PRUDENTIAL FINANCIAL INC — Director's Dealing 2018

Feb 15, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2018-02-13

Reporting Person: Alziari Lucien (Senior Vice President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-13	2018 Employee Stock Option (Right to Buy)	$106.89	A	6502	Acquired	2028-02-13	Common Stock (6502)	Direct
2018-02-13	2018 Performance Shares	$0	A	4923	Acquired		Common Stock (4923)	Direct

Footnotes

F1: The options vest in three equal annual installments beginning on February 13, 2019.

F2: The performance shares convert to common stock on a 1 to 1 basis.

F3: Represents the target number of shares to be received relative to the Company's average ROE goals and relative to the ROE achievement of certain life insurance peer companies for the 2018 through 2020 performance period. The actual number of shares to be received will be determined by the Compensation Committee in February 2021.