Prudential Investment Portfolios 16

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Certifications pursuant to Section 302 of the Sarbanes-Oxley Act – Attached hereto as
Exhibit EX-99.CERT.

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Exhibit EX-99.906CERT.

N-CSRS 1 d579998dncsrs.htm PRUDENTIAL INVESTMENT PORTFOLIOS 16 Prudential Investment Portfolios 16

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES


Investment Company Act file number:		811-08915

Exact name of registrant as specified in charter:		Prudential Investment Portfolios 16

Address of principal executive offices:		655 Broad Street, 17^th Floor
		Newark, New Jersey 07102

Name and address of agent for service:		Deborah A. Docs
		655 Broad Street, 17^th Floor
		Newark, New Jersey 07102

Registrant’s telephone number, including area code:		800-225-1852

Date of fiscal year end:		10/31/2018

Date of reporting period:		4/30/2018

Item 1 – Reports to Stockholders

LOGO

PGIM INCOME BUILDER FUND

(Formerly known as Prudential Income Builder Fund)

SEMIANNUAL REPORT

APRIL 30, 2018

LOGO

To enroll in e-delivery, go to pgiminvestments.com/edelivery

Objective: Income and long-term capital growth

This report is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus.

The information about the Fund’s portfolio holdings is for the period covered by this report and is subject to change thereafter.

The accompanying financial statements as of April 30, 2018 were not audited and, accordingly, no auditor’s opinion is expressed on them.

Mutual funds are distributed by Prudential Investment Management Services LLC, a Prudential Financial company. Jennison Associates LLC and PGIM, Inc. (PGIM) are registered investment advisers and Prudential Financial companies. QMA is the primary business name of Quantitative Management Associates LLC, a wholly owned subsidiary of PGIM. PGIM Fixed Income and PGIM Real Estate are units of PGIM. ^© 2018 Prudential Financial, Inc. and its related entities. Jennison Associates, Jennison, PGIM Real Estate, PGIM, and the PGIM logo are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.


2		Visit our website at pgiminvestments.com

Table of Contents



Letter from the President			5

Your Fund’s Performance			6

Fees and Expenses			9

Holdings and Financial Statements			11


PGIM Income Builder Fund			3

This Page Intentionally Left Blank

Letter from the President

LOGO

Dear Shareholder:

We hope you find the semiannual report for PGIM Income Builder Fund informative and useful. The report covers performance for the six-month period ended April 30, 2018.

We have important information to share with you. Effective June 11, 2018, Prudential Mutual Funds were renamed PGIM Funds. This renaming is

part of our ongoing effort to further build our reputation and establish our global brand, which began when our firm adopted PGIM Investments as its name in April 2017. Please note that only the Fund’s name has changed. Your Fund’s management and operation, along with its symbols, remained the same.*

Regarding your investments with PGIM, we believe it is important to maintain a diversified portfolio of funds consistent with your tolerance for risk, time horizon, and financial goals.

Your financial advisor can help you create a diversified investment plan that may include funds covering all the basic asset classes and that reflects your personal investor profile and risk tolerance. However, diversification and asset allocation strategies do not assure a profit or protect against loss in declining markets.

At PGIM Investments, we consider it a great privilege and responsibility to help investors participate in opportunities across global markets while meeting their toughest investment challenges. PGIM is a top-10 global investment manager with more than $1 trillion in assets under management. This investment expertise allows us to deliver actively managed funds and strategies to meet the needs of investors around the globe.

Thank you for choosing our family of funds.

Sincerely,

LOGO

Stuart S. Parker, President

PGIM Income Builder Fund

June 15, 2018

*The Prudential Day One Funds did not change their names.


PGIM Income Builder Fund			5

Your Fund’s Performance (unaudited)

Performance data quoted represents past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted. An investor may obtain performance data as of the most recent month-end by visiting our website at www.pgiminvestments.com or by calling (800) 225-1852.


	Total Returns as of 4/30/18 (without sales charges)	Average Annual Total Returns as of 4/30/18 (with sales charges)
	*Six Months (%)**	One Year (%)	Five Years (%)	Ten Years (%)	Since Inception (%)
Class A	–0.54	–2.94	2.85	3.88	—
Class B	–0.92	–4.06	2.89	3.58	—
Class C	–0.81	–0.07	3.03	3.58	—
Class R	–0.56	1.38	3.56	4.11	—
Class Z	–0.31	1.87	4.08	4.63	—
Class R6**	–0.42	1.88	N/A	N/A	4.57 (12/30/16)
S&P 500 Index
	3.82	13.26	12.95	9.01	—
Bloomberg Barclays US Aggregate Bond Index
	–1.87	–0.32	1.47	3.57	—
Lipper Flexible Portfolio Funds Average
	1.09	6.51	4.67	4.68	—

Source: PGIM Investments LLC and Lipper Inc.

*Not annualized

**Formerly known as Class Q shares.

Since Inception returns are provided for any share class with less than 10 fiscal years of returns. Since Inception returns for the Indexes and the Lipper Average are measured from the closest month-end to the class’ inception date.


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The returns in the tables do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares. The average annual total returns take into account applicable sales charges, which are described for each share class in the table below.

Class A

Class B*

Class C

Class R

Class Z

Class R6**

Maximum initial sales charge

4.50% of the public offering price

None

Contingent deferred sales charge (CDSC) (as a percentage of the lower of original purchase price or net asset value at redemption)

1.00% on sales of $1 million or more made within 12 months of purchase

5.00% (Year 1) 4.00% (Year 2) 3.00% (Year 3) 2.00% (Year 4) 1.00% (Years 5/6) 0.00% (Year 7)

1.00% on sales made within 12 months of purchase

None

Annual distribution and service (12b-1) fees (shown as a percentage of average daily net assets)

0.30%
(0.25% currently)

1.00%

0.75% (0.50% currently)

None

*Class B shares are closed to all purchase activity and no additional Class B shares may be purchased or acquired by except by exchange from Class B shares of another Fund or through dividend or capital gains reinvestment.

**Formerly known as Class Q shares.

Benchmark Definitions

S&P 500 Index—The Standard & Poor’s 500 Composite Stock Price Index (S&P 500 Index) is an unmanaged index of over 500 stocks of large US public companies. It gives a broad look at how US stock prices in the United States have performed. The average annual total return for the Index measured from the month-end closest to the inception date of the Fund’s Class R6 shares is 15.62%.

Bloomberg Barclays US Aggregate Bond Index—The Bloomberg Barclays US Aggregate Bond Index represents an unmanaged diversified portfolio of fixed income securities, including US Treasuries, investment-grade corporate bonds, and mortgage-backed and asset-backed securities. The average annual total return for the Index measured from the month-end closest to the inception date of the Fund’s Class R6 shares is 0.95%.

Lipper Flexible Portfolio Funds Average—The Lipper Flexible Portfolio Funds Average (Lipper Average) is based on the average return of all funds in the Lipper Flexible Portfolio Funds universe for the periods noted. The funds in the Lipper Average allocate their investments to both domestic and foreign securities across traditional asset classes with a focus on total return. The average annual total return for the Lipper Average measured from the month-end closest to the inception date of the Fund’s Class R6 shares is 8.53%.


PGIM Income Builder Fund			7

Your Fund’s Performance (continued)

Investors cannot invest directly in an index or average. The returns for the Indexes would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Average reflect the deduction of operating expenses of a mutual fund, but not sales charges or taxes.

Presentation of Fund Holdings


Five Largest Holdings expressed as a percentage of net assets as of 4/30/18 (%)
SPDR Bloomberg Barclays Convertible Securities ETF, Exchange Traded Funds			9.1
PGIM Total Return Bond Fund (Class R6 Stock), Affiliated Mutual Funds			8.4
iShares MSCI ACWI ETF, Exchange Traded Funds			4.7
Financial Select Sector SPDR Fund, Exchange Traded Funds			1.6
iShares 20⁺ Year Treasury Bond ETF, Exchange Traded Funds			1.5

Holdings reflect only long-term investments and are subject to change.


Five Largest Industries expressed as a percentage of net assets as of 4/30/18 (%)
Exchange Traded Funds			19.9
Affiliated Mutual Funds			11.5
Sovereign Bonds			10.8
Equity Real Estate Investment Trusts (REITs)			10.0
Oil, Gas & Consumable Fuels			9.3

Industry weightings reflect only long-term investments and are subject to change.


8		Visit our website at pgiminvestments.com

Fees and Expenses (unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemptions, as applicable, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses, as applicable. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 held through the six-month period ended April 30, 2018. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.

Actual Expenses

The first line for each share class in the table on the following page provides information about actual account values and actual expenses. You may use the information on this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value ÷ $1,000 = 8.6), then multiply the result by the number on the first line under the heading “Expenses Paid During the Six-Month Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class in the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

The Fund’s transfer agent may charge additional fees to holders of certain accounts that are not included in the expenses shown in the table on the following page. These fees apply to individual retirement accounts (IRAs) and Section 403(b) accounts. As of the close of the six-month period covered by the table, IRA fees included an annual maintenance fee of $15 per account (subject to a maximum annual maintenance fee of $25 for all accounts held by the same shareholder). Section 403(b) accounts are charged an annual $25 fiduciary maintenance fee. Some of the fees may vary in amount, or may be waived, based on your total account balance or the number of PGIM Funds, including the Fund, that you own. You should consider the additional fees that were charged to your Fund account over the six-month period when you estimate the total ongoing expenses paid over the period


PGIM Income Builder Fund			9

Fees and Expenses (continued)

and the impact of these fees on your ending account value, as these additional expenses are not reflected in the information provided in the expense table. Additional fees have the effect of reducing investment returns.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as sales charges (loads). Therefore, the second line for each share class in the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.


PGIM Income Builder Fund		Beginning Account Value November 1, 2017		Ending Account Value April 30, 2018		Annualized Expense Ratio Based on the Six-Month Period			Expenses Paid During the Six-Month Period*
Class A	Actual	$	1,000.00	$	994.60		0.95	%	$	4.70
	Hypothetical	$	1,000.00	$	1,020.08		0.95	%	$	4.76
Class B	Actual	$	1,000.00	$	990.80		1.70	%	$	8.39
	Hypothetical	$	1,000.00	$	1,016.36		1.70	%	$	8.50
Class C	Actual	$	1,000.00	$	991.90		1.70	%	$	8.40
	Hypothetical	$	1,000.00	$	1,016.36		1.70	%	$	8.50
Class R	Actual	$	1,000.00	$	994.40		1.20	%	$	5.93
	Hypothetical	$	1,000.00	$	1,018.84		1.20	%	$	6.01
Class Z	Actual	$	1,000.00	$	996.90		0.70	%	$	3.47
	Hypothetical	$	1,000.00	$	1,021.32		0.70	%	$	3.51
Class R6**	Actual	$	1,000.00	$	995.80		0.70	%	$	3.46
	Hypothetical	$	1,000.00	$	1,021.32		0.70	%	$	3.51

*Fund expenses (net of fee waivers or subsidies, if any) for each share class are equal to the annualized expense ratio for each share class (provided in the table), multiplied by the average account value over the period, multiplied by the 181 days in the six-month period ended April 30, 2018, and divided by the 365 days in the Fund’s fiscal year ending October 31, 2018 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying funds in which the Fund may invest.

**Formerly known as Class Q shares.


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Schedule of Investments (unaudited)

as of April 30, 2018


Description	Shares		Value
LONG-TERM INVESTMENTS 98.5%

AFFILIATED MUTUAL FUNDS (Class R6) 11.5%
PGIM Absolute Return Bond Fund		438,269	$	4,360,773
PGIM Floating Rate Income Fund		439,720		4,366,415
PGIM Short Duration High Yield Income Fund		514,218		4,571,402
PGIM Total Return Bond Fund		2,595,505		36,674,479

TOTAL AFFILIATED MUTUAL FUNDS (cost $50,121,453)(w)				49,973,069


COMMON STOCKS 34.8%

Aerospace & Defense 1.2%
Boeing Co. (The)		4,249		1,417,297
General Dynamics Corp.		5,407		1,088,483
Lockheed Martin Corp.		5,104		1,637,567
Safran SA (France)		8,286		971,865

				5,115,212

Air Freight & Logistics 0.2%
FedEx Corp.		3,975		982,620

Banks 3.1%
Bank of America Corp.		106,779		3,194,828
BB&T Corp.		52,320		2,762,496
JPMorgan Chase & Co.		30,128		3,277,324
PNC Financial Services Group, Inc. (The)		17,264		2,513,811
SunTrust Banks, Inc.		24,319		1,624,509

				13,372,968

Beverages 0.9%
Coca-Cola Co. (The)		16,277		703,329
Diageo PLC (United Kingdom), ADR		5,629		799,093
Dr. Pepper Snapple Group, Inc.		21,449		2,573,022

				4,075,444

Biotechnology 0.2%
AbbVie, Inc.		10,463		1,010,203

Capital Markets 0.6%
Goldman Sachs Group, Inc. (The)		4,775		1,138,026
Moelis & Co. (Class A Stock)		29,977		1,612,762

				2,750,788

See Notes to Financial Statements.


PGIM Income Builder Fund			11

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Chemicals 0.6%
Air Products & Chemicals, Inc.		6,361	$	1,032,327
Akzo Nobel NV (Netherlands)		8,109		734,336
DowDuPont, Inc.		16,434		1,039,286

				2,805,949

Communications Equipment 0.4%
Cisco Systems, Inc.		42,931		1,901,414

Electric Utilities 0.3%
Exelon Corp.		28,736		1,140,244

Electrical Equipment 0.3%
Emerson Electric Co.		20,781		1,380,066

Energy Equipment & Services 0.1%
USA Compression Partners LP, MLP		26,435		473,187

Equity Real Estate Investment Trusts (REITs) 8.2%
AEW UK REIT PLC (United Kingdom)		626,028		839,450
alstria office REIT-AG (Germany)		13		196
American Campus Communities, Inc.		12,351		483,048
American Tower Corp.		4,526		617,165
Ascendas Real Estate Investment Trust (Singapore)		214,741		432,397
Brandywine Realty Trust		30,460		490,711
Cache Logistics Trust (Singapore)		3,568,289		2,246,999
Community Healthcare Trust, Inc.		61,604		1,570,902
DiamondRock Hospitality Co.		59,950		662,447
Easterly Government Properties, Inc.		21,592		445,011
Education Realty Trust, Inc.		19,383		637,894
Empiric Student Property PLC (United Kingdom)		1,353,120		1,590,876
Eurocommercial Properties NV (Netherlands), CVA		23,178		971,243
Four Corners Property Trust, Inc.		27,396		620,793
Frasers Logistics & Industrial Trust (Singapore)		523,676		414,676
Highwoods Properties, Inc.		9,107		400,890
Invincible Investment Corp. (Japan)		2,022		904,462
Irish Residential Properties REIT PLC (Ireland)		227,804		374,680
Jernigan Capital, Inc.*		30,000		688,500
Kenedix Retail REIT Corp. (Japan)		177		374,983
Lexington Realty Trust		54,924		441,589
Macerich Co. (The)		16,898		973,663
MedEquities Realty Trust, Inc.		231,032		2,354,216
Medical Properties Trust, Inc.		182,378		2,330,791
MGM Growth Properties LLC (Class A Stock)		56,679		1,585,312
NewRiver REIT PLC (United Kingdom)		231,845		925,631
Omega Healthcare Investors, Inc.		15,879		412,536

See Notes to Financial Statements.


12


Description	Shares		Value
COMMON STOCKS (Continued)

Equity Real Estate Investment Trusts (REITs) (cont’d.)
Park Hotels & Resorts, Inc.		57,500	$	1,654,850
Piedmont Office Realty Trust, Inc. (Class A Stock)		26,834		480,865
Retail Properties of America, Inc. (Class A Stock)		1,155		13,329
Sabra Health Care REIT, Inc.		132,490		2,425,892
Senior Housing Properties Trust		25,679		399,822
STAG Industrial, Inc.		66,705		1,638,942
Starhill Global REIT (Singapore)		782,286		424,771
Stockland (Australia)		152,613		475,663
Suntec Real Estate Investment Trust (Singapore)		431,029		637,117
Unibail-Rodamco SE (France)		2,734		656,683
Vicinity Centres (Australia)		340,046		624,647
Welltower, Inc.		43,296		2,313,738

				35,537,380

Food & Staples Retailing 0.3%
Walmart, Inc.		15,319		1,355,119

Food Products 0.3%
Conagra Brands, Inc.		40,455		1,499,667

Health Care Equipment & Supplies 0.5%
Abbott Laboratories		15,187		882,820
Koninklijke Philips Electronics NV (Netherlands)		13,873		585,718
Zimmer Biomet Holdings, Inc.		6,349		731,215

				2,199,753

Health Care Providers & Services 0.1%
UnitedHealth Group, Inc.		1,868		441,595

Hotels, Restaurants & Leisure 1.2%
Carnival Corp.		9,299		586,395
International Game Technology PLC		59,506		1,682,235
McDonald’s Corp.		5,499		920,753
MGM Resorts International		25,132		789,647
Starbucks Corp.		17,907		1,030,906

				5,009,936

Independent Power & Renewable Electricity Producers 0.7%
NextEra Energy Partners LP		23,331		972,203
NRG Energy, Inc.		31,358		972,098
NRG Yield, Inc. (Class C Stock)		61,568		1,095,910

				3,040,211

See Notes to Financial Statements.


