Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 033-75982), as filed on April 22, 1996.

 

 

 

  (164) Variable Annuity Contract Certificate (GTCC-HD) Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 4, 1999.
  (165) Variable Annuity Contract (G-CDA-IA(RPM/XC)) Incorporated by reference to Post-Effective Amendment No. 12 to the Registration Statement on Form N-4 (File No. 033-75964), as filed on February 11, 1997.
  (166) Variable Annuity Contracts and Certificate (G-CDA-95(ORP)), (G-CDA-95(TORP)) and (GTCC-95 (ORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
  (167) Variable Annuity Contracts and Certificate (G-CDA-ORP), (CDA-IB(TORP)) and (GTCC-95(TORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
  (168) Variable Annuity Contract (IRA-CDA-IC) Incorporated by reference to Post-Effective Amendment No. 5 to the Registration Statement on Form N-4 (File No. 033-75986), as filed on April 12, 1996.
  (169) Variable Annuity Contract (GIP-CDA-HB) Incorporated by reference to Post-Effective Amendment No. 8 to Registration Statement on Form N-4 (File No. 033-75980), as filed on August 19, 1997.
  (170) Variable Annuity Contract (I-CDA-98(ORP)) Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 4, 1999.
  (171) Variable Annuity Contract (G-CDA-99(NY)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (172) Variable Annuity Contract Certificate (C-CDA-99(NY)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (173) Variable Annuity Contract Certificate (GDCC-HF) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (174) Variable Annuity Contract Certificate (GDCC-HD) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (175) Variable Annuity Contract (G-CDA-HD(XC) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (176) Variable Annuity Contract Certificate (GDCC-HO) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (177) Variable Annuity Contract Certificate (GDCC-HD(XC)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.

 

 

 

  (178) Variable Annuity Contract Certificate (GTCC-HD(XC)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (179) Variable Annuity Contract Certificate (GTCC-HO) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (180) Variable Annuity Contract Certificate (GTCC-96(ORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (181) Variable Annuity Contract G-CDA-96(ORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (182) Variable Annuity Contract Certificate (GTCC-96(TORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (183) Variable Annuity Contract Certificate (GTCC-IB(ATORP)) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (184) Variable Annuity Contract Certificate (GTCC-IB(AORP) Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 16, 2000.
  (185) Variable Annuity Contract (ISE-CDA-HO) Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement on Form N-4 (File No. 033-75996), as filed on February 16, 2000.
  (186) Variable Annuity Contract (G-CDA-IB(ORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
  (187) Variable Annuity Contract (G-CDA-IB(TORP)) Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 033-91846), as filed on April 15, 1996.
  (188) Variable Annuity Contract (G-CDA-01(NY)) Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form S-2 (File No. 333-60016), as filed on April 5, 2002.
  (189)  Variable Annuity Contract (GA-GOVCC-99) Incorporated by reference to Registration Statement on Form S-3 (File No. 333-239315), as filed on June 19, 2020.
  (190) Variable Annuity Contract Certificate (C-CDA-01(NY)) Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form S-2 (File No. 333-60016), as filed on April 5, 2002.
  (190) Variable Annuity Contract (G-CDA-10) Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 333-109860), as filed on September 17, 2010.

 

 

 

  (191) Variable Annuity Contract Certificate (C-CDA-10) Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 333-109860), as filed on September 17, 2010.
  (192) Variable Annuity Contract Certificate (rebranded) GTCC-HD(XC)-16 Incorporated by reference to Registration Statement on Form S-3 or Voya Retirement Insurance and Annuity Company (File No. 333-230711), as filed on April 4, 2019.
  (193) Variable Annuity Contract Certificate (rebranded) C-CDA-15(NY-MMI) Incorporated by reference to Registration Statement on Form S-3 or Voya Retirement Insurance and Annuity Company (File No. 333-230711), as filed on April 4, 2019.
  (194) Variable Annuity Contract Certificate (rebranded) GTCC-HH(XC/M)-15 Incorporated by reference to Registration Statement on Form S-3 or Voya Retirement Insurance and Annuity Company (File No. 333-230711), as filed on April 4, 2019.
  (195) Variable Annuity Contract Certificate GTCC-HH(XC/M)-21 Incorporated by reference to Registration Statement on Form S-3 (File No. 333-266021), as filed on July 5, 2022.
  (196) Endorsement E-403bR-09 to Contracts G-CDA-HF, GIT-CDA-HO, G-CDA-IA(RP), G-CDA-(12/99), GLIT-CDA-HO, GST-CDA-HO, I-CDA-HD, IMT-CDA-HO, G-CDA-IB(XC/SM), G-CDA-IB(ATORP), G-CDA-96(TORP), IST-CDA-HO, G-TDA-HH(XC/M), G-TDA-HH(XC/S), IA-CDA-IA, G-CDA-HD, G-CDA-IA(RPM/XC), G-CDA-99(NY), G-CDA-HD(XC), G-CDA-IB(TORP) and G-CDA-01(NY) and Group Contract A001RP95 and Certificates GTCC-HF, GTCC-IA(RP), C-CDA-(12/99), GTCC-HH(XC/M), GTCC-HD, GTCC-HD(XC), GTCC-HO, GTCC-96(TORP), GTCC-IB(ATORP) and C-CDA-01(NY) and Group Certificates A007RC95 and A020RV95 Incorporated by reference to Registration Statement on Form S-1 or ING Life Insurance and Annuity Company (File No. 333-158492), as filed on April 8, 2009.
  (197) Endorsement E-403bTERM-08 to Contracts G-CDA-HF, GIT-CDA-HO, G-CDA-IA(RP), G-CDA-(12/99), GLIT-CDA-HO, GST-CDA-HO, I-CDA-HD, IMT-CDA-HO, G-CDA-IB(XC/SM), G-CDA-IB(ATORP), G-CDA-96(TORP), IST-CDA-HO, G-TDA-HH(XC/M), G-TDA-HH(XC/S), IA-CDA-IA, G-CDA-HD, G-CDA-IA(RPM/XC), G-CDA-99(NY), G-CDA-HD(XC), G-CDA-IB(TORP) and G-CDA-01(NY) and Group Contract A001RP95 and Certificates GTCC-HF, GTCC-IA(RP), C-CDA-(12/99), GTCC-HH(XC/M), GTCC-HD, GTCC-HD(XC), GTCC-HO, GTCC-96(TORP), GTCC-IB(ATORP) and C-CDA-01(NY) and Group Certificates A007RC95 and A020RV95 Incorporated by reference to Registration Statement on Form S-1 or ING Life Insurance and Annuity Company (File No. 333-158492), as filed on April 8, 2009.
  (198) Endorsement E-LIF-10(XC) to Contracts G-CDA(12/99) and G-CDA-10 and Contract Certificates C-CDA(12/99) and C-CDA-10 Incorporated by reference to Post-Effective Amendment No. 59 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 18, 2011.
  (199) Endorsement E-USWD-13 to Contracts G-TDA-HH(XC/M) and G-TDA-HH(XC/S) and Contract Certificates GTCC-HH(XC/M) and GTCC-HH(XC/S) Incorporated by reference to Post-Effective Amendment No. 62 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 10, 2014.

