PRUDENTIAL FINANCIAL INC — Director's Dealing 2025

Feb 12, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2025-02-10

Reporting Person: Lowrey Charles F (Director, Chief Executive Officer, Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-02-10	Common Stock	M	62975	—	Acquired	233056	Direct
2025-02-10	Common Stock	F	33517	$112.09	Disposed	199539	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-10	2025 Restricted Stock Units	$0	A	31225	Acquired		Common Stock (31225)	Direct
2025-02-10	2025 Performance Shares	$0	A	93675	Acquired		Common Stock (93675)	Direct
2025-02-10	2022 Performance Shares	$0	M	77269	Disposed		Common Stock (77269)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	292	Indirect

Footnotes

F1: The Compensation and Human Capital Committee determined the number of shares received based on the Company's return on equity ("ROE") performance relative to the ROE performance of a performance peer group of companies and performance relative to a pre-determined goal for growth in adjusted book value per share for the 2022 through 2024 performance period.

F2: Represents shares withheld for the payment of taxes.

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

F4: The Restricted Stock Units will vest 1/3 per year beginning the last day of February 2026.

F5: The performance shares convert to common stock on a 1 to 1 basis.

F6: Represents the target number of shares to be received. The actual number of shares to be received will be determined by the Compensation and Human Capital Committee in February 2028 based on the Company's ROE performance relative to a performance peer group of companies and performance relative to a pre-determined goal for growth in adjusted book value per share for the 2025 through 2027 performance period.