PGIM Income Builder Fund			13

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Industrial Conglomerates 0.3%
Honeywell International, Inc.		7,794	$	1,127,636

Insurance 0.3%
MetLife, Inc.		23,039		1,098,269

IT Services 0.8%
DXC Technology Co.		23,490		2,420,879
MasterCard, Inc. (Class A Stock)		4,985		888,676

				3,309,555

Life Sciences Tools & Services 0.3%
Thermo Fisher Scientific, Inc.		6,805		1,431,432

Machinery 0.3%
Caterpillar, Inc.		8,521		1,230,092

Media 0.5%
Time Warner, Inc.		11,068		1,049,246
Twenty-First Century Fox, Inc. (Class A Stock)		33,584		1,227,831

				2,277,077

Metals & Mining 0.3%
Rio Tinto PLC (United Kingdom), ADR		23,319		1,281,379

Mortgage Real Estate Investment Trusts (REITs) 0.3%
MFA Financial, Inc.		95,876		720,987
Starwood Property Trust, Inc.		16,854		353,260

				1,074,247

Multi-Utilities 0.1%
Public Service Enterprise Group, Inc.		5,128		267,425

Oil, Gas & Consumable Fuels 9.0%
Anadarko Petroleum Corp.		14,831		998,423
Andeavor Logistics LP, MLP		16,767		711,591
Antero Midstream GP LP		22,144		381,320
Antero Midstream Partners LP, MLP		30,908		828,643
BP PLC (United Kingdom), ADR		47,348		2,111,247
Buckeye Partners LP, MLP		18,481		767,886
Cheniere Energy Partners LP Holdings LLC		81,234		2,266,429
Cheniere Energy Partners LP, MLP		86,683		2,709,711
Energy Transfer Equity LP, MLP		89,366		1,411,983
Energy Transfer Partners LP, MLP		76,438		1,377,413
EnLink Midstream LLC		32,048		475,913
EnLink Midstream Partners LP, MLP		32,877		480,004

See Notes to Financial Statements.


14


Description	Shares		Value
COMMON STOCKS (Continued)

Oil, Gas & Consumable Fuels (cont’d.)
Enterprise Products Partners LP, MLP		69,054	$	1,853,409
EQT GP Holdings LP, MLP		18,654		466,350
EQT Midstream Partners LP, MLP		20,514		1,154,118
Frontera Energy Corp. (Colombia)*		1,116		34,390
Kinder Morgan, Inc.		61,144		967,298
Magellan Midstream Partners LP, MLP		5,305		349,228
MPLX LP, MLP		79,469		2,807,640
Noble Midstream Partners LP, MLP		20,837		937,665
ONEOK, Inc.		31,674		1,907,408
Pembina Pipeline Corp. (Canada)		30,789		980,938
Plains All American Pipeline LP, MLP		80,065		1,882,328
Royal Dutch Shell PLC (Class A Stock) (Netherlands), ADR		31,536		2,204,366
SemGroup Corp. (Class A Stock)		36,389		915,183
Tallgrass Energy GP LP		31,625		647,048
Tallgrass Energy Partners LP, MLP		9,286		382,676
Targa Resources Corp.		45,663		2,144,791
TransCanada Corp. (Canada)		34,671		1,470,064
Williams Cos., Inc. (The)		52,025		1,338,603
Williams Partners LP, MLP		64,555		2,349,802

				39,313,868

Pharmaceuticals 1.3%
Allergan PLC		5,030		772,860
AstraZeneca PLC, ADR (United Kingdom)		24,487		870,023
Bristol-Myers Squibb Co.		37,779		1,969,419
Eli Lilly & Co.		11,069		897,364
Pfizer, Inc.		29,825		1,091,893

				5,601,559

Real Estate Management & Development 0.2%
Cibus Nordic Real Estate AB (Sweden)*		76,201		890,744

Road & Rail 0.1%
CSX Corp.		8,320		494,125

Semiconductors & Semiconductor Equipment 0.6%
Intel Corp.		34,299		1,770,514
Texas Instruments, Inc.		8,790		891,570

				2,662,084

Software 0.5%
Microsoft Corp.		25,193		2,356,049

See Notes to Financial Statements.


PGIM Income Builder Fund			15

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Specialty Retail 0.3%
Home Depot, Inc. (The)		7,720	$	1,426,656

Textiles, Apparel & Luxury Goods 0.4%
NIKE, Inc. (Class B Stock)		6,582		450,143
Tapestry, Inc.		22,018		1,183,908

				1,634,051

TOTAL COMMON STOCKS (cost $134,382,387)				151,568,004


EXCHANGE TRADED FUNDS 19.9%
Financial Select Sector SPDR Fund		248,000		6,807,600
iShares 20+ Year Treasury Bond ETF(a)		55,000		6,550,500
iShares Global Financials ETF		26,000		1,801,800
iShares iBoxx $ Investment Grade Corporate Bond ETF(a)		45,500		5,242,510
iShares MSCI ACWI ETF(a)		285,300		20,538,747
PowerShares Preferred Portfolio ETF		307,588		4,423,115
SPDR Bloomberg Barclays Convertible Securities ETF		772,142		39,718,985
Vanguard Total World Stock ETF		19,700		1,456,618

TOTAL EXCHANGE TRADED FUNDS (cost $84,034,223)				86,539,875


PREFERRED STOCKS 2.8%

Electronic Equipment, Instruments & Components 0.2%
Belden, Inc., CVT, Series B, 6.750%		9,297		807,073

Equity Real Estate Investment Trusts (REITs) 1.8%
American Homes 4 Rent, Series G, 5.8750%		46,895		1,055,138
Cedar Realty Trust, Inc., Series C, 6.500%		31,548		619,603
EPR Properties, Series G, 5.750%		52,192		1,148,224
Investors Real Estate Trust, Series C, 6.625%		28,080		664,654
Monmouth Real Estate Investment Corp., Series C, 6.125%		40,405		969,316
Pebblebrook Hotel Trust, Series D, 6.375%		26,039		642,252
Pennsylvania Real Estate Investment Trust, Series C, 7.200%		32,224		677,348
Rexford Industrial Realty, Inc., Series A, 5.875%		17,988		426,495
UMH Properties, Inc., Series C, 6.7500%		34,743		874,481
Urstadt Biddle Properties, Inc., Series H, 6.250%		30,483		744,395

				7,821,906

Internet Software & Services 0.3%
Mandatory Exchangeable Trust, CVT, 5.75%, 144A		7,924		1,598,075

See Notes to Financial Statements.


16


Description	Interest Rate			Maturity Date		Shares		Value
PREFERRED STOCKS (Continued)

Multi-Utilities 0.2%
Sempra Energy CVT, Series A, 6.000%							7,200	$	740,376

Oil, Gas & Consumable Fuels 0.3%
Anadarko Petroleum Corp., CVT, 7.500%							44,891		1,375,909

TOTAL PREFERRED STOCKS (cost $12,841,406)									12,343,339


						Principal Amount (000)#
ASSET-BACKED SECURITIES 1.2%

Collateralized Loan Obligations
5180-2 CLO LP, Series 2015-1A, Class A1R, 144A, 3 Month LIBOR + 0.950%		2.894	%(c)		11/25/27		750		748,886
Adams Mill CLO Ltd. (Cayman Islands), Series 2014-1A, Class A1R, 144A, 3 Month LIBOR + 1.100%		3.448	(c)		07/15/26		500		500,823
ALM Ltd. (Cayman Islands), Series 2015-12A, Class A1R, 144A, 3 Month LIBOR + 1.050%		3.398	(c)		04/16/27		500		500,497
Atrium (Cayman Islands), Series 12A, Class AR, 144A, 3 Month LIBOR + 0.830%		3.192	(c)		04/22/27		250		250,150
Benefit Street Partners CLO Ltd. (Cayman Islands), Series 2015-VIIA, Class A1AR, 144A, 3 Month LIBOR + 0.780%		3.135	(c)		07/18/27		500		500,604
OCP CLO Ltd. (Cayman Islands), Series 2015-9A, Class A1R, 144A, 3 Month LIBOR + 0.800%		3.148	(c)		07/15/27		500		499,504
Silver Spring CLO Ltd. (Cayman Islands), Series 2014-1A, Class AR, 144A, 3 Month LIBOR + 1.250%		3.598	(c)		10/15/26		500		500,868
Silvermore CLO Ltd. (Cayman Islands), Series 2014-1A, Class A1R, 144A, 3 Month LIBOR + 1.170%		3.009	(c)		05/15/26		297		297,399
Venture CLO Ltd. (Cayman Islands),
Series 2015-21A, Class AR, 144A, 3 Month LIBOR + 0.880%		3.228	(c)		07/15/27		750		749,321
Series 2016-24A, Class A1D, 144A, 3 Month LIBOR + 1.420%		3.779	(c)		10/20/28		350		350,672
Wellfleet CLO Ltd., Series 2016-1A, Class A, 144A, 3 Month LIBOR + 0.910%		3.264	(c)		04/20/28		350		350,000

TOTAL ASSET-BACKED SECURITIES (cost $5,248,752)									5,248,724

See Notes to Financial Statements.


PGIM Income Builder Fund			17

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CONVERTIBLE BOND 0.4%

Banks
Goldman Sachs DXC Technology Co., Sr. Unsec’d. Notes^ (cost $1,352,315)		1.655	%		11/10/18		1,485	$	1,529,877


CORPORATE BONDS 17.1%

Aerospace & Defense 0.1%
Arconic, Inc., Sr. Unsec’d. Notes		5.125			10/01/24		70		70,985
DAE Funding LLC (United Arab Emirates), Gtd. Notes, 144A		5.000			08/01/24		175		168,665
TransDigm, Inc.,
Gtd. Notes		6.375			06/15/26		50		50,250
Gtd. Notes		6.500			07/15/24		125		127,109

									417,009

Agriculture 0.0%
Vector Group Ltd., Sr. Sec’d. Notes, 144A		6.125			02/01/25		125		124,015

Auto Manufacturers 0.2%
JB Poindexter & Co., Inc., Sr. Unsec’d. Notes, 144A		7.125			04/15/26		75		76,312
Mclaren Finance PLC (United Kingdom), Sr. Sec’d. Notes, 144A		5.750			08/01/22		200		200,020
Navistar International Corp., Sr. Unsec’d. Notes, 144A		6.625			11/01/25		350		363,125
Tesla, Inc., Gtd. Notes, 144A		5.300			08/15/25		25		22,125

									661,582

Auto Parts & Equipment 0.2%
Adient Global Holdings Ltd., Gtd. Notes, 144A		4.875			08/15/26		200		187,000
American Axle & Manufacturing, Inc.,
Gtd. Notes(a)		6.250			04/01/25		50		49,985
Gtd. Notes		6.250			03/15/26		225		222,750
Cooper-Standard Automotive, Inc., Gtd. Notes, 144A		5.625			11/15/26		200		198,500
Dana Financing Luxembourg Sarl, Gtd. Notes, 144A		5.750			04/15/25		125		126,875
Titan International, Inc., Sr. Sec’d. Notes, 144A		6.500			11/30/23		175		177,625

									962,735

Banks 0.5%
Banco de Costa Rica (Costa Rica), Gov’t. Gtd. Notes		5.250			08/12/18		200		200,350

See Notes to Financial Statements.


18


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Banks (cont’d.)
Banque Centrale de Tunisie International Bond (Tunisia),
Sr. Unsec’d. Notes		5.625	%		02/17/24	EUR	125	$	153,464
Sr. Unsec’d. Notes		5.750			01/30/25		200		185,201
BBVA Bancomer SA (Mexico), Sub. Notes, 144A		6.750			09/30/22		200		216,760
CIT Group, Inc., Sub. Notes		6.125			03/09/28		100		103,500
Citigroup, Inc., Series Q, Jr. Sub. Notes, 3 Month LIBOR + 4.095%		5.950	(c)		12/31/49		100		103,375
State Savings Bank of Ukraine Via SSB #1 PLC (Ukraine), Sr. Unsec’d. Notes		9.625			03/20/25		200		208,000
TC Ziraat Bankasi A/S (Turkey), Sr. Unsec’d. Notes, 144A, MTN		5.125			09/29/23		200		191,183
Trade & Development Bank of Mongolia LLC (Mongolia), Gov’t. Gtd. Notes, EMTN		9.375			05/19/20		205		218,328
Vnesheconombank Via VEB Finance PLC (Russia),
Sr. Unsec’d. Notes		5.942			11/21/23		200		207,718
Sr. Unsec’d. Notes		6.025			07/05/22		200		207,040

									1,994,919

Beverages 0.0%
Cott Holdings, Inc. (Canada), Gtd. Notes, 144A		5.500			04/01/25		125		124,063

Building Materials 0.2%
Cemex SAB de CV (Mexico), Sr. Sec’d. Notes, 144A		5.700			01/11/25		200		202,400
Griffon Corp., Gtd. Notes		5.250			03/01/22		205		204,939
Standard Industries, Inc., Sr. Unsec’d. Notes, 144A		5.375			11/15/24		75		75,984
Summit Materials LLC/Summit Materials Finance Corp.,
Gtd. Notes		6.125			07/15/23		50		51,110
Gtd. Notes		8.500			04/15/22		100		108,125
Gtd. Notes, 144A		5.125			06/01/25		50		48,500
US Concrete, Inc., Gtd. Notes		6.375			06/01/24		275		284,281

									975,339

Chemicals 1.0%
Alpha 3 BV/Alpha US Bidco, Inc. (United Kingdom), Gtd. Notes, 144A		6.250			02/01/25		200		202,500
Ashland LLC, Gtd. Notes		6.875			05/15/43		250		267,500

See Notes to Financial Statements.


PGIM Income Builder Fund			19

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Chemicals (cont’d.)
Chemours Co. (The),
Gtd. Notes		5.375	%		05/15/27		75	$	74,250
Gtd. Notes		6.625			05/15/23		125		131,406
Gtd. Notes		7.000			05/15/25		110		118,388
CNAC HK Finbridge Co. Ltd. (China),
Gtd. Notes		4.875			03/14/25		400		396,315
Gtd. Notes		4.125			07/19/27		200		185,043
Cornerstone Chemical Co., Sr. Sec’d. Notes, 144A		6.750			08/15/24		185		183,150
CVR Partners LP/CVR Nitrogen Finance Corp., Sec’d. Notes, 144A		9.250			06/15/23		100		102,875
Hexion, Inc.,
Sr. Sec’d. Notes, 144A(a)		10.375			02/01/22		480		466,800
Sec’d. Notes, 144A		13.750			02/01/22		220		182,600
Kraton Polymers LLC/Kraton Polymers Capital Corp., Gtd. Notes, 144A		7.000			04/15/25		50		51,625
Mexichem SAB de CV (Mexico), Gtd. Notes, 144A		5.500			01/15/48		225		205,031
NOVA Chemicals Corp. (Canada), Sr. Unsec’d. Notes, 144A		5.250			06/01/27		375		360,937
Olin Corp., Sr. Unsec’d. Notes		5.000			02/01/30		30		28,575
Platform Specialty Products Corp.,
Gtd. Notes, 144A		5.875			12/01/25		175		170,625
Sr. Unsec’d. Notes, 144A		6.500			02/01/22		90		92,250
PQ Corp., Sr. Sec’d. Notes, 144A		6.750			11/15/22		50		52,875
Rain CII Carbon LLC/CII Carbon Corp., Sec’d. Notes, 144A		7.250			04/01/25		300		309,000
TPC Group, Inc., Sr. Sec’d. Notes, 144A		8.750			12/15/20		340		338,300
Tronox Finance PLC, Gtd. Notes, 144A		5.750			10/01/25		75		72,938
Tronox, Inc., Gtd. Notes, 144A		6.500			04/15/26		155		153,838
Venator Finance Sarl/Venator Materials LLC, Gtd. Notes, 144A		5.750			07/15/25		50		49,750

									4,196,571

Coal 0.0%
Warrior Met Coal, Inc., Sr. Sec’d. Notes, 144A		8.000			11/01/24		165		168,407

Commercial Services 0.3%
Laureate Education, Inc., Gtd. Notes, 144A(a)		8.250			05/01/25		705		757,875
United Rentals North America, Inc.,
Gtd. Notes		4.875			01/15/28		475		450,062
Gtd. Notes		5.500			05/15/27		150		149,250
Gtd. Notes		5.875			09/15/26		100		104,250

									1,461,437

See Notes to Financial Statements.


20


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Computers 0.2%
Dell International LLC/EMC Corp., Gtd. Notes, 144A		7.125	%		06/15/24		100	$	106,500
Everi Payments, Inc., Gtd. Notes, 144A		7.500			12/15/25		175		177,188
Exela Intermediate LLC/Exela Finance, Inc., Sr. Sec’d. Notes, 144A		10.000			07/15/23		370		370,462
West Corp., Gtd. Notes, 144A		8.500			10/15/25		370		357,050

									1,011,200

Distribution/Wholesale 0.1%
Global Partners LP/GLP Finance Corp.,
Gtd. Notes		6.250			07/15/22		50		50,000
Gtd. Notes		7.000			06/15/23		250		252,500
H&E Equipment Services, Inc., Gtd. Notes		5.625			09/01/25		150		150,750

									453,250

Diversified Financial Services 0.2%
LPL Holdings, Inc., Gtd. Notes, 144A		5.750			09/15/25		150		145,500
Navient Corp.,
Sr. Unsec’d. Notes		6.625			07/26/21		50		51,945
Sr. Unsec’d. Notes		7.250			09/25/23		75		78,375
Springleaf Finance Corp., Gtd. Notes		6.875			03/15/25		175		176,750
Tempo Acquisition LLC/Tempo Acquisition Finance Corp., Sr. Unsec’d. Notes, 144A		6.750			06/01/25		150		148,500
Travelport Corporate Finance PLC, Sr. Sec’d. Notes, 144A		6.000			03/15/26		175		178,937
VFH Parent LLC/Orchestra Co.-Issuer, Inc., Sec’d. Notes, 144A		6.750			06/15/22		150		155,580

									935,587

Electric 1.0%
AES Corp., Sr. Unsec’d. Notes		5.500			04/15/25		70		71,575
Calpine Corp.,
Sr. Unsec’d. Notes		5.375			01/15/23		375		359,531
Sr. Unsec’d. Notes(a)		5.750			01/15/25		350		321,160
Comision Federal de Electricidad (Mexico), Sr. Unsec’d. Notes		5.750			02/14/42		200		204,750
DPL, Inc., Sr. Unsec’d. Notes		7.250			10/15/21		175		190,330
Dynegy, Inc.,
Gtd. Notes		7.625			11/01/24		525		564,375
Gtd. Notes		8.034			02/02/24		325		339,625
Gtd. Notes, 144A		8.000			01/15/25		25		27,094
Gtd. Notes, 144A		8.125			01/30/26		275		301,469

See Notes to Financial Statements.


