PRUDENTIAL FINANCIAL INC — Director's Dealing 2026

Feb 11, 2026

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2026-02-09

Reporting Person: SULLIVAN ANDREW F (Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2026-02-09	Common Stock	M	32065	—	Acquired	59137	Direct
2026-02-09	Common Stock	F	14964	$102.20	Disposed	44173	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2026-02-09	2026 Restricted Stock Units	$0	A	32290	Acquired		Common Stock (32290)	Direct
2026-02-09	2026 Performance Shares	$0	A	96869	Acquired		Common Stock (96869)	Direct
2026-02-09	2023 Performance Shares	$0	M	36313	Disposed		Common Stock (36313)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	456	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 2023 through 2025 performance period.

F2: Represents shares withheld for the payment of taxes.

F3: Amount reported has been adjusted to include 31 shares of Issuer common stock acquired by the reporting person under The Prudential Employee Savings Plan between December 31, 2024, and December 31, 2025, based on a plan statement dated December 31, 2025. 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 will vest 1/3 per year beginning in February 2027.

F6: The performance shares convert to common stock on a 1 to 1 basis.

F7: 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 2029 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 2026 through 2028 performance period.