Prudential PLC — Regulatory Filings 2022

Apr 5, 2022

8-A12B 1 tm229652d8_8a12b.htm FORM 8-A12B

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

PRUDENTIAL PUBLIC LIMITED COMPANY

(Exact name of registrant as specified in its charter)

| England and Wales | Not Applicable | | --- | --- | | (State of incorporation or organization) | (I.R.S. Employer Identification No.) |

1 Angel Court

London EC2R 7AG, England

(Address of Principal Executive Offices) (Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

| Title of each class to be so registered | Name of each exchange on which each class is to be registered | | --- | --- | | 3.625% Notes due 2032 | The New York Stock Exchange |

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. ¨

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨

Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-244226

Securities to be registered pursuant to Section 12(g) of the Act: None .

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INFORMATION REQUIRED IN REGISTRATION STATEMENT

Prudential plc (the “Company”) has filed with the U.S. Securities and Exchange Commission (the “SEC”), pursuant to Rule 424(b) under the Securities Act of 1933, as amended, a prospectus supplement dated March 21, 2022 (the “Prospectus Supplement”) to a prospectus dated August 11, 2020 (the “Prospectus”), relating to the securities to be registered hereunder, included in the Company’s automatic shelf Registration Statement on Form F-3 (File No. 333-244226), which became automatically effective upon filing.

Item 1. Description of Registrant’s Securities to be Registered.

The information set forth in (i) the sections captioned “Description of the Notes” and “Material U.K. and U.S. Federal Income Tax Consequences” in the Prospectus Supplement, and (ii) the section captioned “Description of the Senior Debt Securities” in the Prospectus, is incorporated herein by reference.

Item 2. Exhibits.

See the Exhibit Index below, which is incorporated herein by reference.

EXHIBIT INDEX

Exhibit Number	Description
4.1	Senior
Indenture, dated as of April 14, 2020, between Prudential plc and Citibank, N.A. (incorporated by reference to Exhibit 4.1
to the Company’s Form 6-K filed with the SEC on April 14, 2020)
4.2	Second
Supplemental Indenture, dated as of March 24, 2022, between Prudential plc and Citibank, N.A. (incorporated by reference to
Exhibit 4.1 to the Company’s Form 6-K filed with the SEC on March 24, 2022)
4.3	Form of
Prudential plc 3.625% Notes Due 2032 (included as Exhibit A in Exhibit 4.2)

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SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

/s/ Thomas Clarkson
Thomas Clarkson
Company Secretary

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