PGIM Income Builder Fund			21

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Electric (cont’d.)
Eskom Holdings SOC Ltd. (South Africa),
Sr. Unsec’d. Notes		5.750	%		01/26/21		400	$	398,856
Sr. Unsec’d. Notes, EMTN		6.750			08/06/23		200		202,500
GenOn Energy, Inc.,
Sr. Unsec’d. Notes(a)(d)		9.875			10/15/20		275		224,812
Sr. Unsec’d. Notes(d)		7.875			06/15/17		400		334,000
Listrindo Capital BV (Indonesia), Gtd. Notes, 144A		4.950			09/14/26		200		188,500
Majapahit Holding BV (Indonesia), Gtd. Notes		7.875			06/29/37		100		128,380
NRG Energy, Inc.,
Gtd. Notes		6.250			05/01/24		244		252,235
Gtd. Notes		7.250			05/15/26		150		159,959
NRG REMA LLC, Series C, Pass-Through Certificates		9.681			07/02/26		225		138,375

									4,407,526

Electronics 0.0%
Itron, Inc., Gtd. Notes, 144A		5.000			01/15/26		25		24,563

Energy-Alternate Sources 0.1%
Neerg Energy Ltd. (Mauritius), Sr. Sec’d. Notes		6.000			02/13/22		200		195,923

Engineering & Construction 0.2%
AECOM,
Gtd. Notes		5.125			03/15/27		175		168,166
Gtd. Notes		5.875			10/15/24		75		78,101
Delhi International Airport Ltd. (India), Sr. Sec’d. Notes, 144A		6.125			10/31/26		200		200,200
Mexico City Airport Trust (Mexico), Sr. Sec’d. Notes, 144A		4.250			10/31/26		200		187,412
Pisces Midco, Inc., Sr. Sec’d. Notes, 144A		8.000			04/15/26		100		100,030
StandardAero Aviation Holdings, Inc., Gtd. Notes, 144A		10.000			07/15/23		150		162,562
TopBuild Escrow Corp., Gtd. Notes, 144A		5.625			05/01/26		125		125,469

									1,021,940

Entertainment 0.5%
AMC Entertainment Holdings, Inc.,
Gtd. Notes		5.750			06/15/25		125		121,250
Gtd. Notes(a)		5.875			11/15/26		200		194,750
Churchill Downs, Inc., Gtd. Notes, 144A		4.750			01/15/28		100		94,250
CRC Escrow Issuer LLC/CRC Finco, Inc., Gtd. Notes, 144A		5.250			10/15/25		175		167,125
Eldorado Resorts, Inc., Gtd. Notes		7.000			08/01/23		200		211,250

See Notes to Financial Statements.


22


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Entertainment (cont’d.)
GLP Capital LP/GLP Financing II, Inc., Gtd. Notes		5.375	%		04/15/26		75	$	75,562
International Game Technology PLC, Sr. Sec’d. Notes, 144A		6.500			02/15/25		150		159,937
Jacobs Entertainment, Inc., Sec’d. Notes, 144A		7.875			02/01/24		75		78,094
National CineMedia LLC,
Sr. Sec’d. Notes		6.000			04/15/22		100		101,500
Sr. Unsec’d. Notes		5.750			08/15/26		275		251,625
Scientific Games International, Inc.,
Gtd. Notes		6.625			05/15/21		600		612,000
Sr. Sec’d. Notes, 144A		5.000			10/15/25		125		120,744

									2,188,087

Foods 0.3%
Albertsons Cos. LLC/Safeway, Inc., Gtd. Notes		5.750			03/15/25		250		217,812
B&G Foods, Inc, Gtd. Notes		5.250			04/01/25		25		22,875
ESAL GmbH (Brazil), Gtd. Notes, 144A		6.250			02/05/23		200		190,500
Hearthside Group Holdings LLC/Hearthside Finance Co., Gtd. Notes, 144A		6.500			05/01/22		175		180,469
JBS USA LUX SA/JBS USA Finance, Inc.
(Brazil), Gtd. Notes, 144A		5.750			06/15/25		250		234,925
(Brazil), Gtd. Notes, 144A		5.875			07/15/24		250		242,500
(Brazil), Gtd. Notes, 144A		7.250			06/01/21		50		50,375
Pilgrim’s Pride Corp.,
Gtd. Notes, 144A		5.750			03/15/25		75		73,313
Sr. Unsec’d. Notes, 144A		5.875			09/30/27		225		214,875

									1,427,644

Gas 0.1%
AmeriGas Partners LP/AmeriGas Finance Corp., Sr. Unsec’d. Notes		5.875			08/20/26		225		223,313

Healthcare-Products 0.1%
Avantor, Inc., Sr. Sec’d. Notes, 144A		6.000			10/01/24		50		50,250
Greatbatch Ltd., Gtd. Notes, 144A		9.125			11/01/23		150		162,000
Mallinckrodt International Finance SA, Gtd. Notes(a)		4.750			04/15/23		450		320,202

									532,452

Healthcare-Services 0.7%
Acadia Healthcare Co., Inc.,
Gtd. Notes		5.625			02/15/23		218		220,245
Gtd. Notes		6.500			03/01/24		50		51,750

See Notes to Financial Statements.


PGIM Income Builder Fund			23

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Healthcare-Services (cont’d.)
CHS/Community Health Systems, Inc.,
Gtd. Notes(a)		6.875	%		02/01/22		1,050	$	569,940
Gtd. Notes(a)		7.125			07/15/20		225		177,750
Encompass Health Corp., Gtd. Notes		5.125			03/15/23		25		25,375
Hadrian Merger Sub, Inc., Sr. Unsec’d. Notes, 144A		8.500			05/01/26		75		75,169
HCA, Inc., Gtd. Notes(a)		5.375			02/01/25		670		666,650
Select Medical Corp., Gtd. Notes		6.375			06/01/21		175		177,188
SP Finco LLC, Gtd. Notes, 144A		6.750			07/01/25		100		94,500
Surgery Center Holdings, Inc., Gtd. Notes, 144A		8.875			04/15/21		100		102,750
Tenet Healthcare Corp.,
Sr. Unsec’d. Notes		8.125			04/01/22		400		416,500
Sr. Unsec’d. Notes		6.750			02/01/20		250		257,500
Sr. Unsec’d. Notes(a)		6.750			06/15/23		475		466,984

									3,302,301

Home Builders 0.6%
Ashton Woods USA LLC/Ashton Woods Finance Co., Sr. Unsec’d. Notes, 144A		6.750			08/01/25		125		120,625
AV Homes, Inc., Gtd. Notes		6.625			05/15/22		75		76,781
Beazer Homes USA, Inc., Gtd. Notes		7.250			02/01/23		5		5,125
Brookfield Residential Properties, Inc. (Canada), Gtd. Notes, 144A		6.375			05/15/25		150		152,062
Lennar Corp.,
Gtd. Notes, 144A		5.250			06/01/26		75		73,313
Gtd. Notes		4.750			05/30/25		85		82,663
Gtd. Notes		4.875			12/15/23		65		65,163
Gtd. Notes, 144A		4.750			11/29/27		50		47,125
M/I Homes, Inc.,
Gtd. Notes		5.625			08/01/25		75		72,188
Gtd. Notes		6.750			01/15/21		75		77,156
Mattamy Group Corp. (Canada),
Sr. Unsec’d. Notes, 144A		6.500			10/01/25		125		124,688
Sr. Unsec’d. Notes, 144A		6.875			12/15/23		125		128,437
Meritage Homes Corp.,
Gtd. Notes		5.125			06/06/27		175		166,031
Gtd. Notes		6.000			06/01/25		50		51,563
Gtd. Notes, 144A		6.000			06/01/25		125		128,906
New Home Co., Inc. (The), Gtd. Notes		7.250			04/01/22		50		51,252
PulteGroup, Inc.,
Gtd. Notes		5.000			01/15/27		25		24,350
Gtd. Notes		5.500			03/01/26		200		203,240

See Notes to Financial Statements.


24


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Home Builders (cont’d.)
Shea Homes LP/Shea Homes Funding Corp.,
Gtd. Notes, 144A		5.875	%		04/01/23		75	$	75,656
Gtd. Notes, 144A		6.125			04/01/25		150		150,937
Taylor Morrison Communities, Inc./Taylor Morrison Holdings II, Inc., Gtd. Notes, 144A		5.875			04/15/23		225		230,062
William Lyon Homes, Inc.,
Gtd. Notes		5.875			01/31/25		225		219,161
Gtd. Notes		7.000			08/15/22		150		153,562

									2,480,046

Home Furnishings 0.0%
Tempur Sealy International, Inc., Gtd. Notes		5.500			06/15/26		175		165,813

Internet 0.0%
Zayo Group LLC/Zayo Capital, Inc., Gtd. Notes, 144A		5.750			01/15/27		125		124,110

Iron/Steel 0.1%
AK Steel Corp.,
Gtd. Notes		6.375			10/15/25		85		79,636
Gtd. Notes(a)		7.000			03/15/27		100		97,000
Cleveland-Cliffs, Inc, Gtd. Notes		5.750			03/01/25		280		270,026
United States Steel Corp., Sr. Unsec’d. Notes		6.250			03/15/26		125		124,063

									570,725

Leisure Time 0.1%
Silversea Cruise Finance Ltd., Sr. Sec’d. Notes, 144A		7.250			02/01/25		100		105,780
Viking Cruises Ltd., Sr. Unsec’d. Notes, 144A		6.250			05/15/25		75		75,375
VOC Escrow Ltd., Sr. Sec’d. Notes, 144A		5.000			02/15/28		200		193,500

									374,655

Lodging 0.1%
Interval Acquisition Corp., Gtd. Notes		5.625			04/15/23		75		78,188
Jack Ohio Finance LLC/Jack Ohio Finance 1 Corp., Sec’d. Notes, 144A		10.250			11/15/22		100		109,500
MGM Resorts International, Gtd. Notes		6.625			12/15/21		70		74,900

									262,588

See Notes to Financial Statements.


PGIM Income Builder Fund			25

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Machinery-Diversified 0.1%
ATS Automation Tooling Systems, Inc. (Canada), Gtd. Notes, 144A		6.500	%		06/15/23		100	$	104,625
Cloud Crane LLC, Sec’d. Notes, 144A		10.125			08/01/24		175		190,312
RBS Global, Inc./Rexnord LLC, Gtd. Notes, 144A		4.875			12/15/25		100		96,500

									391,437

Media 1.5%
Block Communications, Inc., Sr. Unsec’d. Notes, 144A		6.875			02/15/25		100		100,500
Cablevision SA (Argentina), Sr. Unsec’d. Notes		6.500			06/15/21		150		155,813
CCO Holdings LLC/CCO Holdings Capital Corp.,
Sr. Unsec’d. Notes		5.750			01/15/24		275		277,585
Sr. Unsec’d. Notes, 144A		5.000			02/01/28		225		207,761
Sr. Unsec’d. Notes, 144A		5.375			05/01/25		50		49,156
Sr. Unsec’d. Notes, 144A		5.500			05/01/26		100		97,370
Sr. Unsec’d. Notes, 144A		5.875			05/01/27		300		293,250
Cequel Communications Holdings I LLC/Cequel Capital Corp.,
Sr. Unsec’d. Notes, 144A		7.500			04/01/28		250		253,437
Sr. Unsec’d. Notes, 144A		5.125			12/15/21		490		485,100
Sr. Unsec’d. Notes, 144A		7.750			07/15/25		400		420,000
Clear Channel Worldwide Holdings, Inc.,
Series A, Gtd. Notes		6.500			11/15/22		87		88,740
Series A, Gtd. Notes		7.625			03/15/20		255		255,637
Series B, Gtd. Notes		7.625			03/15/20		455		456,137
CSC Holdings LLC, Gtd. Notes, 144A		5.375			02/01/28		200		187,000
DISH DBS Corp., Gtd. Notes(a)		7.750			07/01/26		1,065		968,484
Gray Television, Inc., Gtd. Notes, 144A		5.875			07/15/26		225		216,562
Meredith Corp., Sr. Unsec’d. Notes, 144A		6.875			02/01/26		150		151,680
Midcontinent Communications/Midcontinent Finance Corp., Gtd. Notes, 144A		6.875			08/15/23		180		189,000
Nexstar Broadcasting, Inc., Gtd. Notes, 144A		5.625			08/01/24		175		172,375
Quebecor Media, Inc. (Canada), Sr. Unsec’d. Notes		5.750			01/15/23		150		153,750
Radiate Holdco LLC/Radiate Finance, Inc.,
Sr. Unsec’d. Notes, 144A		6.625			02/15/25		25		23,188
Sr. Unsec’d. Notes, 144A		6.875			02/15/23		125		120,938
SFR Group SA (France),
Sr. Sec’d. Notes, 144A		6.000			05/15/22		200		197,124
Sr. Sec’d. Notes, 144A		7.375			05/01/26		500		484,375
Sinclair Television Group, Inc.,
Gtd. Notes, 144A(a)		5.125			02/15/27		100		92,750
Gtd. Notes, 144A		5.875			03/15/26		50		49,375

See Notes to Financial Statements.


26


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Media (cont’d.)
UPCB Finance IV Ltd. (Netherlands), Sr. Sec’d. Notes, 144A		5.375	%		01/15/25		75	$	73,313
VTR Finance BV (Chile), Sr. Sec’d. Notes, 144A		6.875			01/15/24		200		206,802
Ziggo Bond Finance BV (Netherlands), Sr. Unsec’d. Notes, 144A		6.000			01/15/27		150		140,250

									6,567,452

Metal Fabricate/Hardware 0.1%
Novelis Corp., Gtd. Notes, 144A		5.875			09/30/26		125		124,062
TriMas Corp., Gtd. Notes, 144A		4.875			10/15/25		50		48,125
Zekelman Industries, Inc., Sr. Sec’d. Notes, 144A		9.875			06/15/23		200		220,000

									392,187

Mining 0.5%
Constellium NV (Netherlands), Gtd. Notes, 144A		5.875			02/15/26		250		246,250
Corp. Nacional del Cobre de Chile (Chile), Sr. Unsec’d. Notes		4.875			11/04/44		400		413,860
First Quantum Minerals Ltd. (Zambia),
Gtd. Notes, 144A		7.000			02/15/21		35		35,078
Gtd. Notes, 144A		7.250			05/15/22		200		201,240
Gtd. Notes, 144A		7.250			04/01/23		200		199,460
Freeport-McMoRan, Inc., Gtd. Notes		3.875			03/15/23		165		158,194
IAMGOLD Corp. (Canada), Gtd. Notes, 144A		7.000			04/15/25		275		280,500
International Wire Group, Inc., Sec’d. Notes, 144A		10.750			08/01/21		125		117,812
New Gold, Inc. (Canada), Gtd. Notes, 144A(a)		6.250			11/15/22		250		255,000
Nexa Resources SA (Peru), Gtd. Notes, 144A		5.375			05/04/27		210		210,525

									2,117,919

Miscellaneous Manufacturing 0.3%
Bombardier, Inc. (Canada),
Sr. Unsec’d. Notes, 144A		7.500			12/01/24		850		894,625
Sr. Unsec’d. Notes, 144A		8.750			12/01/21		75		83,462
FXI Holdings, Inc., Sr. Sec’d. Notes, 144A		7.875			11/01/24		150		148,125
Gates Global LLC/Gates Global Co., Gtd. Notes, 144A		6.000			07/15/22		35		35,438

									1,161,650

Office/Business Equipment 0.0%
CDW LLC/CDW Finance Corp., Gtd. Notes		5.000			09/01/25		50		49,810

See Notes to Financial Statements.


