PRUDENTIAL FINANCIAL INC — Director's Dealing 2019

Feb 11, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2019-02-09

Reporting Person: Woods Candace (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-09	Common Stock	M	1663	—	Acquired	7090	Direct
2019-02-09	Common Stock	F	557	$90.99	Disposed	6533	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-09	2016 Restricted Stock Units	$0	M	1663	Disposed		Common Stock (1663)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1373	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: Amount reported has been adjusted to include 60 shares of Issuer common stock acquired by the reporting person under The Prudential Employee Savings Plan between December 31, 2017 and December 31, 2018 based on a plan statement dated December 31, 2018. The acquisition of such shares was exempt from Section 16 pursuant to Rules 16b-3(c) and 16a-3(f)(1)(i)(B).

F4: The Restricted Stock Units convert to common stock on a 1 to 1 basis.

F5: The Restricted Stock Units vested on February 9, 2019.