PRUDENTIAL FINANCIAL INC — Director's Dealing 2018

May 10, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2018-05-08

Reporting Person: POON CHRISTINE A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-08	Common Stock	M	1431	—	Acquired	13014	Direct
2018-05-08	Common Stock	D	1431	$100.10	Disposed	11583	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-05-08	2017 Restricted Stock Units	$	M	1431	Disposed		Common Stock (1431)	Direct
2018-05-08	2018 Restricted Stock Units	$0	A	1498	Acquired		Common Stock (1498)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive the economic equivalent of one share of PRU common stock.

F2: The restricted stock units vest the earlier of the annual meeting or in one year on May 10, 2018.

F3: The restricted stock units vest the earlier of the annual meeting or in one year on May 8, 2019.