PGIM Income Builder Fund			27

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Oil & Gas 3.1%
Alta Mesa Holdings LP/Alta Mesa Finance Sevices Corp., Gtd. Notes		7.875	%		12/15/24		225	$	232,875
Antero Resources Corp.,
Gtd. Notes		5.000			03/01/25		275		273,969
Gtd. Notes		5.625			06/01/23		50		51,063
Ascent Resources Utica Holdings LLC/ARU Finance Corp., Sr. Unsec’d. Notes, 144A		10.000			04/01/22		466		500,950
Centennial Resource Production LLC, Gtd. Notes, 144A		5.375			01/15/26		125		124,062
Chesapeake Energy Corp., Gtd. Notes, 144A(a)		8.000			06/15/27		400		385,000
Citgo Holding, Inc., Sr. Sec’d. Notes, 144A		10.750			02/15/20		375		397,500
CNX Resources Corp.,
Gtd. Notes		5.875			04/15/22		325		326,625
Gtd. Notes		8.000			04/01/23		225		236,812
CrownRock LP/CrownRock Finance, Inc., Sr. Unsec’d. Notes, 144A		5.625			10/15/25		225		222,187
Denbury Resources, Inc., Sec’d. Notes, 144A		9.000			05/15/21		75		78,375
Diamondback Energy, Inc., Gtd. Notes		5.375			05/31/25		125		126,562
Endeavor Energy Resources LP/EER Finance, Inc., Sr. Unsec’d. Notes, 144A		5.750			01/30/28		150		150,750
Ensco PLC, Sr. Unsec’d. Notes		7.750			02/01/26		175		164,937
Extraction Oil & Gas, Inc.,
Gtd. Notes, 144A		5.625			02/01/26		250		243,200
Gtd. Notes, 144A		7.375			05/15/24		180		188,100
Gazprom OAO Via Gaz Capital SA (Russia), Sr. Unsec’d. Notes, EMTN		8.625			04/28/34		340		431,134
Halcon Resources Corp., Gtd. Notes		6.750			02/15/25		175		174,781
Hilcorp Energy I LP/Hilcorp Finance Co., Sr. Unsec’d. Notes, 144A		5.750			10/01/25		250		247,500
Jones Energy Holdings LLC/Jones Energy Finance Corp., Sr. Sec’d. Notes, 144A		9.250			03/15/23		100		97,750
KazMunayGas National Co. JSC (Kazakhstan),
Sr. Unsec’d. Notes, 144A		6.375			10/24/48		200		204,254
Sr. Unsec’d. Notes, EMTN		6.375			04/09/21		400		428,080
Sr. Unsec’d. Notes, 144A		3.875			04/19/22		200		197,624
MEG Energy Corp. (Canada),
Gtd. Notes, 144A		6.375			01/30/23		350		315,875
Gtd. Notes, 144A		7.000			03/31/24		50		44,875
Sec’d. Notes, 144A(a)		6.500			01/15/25		175		175,035
Pertamina Persero PT (Indonesia),
Sr. Unsec’d. Notes, EMTN		4.300			05/20/23		200		199,892
Sr. Unsec’d. Notes		4.875			05/03/22		200		204,853
Sr. Unsec’d. Notes		6.500			05/27/41		200		220,698

See Notes to Financial Statements.


28


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Oil & Gas (cont’d.)
Petrobras Global Finance BV (Brazil),
Gtd. Notes		6.250	%		03/17/24		40	$	42,080
Gtd. Notes		6.750			01/27/41		170		161,330
Gtd. Notes		7.375			01/17/27		570		611,325
Gtd. Notes		8.375			05/23/21		66		74,369
Gtd. Notes		8.750			05/23/26		245		286,956
Gtd. Notes, 144A		5.299			01/27/25		45		44,258
Petroleos de Venezuela SA (Venezuela),
Gtd. Notes(d)		5.375			04/12/27		625		163,437
Gtd. Notes(d)		6.000			05/16/24		115		29,038
Gtd. Notes(d)		6.000			11/15/26		670		168,103
Gtd. Notes(d)		9.000			11/17/21		150		45,000
Gtd. Notes(d)		9.750			05/17/35		200		56,480
Sr. Sec’d. Notes, 144A		8.500			10/27/20		375		324,750
Petroleos Mexicanos (Mexico),
Gtd. Notes		5.375			03/13/22		100		103,530
Gtd. Notes		6.500			03/13/27		360		372,820
Gtd. Notes		6.500			06/02/41		690		660,675
Gtd. Notes, MTN		6.875			08/04/26		80		85,680
Sr. Unsec’d. Notes, 144A		6.350			02/12/48		324		297,108
Petroleum Co. of Trinidad & Tobago Ltd. (Trinidad and Tobago), Sr. Unsec’d. Notes		6.000			05/08/22		113		112,613
QEP Resources, Inc., Sr. Unsec’d. Notes		5.625			03/01/26		75		71,813
Range Resources Corp.,
Gtd. Notes(a)		4.875			05/15/25		150		138,844
Gtd. Notes		5.000			03/15/23		75		72,150
Gtd. Notes		5.875			07/01/22		210		212,625
RSP Permian, Inc., Gtd. Notes		5.250			01/15/25		175		180,687
Saka Energi Indonesia PT (Indonesia), Sr. Unsec’d. Notes, 144A		4.450			05/05/24		200		193,439
Seven Generations Energy Ltd. (Canada), Gtd. Notes, 144A		5.375			09/30/25		125		121,563
Sinopec Group Overseas Development 2012 Ltd. (China), Gtd. Notes		4.875			05/17/42		400		416,853
Sinopec Group Overseas Development 2015 Ltd. (China), Gtd. Notes		3.250			04/28/25		350		331,024
State Oil Co. of the Azerbaijan Republic (Azerbaijan), Sr. Unsec’d. Notes, EMTN		4.750			03/13/23		400		398,600
Sunoco LP/Sunoco Finance Corp.,
Gtd. Notes, 144A		4.875			01/15/23		150		147,670
Gtd. Notes, 144A		5.500			02/15/26		150		144,750

See Notes to Financial Statements.


PGIM Income Builder Fund			29

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Oil & Gas (cont’d.)
Transocean, Inc., Gtd. Notes, 144A		7.500	%		01/15/26		175	$	176,750
WPX Energy, Inc.,
Sr. Unsec’d. Notes		5.250			09/15/24		100		100,750
Sr. Unsec’d. Notes		6.000			01/15/22		115		119,888
Sr. Unsec’d. Notes		8.250			08/01/23		100		113,500
YPF SA (Argentina),
Sr. Unsec’d. Notes		8.500			03/23/21		150		162,937
Sr. Unsec’d. Notes, 144A		8.500			03/23/21		50		54,313

									13,443,026

Oil & Gas Services 0.1%
Weatherford International LLC, Gtd. Notes, 144A		9.875			03/01/25		225		214,875

Packaging & Containers 0.3%
ARD Finance SA (Luxembourg), Sr. Sec’d. Notes, Cash coupon 7.125% or PIK 7.875%		7.125			09/15/23		200		204,500
Ardagh Packaging Finance PLC/Ardagh Holdings USA, Inc. (Ireland), Gtd. Notes, 144A		7.250			05/15/24		250		263,750
Coveris Holdings SA (Luxembourg), Gtd. Notes, 144A		7.875			11/01/19		200		204,060
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC, Gtd. Notes, 144A		7.000			07/15/24		150		156,187
Signode Industrial Group Lux SA/Signode Industrial Group US, Inc., Gtd. Notes, 144A		6.375			05/01/22		350		361,165

									1,189,662

Pharmaceuticals 0.2%
Endo Dac/Endo Finance LLC/Endo Finco, Inc.,
Gtd. Notes, 144A		6.000			07/15/23		400		291,000
Gtd. Notes, 144A		6.000			02/01/25		200		140,500
Valeant Pharmaceuticals International, Inc.,
Gtd. Notes, 144A		5.500			03/01/23		25		22,562
Gtd. Notes, 144A		7.500			07/15/21		275		279,469

									733,531

Pipelines 0.5%
Antero Midstream Partners LP/Antero Midstream Finance Corp., Gtd. Notes		5.375			09/15/24		50		49,750
CNX Midstream Partners LP/CNX Midstream Finance Corp., Sr. Unsec’d. Notes, 144A		6.500			03/15/26		100		97,750

See Notes to Financial Statements.


30


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Pipelines (cont’d.)
DCP Midstream Operating LP,
Gtd. Notes		5.600	%		04/01/44		150	$	147,000
Gtd. Notes, 144A		6.450			11/03/36		50		53,313
Fermaca Enterprises S de RL de CV (Mexico), Sr. Sec’d. Notes, 144A		6.375			03/30/38		229		244,283
NGPL PipeCo LLC,
Sr. Unsec’d. Notes, 144A		4.875			08/15/27		125		121,406
Sr. Unsec’d. Notes, 144A		7.768			12/15/37		175		210,875
Rockies Express Pipeline LLC,
Sr. Unsec’d. Notes, Priv. Placement, 144A		5.625			04/15/20		75		77,648
Sr. Unsec’d. Notes, 144A		6.875			04/15/40		325		375,375
Southern Gas Corridor CJSC (Azerbaijan), Gov’t. Gtd. Notes, 144A		6.875			03/24/26		250		273,125
Tallgrass Energy Partners LP/Tallgrass Energy Finance Corp.,
Gtd. Notes, 144A		5.500			09/15/24		125		126,875
Gtd. Notes, 144A		5.500			01/15/28		275		274,313
Targa Resources Partners LP/Targa Resources Partners Finance Corp.,
Gtd. Notes		5.125			02/01/25		75		72,750
Gtd. Notes		6.750			03/15/24		100		104,500

									2,228,963

Real Estate 0.2%
Crescent Communities LLC/Crescent Venture, Inc., Sr. Sec’d. Notes, 144A		8.875			10/15/21		288		302,400
Five Point Operating Co. LP/Five Point Capital Corp., Sr. Unsec’d. Notes, 144A		7.875			11/15/25		200		205,000
Greystar Real Estate Partners LLC, Sr. Sec’d. Notes, 144A		5.750			12/01/25		175		173,250
Hunt Cos., Inc., Sr. Sec’d. Notes, 144A		6.250			02/15/26		200		191,000
WeWork Cos., Inc., Gtd. Notes, 144A		7.875			05/01/25		100		97,125

									968,775

Real Estate Investment Trusts (REITs) 0.0%
MPT Operating Partnership LP/MPT Finance Corp.,
Gtd. Notes		5.000			10/15/27		125		118,438
Gtd. Notes		5.250			08/01/26		75		72,750

									191,188

See Notes to Financial Statements.


PGIM Income Builder Fund			31

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Retail 0.8%
Brinker International, Inc., Gtd. Notes, 144A		5.000	%		10/01/24		75	$	73,500
CEC Entertainment, Inc., Gtd. Notes		8.000			02/15/22		400		312,000
Cumberland Farms, Inc., Sr. Unsec’d. Notes, 144A		6.750			05/01/25		25		25,938
Ferrellgas LP/Ferrellgas Finance Corp., Gtd. Notes(a)		6.750			06/15/23		50		45,188
Ferrellgas Partners LP/Ferrellgas Partners Finance Corp., Sr. Unsec’d. Notes(a)		8.625			06/15/20		375		345,000
Golden Nugget, Inc.,
Gtd. Notes, 144A		8.750			10/01/25		375		391,875
Sr. Unsec’d. Notes, 144A		6.750			10/15/24		125		126,875
Hot Topic, Inc., Sr. Sec’d. Notes, 144A		9.250			06/15/21		100		98,250
L Brands, Inc.,
Gtd. Notes		5.250			02/01/28		75		70,219
Gtd. Notes		6.750			07/01/36		250		234,375
Gtd. Notes		6.875			11/01/35		175		164,500
Neiman Marcus Group Ltd. LLC, Gtd. Notes, 144A(a)		8.000			10/15/21		150		101,250
PetSmart, Inc.,
Gtd. Notes, 144A		7.125			03/15/23		750		435,000
Sr. Sec’d. Notes, 144A		5.875			06/01/25		275		197,312
PF Chang’s China Bistro, Inc., Gtd. Notes, 144A		10.250			06/30/20		200		165,000
Rite Aid Corp., Gtd. Notes, 144A		6.125			04/01/23		275		278,781
Sally Holdings LLC/Sally Capital, Inc., Gtd. Notes(a)		5.625			12/01/25		300		293,250
Suburban Propane Partners LP/Suburban Energy Finance Corp., Sr. Unsec’d. Notes		5.500			06/01/24		225		216,562

									3,574,875

Semiconductors 0.0%
Sensata Technologies BV, Gtd. Notes, 144A		5.000			10/01/25		150		149,625

Software 0.6%
BMC Software Finance, Inc., Sr. Unsec’d. Notes, 144A		8.125			07/15/21		1,050		1,047,375
Change Healthcare Holdings LLC/Change Healthcare Finance, Inc., Sr. Unsec’d. Notes, 144A		5.750			03/01/25		120		117,300
First Data Corp., Gtd. Notes, 144A		7.000			12/01/23		375		392,393
Infor Software Parent LLC/Infor Software Parent, Inc., Sr. Unsec’d. Notes, Cash coupon 7.125% or PIK 7.875%, 144A		7.125			05/01/21		590		594,425

See Notes to Financial Statements.


32


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Software (cont’d.)
Informatica LLC, Sr. Unsec’d. Notes, 144A		7.125	%		07/15/23		175	$	175,000
Rackspace Hosting, Inc., Gtd. Notes, 144A(a)		8.625			11/15/24		75		76,031
RP Crown Parent LLC, Sr. Sec’d. Notes, 144A		7.375			10/15/24		230		238,625

									2,641,149

Telecommunications 1.4%
Bharti Airtel International Netherlands BV (India), Gtd. Notes		5.125			03/11/23		200		201,314
C&W Senior Financing Designated Activity Co. (Ireland), Sr. Unsec’d. Notes, 144A		6.875			09/15/27		200		198,200
CenturyLink, Inc.,
Series G, Sr. Unsec’d. Notes		6.875			01/15/28		75		68,438
Series S, Sr. Unsec’d. Notes		6.450			06/15/21		335		342,328
Digicel Group Ltd. (Jamaica), Sr. Unsec’d. Notes, 144A		8.250			09/30/20		200		178,750
Digicel Ltd. (Jamaica),
Gtd. Notes, 144A		6.750			03/01/23		200		182,788
Sr. Unsec’d. Notes		6.000			04/15/21		200		190,250
Frontier Communications Corp.,
Sec’d. Notes, 144A		8.500			04/01/26		125		121,563
Sr. Unsec’d. Notes(a)		6.875			01/15/25		100		61,250
Sr. Unsec’d. Notes		11.000			09/15/25		45		34,538
GTT Communications, Inc., Gtd. Notes, 144A		7.875			12/31/24		365		373,212
Intelsat Jackson Holdings SA (Luxembourg),
Gtd. Notes		5.500			08/01/23		275		231,000
Gtd. Notes, 144A		9.750			07/15/25		725		711,406
Level 3 Financing, Inc., Gtd. Notes		5.375			01/15/24		25		24,750
MTN Mauritius Investment Ltd. (South Africa), Gtd. Notes, 144A		6.500			10/13/26		200		212,002
ORBCOMM, Inc., Sr. Sec’d. Notes, 144A		8.000			04/01/24		340		352,750
Sprint Capital Corp., Gtd. Notes		8.750			03/15/32		350		400,969
Sprint Corp.,
Gtd. Notes		7.875			09/15/23		325		348,563
Gtd. Notes(a)		7.625			02/15/25		755		794,637
ViaSat, Inc., Sr. Unsec’d. Notes, 144A		5.625			09/15/25		150		143,250
Wind Tre SpA (Italy), Sr. Sec’d. Notes, 144A		5.000			01/20/26		525		440,685
Xplornet Communications, Inc. (Canada), Sr. Unsec’d. Notes, Cash coupon 9.625% or PIK 10.625%, 144A		9.625			06/01/22		363		364,953

									5,977,596

See Notes to Financial Statements.


PGIM Income Builder Fund			33

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
CORPORATE BONDS (Continued)

Textiles 0.1%
Eagle Intermediate Global Holding BV/Ruyi US Finance LLC (China), Sr. Sec’d. Notes, 144A		7.500	%		05/01/25		150	$	153,750
Springs Industries, Inc., Sr. Sec’d. Notes		6.250			06/01/21		200		202,750

									356,500

Transportation 0.2%
Hornbeck Offshore Services, Inc.,
Gtd. Notes		5.000			03/01/21		25		14,000
Gtd. Notes, Global		5.875			04/01/20		125		80,625
Kazakhstan Temir Zholy Finance BV (Kazakhstan), Gtd. Notes		6.950			07/10/42		200		218,456
Pelabuhan Indonesia III Persero PT (Indonesia), Sr. Unsec’d. Notes		4.875			10/01/24		200		200,740
XPO Logistics, Inc.,
Gtd. Notes, 144A		6.125			09/01/23		75		77,625
Gtd. Notes, 144A		6.500			06/15/22		125		129,063

									720,509

Trucking & Leasing 0.1%
Avolon Holdings Funding Ltd. (Ireland), Gtd. Notes, 144A		5.500			01/15/23		300		299,250
Park Aerospace Holdings Ltd. (Ireland),
Gtd. Notes, 144A		4.500			03/15/23		50		47,875
Gtd. Notes, 144A		5.250			08/15/22		75		74,531
Gtd. Notes, 144A		5.500			02/15/24		150		145,688

									567,344

Water 0.1%
Aegea Finance Sarl (Brazil), Gtd. Notes		5.750			10/10/24		200		197,500

TOTAL CORPORATE BONDS (cost $75,887,044)									74,623,373


SOVEREIGN BONDS 10.8%
Angolan Government International Bond (Angola), Sr. Unsec’d. Notes		9.500			11/12/25		400		449,080
Argentina Bonar Bonds (Argentina), Bonds		8.750			05/07/24		300		332,467
Argentine Republic Government International Bond (Argentina),
Sr. Unsec’d. Notes		2.260	(cc)		12/31/38	EUR	200		165,489
Sr. Unsec’d. Notes		2.500	(cc)		12/31/38		180		117,450
Sr. Unsec’d. Notes		5.625			01/26/22		150		151,275

See Notes to Financial Statements.


