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Prudential plc — Share Issue/Capital Change 2025
May 8, 2025
50562_rns_2025-05-08_d91d9715-09df-4894-80c7-beb5cfab933b.pdf
Share Issue/Capital Change
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FF301
HKEX
香港交易所
Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities
For the month ended: 30 April 2025
Status: New Submission
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer: Prudential plc
Date Submitted: 08 May 2025
I. Movements in Authorised / Registered Share Capital Not applicable
Remarks:
Prudential plc (the "Company") does not have an authorised share capital.
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II. Movements in Issued Shares and/or Treasury Shares
| 1. Class of shares | Ordinary shares | Type of shares | Not applicable | Listed on the Exchange (Note 1) | Yes | ||||
|---|---|---|---|---|---|---|---|---|---|
| Stock code (if listed) | 02378 | Description | Ordinary shares of GBP 0.05 each | ||||||
| Number of issued shares (excluding treasury shares) | Number of treasury shares | Total number of issued shares | |||||||
| Balance at close of preceding month | 2,624,347,013 | 0 | 2,624,347,013 | ||||||
| Increase / decrease (-) | -16,909,798 | 0 | |||||||
| Balance at close of the month | 2,607,437,215 | 0 | 2,607,437,215 |
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III. Details of Movements in Issued Shares and/or Treasury Shares
(A). Share Options (under Share Option Schemes of the Issuer)
| 1. Class of shares | Ordinary shares | Type of shares | Not applicable | Listed on the Exchange (Note 1) | Yes | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock code (if listed) | 02378 | Description | Ordinary shares of GBP 0.05 each | |||||||||||
| Particulars of share option scheme | Number of share options outstanding at close of preceding month | Movement during the month | Number of share options outstanding at close of the month | Number of new shares issued during the month pursuant thereto (A1) | Number of treasury shares transferred out of treasury during the month pursuant thereto (A2) | Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month | The total number of shares which may be issued or transferred out of treasury upon exercise of all share options to be granted under the scheme at close of the month | |||||||
| 1). | Prudential Sharesave Plan 2023 (the "Sharesave 2023") | 87,205 | 87,205 | 0 | 0 | 5,156 | 87,205 | |||||||
| General Meeting approval date (if applicable) 25 May 2023 | ||||||||||||||
| 2). | Prudential International Savings-Related Share Option Scheme for Non-Employees (the "ISSOSNE") | 1,482,775 | Cancelled | -9,879 | 1,472,896 | 0 | 0 | 127,871 | 1,472,896 | |||||
| General Meeting approval date (if applicable) 25 May 2023 | ||||||||||||||
| 3). | Prudential Agency Long Term Incentive Plan (the "Agency LTIP") | 108,174 | Lapsed | -1,124 | 107,050 | 0 | 0 | 40,601 | 107,050 | |||||
| General Meeting approval date (if applicable) 25 May 2023 | ||||||||||||||
| 4). | Prudential Long Term Incentive Plan 2023 (the "PLTIP 2023") | 1,930,545 | 1,930,545 | 0 | 0 | 107,278 | 1,930,545 | |||||||
| General Meeting approval date (if applicable) 25 May 2023 |
Increase in issued shares (excluding treasury shares): 0 Ordinary shares (AA1)
Decrease in treasury shares: 0 Ordinary shares (AA2)
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Total funds raised during the month from exercise of options: GBP
0
Remarks:
The total number of shares that may be issued to satisfy options or awards granted in any ten-year rolling period under the Sharesave 2023, the ISSOSNE, the Agency LTIP, the PLTIP 2023 and any other share schemes of the Company may not exceed 10% of the total number of shares in issue from time to time (i.e. 260,743,721 as at 30 April 2025) pursuant to the waiver from strict compliance with the requirement of Rule 17.03(B)(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") granted to the Company.
Sharesave 2023 - New ordinary shares are issued when options are exercised under the Sharesave 2023, thereby increasing the Company's issued ordinary share capital.
PLTIP 2023 - In order to satisfy anticipated releases of shares to participants following the vesting of awards under the PLTIP 2023, new ordinary shares are from time to time issued by the Company and allotted to Apex Group Fiduciary Services Limited, thereby increasing the Company's issued ordinary share capital. These shares are held by the Prudential Employee Share Trust on behalf of the participants of the PLTIP 2023 and released to them when their awards vest (as appropriate).
ISSOSNE and Agency LTIP - In order to satisfy anticipated exercises of options under the ISSOSNE, and the anticipated releases of shares to participants following the vesting of awards under the Agency LTIP, new ordinary shares are from time to time issued by the Company and allotted to Asian Agency SPV Limited, thereby increasing the Company's issued ordinary share capital. These shares are held by the Prudential Agent Share Trust on behalf of the participants of the ISSOSNE and the Agency LTIP, and released to them when they exercise their option or when their awards vest (as appropriate).