 

 

 

  (200) Guaranteed Interest Rate Endorsement E-TDAINT-15 to Contracts G-CDA-IA(RP), G-CDA-HF, GIT-CDA-HO, GLIT-CDA-HO and G-CDA-HD and Contract Certificates GTCC-IA-(RP) and GTCC-HF Incorporated by reference to Registration Statement on Form S-3 (File No. 333-210551), as filed on April 1, 2016.
  (201) Guaranteed Interest Rate Endorsement E-DCINT-15 to Contracts G-CDA-HF, GID-CDA-HO, GLID-CDA-HO and G-CDA-HD and Contract Certificate GTCC-HF Incorporated by reference to Registration Statement on Form S-3 (File No. 333-210551), as filed on April 1, 2016.
  (202) Endorsement E-GMIRGOV-17 to Contract GA-GOVCC-99 Incorporated by reference to Registration Statement on Form S-3 (File No. 333-239315), as filed on June 19, 2020.
  (203) Endorsement E-GMIRMM-17 to Contracts G-CDA(12/99), G-CDA-96(ORP), G-CDA-96(TORP), A001RP95, G-FDA-ID(PDC), G-CDA-IA(RP), G-CDA-HF, G-CDA-HD, GID-CDA-HO and GLID-CDA-HO and Contract Certificates C-CDA(12/99), GTCC-96(ORP), GTCC-96(TORP), A007RC95, GTCC-IA(RP) and GTCC-HF Incorporated by reference to Registration Statement on Form S-3 (File No. 333-239315), as filed on June 19, 2020.
  (204) Endorsement E-DCSECURE-20 to Contracts G-CDA-10, G-CDA(12/99), GA-GOVCC-99, I-CDA-98(ORP), G-CDA-96(TORP), A001RP95, A0205V95, G-CDA-IB(AORP), G-CDA-IA(RP), IA-CDA-IA, G-CDA-HF, GST-CDA-HO, GSD,CDA-HO, GLIT-CDA-HO, GIT-CDA-HO, GLID,CDA-HO, IST-CDA-HO, IMT-CDA-HO, I-CDA-HD and GA-UPA-GO and Contract Certificates C-CDA-10, C-CDA(12/99), A007RC95, GTCC-IA (RP) and GTCC-HF Incorporated by reference to Registration Statement on Form S-3 (File No. 333-266021), as filed on July 5, 2022.
  (205) Endorsement E-MMLOAN-21 to Contracts G-CDA-10, G-CDA-(12/99), G-CDA-96(ORP), GTCC-96(ORP), G-CDA-96(TORP), G-CDA-HD, G-CDA-HF, G-CDA-IA(RP), G-CDA-IB(ATORP), GIT-CDA-HO, GLIT-CDA-HO, GST-CDA-HO, A001RP95 and A020RV95 and Contract Certificates C-CDA-10, C-CDA(12/99), GTCC-96(TORP), GTCC-HF, GTCC-IA(RP), A007RC95 and A027RV95. • Incorporated by reference to Registration Statement on Form S-3 (File No. 333-266021), as filed on July 5, 2022.
  (206) Endorsement E-DCSECURE-23 to Contracts G-CDA-10, G-CDA(12/99), GA-GOVCC-99, I-CDA-98(ORP), G-CDA-96(TORP), G-CDA-96(ORP), A001RP95, A0205V95, G-FDA-ID(PDC), G-CDA-IB(AORP), G-CDA-IA(RP), IA-CDA-IA, G-CDA-HF, GST-CDA-HO, GSD,CDA-HO, GID-CDA-HO, GLIT-CDA-HO, GIT-CDA-HO, GLID-CDA-HO, IST-CDA-HO, IMT-CDA-HO, I-CDA-HD, G-CDA-HD and GA-UPA-GO. • Incorporated by reference to Registration Statement on Form S-3 (File No. 333-288655), as filed on July 14, 2025.
  (207) Endorsement E-IRASECURE-23 to Contracts IA-CDA-IA AND I-CDA-HD. • Incorporated by reference to Registration Statement on Form S-3 (File No. 333-288655), as filed on July 14, 2025.

 

 

 

  (208) Endorsement E-DSECURE-23(NY) to contract forms G-TDA-HH(XC/M), G-TDA-HH(XC/S), G-401-IB(X/M), G-CDA-IB(XC/SM) and certificate forms GTCC-HH(XC/M), GTCC-HH(XC/S), GC401-IB(X/M), GC403-IB(XC/SM), GC401-IB(X-M)-15, GC403-IB(XC-SM)-15, GTCC-HH(XC/M)-22, GC403-IB(XC/SM)-22, GC401-IB(X-M)-22 Incorporated by reference to Post-Effective Amendment No. 80 to Registration Statement on Form N-4 (File No. 033-01107), as filed on April 7, 2025.
(e) (1) Variable Annuity Contract Application 155634 (01/14) Incorporated by reference to Post-Effective Amendment No. 66 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 11, 2016.
  (2) Variable Annuity Contract Application 155634 (03/15) (NY) Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
(f) (1) Restated Certificate of Incorporation (amended and restated as of October 1, 2007) of ING Life Insurance and Annuity Company Incorporated by reference to ING Life Insurance and Annuity Company annual report on Form 10-K (File No. 033-23376), as filed on March 31, 2008.
  (2) Amended and Restated By-Laws of ING Life Insurance and Annuity Company, effective October 1, 2007 Incorporated by reference to ING Life Insurance and Annuity Company annual report on Form 10-K (File No. 033-23376), as filed on March 31, 2008.
(g)   Not applicable
(h) (1)             Amended and Restated Shareholder Services and Fund Participation  Agreement dated May 22, 2018, by and between Voya Retirement Insurance and Annuity Company, Voya Institutional Plan Services, LLC, Voya Financial Partners, AMG Funds LLC and AMG Distributors Inc. Incorporated by reference to Post-Effective amendment No. 71 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 23, 2019.
  (2)             Rule 22c-2 Agreement made and entered into as of March 19, 2010 between Aston Fund, Aston Asset Management, LLC, PFPC Distributors, Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 57 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 8, 2010.
  (3)             (Retail) Amended and Restated Selling and Services Agreement and Fund Participation Agreement entered into as of May 1, 2008 between ING Life Insurance and Annuity Company, ING Financial Advisers, LLC and Fred Alger & Company, Incorporated Incorporated by reference to Post-Effective Amendment No. 54 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 9, 2009.
  (4)             Rule 22c-2 Agreement dated no later than April 16, 2007 and is effective as of October 16, 2007 between Fred Alger & Company, Incorporated, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 54 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 9, 2009.
  (5)             (Retail) Selling and Services Agreement and Fund Participation Agreement between ING Life Insurance and Annuity Company and Saturna Brokerage Services Inc. (Amana Funds) Incorporated by reference to Post-Effective Amendment No. 53 to Registration Statement on Form N-4 (File No. 333-01107), as filed on August 18, 2008.
  (6)             Rule 22c-2 Agreement dated May 1, 2008 between Saturna Brokerage Services, Inc. (Amana Funds), ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 53 to Registration Statement on Form N-4 (File No. 333-01107), as filed on August 18, 2004.

 

 

 

  (7)             (Retail) Fund Participation Agreement dated as of July 1, 2000 between Aetna Life Insurance and Annuity Company, American Century Services Corporation, and American Century Investment Services, Inc. Incorporated by reference to Post-Effective Amendment No. 23 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 13, 2000.
  (8)             (Retail) Selling and Services Agreement dated as of July 1, 2000 by and among Aetna Investment Services, Inc., Aetna Life Insurance and annuity Company, American Century Services Corporation and American Century Investment Services, Inc. Incorporated by reference to Post-Effective Amendment No. 56 to Registration Statement on Form N-4 (File No. 033-81216), as filed on February 15, 2020.
  (9)             Rule 22c-2 Agreement dated April 4, 2007 and is effective as of October 16, 2007 between American Century Investment Services, Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, 2007.
  (10)          (Retail) Participation Agreement dated as of January 1, 2003 by and among ING Life Insurance and Annuity Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, American Funds Distributors, Inc. and American Funds Service Company Incorporated by reference to Post-Effective Amendment No. 42 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 16, 2005.
  (11)          (Retail) Selling Group Agreement among American Funds Distributors, Inc. and Aetna Investment Services, Inc. dated June 30, 2000 Incorporated by reference to Post-Effective Amendment No. 42 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 16, 2005.
  (12)          (Retail) Supplemental Selling Group Agreement by and among American Funds Distributors, Inc. and Aetna Investment Services, Inc. dated June 30, 2000 Incorporated by reference to Post-Effective Amendment No. 42 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 16, 2005.
  (13)          Rule 22c-2 Agreement dated and effective as of April 16, 2007 and operational on October 16, 2007 between American Funds Service Company, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, 2007.
  (14)          (Retail) Fund Participation Agreement dated as of April 1, 1998 between Ariel Growth Fund and such other Ariel funds as may be listed on Schedule A attached hereto in the Agreement, Ariel Distributors, Inc. and Aetna Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-109860), as filed on April 16, 2004.
  (15)          Rule 22c-2 Agreement dated April 16, 2007 and is effective as of October 16, 2007 between Ariel Distributors, LLC, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 10 to Registration Statement on Form N-4 (File No. 333-109860), as filed on April 15, 2008.
  (16)          (Retail) Selling and Services Agreement and Fund Participation Agreement dated November 30, 2006 by and among ING Life Insurance and Annuity Company, ING Financial Advisers, LLC, Artisan Partners Limited Partnership and Artisan Distributors LLC Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 333-130822), as filed on April 11, 2008.