34


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
SOVEREIGN BONDS (Continued)
Argentine Republic Government International Bond (Argentina), (cont’d.)
Sr. Unsec’d. Notes		6.875	%		01/11/48		75	$	66,638
Sr. Unsec’d. Notes		7.500			04/22/26		480		503,040
Sr. Unsec’d. Notes		7.820			12/31/33	EUR	550		732,012
Sr. Unsec’d. Notes		8.280			12/31/33		799		857,101
Bahrain Government International Bond (Bahrain),
Sr. Unsec’d. Notes		6.750			09/20/29		200		184,320
Sr. Unsec’d. Notes		7.000			10/12/28		200		190,693
Brazil Loan Trust 1 (Brazil), Gov’t. Gtd. Notes		5.477			07/24/23		108		111,071
Brazil Minas SPE via State of Minas Gerais (Brazil), Gov’t. Gtd. Notes		5.333			02/15/28		500		497,500
Brazilian Government International Bond (Brazil),
Sr. Unsec’d. Notes		5.625			01/07/41		150		142,577
Sr. Unsec’d. Notes		7.125			01/20/37		100		114,000
Sr. Unsec’d. Notes		8.250			01/20/34		588		728,538
City of Buenos Aires Argentina (Argentina), Sr. Unsec’d. Notes, EMTN		8.950			02/19/21		200		213,068
Colombia Government International Bond (Colombia),
Sr. Unsec’d. Notes		6.125			01/18/41		355		401,150
Sr. Unsec’d. Notes		7.375			09/18/37		540		684,450
Sr. Unsec’d. Notes		10.375			01/28/33		200		313,000
Congolese International Bond (Congo), Sr. Unsec’d. Notes		6.000			06/30/29		172		147,340
Costa Rica Government International Bond (Costa Rica),
Sr. Unsec’d. Notes		4.250			01/26/23		400		383,200
Sr. Unsec’d. Notes		7.000			04/04/44		200		199,500
Sr. Unsec’d. Notes		7.158			03/12/45		200		202,532
Dominican Republic International Bond (Dominican Republic),
Sr. Unsec’d. Notes		5.875			04/18/24		300		309,750
Sr. Unsec’d. Notes		6.850			01/27/45		200		206,500
Sr. Unsec’d. Notes		7.450			04/30/44		550		602,250
Sr. Unsec’d. Notes		7.500			05/06/21		245		258,842
Ecuador Government International Bond (Ecuador),
Sr. Unsec’d. Notes		7.950			06/20/24		200		188,000
Sr. Unsec’d. Notes		10.500			03/24/20		400		412,000
Sr. Unsec’d. Notes		10.750			03/28/22		400		422,000
Sr. Unsec’d. Notes, 144A		7.875			01/23/28		200		177,000
Sr. Unsec’d. Notes, 144A		8.750			06/02/23		265		259,700

See Notes to Financial Statements.


PGIM Income Builder Fund			35

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
SOVEREIGN BONDS (Continued)
Ecuador Government International Bond (Ecuador), (cont’d.)
Sr. Unsec’d. Notes, 144A		8.875	%		10/23/27		200	$	188,500
Sr. Unsec’d. Notes, 144A		9.650			12/13/26		200		197,000
Egypt Government International Bond (Egypt),
Sr. Unsec’d. Notes		5.875			06/11/25		200		196,404
Sr. Unsec’d. Notes, MTN		6.125			01/31/22		200		205,240
Sr. Unsec’d. Notes		6.875			04/30/40		100		95,012
Sr. Unsec’d. Notes, MTN		8.500			01/31/47		200		214,271
Sr. Unsec’d. Notes, 144A, MTN		4.750			04/16/26	EUR	100		120,391
Sr. Unsec’d. Notes, 144A		7.903			02/21/48		200		202,696
Sr. Unsec’d. Notes, 144A, MTN		8.500			01/31/47		455		487,467
El Salvador Government International Bond (El Salvador),
Sr. Unsec’d. Notes		6.375			01/18/27		200		197,500
Sr. Unsec’d. Notes		7.375			12/01/19		205		211,484
Sr. Unsec’d. Notes		7.625			02/01/41		300		312,057
Sr. Unsec’d. Notes		7.750			01/24/23		300		322,890
Sr. Unsec’d. Notes		8.250			04/10/32		280		308,566
Sr. Unsec’d. Notes, 144A		8.625			02/28/29		50		57,125
Ethiopia International Bond (Ethiopia), Sr. Unsec’d. Notes		6.625			12/11/24		200		202,124
Export Credit Bank of Turkey (Turkey), Sr. Unsec’d. Notes, 144A		5.000			09/23/21		200		197,000
Export-Import Bank of India (India), Sr. Unsec’d. Notes, 144A		3.375			08/05/26		200		185,246
Gabon Government International Bond (Gabon),
Bonds		6.375			12/12/24		200		194,918
Sr. Unsec’d. Notes		6.950			06/16/25		400		398,646
Ghana Government International Bond (Ghana)
Sr. Unsec’d. Notes		7.875			08/07/23		300		325,410
Sr. Unsec’d. Notes		9.250			09/15/22		200		227,500
Guatemala Government Bond (Guatemala), Sr. Unsec’d. Notes		5.750			06/06/22		200		210,866
Hellenic Republic Government Bond (Greece),
Bonds		3.000	(cc)		02/24/39	EUR	75		79,432
Bonds		3.000	(cc)		02/24/40	EUR	115		121,973
Bonds		3.000	(cc)		02/24/38	EUR	240		255,953
Bonds		3.500			01/30/23	EUR	80		99,365
Honduras Government International Bond (Honduras),
Sr. Unsec’d. Notes		7.500			03/15/24		200		216,920
Sr. Unsec’d. Notes		8.750			12/16/20		200		218,356

See Notes to Financial Statements.


36


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
SOVEREIGN BONDS (Continued)
Hungary Government International Bond (Hungary), Sr. Unsec’d. Notes		7.625	%		03/29/41		372	$	523,545
Indonesia Government International Bond (Indonesia),
Sr. Unsec’d. Notes, MTN		4.750			07/18/47		200		193,657
Sr. Unsec’d. Notes, EMTN		5.125			01/15/45		200		202,581
Sr. Unsec’d. Notes, EMTN		5.250			01/17/42		200		206,527
Sr. Unsec’d. Notes		7.750			01/17/38		200		266,297
Sr. Unsec’d. Notes		8.500			10/12/35		100		140,076
Sr. Unsec’d. Notes, 144A		4.350			01/08/27		200		200,289
Sr. Unsec’d. Notes, 144A, MTN		5.950			01/08/46		200		226,686
Iraq International Bond (Iraq),
Sr. Unsec’d. Notes		6.752			03/09/23		400		399,707
Sr. Unsec’d. Notes, 144A		6.752			03/09/23		200		199,854
Unsec’d. Notes		5.800			01/15/28		500		471,610
Ivory Coast Government International Bond (Cote d’lvoire),
Sr. Unsec’d. Notes		5.375			07/23/24		200		195,720
Sr. Unsec’d. Notes		6.375			03/03/28		400		402,580
Sr. Unsec’d. Notes, 144A		5.125			06/15/25	EUR	165		210,478
Sr. Unsec’d. Notes, 144A		6.625			03/22/48	EUR	100		121,967
Jamaica Government International Bond (Jamaica),
Sr. Unsec’d. Notes		7.625			07/09/25		200		231,000
Sr. Unsec’d. Notes		7.875			07/28/45		200		235,000
Sr. Unsec’d. Notes		8.000			03/15/39		100		118,500
Sr. Unsec’d. Notes		9.250			10/17/25		200		254,500
Jordan Government International Bond (Jordan),
Sr. Unsec’d. Notes		5.750			01/31/27		200		189,916
Sr. Unsec’d. Notes		6.125			01/29/26		200		195,788
Sr. Unsec’d. Notes, 144A		7.375			10/10/47		200		194,764
KazAgro National Management Holding JSC (Kazakhstan), Sr. Unsec’d. Notes, EMTN		4.625			05/24/23		200		195,500
Kazakhstan Government International Bond (Kazakhstan), Sr. Unsec’d. Notes, EMTN		6.500			07/21/45		400		476,680
Kenya Government International Bond (Kenya),
Sr. Unsec’d. Notes		6.875			06/24/24		600		621,672
Sr. Unsec’d. Notes, 144A		8.250			02/28/48		200		206,190
Lebanon Government International Bond (Lebanon),
Sr. Unsec’d. Notes		6.000			01/27/23		169		159,266
Sr. Unsec’d. Notes, EMTN		6.100			10/04/22		255		242,599
Sr. Unsec’d. Notes, EMTN		6.250			05/27/22		135		128,691
Sr. Unsec’d. Notes, GMTN		6.250			11/04/24		110		101,519

See Notes to Financial Statements.


PGIM Income Builder Fund			37

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
SOVEREIGN BONDS (Continued)
Lebanon Government International Bond (Lebanon), (cont’d.)
Sr. Unsec’d. Notes, GMTN		6.375	%		03/09/20		120	$	119,569
Sr. Unsec’d. Notes		6.400			05/26/23		325		307,126
Sr. Unsec’d. Notes, GMTN		6.600			11/27/26		115		103,676
Sr. Unsec’d. Notes		6.650			04/22/24		130		123,097
Sr. Unsec’d. Notes		6.850			05/25/29		80		71,090
Sr. Unsec’d. Notes		7.250			03/23/37		25		22,182
Sr. Unsec’d. Notes, EMTN		8.250			04/12/21		271		277,110
Malaysia Government Bond (Malaysia),
Sr. Unsec’d. Notes		3.580			09/28/18	MYR	490		124,958
Sr. Unsec’d. Notes		4.378			11/29/19	MYR	750		193,392
Malaysia Sukuk Global Bhd (Malaysia), Sr. Unsec’d. Notes, 144A		4.080			04/27/46		250		246,455
Mexican Bonos (Mexico), Series M, Bonds		6.500			06/09/22	MXN	710		36,774
Mexico Government International Bond (Mexico),
Sr. Unsec’d. Notes, MTN		6.050			01/11/40		530		582,470
Sr. Unsec’d. Notes, MTN		6.750			09/27/34		203		246,389
Mongolia Government International Bond (Mongolia),
Sr. Unsec’d. Notes, EMTN		5.125			12/05/22		200		192,231
Sr. Unsec’d. Notes, EMTN		10.875			04/06/21		400		457,175
Nigeria Government International Bond (Nigeria),
Sr. Unsec’d. Notes		6.375			07/12/23		200		208,500
Sr. Unsec’d. Notes		6.750			01/28/21		400		420,152
Sr. Unsec’d. Notes		7.875			02/16/32		200		215,460
Sr. Unsec’d. Notes, 144A, MTN		7.625			11/28/47		230		231,725
Sr. Unsec’d. Notes, 144A		7.696			02/23/38		200		205,500
Oman Government International Bond (Oman),
Sr. Unsec’d. Notes		4.750			06/15/26		400		372,520
Sr. Unsec’d. Notes		6.500			03/08/47		200		184,420
Sr. Unsec’d. Notes, 144A		6.500			03/08/47		205		189,031
Sr. Unsec’d. Notes, 144A		6.750			01/17/48		200		188,280
Pakistan Government International Bond (Pakistan),
Sr. Unsec’d. Notes		6.875			12/05/27		200		187,059
Sr. Unsec’d. Notes		7.250			04/15/19		300		305,691
Sr. Unsec’d. Notes		8.250			04/15/24		200		207,831
Sr. Unsec’d. Notes, 144A		6.875			12/05/27		200		187,059
Panama Government International Bond (Panama),
Sr. Unsec’d. Notes		4.300			04/29/53		250		234,375
Sr. Unsec’d. Notes		6.700			01/26/36		100		123,500
Sr. Unsec’d. Notes		7.125			01/29/26		165		197,175
Sr. Unsec’d. Notes		9.375			04/01/29		100		142,250

See Notes to Financial Statements.


38


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
SOVEREIGN BONDS (Continued)
Paraguay Government International Bond (Paraguay), Sr. Unsec’d. Notes		6.100	%		08/11/44		200	$	217,500
Perusahaan Penerbit SBSN Indonesia III (Indonesia), Sr. Unsec’d. Notes, 144A		4.325			05/28/25		200		199,800
Peruvian Government International Bond (Peru),
Sr. Unsec’d. Notes		5.625			11/18/50		195		228,443
Sr. Unsec’d. Notes		6.550			03/14/37		655		823,007
Philippine Government International Bond (Philippines),
Sr. Unsec’d. Notes		3.950			01/20/40		100		97,302
Sr. Unsec’d. Notes		7.750			01/14/31		460		618,437
Provincia de Buenos Aires (Argentina), Sr. Unsec’d. Notes		4.000			05/01/20	EUR	75		91,249
Sr. Unsec’d. Notes		9.125			03/16/24		150		166,500
Sr. Unsec’d. Notes		9.950			06/09/21		300		332,907
Qatar Government International Bond (Qatar), Sr. Unsec’d. Notes, 144A		5.103			04/23/48		200		198,230
Republic of Azerbaijan International Bond (Azerbaijan), Sr. Unsec’d. Notes		4.750			03/18/24		200		199,029
Republic of Belarus International Bond (Belarus), Sr. Unsec’d. Notes, 144A		6.875			02/28/23		225		235,467
Republic of Cameroon International Bond (Cameroon), Sr. Unsec’d. Notes		9.500			11/19/25		200		229,532
Republic of South Africa Government International Bond (South Africa),
Sr. Unsec’d. Notes		4.665			01/17/24		250		248,805
Sr. Unsec’d. Notes		4.875			04/14/26		600		589,298
Sr. Unsec’d. Notes		5.875			09/16/25		200		209,892
Sr. Unsec’d. Notes		6.250			03/08/41		350		365,070
Romanian Government International Bond (Romania),
Sr. Unsec’d. Notes, EMTN		3.875			10/29/35	EUR	29		37,157
Sr. Unsec’d. Notes, EMTN		6.125			01/22/44		232		269,120
Russian Foreign Bond - Eurobond (Russia),
Sr. Unsec’d. Notes		4.750			05/27/26		400		406,324
Sr. Unsec’d. Notes		5.250			06/23/47		200		193,785
Sr. Unsec’d. Notes		5.625			04/04/42		200		209,600
Sr. Unsec’d. Notes		12.750			06/24/28		255		412,125
Sr. Unsec’d. Notes, 144A		4.250			06/23/27		200		195,188
Senegal Government International Bond (Senegal),
Sr. Unsec’d. Notes, 144A		6.750			03/13/48		200		188,500
Unsec’d. Notes, 144A		6.250			05/23/33		205		197,585

See Notes to Financial Statements.


PGIM Income Builder Fund			39

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
SOVEREIGN BONDS (Continued)
Sri Lanka Government International Bond (Sri Lanka),
Sr. Unsec’d. Notes		5.875	%		07/25/22		210	$	211,714
Sr. Unsec’d. Notes		6.200			05/11/27		200		192,964
Sr. Unsec’d. Notes		6.250			10/04/20		120		123,898
Sr. Unsec’d. Notes		6.250			07/27/21		230		236,716
Sr. Unsec’d. Notes		6.850			11/03/25		400		408,542
Sr. Unsec’d. Notes, 144A		5.750			04/18/23		200		198,735
Sr. Unsec’d. Notes, 144A		6.750			04/18/28		200		199,022
Third Pakistan International Sukuk Co. Ltd. (The) (Pakistan),
Sr. Unsec’d. Notes, 144A		5.625			12/05/22		200		192,743
Sr. Unsec’d. Notes, 144A		5.500			10/13/21		200		196,515
Turkey Government International Bond (Turkey),
Sr. Unsec’d. Notes		7.375			02/05/25		190		208,227
Sr. Unsec’d. Notes		3.250			03/23/23		200		184,508
Sr. Unsec’d. Notes		4.875			10/09/26		520		485,680
Sr. Unsec’d. Notes		4.875			04/16/43		200		159,050
Sr. Unsec’d. Notes		5.625			03/30/21		300		309,388
Sr. Unsec’d. Notes		5.750			03/22/24		400		405,508
Sr. Unsec’d. Notes		6.000			01/14/41		200		184,058
Sr. Unsec’d. Notes		6.125			10/24/28		200		199,000
Sr. Unsec’d. Notes		6.250			09/26/22		300		315,379
Sr. Unsec’d. Notes		6.875			03/17/36		179		183,835
Ukraine Government International Bond (Ukraine),
Sr. Unsec’d. Notes		—	(p)		05/31/40		50		33,767
Sr. Unsec’d. Notes		7.750			09/01/20		100		103,950
Sr. Unsec’d. Notes		7.750			09/01/22		100		101,976
Sr. Unsec’d. Notes		7.750			09/01/23		400		403,216
Sr. Unsec’d. Notes		7.750			09/01/24		215		214,463
Sr. Unsec’d. Notes		7.750			09/01/25		600		595,500
Sr. Unsec’d. Notes		7.750			09/01/26		204		201,095
Sr. Unsec’d. Notes		7.750			09/01/27		200		196,104
Sr. Unsec’d. Notes, 144A		—	(p)		05/31/40		35		23,637
Sr. Unsec’d. Notes, 144A		7.375			09/25/32		325		299,877
Ukreximbank Via Biz Finance PLC (Ukraine), Sr. Unsec’d. Notes		9.625			04/27/22		200		207,000
Uruguay Government International Bond (Uruguay),
Sr. Unsec’d. Notes		5.100			06/18/50		255		250,538
Sr. Unsec’d. Notes		7.625			03/21/36		300		390,465

See Notes to Financial Statements.


