PRUDENTIAL FINANCIAL INC — Director's Dealing 2015

Feb 18, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2015-02-14

Reporting Person: Silitch Nicholas C (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-14	Common Stock	M	2715	—	Acquired	5442	Direct
2015-02-14	Common Stock	F	1113	$80.33	Disposed	4329	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-14	2012 Restricted Stock Units	$0	M	2715	Disposed		Common Stock (2715)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	210	Indirect

Footnotes

F1: Represents the vesting of previously awarded restricted stock units.

F2: Represents shares withheld for the payment of taxes when restricted shares vested.

F3: The Restricted Stock Units convert to common stock on a 1 to 1 basis.

F4: The Restricted Stock Units will vest on February 14, 2015.