 

 

 

  (17)          Rule 22c-2 Agreement dated as of April 16, 2007 and is effective as of October 16, 2007 between Artisan Distributors LLC, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 333-130822), as filed on April 11, 2008.
  (18)          (Retail) Selling and Services Agreement and Fund Participation Agreement dated March 11, 2014 by and between ING Life Insurance and Annuity Company, ING Institutional Plan Services, LLC, ING Financial Advisers, LLC, and Schwartz Investment Counsel, Inc. (Adviser for Ave Maria) Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (19)          Rule 22c-2 Agreement made and entered into as of March 11, 2014 between Schwartz Investment Counsel, Inc. (Ave Maria), ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (20)          (Retail) Selling and Services Agreement and Fund Participation Agreement dated October 5, 2006 among ING Life Insurance and Annuity Company, ING Financial Advisers, LLC and BlackRock Distributors, Inc. Incorporated by reference to Post-Effective Amendment No. 54 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 9, 2009.
  (21)          Rule 22c-2 Agreement dated April 16, 2007 and is effective as of October 16, 2007 between BlackRock Distributors, Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 54 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 9, 2009.
  (22)          First Amendment to Rule 22c-2 Agreement dated April 29, 2013 and effective January 1, 2013 by and among ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company, Systematized Benefits Administrators Inc., ING Institutional Plan Services, LLC and BlackRock Investments, LLC Incorporated by reference to Post-Effective Amendment No. 63 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 9, 2014.
  (23)          Fund Participation Agreement dated August 29, 2019, by and between Voya Retirement insurance and Annuity Company, Voya Financial Partners, LLC, Calvert Variable Series, Inc., Calvert Variable Products, Inc. and Eaton Vance Distributors, Inc. Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 333-167680), as filed on October 15, 2019.
  (24)          Shareholder Servicing Agreement entered into as of August 29, 2019 between Calvert Variable Series, Inc., Calvert Variable Products, Inc. and Voya Retirement Insurance and Annuity Company. Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 333-167680), as filed on October 15, 2019.
  (25)          Rule 22C-2 Agreement made and entered into as of August 29, 2019, between Eaton Vance Distributors, Voya Retirement Insurance and Annuity Company and Voya Institutional Trust Company. Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 333-167680), as filed on October 15, 2019.
  (26)          Selling and Services Agreement and Fund Participation Agreement dated November 5, 2010 by and between ING Life Insurance and Annuity Company, ING Institutional Plan Services, LLC, ING Financial Advisers, LLC, Cohen & Steers Securities, LLC and Cohen & Steers Capital Management, Inc. Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement on Form N-4 (File No. 333-134760), as filed on April 11, 2011.

 

 

 

  (27)          Rule 22c-2 Agreement dated November 4, 2010 among Cohen & Steers Securities, LLC, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement on Form N-4 (File No. 333-134760), as filed on April 11, 2011.
  (28)          Selling and Services Agreement and Fund Participation Agreement dated September 26, 2005 by and among ING Life Insurance and Annuity Company, ING Financial Advisers, LLC and Columbia Management Distributors, Inc. Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 333-130822), as filed on April 11, 2008.
  (29)          Fund Participation Agreement effective as of May 1, 2004 between Wanger Advisors Trust, Columbia Wanger Asset Management, LP, ING Life Insurance and Annuity Company and ReliaStar Life Insurance Company Incorporated by reference to Post-Effective Amendment No. 38 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 11, 2005.
  (30)          Service Agreement with Investment Adviser effective as of May 1, 2004 between Columbia Wanger Asset Management, LP, ING Life Insurance and Annuity Company, ING Insurance Company of America, and ReliaStar Life Insurance Company Incorporated by reference to Post-Effective Amendment No. 38 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 11, 2005.
  (31)          Rule 22c-2 Agreement dated April 16, 2007 and is effective as of October 16, 2007 among Columbia Management Services, Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 333-134760), as filed on July 27, 2007.
  (32)          First Amendment to Rule 22c-2 Agreement dated March 21, 2011 by and between Columbia Management Investment Services Corp., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 333-167680), as filed on April 3, 2012.
  (33)          (Retail) Selling and Services Agreement and Fund Participation Agreement dated March 20, 2009 by and between ING Life Insurance and Annuity Company, ING Institutional Plan Services, LLC, ING Financial Advisers, LLC, and Delaware Service Company, Inc. Incorporated by reference to Post-Effective Amendment No. 46 to Registration Statement on Form N-4 (File No. 033-81216), as filed on August 15, 2012.
  (34)          Rule 22c-2 Agreement made and entered into as of March 20, 2009 between Delaware Service Company, Inc. and ING Life Insurance and Annuity Company and ING National Trust Incorporated by reference to Post-Effective Amendment No. 46 to Registration Statement on Form N-4 (File No. 033-81216), as filed on August 15, 2012.
  (35)          Amended and Restated Participation Agreement as of June 26, 2009 by and among ING Life Insurance and Annuity Company, Fidelity Distributors Corporation, Variable Insurance Products Fund, Variable Insurance Products Fund II, Variable Insurance Products Fund III, Variable Insurance Products Fund IV and Variable Insurance Products Fund V Incorporated by reference to Post-Effective Amendment No. 56 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 18, 2009.
  (36)          Service Agreement effective as of June 1, 2002 by and between Fidelity Investments Institutional Operations Company, Inc. and ING Financial Advisers, LLC Incorporated by reference to Post-Effective Amendment No. 33 to Registration Statement on Form N-4 (File No. 033-75988), as filed on August 5, 2004.

 

 

 

  (37)          Service Contract dated June 20, 2003 and effective as of June 1, 2002 by and between Directed Services, Inc., ING Financial Advisers, LLC, and Fidelity Distributors Corporation Incorporated by reference to Post-Effective Amendment No. 33 to Registration Statement on Form N-4 (File No. 033-75988), as filed on August 5, 2004.
  (38)          Rule 22c-2 Agreement dated no later than April 16, 2007 and is effective as of October 16, 2007 between Fidelity Distributors Corporation, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, 2007.
  (39)          Amended and Restated Participation Agreement as of June 1, 2018 by and among Franklin Templeton Variable Insurance Products Trust, Franklin/Templeton Distributors, Inc., Voya Retirement Insurance and Annuity Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York and Voya Financial Partners, LLC. Incorporated by reference to Post-Effective Amendment No. 71 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 23, 2019.
  (40)          Amended and Restated Administrative Services Agreement dated June 1, 2018, between Franklin Templeton Services, LLC, Voya Retirement Insurance and Annuity Company, ReliaStar Life Insurance Company and ReliaStar Life Insurance Company of New York. Incorporated by reference to Post-Effective Amendment No. 71 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 23, 2019.
  (41)          (Retail) Master Shareholder Services Agreement effective as of August 28, 2000 among Franklin Templeton Distributors, Inc., Franklin Templeton Investor Services, Inc., and Aetna Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-109860), as filed on April 16, 2004.
  (42)          Rule 22c-2 Shareholder Information Agreement entered into as of June 1, 2018 among Franklin/Templeton Distributors, Inc., Voya Retirement Insurance and Annuity Company, ReliaStar Life Insurance Company and ReliaStar Life Insurance Company of New York. Incorporated by reference to Post-Effective Amendment No. 71 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 23, 2019.
  (43)          (Retail) Participation Agreement dated as of October 1, 2000 by and among AIM Equity Funds, AIM Distributors, Inc., and Aetna Life Insurance and Annuity Company Incorporated by reference to Initial Registration Statement on Form N-4 (File No. 333-105479), as filed on May 22, 2003.
  (44)          Fund Participation Agreement dated June 30, 1998 by and among AIM Variable Insurance Funds, Inc., A I M Distributors, Inc. and Aetna Life Insurance and Annuity Company Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-56297), as filed on August 4, 1998.
  (45)          Service Agreement effective June 30, 1998 between Aetna Life Insurance and Annuity Company and AIM Advisors, Inc. Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-56297), as filed on August 4, 1998.
  (46)          Rule 22c-2 Agreement dated no later than April 16, 2007 and is effective as of October 16, 2007 between AIM Investment Services, Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, 2007.