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(B). Warrants to Issue Shares of the Issuer
Not applicable
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(C). Convertibles (i.e. Convertible into Shares of the Issuer)
Not applicable
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(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share Option Schemes)
Not applicable
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(E). Other Movements in Issued Shares and/or Treasury Shares
| 1. Class of shares | Ordinary shares | Type of shares | Not applicable | Listed on the Exchange (Note 1) | Yes | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock code (if listed) | 02378 | Description | Ordinary shares of GBP 0.05 each | ||||||||||
| Events | At price (if applicable) | Date of event (Note 2) | General Meeting approval date (if applicable) | Increase/ decrease (-) in issued shares (excluding treasury shares) during the month pursuant thereto (E1) | Increase/ decrease (-) in treasury shares during the month pursuant thereto (E2) | Number of shares redeemed or repurchased for cancellation but not yet cancelled as at close of the month (Note 3) | |||||||
| Currency | Amount | ||||||||||||
| 1). | Repurchase of shares (shares repurchased and cancelled) | 01 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 2). | Repurchase of shares (shares repurchased and cancelled) | 02 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 3). | Repurchase of shares (shares repurchased and cancelled) | 03 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 4). | Repurchase of shares (shares repurchased and cancelled) | 04 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 5). | Repurchase of shares (shares repurchased and cancelled) | 07 April 2025 | 23 May 2024 | -3,000,000 | |||||||||
| 6). | Repurchase of shares (shares repurchased and cancelled) | 08 April 2025 | 23 May 2024 | -3,500,000 | |||||||||
| 7). | Repurchase of shares (shares repurchased and cancelled) | 09 April 2025 | 23 May 2024 | -3,750,000 | |||||||||
| 8). | Repurchase of shares (shares repurchased and cancelled) | 10 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 9). | Repurchase of shares (shares repurchased and cancelled) | 11 April 2025 | 23 May 2024 | -2,500,000 | |||||||||
| 10). | Repurchase of shares (shares repurchased and cancelled) | 14 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 11). | Repurchase of shares (shares repurchased and cancelled) | 15 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 12). | Repurchase of shares (shares repurchased and cancelled) | 16 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 13). | Repurchase of shares (shares repurchased and cancelled) | 17 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 14). | Repurchase of shares (shares repurchased and cancelled) | 22 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 15). | Repurchase of shares (shares repurchased and cancelled) | 23 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 16). | Repurchase of shares (shares repurchased and cancelled) | 24 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 17). | Repurchase of shares (shares repurchased and cancelled) | 25 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 18). | Repurchase of shares (shares repurchased and cancelled) | 28 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 19). | Repurchase of shares (shares repurchased and cancelled) | 29 April 2025 | 23 May 2024 | -260,000 | |||||||||
| 20). | Repurchase of shares (shares repurchased and cancelled) | 30 April 2025 | 23 May 2024 | -259,798 |
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| 21). Repurchase of shares (shares repurchased for cancellation but not yet cancelled) | 23 May 2024 | -1,060,000 | |||||
|---|---|---|---|---|---|---|---|
Increase/ decrease (-) in issued shares (excluding treasury shares): -16,909,798 Ordinary shares (EE1)
Increase/ decrease (-) in treasury shares: Ordinary shares (EE2)
Remarks:
21) A total of 1,060,000 shares repurchased on 29 and 30 April 2025 for cancellation were not yet cancelled as at 30 April 2025
| Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1): | -16,909,798 | Ordinary shares |
|---|---|---|
| Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2): | 0 | Ordinary shares |
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IV. Information about Hong Kong Depositary Receipt (HDR) Not applicable
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V. Confirmations Not applicable
Submitted by: Florence Ng Wai Yin
Title: Deputy Group Secretary
(Director, Secretary or other Duly Authorised Officer)
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Notes
- The Exchange refers to The Stock Exchange of Hong Kong Limited.
- In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares redeemed and cancelled), "date of event" should be construed as "cancellation date".
In the case of repurchase of shares (shares held as treasury shares), "date of event" should be construed as "date on which shares were repurchased and held by the issuer in treasury".
- The information is required in the case of repurchase of shares (shares repurchased for cancellation but not yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative number.
- Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that is/are not applicable to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, or the treasury shares sold or transferred, no further confirmation is required to be made in this return.
-
"Identical" means in this context:
-
the securities are of the same nominal value with the same amount called up or paid up;
- they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
- they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.
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