Prudential PLC — Director's Dealing 2026

Jun 5, 2026

6-K 1 a2802h.htm OVERSEAS REGULATORY ANNOUNCEMENT - AWARDS GRANT Document created using Blueprint(R) - powered by Issuer Services - www.issuerservices.net Copyright 2026 Issuer Services a2802h

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of June, 2026

PRUDENTIAL PUBLIC LIMITED COMPANY

(Translation of registrant's name into English)

13/F, One International Finance Centre,

1 Harbour View Street, Central,

Hong Kong, China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports

under cover Form 20-F or Form 40-F.

Form 20-F X Form 40-F

Indicate by check mark whether the registrant by furnishing the information

contained in this Form is also thereby furnishing the information to the

Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes No X

If "Yes" is marked, indicate below the file number assigned to the registrant

in connection with Rule 12g3-2(b): 82-

The following text is the text of an announcement released to the Stock Exchange of Hong Kong Limited on 5 June 2026 pursuant to rule 17.06A of the Rules Governing the Listing of Securities (the "Listing Rules") on the Stock Exchange of Hong Kong.

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and the Singapore Exchange Securities Trading Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

GRANT OF SHARE AWARDS

This announcement is made pursuant to Rule 17.06A of the Rules Governing the Listing of Securities (the "Listing Rules") on The Stock Exchange of Hong Kong Limited.

Prudential plc ("Prudential") announces that on 3 June 2026, an award (the "Award") was granted over a total of 419,318 new ordinary shares of Prudential to Anil Wadhwani, a director and Chief Executive Officer of Prudential, under the Prudential Long Term Incentive Plan 2023 (the "PLTIP").

A summary is set out below:

Date of grant — Number of shares under Award granted	: — :	3 June 2026 — 419,318
Purchase price of the Award granted	:	Nil
Closing price of the shares on the date of grant	:	HK$ 112 per
share
Vesting period of the Award granted	:	The vesting period is three years from the date of
grant.
Performance targets and clawback mechanism	:	Performance Targets: The PLTIP has stretching performance
conditions aligned to the strategic priorities of the Prudential
Group. The performance period is 1 January 2026 - 31 December
2028. The conditions are summarised below, with confirmation
of the threshold requirements, which result in 20% of the award
element vesting:
		Performance Target	Weighting	Summary Description
		New Business Profit (NBP)	15%	Cumulative NBP measures the value creation of writing new business
and is a key metric to indicate growth. Threshold is
US$9,630m.
		Gross Operating Free Surplus Generation (OFSG)	15%	Cumulative Gross OFSG will be calculated as the operating free
surplus generated within local businesses before the investment in
new business and any central costs. Threshold is
US$10,841m.
		Return on Embedded Value (RoEV)	15%	A comprehensive performance measure for the Group, capturing both
new business growth and the efficient management of in-force
business. Threshold is 14.3%.
		Total Shareholder Return (TSR)	40%	Measured on a ranked basis over three years relative to a peer
group of 11 other insurance companies and banks. Threshold is a
median ranking.
		GIECA Measure	5%	Cumulative GIECA surplus generation. The threshold figure for this
metric will be published in the Annual Report for the final year of
the performance period.
		GWS Capital Measure	5%	Cumulative GWS operating capital generation. The threshold figure
for this metric will be published in the Annual Report for the
final year of the performance period.
		Financing the Transition (FTT)	5%	Cumulative committed/invested capital over the three-year
performance period. Threshold is US$3.783bn. This element is
subject to a Weighted Average Carbon Intensity reduction underpin
which must be met before any part of the FTT element
vests.
		Total	100%
		Clawback mechanism: Clawback may be applied where there are the
following exceptional circumstances at any time before the fifth
anniversary of the award date: ● a
material misstatement in the published results of any member of the
Prudential group for any period during or after the performance
period (or if no performance periods are applicable, the vesting
period); ● an
error in the assessment of any applicable performance conditions or
the determination of the number of shares subject to an award (or
where such assessment was based on inaccurate or misleading
information); ● gross
misconduct; ● a
breach by the participant of any restrictive covenants or other
similar undertakings; ● where
the participant has caused a material financial loss for the
Prudential group as a result of (i) reckless, negligent or wilful
actions or omissions; or (ii) inappropriate values or
behaviour; ● where
a member of the Prudential group is censured by a regulatory body
or suffers significant reputational damage; and ● insolvency or corporate
failure.

The Award has been approved by the independent non-executive directors of Prudential pursuant to Rule 17.04(1) of the Listing Rules.

As at the date of this announcement, the maximum number of shares available for future grant under the scheme mandate of the plan and any other plans is 196,252,671.

About Prudential plc

Prudential provides life and health insurance and asset management in Greater China, ASEAN, India and Africa. Prudential's mission is to be the most trusted partner and protector for this generation and generations to come, by providing simple and accessible financial and health solutions. The business has dual primary listings on the Stock Exchange of Hong Kong (HKEX: 2378) and the London Stock Exchange (LSE: PRU). It also has a secondary listing on the Singapore Stock Exchange (SGX: K6S) and a listing on the New York Stock Exchange (NYSE: PUK) in the form of American Depositary Receipts. It is a constituent of the Hang Seng Composite Index and is also included for trading in the Shenzhen-Hong Kong Stock Connect programme and the Shanghai-Hong Kong Stock Connect programme.

Prudential is not affiliated in any manner with Prudential Financial, Inc. a company whose principal place of business is in the United States of America, nor with The Prudential Assurance Company Limited, a subsidiary of M&G plc, a company incorporated in the United Kingdom.

www.prudentialplc.com

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: 05 June 2026

| PRUDENTIAL
PUBLIC LIMITED COMPANY |
| --- |
| By:
/s/ Sylvia
Edwards |
| Sylvia
Edwards |
| Deputy
Group Secretary |

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