 

 

 

  (47)          (Retail) Selling, Services and Fund Participation Agreement dated July 30, 2009 by and between ING Life Insurance and Annuity Company, ING Institutional Plan Services, LLC, ING Financial Advisers, LLC and Ivy Funds Distributor, Inc. Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 333-167680), as filed on April 9, 2014.
  (48)          Rule 22c-2 Agreement made and entered into July 15, 2009 between Ivy Funds Distributor, Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 333-167680), as filed on April 9, 2014.
  (49)          Fund Participation Agreement effective December 8, 1997 among Janus Aspen Series, Aetna Life Insurance and Annuity Company and Janus Capital Corporation Incorporated by reference to Post-Effective Amendment No. 10 to Registration Statement on Form N-4 (File No. 033-75992), as filed on December 31, 1997.
  (50)          Service Agreement effective December 8, 1997 between Janus Capital Corporation and Aetna Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 10 to Registration Statement on Form N-4 (File No. 033-75992), as filed on December 31, 1997.
  (51)          Distribution and Shareholder Services Agreement – Service Shares of Janus Aspen Series (for Insurance Companies) dated August 1, 2000 between Janus Distributors, Inc. and Aetna Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 22 to Registration Statement on Form N-4 (File No. 333-01107), as filed on August 14, 2000.
  (52)          Letter Agreement dated October 19, 2001 between Janus and ALIAC reflecting evidence of a new Distribution and Shareholder Service Agreement with the same terms as the current Distribution and Shareholder Service Agreement except with a new effective date of March 28, 2002 Incorporated by reference to Post-Effective Amendment No. 30 to Registration Statement on Form N-4 (File No. 033-75962), as filed on April 8, 2002.
  (53)          Rule 22c-2 Agreement dated April 16, 2007 and is effective as of October 16, 2007 between Janus Services LLC, Janus Distributors LLC, Janus Capital Management LLC, Janus Aspen Series, ING Life Insurance and Annuity Company, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York and Security Life of Denver Insurance Company and amended on December 21, 2009 Incorporated by reference to Post-Effective Amendment No. 46 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 15, 2008, and by reference to Post-Effective Amendment No. 57 (File No. 333-01107), as filed on April 8, 2010.
  (54)          (Retail) Fund Participation Agreement dated as of October 23, 2000 between Aetna Life Insurance and Annuity Company, The Lazard Funds, Inc. and Lazard Freres & Co. LLC Incorporated by reference to Post-Effective Amendment No. 2 to Registration Statement on Form N-4 (File No. 333-134760), as filed on April 12, 2007.
  (55)          (Retail) Selling and Services Agreement entered into as of July 1, 1998 by and among Aetna Investment Services, Inc., Aetna Life Insurance and Annuity Company and Lazard Freres & Co. LLC Incorporated by reference to Post-Effective Amendment No. 68 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 4, 2020.
  (56)          Rule 22c-2 Agreement dated no later than April 16, 2007 and is effective as of October 16, 2007 between Lazard (and its affiliates), ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrator Inc. Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 333-134760), as filed on July 27, 2007.
  (57)          (Retail) Selling and Services Agreement and Fund Participation Agreement dated as of February 7, 2006 by and among ING Life Insurance and Annuity Company, ING Financial Advisers, LLC, Quasar Distributors, LLC , and Luther King Capital Management Corporation Incorporated by reference to Post-Effective Amendment No. 44 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 20, 2006.

 

 

 

  (58)          (Retail) Selling and Services Agreement dated as of April 30, 2001 by and among Aetna Investment Services, LLC, Aetna Life Insurance and Annuity Company (renamed ING Life Insurance and Annuity Company) and Loomis Sayles Distributors, L.P. Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 333-130822), as filed on April 11, 2008.
  (59)          Rule 22c-2 Agreement dated March 27, 2007 and is effective as of October 16, 2007 between IXIS Asset Management Distributors, L.P. (Loomis Sayles), ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrator Inc. Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement on Form N-4 (File No. 333-130822), as filed on April 11, 2008.
  (60)          Fund Participation Agreement dated as of July 20, 2001 between Lord Abbett Series Fund, Inc. and Aetna Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement on Form N-4 (File No. 333-01107), as filed on October 26, 2001.
  (61)          Service Agreement dated as of July 20, 2001 between Lord Abbett & Co. and Aetna Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement on Form N-4 (File No. 333-01107), as filed on October 26, 2001, and by reference to Post-Effective Amendment No. 56 (File No. 333-01107), as filed on December 18, 2009.
  (62)          Rule 22c-2 Agreement effective April 16, 2007 and operational on October 16, 2007 among Lord Abbett Distributor LLC, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, 2007.
  (63)          (Retail) Selling and Services Agreement and Fund Participation Agreement dated August 15, 2010 by and between ING Life Insurance and Annuity Company, ING Institutional Plan Services, LLC, ING Financial Advisers, LLC, Metropolitan West Asset Management, LLC, Metropolitan West Funds and BNY Mellon Distributors Inc. Incorporated by reference to Post-Effective Amendment No. 62 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 4, 2013.
  (64)          Rule 22c-2 Agreement made and entered into as of August 15, 2010 between Metropolitan West Funds, BNY Mellon Distributors Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 62 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 4, 2013.
  (65)          (Retail) Selling and Services Agreement and Fund Participation Agreement as of October 22, 2009 by and between ING Life Insurance and Annuity Company, ING Institutional Plan Services, LLC, ING Financial Advisers, LLC and Neuberger Berman Management LLC Incorporated by reference to Post-Effective Amendment No. 56 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 18, 2009.

 

 

 

  (66)          Rule 22c-2 Agreement dated April 16, 2007 and effective as of October 16, 2007 between Neuberger Berman Management Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 333-100207), as filed on October 1, 2007.
  (67)          Fund Participation Agreement dated March 11, 1997 between Aetna Life Insurance and Annuity Company and Oppenheimer Variable Annuity Account Funds and OppenheimerFunds, Inc. Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement on Form N-4 (File No. 033-34370), as filed on April 16, 1997.
  (68)          Service Agreement effective as of March 11, 1997 between OppenheimerFunds, Inc. and Aetna Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement on Form N-4 (File No. 033-34370), as filed on April 16, 1997.
  (69)          (Retail) Fund Participation Agreement dated August 15, 2000 between Oppenheimer and Aetna Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 23 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 13, 2000.
  (70)          Rule 22c-2 Agreement dated no later than April 16, 2007 and is effective as of October 16, 2007 between Oppenheimer Funds Services, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, 2007.
  (71)          (Retail) Selling and Services Agreement and Fund Participation Agreement as of October 15, 2009 by and among ING Life Insurance and Annuity Company, ING Institutional Plan Services, LLC, ING Financial Advisers, LLC, Pax World Funds Series Trust I and ALPS Distributors, Inc. Incorporated by reference to Post-Effective Amendment No. 56 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 18, 2009.
  (72)          Rule 22c-2 Agreement dated October 15, 2009 between ALPS Distributors, Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 56 to Registration Statement on Form N-4 (File No. 333-01107), as filed on December 18, 2009.
  (73)          First Amendment, entered into as of July 2, 2015, to the Rule 22C-2 Agreement, made and entered into as of October 15, 2009, between the PAX World Funds Series Trust I, ALPS Distributors, Inc. and Voya Retirement Insurance and Annuity Company, Voya Institutional Trust Company, Voya Insurance and Annuity Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 66 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 11, 2016.
  (74)          Participation Agreement dated as of May 1, 2004 among ING Life Insurance and Annuity Company, ReliaStar Life Insurance Company, PIMCO Variable Insurance Trust and PA Distributors LLC Incorporated by reference to Post-Effective Amendment No. 38 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 11, 2005.