40


Description	Interest Rate			Maturity Date		Principal Amount (000)#		Value
SOVEREIGN BONDS (Continued)
Venezuela Government International Bond (Venezuela),
Sr. Unsec’d. Notes(d)		7.000	%		03/31/38		620	$	182,900
Sr. Unsec’d. Notes(d)		7.750			10/13/19		110		32,450
Sr. Unsec’d. Notes(d)		9.000			05/07/23		100		28,500
Sr. Unsec’d. Notes(d)		11.950			08/05/31		300		92,250
Vietnam Government International Bond (Vietnam), Sr. Unsec’d. Notes		4.800			11/19/24		200		203,251
Zambia Government International Bond (Zambia), Sr. Unsec’d. Notes		8.500			04/14/24		200		201,970
Zambia Government International Bond (Zambia), Unsec’d. Notes		5.375			09/20/22		200		183,010

TOTAL SOVEREIGN BONDS (cost $46,801,948)									47,092,479

TOTAL LONG-TERM INVESTMENTS (cost $410,669,528)									428,918,740


						Shares
SHORT-TERM INVESTMENTS 10.0%

AFFILIATED MUTUAL FUNDS 10.0%
Prudential Investment Portfolios 2 - PGIM Core Ultra Short Bond Fund(w)							4,869,794		4,869,794
Prudential Investment Portfolios 2 - PGIM Institutional Money Market Fund (cost $38,558,185; includes $38,528,112 of cash collateral for securities on loan)(b)(w)							38,560,077		38,560,077

TOTAL AFFILIATED MUTUAL FUNDS (cost $43,427,979)									43,429,871


*OPTIONS PURCHASED~ 0.0%**
(cost $57,587)									52,448

TOTAL SHORT-TERM INVESTMENTS (cost $43,485,566)									43,482,319

TOTAL INVESTMENTS, BEFORE OPTIONS WRITTEN 108.5% (cost $454,155,094)									472,401,059


*OPTIONS WRITTEN~ 0.0%**
(premiums received $37,921)									(28,608	)

TOTAL INVESTMENTS, NET OF OPTIONS WRITTEN 108.5% (cost $454,117,173)									472,372,451
Liabilities in excess of other assets(z) (8.5)%									(36,807,402	)

NET ASSETS 100.0%								$	435,565,049

See Notes to Financial Statements.


PGIM Income Builder Fund			41

Schedule of Investments (unaudited) (continued)

as of April 30, 2018

The following abbreviations are used in the semiannual report:

144A—Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid.

ACWI—All Country World Index

ADR—American Depositary Receipt

CLO—Collateralized Loan Obligation

CVA—Certificate Van Aandelen (Bearer)

CVR—Contingent Value Rights

CVT—Convertible Security

EMTN—Euro Medium Term Note

ETF—Exchange Traded Fund

GMTN—Global Medium Term Note

MSCI—Morgan Stanley Capital International

MLP—Master Limited Partnership

MTN—Medium Term Note

OTC—Over-the-counter

PIK—Payment-in-Kind

REIT(s)—Real Estate Investment Trust(s)

SPDR—Standard & Poor’s Depository Receipts

UTS—Unit Trust Security

ARS—Argentine Peso

AUD—Australian Dollar

BRL—Brazilian Real

CHF—Swiss Franc

CLP—Chilean Peso

CNH—Chinese Renminbi

COP—Colombian Peso

CZK—Czech Koruna

EUR—Euro

GBP—British Pound

HUF—Hungarian Forint

IDR—Indonesian Rupiah

ILS—Israeli Shekel

INR—Indian Rupee

JPY—Japanese Yen

KRW—South Korean Won

MXN—Mexican Peso

MYR—Malaysian Ringgit

PEN—Peruvian Nuevo Sol

PHP—Philippine Peso

PLN—Polish Zloty

RUB—Russian Ruble

SGD—Singapore Dollar

THB—Thai Baht

TRY—Turkish Lira

TWD—New Taiwanese Dollar

ZAR—South African Rand

See Notes to Financial Statements.


42

~	See tables subsequent to the Schedule of Investments for options detail.

#	Principal or notional amount is shown in U.S. dollars unless otherwise stated.

*	Non-income producing security.

^	Indicates a Level 3 security. The aggregate value of Level 3 securities is $1,529,877 and 0.4% of net assets.

(a)	All or a portion of security is on loan. The aggregate market value of such securities, including those sold and pending settlement, is $37,588,054; cash collateral of $38,528,112 (included in liabilities) was received with which the Fund purchased highly liquid short-term investments.

(b)	Represents security purchased with cash collateral received for securities on loan and includes dividend reinvestment.

(c)	Variable rate instrument. The interest rate shown reflects the rate in effect at April 30, 2018.

(cc)

Variable rate instrument. The rate shown is based on the latest available information as of April 30, 2018. Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description.

(d)	Represents issuer in default on interest payments and/or principal repayment. Non-income producing security. Such securities may be post-maturity.

(p)	Interest rate not available as of April 30, 2018.

(w)	PGIM Investments LLC, the manager of the Fund, also serves as manager of the underlying funds in which the Fund invests.

(z)	Includes net unrealized appreciation (depreciation) on the following derivative contracts held at reporting period end, with the exception of options which are included in total investments, net of written options, at market value:

Options Purchased:

OTC Traded

Description

Call/Put

Counterparty

Expiration
Date

Strike

Contracts

Notional
Amount
(000)#

Value

Currency option EUR vs BRL

Call

Citigroup Global Markets

02/21/19

4.15

—

EUR 200

20,384

Currency Option USD vs MXN

Call

UBS AG

01/25/19

18.75

—

500

32,064

Total Options Purchased
(cost $57,587)

52,448

Options Written:

OTC Traded

Description

Call/Put

Counterparty

Expiration
Date

Strike

Contracts

Notional
Amount
(000)#

Value

Currency Option EUR vs BRL

Call

Citigroup Global Markets

02/21/19

4.55

—

EUR 200

(9,292

)

Currency Option USD vs MXN

Call

UBS AG

01/25/19

20.75

—

500

(12,337

)

See Notes to Financial Statements.


PGIM Income Builder Fund			43

Schedule of Investments (unaudited) (continued)

as of April 30, 2018

Options Written (continued):

OTC Traded (cont’d)


Description	Call/Put		Counterparty	Expiration Date		Strike		Contracts		Notional Amount (000)#		Value
Currency Option EUR vs BRL		Put	Citigroup Global Markets		02/21/19		3.90		—		EUR 200	$	(1,709	)
Currency Option USD vs MXN		Put	UBS AG		01/25/19		17.75		—		500		(5,270	)

Total Options Written (premiums received $37,921)												$	(28,608	)

Futures contracts outstanding at April 30, 2018:


Number of Contracts		Type	Expiration Date		Current Notional Amount		Value / Unrealized Appreciation (Depreciation)
		Long Positions:
	14	2 Year U.S. Treasury Notes		Jun. 2018	$	2,968,656	$	(5,266	)
	5	5 Year U.S. Treasury Notes		Jun. 2018		567,539		(3,368	)
	29	10 Year U.S. Treasury Notes		Jun. 2018		3,469,125		(28,640	)
	2	20 Year U.S. Treasury Bonds		Jun. 2018		287,688		(867	)
	1	30 Year U.S. Ultra Treasury Bonds		Jun. 2018		157,125		3,766

							$	(34,375	)

Cash of $220,000 has been segregated with Citigroup Global Markets to cover requirements for open futures contracts at April 30, 2018.

Forward foreign currency exchange contracts outstanding at April 30, 2018:


Purchase Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation		Unrealized Depreciation
OTC forward foreign currency exchange contracts:
Argentine Peso,
Expiring 05/03/18	Citigroup Global Markets	ARS	6,263	$	308,064	$	304,322	$	—	$	(3,742	)
Australian Dollar,
Expiring 07/12/18	Citigroup Global Markets	AUD	309		240,557		233,035		—		(7,522	)
Brazilian Real,
Expiring 02/25/19	Citigroup Global Markets	BRL	857		253,700		238,933		—		(14,767	)
Expiring 05/03/18	Barclays Capital Group	BRL	396		119,079		112,869		—		(6,210	)
Expiring 05/03/18	Goldman Sachs & Co.	BRL	394		118,815		112,347		—		(6,468	)
Expiring 05/03/18	Morgan Stanley	BRL	2,300		706,418		656,422		—		(49,996	)
Expiring 05/03/18	UBS AG	BRL	603		180,695		171,967		—		(8,728	)
Expiring 07/03/18	Goldman Sachs & Co.	BRL	1,979		564,439		561,348		—		(3,091	)
British Pound,
Expiring 07/26/18	JPMorgan Chase	GBP	168		235,612		232,491		—		(3,121	)

See Notes to Financial Statements.


44

Forward foreign currency exchange contracts outstanding at April 30, 2018 (continued):


Purchase Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation		Unrealized Depreciation
OTC forward foreign currency exchange contracts (cont’d.):
Chilean Peso,
Expiring 07/13/18	Citigroup Global Markets	CLP	105,686	$	174,350	$	172,273	$	—	$	(2,077	)
Expiring 07/13/18	Citigroup Global Markets	CLP	86,338		143,411		140,734		—		(2,677	)
Chinese Renminbi,
Expiring 07/24/18	Barclays Capital Group	CNH	40		6,279		6,233		—		(46	)
Colombian Peso,
Expiring 06/15/18	Barclays Capital Group	COP	686,182		238,365		244,133		5,768		—
Expiring 06/15/18	Citigroup Global Markets	COP	686,182		238,838		244,133		5,295		—
Expiring 06/15/18	Citigroup Global Markets	COP	398,051		143,411		141,620		—		(1,791	)
Expiring 06/15/18	Citigroup Global Markets	COP	329,130		115,083		117,099		2,016		—
Czech Koruna,
Expiring 07/12/18	Citigroup Global Markets	CZK	7,407		360,441		350,971		—		(9,470	)
Hungarian Forint,
Expiring 07/24/18	Deutsche Bank AG	HUF	75,367		300,556		291,770		—		(8,786	)
Indian Rupee,
Expiring 07/20/18	Barclays Capital Group	INR	33,237		500,437		493,702		—		(6,735	)
Expiring 07/20/18	Deutsche Bank AG	INR	34,788		524,199		516,740		—		(7,459	)
Expiring 07/20/18	Morgan Stanley	INR	9,492		144,837		140,990		—		(3,847	)
Expiring 07/20/18	UBS AG	INR	10,343		154,000		153,636		—		(364	)
Expiring 07/20/18	UBS AG	INR	3,455		50,999		51,323		324		—
Indonesian Rupiah,
Expiring 07/16/18	Barclays Capital Group	IDR	3,072,097		217,000		218,865		1,865		—
Expiring 07/16/18	Barclays Capital Group	IDR	1,300,880		92,000		92,679		679		—
Expiring 07/16/18	Deutsche Bank AG	IDR	4,016,081		290,012		286,118		—		(3,894	)
Expiring 07/16/18	JPMorgan Chase	IDR	2,896,965		207,000		206,388		—		(612	)
Japanese Yen,
Expiring 07/26/18	Citigroup Global Markets	JPY	25,637		238,692		235,967		—		(2,725	)
Malaysian Ringgit,
Expiring 05/22/18	Barclays Capital Group	MYR	385		98,617		97,943		—		(674	)
Mexican Peso,
Expiring 01/29/19	UBS AG	MXN	5,179		262,000		265,440		3,440		—
Expiring 01/29/19	UBS AG	MXN	4,707		238,000		241,289		3,289		—
Expiring 06/28/18	Morgan Stanley	MXN	12,530		666,281		663,724		—		(2,557	)
Expiring 06/28/18	Morgan Stanley	MXN	2,078		112,000		110,046		—		(1,954	)
New Taiwanese Dollar,
Expiring 07/13/18	Toronto Dominion	TWD	3,361		116,000		114,203		—		(1,797	)
Expiring 07/13/18	UBS AG	TWD	6,571		225,000		223,311		—		(1,689	)
Expiring 07/13/18	UBS AG	TWD	5,714		194,000		194,192		192		—
Expiring 07/13/18	UBS AG	TWD	4,690		161,000		159,386		—		(1,614	)
Expiring 07/13/18	UBS AG	TWD	2,914		100,000		99,035		—		(965	)
Expiring 07/13/18	UBS AG	TWD	2,471		84,000		83,972		—		(28	)
Expiring 07/13/18	UBS AG	TWD	2,399		81,000		81,541		541		—

See Notes to Financial Statements.


PGIM Income Builder Fund			45

Schedule of Investments (unaudited) (continued)

as of April 30, 2018

Forward foreign currency exchange contracts outstanding at April 30, 2018 (continued):


Purchase Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation		Unrealized Depreciation
OTC forward foreign currency exchange contracts (cont’d.):
Peruvian Nuevo Sol,
Expiring 07/13/18	Citigroup Global Markets	PEN	90	$	27,958	$	27,751	$	—	$	(207	)
Philippine Peso,
Expiring 06/14/18	Barclays Capital Group	PHP	14,652		280,000		282,487		2,487		—
Expiring 06/14/18	Deutsche Bank AG	PHP	12,552		240,945		241,989		1,044		—
Polish Zloty,
Expiring 07/24/18	UBS AG	PLN	1,512		446,442		431,489		—		(14,953	)
Russian Ruble,
Expiring 07/13/18	Barclays Capital Group	RUB	15,641		268,555		246,158		—		(22,397	)
Expiring 07/13/18	Barclays Capital Group	RUB	9,000		144,477		141,634		—		(2,843	)
Singapore Dollar,
Expiring 05/11/18	Bank of America	SGD	582		437,642		438,830		1,188		—
Expiring 05/11/18	Citigroup Global Markets	SGD	45		34,205		33,982		—		(223	)
Expiring 05/11/18	Deutsche Bank AG	SGD	582		438,531		438,829		298		—
Expiring 05/11/18	Morgan Stanley	SGD	74		56,000		55,835		—		(165	)
South African Rand,
Expiring 06/12/18	Barclays Capital Group	ZAR	1,678		142,578		133,802		—		(8,776	)
Expiring 06/12/18	Citigroup Global Markets	ZAR	879		72,166		70,068		—		(2,098	)
Expiring 06/12/18	Toronto Dominion	ZAR	6,509		540,040		519,094		—		(20,946	)
South Korean Won,
Expiring 05/09/18	Barclays Capital Group	KRW	253,017		240,138		236,950		—		(3,188	)
Expiring 05/09/18	Deutsche Bank AG	KRW	490,929		454,186		459,753		5,567		—
Thai Baht,
Expiring 05/11/18	Citigroup Global Markets	THB	15,171		481,542		480,857		—		(685	)
Expiring 05/11/18	Citigroup Global Markets	THB	6,652		214,000		210,853		—		(3,147	)
Expiring 05/11/18	Citigroup Global Markets	THB	4,244		135,000		134,513		—		(487	)
Expiring 05/11/18	Citigroup Global Markets	THB	3,820		121,000		121,092		92		—
Expiring 05/11/18	Citigroup Global Markets	THB	2,784		88,000		88,253		253		—
Expiring 05/11/18	Citigroup Global Markets	THB	2,741		87,000		86,862		—		(138	)
Turkish Lira,
Expiring 06/12/18	Barclays Capital Group	TRY	964		237,630		234,069		—		(3,561	)
Expiring 06/12/18	Barclays Capital Group	TRY	405		96,223		98,414		2,191		—
Expiring 06/12/18	Citigroup Global Markets	TRY	777		192,072		188,559		—		(3,513	)
Expiring 06/12/18	Citigroup Global Markets	TRY	670		162,766		162,690		—		(76	)
Expiring 06/12/18	Citigroup Global Markets	TRY	593		144,269		144,011		—		(258	)
Expiring 06/12/18	Citigroup Global Markets	TRY	369		94,385		89,657		—		(4,728	)
Expiring 06/12/18	Citigroup Global Markets	TRY	191		47,344		46,490		—		(854	)
Expiring 06/12/18	Citigroup Global Markets	TRY	52		12,700		12,599		—		(101	)
Expiring 06/12/18	Goldman Sachs & Co.	TRY	729		175,050		177,064		2,014		—

				$	15,318,031	$	15,097,824	$	38,543	$	(258,750	)

See Notes to Financial Statements.


