PRUDENTIAL FINANCIAL INC — Director's Dealing 2021

Mar 25, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2021-03-22

Reporting Person: TANJI KENNETH (EVP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-22	Common Stock	M	11843	$59.41	Acquired	36477	Direct
2021-03-22	Common Stock	M	17442	$57.00	Acquired	53919	Direct
2021-03-22	Common Stock	S	28914	$90.93	Disposed	25005	Direct
2021-03-22	Common Stock	S	371	$91.39	Disposed	24634	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-22	2012 Employee Stock Option (Right to Buy)	$59.41	M	11843	Disposed	2022-02-14	Common Stock (11843)	Direct
2021-03-22	2013 Employee Stock Option (Right to Buy)	$57.00	M	17442	Disposed	2023-02-12	Common Stock (17442)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	44	Indirect

Footnotes

F1: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 17, 2021

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.37 to $91.37 inclusive. The reporting person undertakes to provide to Prudential Financial, Inc., any security holder of Prudential Financial, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 2 to this Form 4.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.39 to $91.40 inclusive. The reporting person undertakes to provide to Prudential Financial, Inc., any security holder of Prudential Financial, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 3 to this Form 4.

F4: Following the transactions reported on this Form 4, Mr. Tanji continues to hold 24,634 shares directly and 44 shares indirectly in a 401(k) account. Mr. Tanji also holds an additional 55,296 vested stock options 28,213 unvested stock options, 11,503 restricted stock units and 66,141 target performance shares (the exact number awarded being dependent on achievement of performance goals).

F5: The options vested in three equal annual installments beginning on February 14, 2013.

F6: The options vested in three equal annual installments beginning on February 12, 2014.