 

 

 

  (75)          Novation of and Amendment to Participation Agreement dated as of January 26, 2011 and effective as of February 14, 2011 by and among Allianz Global Investors Distributors LLC, PIMCO Investments LLC, PIMCO Variable Insurance Trust, ING Life Insurance and Annuity Company, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company and ReliaStar Life Insurance Company of New York  Incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement on Form N-4 (File No. 333-105479), as filed on April 25, 2012.
  (76)          (Retail) Selling and Services Agreement and Fund Participation Agreement dated March 11, 2003 by and among ING Life Insurance and Annuity Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, ING Financial Advisers, LLC and PIMCO Advisors Distributors LLC Incorporated by reference to Post-Effective Amendment No. 55 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 15, 2009.
  (77)          Services Agreement dated as of May 1, 2004 between PIMCO Variable Insurance Trust (the “Trust”), ING Life Insurance and Annuity Company and ReliaStar Life Insurance Company (Administrative) Incorporated by reference to Post-Effective Amendment No. 38 to Registration Statement on Form N-4 (File No. 333-01107), as filed on February 11, 2005.
  (78)          Rule 22c-2 Agreement dated no later than April 16, 2007, is effective as of the 16th day of October, 2007 between Allianz Global Investors Distributors LLC, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-139695), as filed on July 6, 2007.
  (79)          Participation Agreement made and entered into as of July 1, 2001 by and among Pioneer Variable Contracts Trust, Aetna Life Insurance and Annuity Company, Pioneer Investment Management, Inc. and Pioneer Funds Distributor, Inc.  Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement on Form N-4 (File No. 333-01107), as filed on October 26, 2001.
  (80)          Rule 22c-2 Agreement dated March 1, 2007 and is effective as of October 16, 2007 between Pioneer Investment Management Shareholder Services, Inc., ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, 2007.
  (81)          (Retail) Selling and Services Agreement and Fund Participation Agreement made and entered into as of May 1, 2004 by and among ING Life Insurance and Annuity Company, ING Insurance Company of America, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, ING Financial Advisers, LLC, and TCW Brokerage Services Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (82)          Rule 22c-2 Agreement dated March 1, 2007 and is effective as of October 16, 2007 between TCW Brokerage Services, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 65 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 10, 2015.
  (83)          Selling and Services Agreement and Fund Participation Agreement made and entered into September 2, 2008 by and between ING Life Insurance and Annuity Company, ING Financial Advisers, LLC and Hartford Investment Financial Services, LLC Incorporated by reference to Post-Effective Amendment No. 57 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 8, 2010.

 

 

 

  (84)          Rule 22c-2 Agreement entered into as of April 6, 2007, by and between Hartford Investor Services Company, LLC (on behalf of Hartford Series Fund, Inc. and Hartford HLS Series Fund II, Inc.), Hartford Administrative Services Company (on behalf of The Hartford Mutual Funds, Inc. and The Hartford Mutual Funds II, Inc.), ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 57 to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 8, 2010.
  (85)          Selling and Services Agreement and Fund Participation Agreement dated January 20, 2011 by and between ING Life Insurance and Annuity Company, ING Institutional Plan Services, LLC, ING Financial Advisers, LLC and USAA Investment Management Company Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-167680), as filed on February 11, 2011.
  (86)          Rule 22c-2 Agreement dated January 20, 2011 among USAA Mutual Funds Trust, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-167680), as filed on February 11, 2011.
  (87)          Fund Participation, Administrative and Shareholder Service Agreement made and entered into as of July 25, 2016 by and between Voya Retirement Insurance and Annuity Company, Voya Financial Partners, LLC and Voya Investments Distributor, LLC Incorporated by reference to Post-Effective Amendment No. 56 to Registration Statement on Form N-4 (File No. 033-81216), as filed on February 15, 2020.
  (88)          Rule 22c-2 Agreement dated no later than April 16, 2007and effective October 16, 2007 between ING Funds Services, LLC, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, 2007.
  (89)          (Retail) Consent to Assign Certain Agreement(s) agreed and accepted as of April 8, 2005 between Wells Fargo Funds Distribution, LLC, Wells Fargo Funds Management, LLC and ING Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 8 to Registration Statement on Form N-4 (File No. 333-105479), as filed on April 12, 2007.
  (90)          (Retail) Participation Agreement dated August 19, 2002 by and among Strong Investor Services, Inc., Strong Investments, Inc. and ING Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 8 to Registration Statement on Form N-4 (File No. 333-105479), as filed on April 12, 2007.
  (91)          Rule 22c-2 Agreement dated April 16, 2007 and is effective as of October 16, 2007 between Wells Fargo Funds Distributor, LLC, ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. Incorporated by reference to Post-Effective Amendment No. 10 to Registration Statement on Form N-4 (File No. 333-105479), as filed on April 11, 2008.
  (92)          (Retail) Selling and Services Agreement and Fund Participation Agreement dated September 13, 2018 by and between Voya Retirement Insurance and Annuity Company, Voya Institutional Plan Services, LLC, Voya Financial Partners, LLC and Driehaus Securities LLC Incorporated by reference to Post-Effective Amendment No. 78 to Registration Statement on Form N-4 (File No. 333-01107) as filed on April 10, 2023.
  (93)          Rule 22c-2 Agreement made and entered into as of September 13, 2018 between Driehaus Securities LLC, Voya Retirement Insurance and Annuity Company, Voya Institutional Trust Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York and Security Life of Denver Insurance Company Incorporated by reference to Post-Effective Amendment No. 78 to Registration Statement on Form N-4 (File No. 333-01107) filed on April 10, 2023.

 

 

 

(j) (1) Intercompany Agreement dated December 22, 2010 (effective January 1, 2010) between ING Investment Management LLC and ING Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333-167680), as filed on February 11, 2011.
  (2) Amendment No. 1 made and entered into as of December 1, 2013 to the Intercompany Agreement dated as of December 22, 2010 by and among ING Investment Management LLC and ING Life Insurance and Annuity Company Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 333-167680), as filed on April 9, 2014.
  (3) Amendment No. 2, effective as of September 30, 2014, to the Intercompany Agreement dated as of December 22, 2010 by and between ING Investment Management LLC (now known as Voya Investment Management LLC) and ING Life Insurance and Annuity Company (now known as “Voya Retirement Insurance and Annuity Company”) Incorporated by reference to Post-Effective Amendment No. 63 to Registration Statement on Form N-4 (File No. 033-75962), as filed on December 16, 2014.
  (4) Amendment No. 4, effective March 1, 2016, to the Intercompany Agreement dated as of December 22, 2010 (effective January 1, 2010) between ING Investment Management LLC (IIM) (now known as Voya Investment Management LLC or VIM) and ING Life Insurance and Annuity Company (ILIAC) (now known as Voya Retirement Insurance and Annuity Company or VRIAC) Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 333-167182), as filed on June 24, 2016.
  (5) Amendment No. 5, effective as of May 1, 2020, to the Intercompany Agreement between Voya Investment Management LLC and Voya Retirement Insurance and Annuity Company on September 28, 2020 Incorporated by reference herein to the Initial Registration Statement on Form N-4 (File No. 333-220690), as filed on September 28, 2020.
  (6) Amendment No. 6, effective as of July 1, 2020, to the Intercompany Agreement between Voya Investment Management LLC and Voya Retirement Insurance and Annuity Company on September 28, 2020 Incorporated by reference herein to the Initial Registration Statement on Form N-4 (File No. 333-220690), as filed on September 28, 2020.
(k)   Opinion and Consent of Counsel
(l)   Consent of Independent Registered Public Accounting Firm
(m)   Not applicable
(n)   Not applicable
(o) (1) Initial Summary Prospectus for Contracts other than those in the Texas K-12 Market
  (2) Initial Summary Prospectus for Texas K-12 Market
(p)   Powers of Attorney
 