46

Forward foreign currency exchange contracts outstanding at April 30, 2018 (continued):


Sales Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation		Unrealized Depreciation
OTC forward foreign currency exchange contracts:
Argentine Peso,
Expiring 05/03/18	BNP Paribas	ARS	1,227	$	59,858	$	59,625	$	233	$	—
Expiring 05/03/18	Citigroup Global Markets	ARS	2,862		139,670		139,073		597		—
Expiring 05/03/18	Citigroup Global Markets	ARS	2,196		106,872		106,690		182		—
Australian Dollar,
Expiring 07/12/18	Citigroup Global Markets	AUD	311		239,245		234,303		4,942		—
Brazilian Real,
Expiring 05/03/18	Citigroup Global Markets	BRL	984		286,822		280,813		6,009		—
Expiring 05/03/18	Goldman Sachs & Co.	BRL	1,979		567,335		564,735		2,600		—
Expiring 05/03/18	Goldman Sachs & Co.	BRL	378		111,452		107,869		3,583		—
Expiring 05/03/18	UBS AG	BRL	351		102,000		100,188		1,812		—
Expiring 07/03/18	BNP Paribas	BRL	832		236,405		236,045		360		—
Chilean Peso,
Expiring 07/13/18	Barclays Capital Group	CLP	58,070		96,000		94,657		1,343		—
Expiring 07/13/18	Barclays Capital Group	CLP	55,344		91,208		90,214		994		—
Expiring 07/13/18	Barclays Capital Group	CLP	26,759		43,929		43,619		310		—
Expiring 07/13/18	Citigroup Global Markets	CLP	61,913		101,522		100,921		601		—
Expiring 07/13/18	UBS AG	CLP	47,412		79,000		77,284		1,716		—
Colombian Peso,
Expiring 06/15/18	Citigroup Global Markets	COP	359,856		126,000		128,031		—		(2,031	)
Czech Koruna,
Expiring 07/12/18	Morgan Stanley	CZK	1,079		52,000		51,116		884		—
Expiring 07/12/18	UBS AG	CZK	4,991		236,543		236,507		36		—
Euro,
Expiring 04/26/18	Citigroup Global Markets	EUR	200		253,730		247,802		5,928		—
Expiring 07/26/18	Citigroup Global Markets	EUR	389		473,086		473,472		—		(386	)
Expiring 07/26/18	Goldman Sachs & Co.	EUR	64		79,173		77,769		1,404		—
Expiring 07/26/18	Toronto Dominion	EUR	1,310		1,611,679		1,592,527		19,152		—
Hungarian Forint,
Expiring 07/24/18	Morgan Stanley	HUF	24,926		97,000		96,495		505		—
Israeli Shekel,
Expiring 07/26/18	Citigroup Global Markets	ILS	1,351		383,177		377,427		5,750		—
Japanese Yen,
Expiring 07/26/18	Citigroup Global Markets	JPY	25,803		238,692		237,492		1,200		—
New Taiwanese Dollar,
Expiring 07/13/18	Barclays Capital Group	TWD	31,435		1,084,841		1,068,291		16,550		—
Peruvian Nuevo Sol,
Expiring 07/13/18	UBS AG	PEN	162		50,000		49,753		247		—

See Notes to Financial Statements.


PGIM Income Builder Fund			47

Schedule of Investments (unaudited) (continued)

as of April 30, 2018

Forward foreign currency exchange contracts outstanding at April 30, 2018 (continued):


Sales Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation		Unrealized Depreciation
OTC forward foreign currency exchange contracts (cont’d.):
Philippine Peso,
Expiring 06/14/18	Barclays Capital Group	PHP	12,559	$	237,822	$	242,135	$	—	$	(4,313	)
Expiring 06/14/18	Barclays Capital Group	PHP	11,242		215,000		216,744		—		(1,744	)
Expiring 06/14/18	Barclays Capital Group	PHP	5,095		97,001		98,227		—		(1,226	)
Expiring 06/14/18	Barclays Capital Group	PHP	3,105		59,000		59,854		—		(854	)
Expiring 06/14/18	Deutsche Bank AG	PHP	2,255		42,997		43,479		—		(482	)
Polish Zloty,
Expiring 07/24/18	Morgan Stanley	PLN	565		162,000		161,321		679		—
Russian Ruble,
Expiring 07/13/18	Barclays Capital Group	RUB	9,520		150,100		149,817		283		—
Expiring 07/13/18	Barclays Capital Group	RUB	5,181		82,700		81,544		1,156		—
Expiring 07/13/18	Barclays Capital Group	RUB	4,714		77,580		74,193		3,387		—
Singapore Dollar,
Expiring 05/11/18	Morgan Stanley	SGD	233		178,000		175,914		2,086		—
Expiring 05/11/18	Morgan Stanley	SGD	96		72,000		72,112		—		(112	)
Expiring 05/11/18	Morgan Stanley	SGD	81		61,000		60,909		91		—
Expiring 05/11/18	Morgan Stanley	SGD	66		50,000		50,124		—		(124	)
South African Rand,
Expiring 06/12/18	Bank of America	ZAR	175		14,580		13,948		632		—
Expiring 06/12/18	Morgan Stanley	ZAR	1,556		123,999		124,125		—		(126	)
South Korean Won,
Expiring 05/09/18	BNP Paribas	KRW	174,770		162,000		163,672		—		(1,672	)
Expiring 05/09/18	BNP Paribas	KRW	93,509		88,000		87,570		430		—
Expiring 05/09/18	BNP Paribas	KRW	80,223		74,000		75,129		—		(1,129	)
Expiring 05/09/18	Citigroup Global Markets	KRW	132,885		124,000		124,446		—		(446	)
Swiss Franc,
Expiring 07/24/18	Bank of America	CHF	477		491,551		484,787		6,764		—
Thai Baht,
Expiring 05/11/18	Citigroup Global Markets	THB	7,014		225,000		222,312		2,688		—
Expiring 05/11/18	Citigroup Global Markets	THB	3,869		123,000		122,630		370		—
Expiring 05/11/18	Citigroup Global Markets	THB	3,739		119,000		118,510		490		—
Expiring 05/11/18	Citigroup Global Markets	THB	2,204		70,000		69,861		139		—
Expiring 05/11/18	Citigroup Global Markets	THB	1,789		57,000		56,702		298		—
Expiring 05/11/18	Citigroup Global Markets	THB	1,446		46,000		45,818		182		—
Turkish Lira,
Expiring 06/12/18	Barclays Capital Group	TRY	548		138,250		133,049		5,201		—
Expiring 06/12/18	Deutsche Bank AG	TRY	95		23,467		22,960		507		—
Expiring 06/12/18	UBS AG	TRY	960		238,018		233,149		4,869		—

See Notes to Financial Statements.


48

Forward foreign currency exchange contracts outstanding at April 30, 2018 (continued):


Sales Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation		Unrealized Depreciation
OTC forward foreign currency exchange contracts (cont’d.):
Turkish Lira, (cont’d.)
Expiring 06/12/18	UBS AG	TRY	908	$	230,166	$	220,359	$	9,807	$	—
Expiring 06/12/18	UBS AG	TRY	739		184,436		179,385		5,051		—
Expiring 06/12/18	UBS AG	TRY	551		138,236		133,725		4,511		—

				$	11,103,142	$	10,991,228	$	126,559	$	(14,645	)

								$	165,102	$	(273,395	)

Cross currency exchange contracts outstanding at April 30, 2018:

Settlement

Type

Notional
Amount
(000)

In Exchange
For (000)

Unrealized
Appreciation

Unrealized
Depreciation

Counterparty

OTC cross currency exchange contracts:

07/24/2018

Buy

CHF

241

EUR

202

123

—

Citigroup Global Markets

Fair Value Measurements:

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.

Level 1—unadjusted quoted prices generally in active markets for identical securities.

Level 2—quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.

Level 3—unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

The following is a summary of the inputs used as of April 30, 2018 in valuing such portfolio securities:


	Level 1		Level 2		Level 3
Investments in Securities
Affiliated Mutual Funds	$	93,402,940	$	—	$	—
Common Stocks		137,967,329		13,600,675		—
Exchange Traded Funds		86,539,875		—		—
Preferred Stocks		12,343,339		—		—

See Notes to Financial Statements.


PGIM Income Builder Fund			49

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


	Level 1			Level 2			Level 3
Investments in Securities (continued)
Asset-Backed Securities
Collateralized Loan Obligations	$	—		$	5,248,724		$	—
Convertible Bond		—			—			1,529,877
Corporate Bonds		—			74,623,373			—
Sovereign Bonds		—			47,092,479			—
Options Purchased		—			52,448			—
Options Written		—			(28,608	)		—
Other Financial Instruments*
Futures Contracts		(34,375	)		—			—
OTC Forward Foreign Currency Exchange Contracts		—			(108,293	)		—
OTC Cross Currency Exchange Contract		—			123			—

Total	$	330,219,108		$	140,480,921		$	1,529,877

Other financial instruments are derivative instruments not reflected in the Schedule of Investments, such as futures, forwards and centrally cleared swap contracts, which are recorded at the unrealized appreciation (depreciation) on the instrument, and OTC swap contracts which are recorded at fair value.

During the period, there were no transfers between Level 1, Level 2 and Level 3 to report.

Industry Classification:

The industry classification of investments and liabilities in excess of other assets shown as a percentage of net assets as of April 30, 2018 were as follows:


Affiliated Mutual Funds (including 8.8% of collateral for securities on loan)	21.5	%
Exchange Traded Funds	19.9
Sovereign Bonds	10.8
Equity Real Estate Investment Trusts (REITs)	10.0
Oil, Gas & Consumable Fuels	9.3
Banks	4.0
Oil & Gas	3.1
Media	2.0
Chemicals	1.6
Pharmaceuticals	1.5
Telecommunications	1.4
Aerospace & Defense	1.3
Collateralized Loan Obligations	1.2
Hotels, Restaurants & Leisure	1.2
Software	1.1
Electric	1.0
Beverages	0.9
Retail	0.8
IT Services	0.8
Healthcare-Services	0.7
Independent Power & Renewable Electricity Producers	0.7	%
Capital Markets	0.6
Semiconductors & Semiconductor Equipment	0.6
Home Builders	0.6
Pipelines	0.5
Health Care Equipment & Supplies	0.5
Entertainment	0.5
Mining	0.5
Communications Equipment	0.4
Textiles, Apparel & Luxury Goods	0.4
Internet Software & Services	0.3
Food Products	0.3
Commercial Services	0.3
Life Sciences Tools & Services	0.3
Foods	0.3
Specialty Retail	0.3
Electrical Equipment	0.3
Food & Staples Retailing	0.3
Metals & Mining	0.3
Machinery	0.3

See Notes to Financial Statements.


50


Industry (cont’d.)
Packaging & Containers	0.3	%
Miscellaneous Manufacturing	0.3
Electric Utilities	0.3
Industrial Conglomerates	0.3
Insurance	0.3
Mortgage Real Estate Investment Trusts (REITs)	0.3
Multi-Utilities	0.3
Engineering & Construction	0.2
Computers	0.2
Biotechnology	0.2
Air Freight & Logistics	0.2
Building Materials	0.2
Real Estate	0.2
Auto Parts & Equipment	0.2
Diversified Financial Services	0.2
Real Estate Management & Development	0.2
Electronic Equipment, Instruments & Components	0.2
Transportation	0.2
Auto Manufacturers	0.2
Iron/Steel	0.1
Trucking & Leasing	0.1
Healthcare-Products	0.1
Road & Rail	0.1
Energy Equipment & Services	0.1

Distribution/Wholesale	0.1	%
Health Care Providers & Services	0.1
Metal Fabricate/Hardware	0.1
Machinery-Diversified	0.1
Leisure Time	0.1
Textiles	0.1
Lodging	0.1
Gas	0.1
Water	0.1
Energy—Alternate Sources	0.1
Oil & Gas Services	0.1
Real Estate Investment Trusts (REITs)	0.0	*
Coal	0.0	*
Home Furnishings	0.0	*
Semiconductors	0.0	*
Internet	0.0	*
Agriculture	0.0	*
Office/Business Equipment	0.0	*
Electronics	0.0	*
Options Purchased	0.0	*

	108.5
Liabilities in excess of other assets	(8.5	)

	100.0	%

*	Less than +/- 0.05%

Effects of Derivative Instruments on the Financial Statements and Primary Underlying Risk Exposure:

The Fund invested in derivative instruments during the reporting period. The primary types of risk associated with these derivative instruments are foreign exchange contracts risk and interest rate contracts risk.

The effect of such derivative instruments on the Fund’s financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations is presented in the summary below.

Fair values of derivative instruments as of April 30, 2018 as presented in the Statement of Assets and Liabilities:

Derivatives not accounted

for as hedging instruments,

carried at fair value

Asset Derivatives

Liability Derivatives

Balance Sheet

Location

Fair
Value

Balance Sheet

Location

Fair
Value

Foreign exchange contracts

Unaffiliated investments

52,448

Options written outstanding, at value

28,608

Foreign exchange contracts

Unrealized appreciation on OTC cross currency exchange contracts

123

—

See Notes to Financial Statements.


PGIM Income Builder Fund			51

Schedule of Investments (unaudited) (continued)

as of April 30, 2018

Fair values of derivative instruments as of April 30, 2018 as presented in the Statement of Assets and Liabilities (continued):

Derivatives not accounted

for as hedging instruments,

carried at fair value

Asset Derivatives

Liability Derivatives

Balance Sheet

Location

Fair
Value

Balance Sheet

Location

Fair
Value

Foreign exchange contracts

Unrealized appreciation on OTC forward foreign currency exchange contracts

165,102

Unrealized depreciation on OTC forward foreign currency exchange contracts

273,395

Interest rate contracts

Due from/to broker—variation margin futures

3,766

Due from/to broker—variation margin futures

38,141

Total

221,439

340,144

*	Includes cumulative appreciation (depreciation) as reported in the schedule of open futures and centrally cleared swap contracts. Only unsettled variation margin receivable (payable) is reported within the Statement of Assets and Liabilities.

The effects of derivative instruments on the Statement of Operations for the six months ended April 30, 2018 are as follows:


Amount of Realized Gain (Loss) on Derivatives Recognized in Income
Derivatives not accounted for as hedging instruments, carried at fair value	Options Purchased(1)			Options Written		Futures			Forward & Cross Currency Contracts
Foreign exchange contracts	$	(24,374	)	$	42,498	$	—		$	(161,147	)
Interest rate contracts		—			—		(238,296	)		—

Total	$	(24,374	)	$	42,498	$	(238,296	)	$	(161,147	)

(1)	Included in net realized gain (loss) on investment transactions in the Statement of Operations.


Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income
Derivatives not accounted for as hedging instruments, carried at fair value	Options Purchased(2)			Options Written			Futures		Forward & Cross Currency Contracts
Foreign exchange contracts	$	(19,035	)	$	(11,940	)	$	—	$	(22,417	)
Interest rate contracts		—			—			19,328		—

Total	$	(19,035	)	$	(11,940	)	$	19,328	$	(22,417	)

(2)	Included in net change in unrealized appreciation (depreciation) on investments in the Statement of Operations.

See Notes to Financial Statements.


52

For the six months ended April 30, 2018, the Fund’s average volume of derivative activities is as follows:


Options Purchased(1)		Options Written(4)		Futures Contracts— Long Positions(4)		Forward Foreign Currency Exchange Contracts— Purchased(3)		Forward Foreign Currency Exchange Contracts— Sold(3)		Cross Currency Exchange Contracts(2)
$	102,174	$	2,873,013	$	7,814,862	$	14,281,709	$	12,003,453	$	345,399

(1)

Cost.

(2)	Value at Trade Date.

(3)	Value at Settlement Date.

(4)	Notional Amount in USD.

Financial Instruments/Transactions—Summary of Offsetting and Netting Arrangements:

The Fund invested in OTC derivatives and entered into financial instruments/transactions during the reporting period that are either offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements that permit offsetting. The information about offsetting and related netting arrangements for OTC derivatives and financial instruments/transactions, where the legal right to set-off exists, is presented in the summary below.

Offsetting of financial instrument/transaction assets and liabilities:


Description	Gross Market Value of Recognized Assets/(Liabilities)		Collateral Pledged/(Received)(2)			Net Amount
Securities on Loan	$	37,588,054	$	(37,588,054	)	$	—

Offsetting of OTC derivative assets and liabilities:


Counterparty	Gross Amounts of Recognized Assets(1)		Gross Amounts of Recognized Liabilities(1)			Net Amounts of Recognized Assets/ (Liabilities)			Collateral Pledged/ (Received)(2)		Net Amount
Bank of America	$	8,584	$	—		$	8,584		$	—	$	8,584
Barclays Capital Group		42,214		(62,567	)		(20,353	)		—		(20,353	)
BNP Paribas		1,023		(2,801	)		(1,778	)		—		(1,778	)
Citigroup Global Markets		57,539		(75,150	)		(17,611	)		—		(17,611	)

See Notes to Financial Statements.


PGIM Income Builder Fund			53

Schedule of Investments (unaudited) (continued)

as of April 30, 2018

Offsetting of OTC derivative assets and liabilities (cont’d.):


Counterparty	Gross Amounts of Recognized Assets(1)		Gross Amounts of Recognized Liabilities(1)			Net Amounts of Recognized Assets/ (Liabilities)			Collateral Pledged/ (Received)(2)		Net Amount
Deutsche Bank AG	$	7,416	$	(20,621	)	$	(13,205	)	$	—	$	(13,205	)
Goldman Sachs & Co.		9,601		(9,559	)		42			—		42
JPMorgan Chase		—		(3,733	)		(3,733	)		—		(3,733	)
Morgan Stanley		4,245		(58,881	)		(54,636	)		—		(54,636	)
Toronto Dominion		19,152		(22,743	)		(3,591	)		—		(3,591	)
UBS AG		67,899		(45,948	)		21,951			—		21,951

	$	217,673	$	(302,003	)	$	(84,330	)	$	—	$	(84,330	)

(1)	Includes unrealized appreciation/(depreciation) on swaps and forwards, premiums paid/(received) on swap agreements and market value of purchased and written options, as represented on the Statement of Assets and Liabilities.

(2)	Collateral amount disclosed by the Fund is limited to the market value of financial instruments/transactions and the Fund’s OTC derivative exposure by counterparty.

See Notes to Financial Statements.


