Prudential PLC — Share Issue/Capital Change 2026

Jun 5, 2026

6-K 1 a2804h.htm OVERSEAS REGULATORY ANNOUNCEMENT - AWARDS GRANT Document created using Blueprint(R) - powered by Issuer Services - www.issuerservices.net Copyright 2026 Issuer Services a2804h

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 on The Stock Exchange of Hong Kong Limited (the "Listing Rules").

Prudential plc ("Prudential") announces that on 3 June 2026, awards (the "Awards") were granted over a total of 203,181 new ordinary shares to certain non-employees under the Prudential Agency Long Term Incentive Plan (the "Agency LTIP") which was approved at the annual general meeting on 25 May 2023.

A summary is set out below:

Date of grant	:	3 June 2026
Number of shares under Awards granted	:	203,181
Purchase price of the Awards granted	:	Nil
Closing price of the
shares on
the date of grant	:	HK$ 112 per
share
Vesting period of the Award granted	:	The vesting date is 25 March 2029
Performance targets and clawback mechanism	:	Performance Targets: The Awards are not subject to performance
conditions. Clawback mechanism: Clawback may be applied where there are the
following exceptional circumstances at any time before the fifth
anniversary of the award date: ● there
is a materially adverse restatement of Prudential's published
accounts in respect of any financial year which (in whole or part)
comprised part of that five year period; ● it
becomes apparent that a material breach of a law or regulation took
place during that five year period which resulted in significant
harm to Prudential or its reputation; ● the
calculation of the number of shares subject to an award or of the
extent to which any performance conditions have been satisfied or
the Remuneration Committee's determination of the extent to which
an award vests was based on erroneous or misleading data or was
otherwise incorrect; or ● the participant's personal
conduct during the relevant performance period in respect of that
award has: o resulted
in Prudential, or any member of its group, suffering significant
reputational or financial damage; o the
potential to cause significant reputational or financial damage to
Prudential or any member of its group;
and/or o resulted
in the material breach of the Prudential group's business code of
conduct or law.

Grants to service providers or related entity participants : Agency LTIP is designed to incentivise and retain individuals, such as insurance agents, who are not employees of Prudential or its subsidiaries (the "Group") but who are closely connected with the Group. The Board of Directors of Prudential is of the view that these grants will ensure Prudential's long term interests are aligned and the grantees will be motivated to contribute towards the Group's development.

None of the grantees of the Awards are a director, chief executive or substantial shareholder of Prudential, nor an associate (as defined in the Listing Rules) of any of them.

As at the date of this announcement, the maximum number of shares available for future grant under the scheme mandate of the above plans and any other plans of Prudential is 196,252,671 and the service provider sublimit of the above plans and any other plans of Prudential is 36,151,322.

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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