 

 

Item 28. Directors and Officers of the Depositor*

 

Name and Principal Business Address Positions and Offices with Depositor
Jay S. Kaduson, 200 Park Avenue, NY, New York 10166 Director
Amelia J. Vaillancourt, One Orange Way, Windsor, CT 06095-4774 Director and President
William T. Bainbridge, One Orange Way, Windsor, CT 06095-4774 Director, Senior Vice President and Chief Financial Officer
Youssef A. Blal, 250 Marquette Avenue, Suite 900, Minneapolis, MN 55401 Director
Neha Jha, 200 Park Avenue, New York, NY 10166 Director
Andrew J. Stocker, One Orange Way, Windsor, CT 06095-4774 Director and Senior Vice President
Curtis J Heaser, 250 Marquette Avenue, Suite 900, Minneapolis, MN 55401 Director and Senior Vice President
Melissa A. O’Donnell, 250 Marquette Avenue, Suite 900, Minneapolis, MN 55401 Secretary
Jacques M. Longerstaey, 200 Park Avenue, NY, New York 10166 Executive Vice President, Chief Risk Officer
Marino Monti, Jr., One Orange Way, Windsor, CT 06095-4774 Chief Information Security Officer
Michelle P. Luk, 200 Park Avenue, New York, NY 10166 Senior Vice President and Treasurer
Tony D. Oh, 5780 Powers Ferry Road, N.W., Atlanta GA 30327-4390 Senior Vice President and Chief Accounting Officer
Kyle A. Puffer, One Orange Way, Windsor, CT 06095-4774 Senior Vice President
Matthew Toms, 5780 Powers Ferry Road, N.W., Atlanta, GA 30327-4390 Senior Vice President
Brian J. Baranowski, One Orange Way, Windsor, CT 06095-4774    Vice President and Chief Compliance Officer
Tingting Xiao, One Orange Way, Windsor, CT 06095-4774 Vice President and Appointed Actuary

 

*These individuals may also be directors and/or officers of other affiliates of the Company.
 

 

Item 29. Persons Controlled by or Under Common Control with the Depositor or Registrant

 

VOYA FINANCIAL, INC.

HOLDING COMPANY SYSTEM

12-31-25

 

Voya Financial, Inc. (1000)

Non-Insurer (Delaware) FEIN: 52-1222820 | NAIC Group Code: 4832

 

OneAmerica Retirement Services LLC (5210)

Non-Insurer (Indiana) FEIN: 46-5378846

 

OneAmerica Investment Advisory Services LLC (5220)

Non-Insurer (Indiana) FEIN: 81-3920167

 

Benefitfocus, Inc. (5000)

Non-Insurer (Delaware) FEIN: 46-2346314

 

Benefitfocus.com, Inc. (5100)

Non-Insurer (South Carolina) FEIN: 57-1099948

 

BenefitStore, LLC (5120)

Non-Insurer (South Carolina) FEIN: 27-3519176

 

Tango Health, Inc. (5110)

Non-Insurer (Delaware) FEIN: 26-2060323

 

Pen-Cal Administrators, Inc. (4050)

Non-Insurer (California) FEIN: 94-2695108

 

Voya Nonqualified Plan Pay Services, LLC (1998)

Non-Insurer (Delaware) FEIN: 39-2624681

 

Voya Services Company (4000)

Non-Insurer (Delaware) FEIN: 52-1317217

 

Voya Payroll Management, Inc. (4100)

Non-Insurer (Delaware) FEIN: 52-2197204

 

Security Life Assignment Corporation (n/a)

Non-Insurer (Colorado) FEIN: 84-1437826

 

Voya Special Investments, Inc. (*a) (4550)

Non-Insurer (Delaware) FEIN: 85-1775946

 

Voya Global Services Private Limited (*b) (5310)

Non-Insurer (India)

 

VFI India Holdings LLC (5300)

Non-Insurer (Delaware) FEIN: 93-1766128

 

Voya Holdings Inc. (1050)

Non-Insurer (Connecticut) FEIN: 02-0488491

 

Voya Benefits Company, LLC (2050)

Non-Insurer (Delaware) FEIN: 83-0965809

 

 

Benefit Strategies, LLC (2060)

Non-Insurer (New Hampshire) FEIN: 26-0003294

 

Voya Financial Advisors, Inc. (2200)

Non-Insurer (Minnesota) FEIN: 41-0945505

 

VIM Holdings LLC (*c) (2261)

Non-Insurer (Delaware) FEIN: 88-3236443

 

Voya Investment Management LLC (2250 Class A / 2251 Class B)

Non-Insurer (Delaware) FEIN: 58-2361003

 

Voya Investment Management Co. LLC (3050 Class A / 3051 Class B)

Non-Insurer (Delaware) FEIN: 06-0888148

 

Voya Investment Trust Co. (3150)

Non-Insurer (Connecticut) FEIN: 06-1440627

 

Voya Investment Management (UK) Limited (3200 Class A / 3201 Class B)

Non-Insurer (United Kingdom)

 

Voya Investment Management Alternative Assets LLC (2550 Class A / 2551 Class B)

Non-Insurer (Delaware) FEIN: 13-4038444

 

Voya Alternative Asset Management Ireland Limited (2700)

Non-Insurer (Ireland)

 

Voya Alternative Asset Management LLC (2600 Class A / 2601 Class B)

Non-Insurer (Delaware) FEIN: 13-3863170

 

Voya Realty Group LLC (2650)

Non-Insurer (Delaware) FEIN: 13-4003969

 

VAAM (Cayman) Ltd. (2760)

Non-Insurer (Cayman Islands)

 

Voya Pomona Holdings LLC (3000)

Non-Insurer (Delaware) FEIN: 13-4152011

 

Pomona G.P. Holdings LLC (*d) (2750 Class A / 2751 Class B)

Non-Insurer (Delaware) FEIN: 13-4150600

 

Pomona Management LLC (2800 Class A / 2801 Class B)

Non-Insurer (Delaware) FEIN: 13-4149700

 

Voya Capital, LLC (2300)

Non-Insurer (Delaware) FEIN: 86-1020892

 

Voya Funds Services, LLC (2350)

Non-Insurer (Delaware) FEIN: 86-1020893

 

Voya Investments Distributor, LLC (2450)

Non-Insurer (Delaware) FEIN: 03-0485744

 

Voya Investments, LLC (2400)

Non-Insurer (Arizona) FEIN: 03-0402099

 

Oconee Real Estate Holdings IV – ARB LLC (*e)

Non-Insurer (Delaware) FEIN: 93-3381941

 

 

Oconee Real Estate Holdings V – CASC LLC (*f)

Non-Insurer (Delaware) FEIN: 93-4060472

 

Oconee Real Estate Holdings VI – GREEN LLC (*g)

Non-Insurer (Delaware) FEIN: 93-4037989

 

Oconee Real Estate Holdings VII – CANOPY LLC (*h)

Non-Insurer (Delaware) FEIN: 99-0609295

 

Oconee Real Estate Holdings X – OASIS LLC (*i)

Non-Insurer (Delaware) FEIN: 99-2189275

 

Oconee Real Estate Holdings XI – MARKET CENTER LLC (*j)

Non-Insurer (Delaware) FEIN: 99-3439272

 

Oconee Real Estate Holdings XII – RIVERSIDE LLC (*k)

Non-Insurer (Delaware) FEIN: 99-3455416

 

Oconee Real Estate Holdings XIV – FAIRVIEW LLC (*l)

Non-Insurer (Delaware) FEIN: 99-2177246

 

Oconee Real Estate Holdings XV – SPANISH COVE LLC (*m)

Non-Insurer (Delaware) FEIN: 39-4119163

 

Oconee Real Estate Holdings XVII – CROSSINGS LLC (*n)

Non-Insurer (Delaware) FEIN: 33-4830625

 

Oconee Real Estate Holdings XVIII – HOUSTON LLC (*o)

Non-Insurer (Delaware) FEIN: 99-2177246

 

VIM SLP Holdings Inc. (2270)

Non-Insurer (Delaware) FEIN: 33-2337236

 

VIM SLP Holdings LLC (2280)

Non-Insurer (Delaware) FEIN: 33-2315739

 

Voya Retirement Insurance and Annuity Company (1350)

Insurer (Connecticut) FEIN: 71-0294708 | NAIC 86509

 

Voya Financial Partners, LLC (1400)

Non-Insurer (Delaware) FEIN: 06-1375177

 

Voya Institutional Plan Services, LLC (1500)

Non-Insurer (Delaware) FEIN: 04-3516284

 

Voya Retirement Advisors, LLC (1550)

Non-Insurer (Delaware) FEIN: 22-1862786

 

Voya Institutional Trust Company (2100)

Non-Insurer (Connecticut) FEIN: 46-5416028

 

ReliaStar Life Insurance Company (1150)

Insurer (Minnesota) FEIN: 41-0451140 | NAIC: 67105

 

ReliaStar Life Insurance Company of New York (1250)

Insurer (New York) FEIN: 53-0242530 | NAIC: 61360

 

 

Voya Insurance Solutions, LLC (1650)

Non-Insurer (Connecticut) FEIN: 02-0488491

Voya Custom Investments LLC (3650)

Non-Insurer (Delaware) FEIN: 02-0488491

 

*a – Voya Special Investments, Inc. owned 0.2% by Voya Financial, Inc., 49.9% by Voya Retirement Insurance and Annuity Company and 49.9% by ReliaStar Life Insurance Company.

*b – Voya Global Services Private Limited is owned 99% by Voya Financial, Inc. and 1% by VFI India Holdings LLC.

*c – Voya Holdings Inc. holds a 76% economic stake, and a Non-Affiliate Member holds a 24% economic stake in VIM Holdings LLC’s class A shares and Voya Holdings Inc also holds a 100% economic stake in VIM Holdings LLC’s class B shares.

*d – Pomona G.P. Holdings LLC owned 50% by Voya Pomona Holdings LLC and 50% by Third Party Shareholders.

*e – Oconee Real Estate Holdings IV-ARB LLC owned 33% by Voya Retirement Insurance and Annuity Company, owned 16% by ReliaStar Life Insurance Company and owned 51% by non-Affiliate members.

*f – Oconee Real Estate Holdings V-CASC LLC owned 44.8% by Voya Retirement Insurance and Annuity Company and owned 55.2% by non-Affiliate members.

*g – Oconee Real Estate Holdings VI-GREEN LLC owned 38.5% by Voya Retirement Insurance and Annuity Company, owned 12.5% by ReliaStar Life Insurance Company and owned 49% by non-Affiliate members.

*h – Oconee Real Estate Holdings VII-CANOPY LLC owned 10.13% by Voya Retirement Insurance and Annuity Company and 89.87% by Non-Affiliate members.

*i – Oconee Real Estate Holdings X – OASIS LLC owned 100% by Voya Commercial Mortgage Originator, LLC.

*j – Oconee Real Estate Holdings XI – MARKET CENTER LLC owned 100% by Voya Commercial Mortgage Originator, LLC.

*k– Oconee Real Estate Holdings XII – RIVERSIDE LLC owned 22.31% by Voya Retirement Insurance and Annuity Company, owned 3.08% by ReliaStar Life Insurance Company and owned 74.61% by non-Affiliate members.

*l – Oconee Real Estate Holdings XIV – FAIRVIEW LLC owned 100% by Voya Commercial Mortgage Originator, LLC.

*m – Oconee Real Estate Holdings XV – SPANISH COVE LLC owned 100% by Voya Commercial Mortgage Originator, LLC.

*n– Oconee Real Estate Holdings XVII – CROSSINGS LLC owned 10% by Voya Retirement Insurance and Annuity Company and 90% by non—Affiliate members.

*o – Oconee Real Estate Holdings XVIII – HOUSTON LLC owned 100% by Voya Commercial Mortgage Originator, LLC.

 

Item 30. Indemnification

 

Section 33-779 of the Connecticut General Statutes (“CGS”) provides that a corporation may provide indemnification of or advance expenses to a director, officer, employee or agent only as permitted by Sections 33-770 to 33-778, inclusive, of the CGS. Reference is hereby made to Section 33-771(e) of the CGS regarding indemnification of directors and Section 33-776(d) of CGS regarding indemnification of officers, employees and agents of Connecticut corporations. These statutes provide in general that Connecticut corporations incorporated prior to January 1, 1997 shall, except to the extent that their certificate of incorporation expressly provides otherwise, indemnify their directors, officers, employees and agents against “liability” (defined as the obligation to pay a judgment, settlement, penalty, fine, including an excise tax assessed with respect to an employee benefit plan, or reasonable expenses incurred with respect to a proceeding) when (1) a determination is made pursuant to Section 33-775 that the party seeking indemnification has met the standard of conduct set forth in Section 33-771 or (2) a court has determined that indemnification is appropriate pursuant to Section 33-77d. Under Section 33-775, the determination of and the authorization for indemnification are made (a) by two or more disinterested directors, as defined in Section 33-770(2); (b) by special legal counsel; (c) by the shareholders; or (d) in the case of indemnification of an officer, agent or employee of the corporation, by the general counsel of the corporation or such other officer(s) as the board of directors may specify. Also, Section 33-772 with Section 33-776 provide that a corporation shall indemnify an individual who was wholly successful on the merits or otherwise against reasonable expenses incurred by him in connection with a proceeding to which he was a party because he is or was a director, officer, employee, or agent of the corporation. Pursuant to Section 33-771(d), in the case of a proceeding by or in the right of the corporation or with respect to conduct for which the director, officer, agent or employee was adjudged liable on the basis that he received a financial benefit to which he was not entitled, indemnification is limited to reasonable expenses incurred in connection with the proceeding against the corporation to which the individual was named a party.

 

A corporation may procure indemnification insurance on behalf of an individual who is or was a director of the corporation. Consistent with the laws of the State of Connecticut, Voya Financial, Inc. maintains Directors and Officers Liability, Professional Liability (aka E&O) and Financial Institutions Bond (aka Fidelity), Employment

 

 

Practices liability and Network Security (aka Cyber) insurance policies. The policies cover Voya Financial, Inc. and any company in which Voya Financial, Inc. has a controlling financial interest of 50% or more. The policies cover the funds and assets of the principal underwriter/depositor under the care, custody and control of Voya Financial, Inc. and/or its subsidiaries.

 

Item 31. Principal Underwriter

 

(a)In addition to serving as the principal underwriter for the Registrant, Voya Financial Partners, LLC acts as the principal underwriter for Variable Life Account B of Voya Retirement Insurance and Annuity Company (VRIAC), Variable Annuity Account C of VRIAC, Variable Annuity Account I of VRIAC and Variable Annuity Account G of VRIAC (separate accounts of VRIAC registered as unit investment trusts under the 1940 Act). Voya Financial Partners, LLC is also the principal underwriter for (i) Separate Account N of ReliaStar Life Insurance Company (RLIC) (a separate account of RLIC registered as a unit investment trust under the 1940 Act), (ii) ReliaStar Select Variable Account of ReliaStar Life Insurance Company (a separate account of RLIC registered as a unit investment trust under the 1940 Act), (iii) MFS ReliaStar Variable Account (a separate account of RLIC registered as a unit investment trust under the 1940 Act), (iv) Northstar Variable Account (a separate account of RLIC registered as a unit investment trust under the 1940 Act), (v) ReliaStar Life Insurance Company of New York Variable Annuity Funds D, E, F, G, H and I (a management investment company registered under the 1940 Act), (vi) ReliaStar Life Insurance Company of New York Variable Annuity Funds M, P and Q (a management investment company registered under the1940 Act), and (viii) ReliaStar Life Insurance Company of New York Variable Annuity Funds M and P (a management investment company registered under the1940 Act).

 

(b)The following are the directors and officers of the Principal Underwriter:

 

Name and Principal Business Address Positions and Offices with Underwriter
William P. Elmslie, One Orange Way, Windsor, CT 06095-4774 Director and Managing Director
Jonathan F. Reilly, One Orange Way, Windsor, CT, 06095-4774 Director
Stephen J. Easton, One Orange Way, Windsor, CT 06095-4774 Chief Compliance Officer
Frederick H. Bohn, One Orange Way, Windsor, CT 06095-4774 Chief Financial Officer
Jacques M. Longerstaey, 200 Park Avenue, New York, NY 10166 Executive Vice President, Chief Risk Officer
Michelle P. Luk, 200 Park Avenue, New York, NY 10166 Senior Vice President and Treasurer
Melissa A. O’Donnell, 250 Marquette Avenue, Suite 900, Minneapolis, MN 55401 Secretary
Marino Monti, Jr., One Orange Way, Windsor, CT 06095-4774 Chief Information Security Officer
M. Bishop Bastien, One Orange Way, Windsor, CT 06095-4774 Vice President
Philip A. Capodice, 5780 Powers Ferry Road, N.W., Atlanta, GA 30327-4390 Vice President and Assistant Treasurer
John (Teddy) T. Cordes, 5780 Powers Ferry Road, N.W., Atlanta, GA 30327-4390 Vice President and Assistant Treasurer
Gavin T. Gruenberg, One Orange Way, Windsor, CT 06095-4774 Vice President
Mark E. Jackowitz, 22 Century Hill Drive, Suite 101, Latham, NY 12110 Vice President
Andrew M. Kallenberg, 5780 Powers Ferry Road, N.W., Atlanta, GA 30327-4390 Vice President, Corporate Tax
David J. Linney, 2925 Richmond Avenue, Suite 1200, Houston, TX 77098 Vice President
Laurie A. Lombardo, One Orange Way, Windsor, CT 06095-4774 Vice President
Benjamin W. Moy, One Orange Way, Windsor, CT 06095-4774 Vice President
Gregory K. Springfield, One Orange Way, Windsor CT 06095-4774 Vice President
Tina M. Schultz, 250 Marquette Avenue, Suite 900, Minneapolis, MN 55401 Assistant Secretary
Devan P. Butler, 5780 Powers Ferry Road, N.W., Atlanta, GA 30327-4390 Tax Officer
Bill Kladis, 5780 Powers Ferry Road, N.W., Atlanta, GA 30327-4390 Tax Officer

 

 

 

(c)Compensation to Principal Underwriter during last fiscal year:

 

(1) (2) (3) (4) (5)

Name of

Principal

Underwriter

Net Underwriting

Discounts and Commissions

Compensation on

Redemption

or Annuitization

 

Brokerage Commissions

 

Other

Compensation*

Voya Financial Partners, LLC       $67,209,367.36

 

*Reflects compensation paid to Voya Financial Partners, LLC attributable to regulatory and operating expenses associated with the distribution of all registered variable annuity products issued by Variable Annuity Account C of Voya Retirement Insurance and Annuity Company during 2025.

 

Item 31A. Information about Contracts with Index-Linked Options and/or Fixed Options Subject to a Contract Adjustment

 

Name of
the
Contract
Number
of
Contracts
outstanding
Total value
attributable to
the Index-Linked
Option and/or
Fixed Option
subject to a
Contract
Adjustment
Number of
Contracts
sold during
the prior
calendar
year
Gross
premiums
received
during the
prior
calendar
year
Amount of
Contract
value
redeemed
during the
prior
calendar
year
Combination
Contract
(Yes/No)
Guaranteed Accumulation Account (“GAA”) 9,151 contracts $448,638,717 as of 12/31/25 0 $4,745,380 $47,244,412 Yes

 

Item 32. Location of Accounts and Records

 

All accounts, books and other documents required to be maintained by Section 31(a) of the 1940 Act and the rules under it, on behalf of Registrant, is provided in our most recent report filed on Form N-CEN.

 

Item 33. Management Services

 

Not applicable

 

Item 34. Fee Representation

 

The Company hereby represents that with respect to plans established pursuant to Section 403(b) of the Internal Revenue Code of 1986, as amended, that are subject to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), it is relying on and complies with the terms of the SEC Staff’s No-Action Letter dated August 30, 2012, with respect to participant acknowledgement of and language concerning withdrawal restrictions applicable to such plans. See ING Life Insurance and Annuity Company; S.E.C. No-Action Letter, 2012 WL 3862169, August 30, 2012.

 

Except in relation to 403(b) plans subject to ERISA, the Company hereby represents that it is relying on and complies with the provisions of Paragraphs (1) through (4) of the SEC Staff’s No-Action Letter dated November 28, 1988, with respect to language concerning withdrawal restrictions applicable to plans established pursuant to Section 403(b) of the Internal Revenue Code of 1986, as amended. See American Council of Life Insurance; S.E.C. No-Action Letter, 1988 WL 1235221, November 28, 1988.

 

 

With respect to the variable investment options, Voya Retirement Insurance and Annuity Company represents that the fees and charges deducted under the contracts covered by this registration statement, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Voya Retirement Insurance and Annuity Company.

 

With regard to Fixed Interest Options subject to a Contract Adjustment, the Company undertakes:

 

1.To file, during any period in which offers or sales are being made, a post-effective amendment to the registration statement to include any prospectus required by section 10(a)(3) of the Securities Act; and
2.That, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it meets all of the requirements for effectiveness of this registration statement under Rule 485(b) under the Securities Act and has duly caused this Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the Town of Windsor, State of Connecticut, on the 24th day of April 2026.

 

 

 

VARIABLE ANNUITY ACCOUNT C OF

VOYA RETIREMENT INSURANCE AND ANNUITY COMPANY
(Registrant)

     
   

/s/ Amelia J. Vaillancourt

   

Amelia J. Vaillancourt

President

(Principal Executive Officer)

 

 

VOYA RETIREMENT INSURANCE AND ANNUITY COMPANY
(Insurance Company)

   
   

/s/ Amelia J. Vaillancourt

   

Amelia J. Vaillancourt

President

(Principal Executive Officer)

 

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

 

Signature   Title Date
       
Amelia J. Vaillancourt*   President and Director  
Amelia J. Vaillancourt   (Principal Executive Officer)  
       
Tony D. Oh*   Senior Vice President and Chief Accounting Officer  
Tony D. Oh   (Chief Accounting Officer)  
       
William T. Bainbridge*   Director, Senior Vice President and Chief Financial Officer  
William T. Bainbridge   (Chief Financial Officer)  
      April 24, 2026
Curtis J. Heaser*   Director  
Curtis J. Heaser      
       
Andrew J. Stocker*   Director  
Andrew J. Stocker      
       
Youssef A. Blal*   Director  
Youssef A. Blal      
       
Jay S. Kaduson*   Director  
Jay S. Kaduson      
       
Neha Jha*   Director  
Neha Jha      

 

By: /s/ Tamara Saverine  
  Tamara Saverine  
  *Attorney-in-Fact  

 

 

* Executed by Tamara Saverine on behalf of those indicated pursuant to Powers of Attorney filed as an exhibit to this Registration Statement.
 

 

EXHIBIT INDEX

 

Exhibit No. Exhibit
   
27(k) Opinion and Consent of Counsel
   
27(l) Consent of Independent Registered Public Accounting Firm
   
27(o)(1) Initial Summary Prospectus for Contracts other than those in the Texas K-12 Market
   
27(o)(2) Initial Summary Prospectus for Texas K-12 Market
   
27(p) Powers of Attorney

 

 
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