54

This Page Intentionally Left Blank

Statement of Assets & Liabilities (unaudited)

as of April 30, 2018


Assets
Investments at value, including securities on loan of $37,588,054:
Unaffiliated investments (cost $360,605,662)	$	378,998,119
Affiliated investments (cost $93,549,432)		93,402,940
Cash		20,488
Foreign currency, at value (cost $15,090)		14,754
Deposit with broker for futures		220,000
Dividends and interest receivable		2,447,653
Receivable for investments sold		2,100,605
Receivable for Fund shares sold		666,627
Unrealized appreciation on OTC forward foreign currency exchange contracts		165,102
Tax reclaim receivable		23,072
Due from broker—variation margin futures		5,391
Prepaid expenses		1,186
Unrealized appreciation on OTC cross currency exchange contracts		123

Total assets		478,066,060


Liabilities
Payable to broker for collateral for securities on loan		38,528,112
Payable for investments purchased		1,991,181
Payable for Fund shares reacquired		1,072,247
Unrealized depreciation on OTC forward foreign currency exchange contracts		273,395
Accrued expenses and other liabilities		196,212
Dividends payable		141,577
Distribution fee payable		138,744
Management fee payable		113,909
Options written outstanding, at value (premiums received $37,921)		28,608
Affiliated transfer agent fee payable		17,026

Total liabilities		42,501,011


Net Assets	$	435,565,049


Net assets were comprised of:
Shares of beneficial interest, at par	$	46,523
Paid-in capital in excess of par		449,322,225

		449,368,748
Distributions in excess of net investment income		(1,352,849	)
Accumulated net realized loss on investment transactions		(30,563,684	)
Net unrealized appreciation on investments		18,112,834

Net assets, April 30, 2018	$	435,565,049

See Notes to Financial Statements.


56


Class A
Net asset value and redemption price per share,
($168,458,437 ÷ 17,931,541 shares of beneficial interest issued and outstanding)	$	9.39
Maximum sales charge (4.50% of offering price)		0.44

Maximum offering price to public	$	9.83


Class B
Net asset value, offering price and redemption price per share,
($2,100,325 ÷ 227,922 shares of beneficial interest issued and outstanding)	$	9.22


Class C
Net asset value, offering price and redemption price per share,
($122,277,260 ÷ 13,274,535 shares of beneficial interest issued and outstanding)	$	9.21


Class R
Net asset value, offering price and redemption price per share,
($1,234,564 ÷ 131,615 shares of beneficial interest issued and outstanding)	$	9.38


Class Z
Net asset value, offering price and redemption price per share,
($138,360,766 ÷ 14,626,218 shares of beneficial interest issued and outstanding)	$	9.46


Class R6
Net asset value, offering price and redemption price per share,
($3,133,697 ÷ 331,449 shares of beneficial interest issued and outstanding)	$	9.45

See Notes to Financial Statements.


PGIM Income Builder Fund			57

Statement of Operations (unaudited)

Six Months Ended April 30, 2018


Net Investment Income (Loss)
Income
Unaffiliated dividend income (net of foreign withholding taxes of $76,795)	$	4,580,938
Interest income		4,376,003
Income from securities lending, net (including affiliated income of $8,568)		77,796
Affiliated dividend income		770,126

Total income		9,804,863


Expenses
Management fee		1,565,670
Distribution fee(a)		907,369
Transfer agent’s fees and expenses (including affiliated expense of $42,428)(a)		220,457
Custodian and accounting fees		160,723
Shareholders’ reports		78,724
Registration fees(a)		53,613
Audit fee		25,246
Legal fees and expenses		11,431
Trustees’ fees		9,942
Miscellaneous		16,911

Total expenses		3,050,086
Less: Fee waiver and/or expense reimbursement(a)		(806,739	)
Distribution fee waiver(a)		(44,039	)

Net expenses		2,199,308

Net investment income (loss)		7,605,555


Realized And Unrealized Gain (Loss) On Investments And Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions (including affiliated of $(60,629))		(1,493,178	)
Futures transactions		(238,296	)
Options written transactions		42,498
Forward and cross currency contract transactions		(161,147	)
Foreign currency transactions		33,048

		(1,817,075	)

Net change in unrealized appreciation (depreciation) on:
Investments (including affiliated of $528,356)		(8,054,724	)
Futures		19,328
Options written		(11,940	)
Forward and cross currency contracts		(22,417	)
Foreign currencies		1,240

		(8,068,513	)

Net gain (loss) on investment and foreign currency transactions		(9,885,588	)

Net Increase (Decrease) In Net Assets Resulting From Operations	$	(2,280,033	)

See Notes to Financial Statements.


58

(a)	Class specific expenses and waivers were as follows:


	Class A			Class B			Class C			Class R			Class Z			Class R6
Distribution fee		257,551			11,090			635,385			3,343			—			—
Transfer agent’s fees and expenses		84,994			4,422			56,089			744			74,187			21
Registration fees		9,072			7,333			9,969			7,630			11,655			7,954
Fee waiver and/or expense reimbursement		(298,660	)		(14,390	)		(217,249	)		(9,465	)		(255,599	)		(11,376	)
Distribution fee waiver		(42,925	)		—			—			(1,114	)		—			—

See Notes to Financial Statements.


PGIM Income Builder Fund			59

Statements of Changes in Net Assets (unaudited)


	Six Months Ended April 30, 2018			Year Ended October 31, 2017
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$	7,605,555		$	14,546,585
Net realized gain (loss) on investment and foreign currency transactions		(1,817,075	)		(3,589,332	)
Net change in unrealized appreciation (depreciation) on investments and foreign currencies		(8,068,513	)		17,354,138

Net increase (decrease) in net assets resulting from operations		(2,280,033	)		28,311,391


Dividends and Distributions
Dividends from net investment income
Class A		(3,420,807	)		(6,403,663	)
Class B		(36,912	)		(82,466	)
Class C		(2,106,481	)		(3,975,121	)
Class R		(16,856	)		(20,908	)
Class Z		(3,004,888	)		(4,876,263	)
Class R6		(60,333	)		(48,938	)

		(8,646,277	)		(15,407,359	)

Tax return of capital distributions
Class A		—			(869,553	)
Class B		—			(11,198	)
Class C		—			(539,781	)
Class R		—			(2,839	)
Class Z		—			(662,147	)
Class R6		—			(6,645	)

		—			(2,092,163	)


Fund share transactions
Net proceeds from shares sold		53,260,800			177,533,383
Net asset value of shares issued in reinvestment of dividends and distributions		7,535,372			15,392,007
Cost of shares reacquired		(62,790,692	)		(116,065,837	)

Net increase (decrease) in net assets from share transactions		(1,994,520	)		76,859,553

Total increase (decrease)		(12,920,830	)		87,671,422

Net Assets:
Beginning of period		448,485,879			360,814,457

End of period(a)	$	435,565,049		$	448,485,879

(a) Includes undistributed/(distributions in excess of) net investment income of:	$	(1,352,849	)	$	(312,127	)

See Notes to Financial Statements.


60

Notes to Financial Statements (unaudited)

Prudential Investment Portfolios 16 (the “Trust”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company. The Trust was established as a Delaware business trust on July 29, 1998. The Trust currently consists of two funds: PGIM Income Builder Fund and PGIM QMA Defensive Equity Fund, each of which are diversified funds. These financial statements relate only to the PGIM Income Builder Fund (the “Fund”). Effective June 11, 2018, the Funds’ names were changed by replacing “Prudential” with “PGIM” in each Fund’s name and Class Q shares were renamed Class R6 shares.

The investment objective of the Fund is to seek income and long-term capital growth.

1. Accounting Policies

The Fund follows investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 Financial Services—Investment Companies. The following accounting policies conform to U.S. generally accepted accounting principles. The Fund consistently follows such policies in the preparation of its financial statements.

Securities Valuation: The Fund holds securities and other assets and liabilities that are fair valued at the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Board of Trustees (the “Board”) has adopted valuation procedures for security valuation under which fair valuation responsibilities have been delegated to PGIM Investments LLC (“PGIM Investments” or “the Manager”). Under the current valuation procedures, the Valuation Committee is responsible for supervising the valuation of portfolio securities and other assets and liabilities. The valuation procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. A record of the Valuation Committee’s actions is subject to the Board’s review, approval, and ratification at its next regularly scheduled quarterly meeting.

For the fiscal reporting period-end, securities and other assets and liabilities were fair valued at the close of the last U.S. business day. Trading in certain foreign securities may occur when the NYSE is closed (including weekends and holidays). Because such foreign securities trade in markets that are open on weekends and U.S. holidays, the values of some of the Fund’s foreign investments may change on days when investors cannot purchase or redeem Fund shares.


PGIM Income Builder Fund			61

Notes to Financial Statements (unaudited) (continued)

Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the Schedule of Investments.

Common and preferred stocks, exchange-traded funds, and derivative instruments, such as futures or options, that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange where the security principally trades. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 in the fair value hierarchy. In the event that no sale or official closing price on valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in the fair value hierarchy.

Foreign equities traded on foreign securities exchanges are generally valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 in the fair value hierarchy. The models generate an evaluated adjustment factor for each security, which is applied to the local closing price to adjust it for post closing market movements. Utilizing that evaluated adjustment factor, the vendor provides an evaluated price for each security. If the vendor does not provide an evaluated price, securities are valued in accordance with exchange-traded common and preferred stock valuation policies discussed above.

Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 in the fair value hierarchy since they may be purchased or sold at their net asset values on the date of valuation.

Fixed income securities traded in the OTC market are generally classified as Level 2 in the fair value hierarchy. Such fixed income securities are typically valued using the market approach which generally involves obtaining data from an approved independent third-party vendor source. The Fund utilizes the market approach as the primary method to value securities when market prices of identical or comparable instruments are available. The third-party vendors’ valuation techniques used to derive the evaluated bid price are based on evaluating observable inputs, including but not limited to, yield curves, yield spreads, credit ratings, deal terms, tranche level attributes, default rates, cash flows, prepayment speeds, broker/dealer quotations and reported trades. Certain Level 3 securities are also valued using the market approach when obtaining a single broker quote or when utilizing transaction prices for identical securities that have been used in excess of


62

five business days. During the reporting period, there were no changes to report with respect to the valuation approach and/or valuation techniques discussed above.

OTC derivative instruments are generally classified as Level 2 in the fair value hierarchy. Such derivative instruments are typically valued using the market approach and/or income approach which generally involves obtaining data from an approved independent third-party vendor source. The Fund utilizes the market approach when quoted prices in broker-dealer markets are available but also includes consideration of alternative valuation approaches, including the income approach. In the absence of reliable market quotations, the income approach is typically utilized for purposes of valuing OTC derivatives such as interest rate swaps based on a discounted cash flow analysis whereby the value of the instrument is equal to the present value of its future cash inflows or outflows. Such analysis includes projecting future cash flows and determining the discount rate (including the present value factors that affect the discount rate) used to discount the future cash flows. In addition, the third-party vendors’ valuation techniques used to derive the evaluated OTC derivative price is based on evaluating observable inputs, including but not limited to, underlying asset prices, indices, spreads, interest rates and exchange rates. Certain OTC derivatives may be classified as Level 3 when valued using the market approach by obtaining a single broker quote or when utilizing unobservable inputs in the income approach. During the reporting period, there were no changes to report with respect to the valuation approach and/or valuation techniques discussed above.

Securities and other assets that cannot be priced according to the methods described above are valued based on pricing methodologies approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in the fair value hierarchy.

When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the Manager regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other unaffiliated mutual funds to calculate their net asset values.

Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:

(i) market value of investment securities, other assets and liabilities—at the current rates of exchange;


PGIM Income Builder Fund			63

Notes to Financial Statements (unaudited) (continued)

(ii) purchases and sales of investment securities, income and expenses—at the rates of exchange prevailing on the respective dates of such transactions.

Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, the Fund does not generally isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities held at the end of the period. Similarly, the Fund does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, holding period realized foreign currency gains (losses) are included in the reported net realized gains (losses) on investment transactions. Notwithstanding the above, the Fund does isolate the effect of fluctuations in foreign currency exchange rates when determining the gain (loss) upon the sale or maturity of foreign currency denominated debt obligations; such amounts are included in net realized gains (losses) on foreign currency transactions.

Additionally, net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from the disposition of holdings of foreign currencies, currency gains (losses) realized between the trade and settlement dates on securities transactions, and the difference between the amounts of interest, dividends and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains (losses) from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currencies.

Forward and Cross Currency Contracts: A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. The Fund enters into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings or specific receivables and payables denominated in a foreign currency and to gain exposure to certain currencies. The contracts are valued daily at current forward exchange rates and any unrealized gain (loss) is included in net unrealized appreciation (depreciation) on investments and foreign currencies. Gain (loss) is realized on the settlement date of the contract equal to the difference between the settlement value of the original and negotiated forward contracts. This gain (loss), if any, is included in net realized gain (loss) on forward and cross currency contract transactions. Risks may arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts. Forward currency contracts involve risks from currency exchange rate and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities. The Fund’s maximum risk of


64

loss from counterparty credit risk is the net value of the cash flows to be received from the counterparty at the end of the contract’s life. A cross currency contract is a forward contract where a specified amount of one foreign currency will be exchanged for a specified amount of another foreign currency.

Options: The Fund purchased or wrote options in order to hedge against adverse market movements or fluctuations in value caused by changes in prevailing interest rates, value of equities or foreign currency exchange rates with respect to securities or financial instruments which the Fund currently owns or intends to purchase. The Fund may also use options to gain additional market exposure. The Fund’s principal reason for writing options is to realize, through receipt of premiums, a greater current return than would be realized on the underlying security alone. When the Fund purchases an option, it pays a premium and an amount equal to that premium is recorded as an asset. When the Fund writes an option, it receives a premium and an amount equal to that premium is recorded as a liability. The asset or liability is adjusted daily to reflect the current market value of the option. If an option expires unexercised, the Fund realizes a gain (loss) to the extent of the premium received or paid. If an option is exercised, the premium received or paid is recorded as an adjustment to the proceeds from the sale or the cost of the purchase in determining whether the Fund has realized a gain (loss). The difference between the premium and the amount received or paid at the closing of a purchase or sale transaction is also treated as a realized gain (loss). Gain (loss) on purchased options is included in net realized gain (loss) on investment transactions. Gain (loss) on written options is presented separately as net realized gain (loss) on options written transactions.

The Fund, as writer of an option, may have no control over whether the underlying securities or financial instruments may be sold (called) or purchased (put). As a result, the Fund bears the market risk of an unfavorable change in the price of the security or financial instrument underlying the written option. The Fund, as purchaser or an OTC option, bears the risk of the potential inability of the counterparties to meet the terms of their contracts. With exchange-traded options contracts, there is minimal counterparty credit risk to the Fund since the exchanges’ clearinghouse acts as counterparty to all exchange-traded options and guarantees the options contracts against default.

When the Fund writes an option on a swap, an amount equal to any premium received by the Fund is recorded as a liability and is subsequently adjusted to the current market value of the written option on the swap. If a call option on a swap is exercised, the Fund becomes obligated to pay a fixed interest rate (noted as the strike price) and receive a variable interest rate on a notional amount. If a put option on a swap is exercised, the Fund becomes obligated to pay a variable interest rate and receive a fixed interest rate (noted as the strike price) on a notional amount. Premiums received from writing options on swaps that expire or are exercised are treated as realized gains upon the expiration or exercise of such options on swaps. The risk associated with writing put and call options on swaps is that the Fund will be obligated to be party to a swap agreement if an option on a swap is exercised.


PGIM Income Builder Fund			65

Notes to Financial Statements (unaudited) (continued)

Financial Futures Contracts: A financial futures contract is an agreement to purchase (long) or sell (short) an agreed amount of securities at a set price for delivery on a future date. Upon entering into a financial futures contract, the Fund is required to pledge to the broker an amount of cash and/or other assets equal to a certain percentage of the contract amount. This amount is known as the “initial margin.” Subsequent payments, known as “variation margin,” are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security. Such variation margin is recorded for financial statement purposes on a daily basis as unrealized gain (loss). When the contract expires or is closed, the gain (loss) is realized and is presented in the Statement of Operations as net realized gain (loss) on futures transactions.

The Fund invested in financial futures contracts in order to hedge its existing portfolio securities, or securities the Fund intends to purchase, against fluctuations in value caused by changes in prevailing interest rates. Should interest rates move unexpectedly, the Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. The use of futures transactions involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates and the underlying hedged assets. Since futures contracts are exchange-traded, there is minimal counterparty credit risk to the Fund since the exchanges’ clearinghouse acts as counterparty to all exchange-traded futures and guarantees the futures contracts against default.

Master Netting Arrangements: The Trust, on behalf of the Fund, is subject to various Master Agreements, or netting arrangements, with select counterparties. These are agreements which a subadviser may have negotiated and entered into on behalf of the Fund. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Fund to cover the Fund’s exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. In addition to master netting arrangements, the right to set-off exists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the right to set-off the amount owed with the amount owed by the other party, the reporting party intends to set-off and the right of set-off is enforceable by law. During the reporting period, there was no intention to settle on a net basis and all amounts are presented on a gross basis on the Statement of Assets and Liabilities.

The Trust, on behalf of the Fund, is a party to ISDA (International Swaps and Derivatives Association, Inc.) Master Agreements with certain counterparties that govern OTC derivative and foreign exchange contracts entered into from time to time. The Master Agreements may contain provisions regarding, among other things, the parties’ general obligations, representations, agreements, collateral requirements, events of default and early termination. With respect to certain counterparties, in accordance with the terms of the


66

Master Agreements, collateral posted to the Fund is held in a segregated account by the Fund’s custodian and with respect to those amounts which can be sold or re-pledged, is presented in the Schedule of Investments. Collateral pledged by the Fund is segregated by the Fund’s custodian and identified in the Schedule of Investments. Collateral can be in the form of cash or debt securities issued by the U.S. Government or related agencies or other securities as agreed to by the Fund and the applicable counterparty. Collateral requirements are determined based on the Fund’s net position with each counterparty. Termination events applicable to the Fund may occur upon a decline in the Fund’s net assets below a specified threshold over a certain period of time. Termination events applicable to counterparties may occur upon a decline in the counterparty’s long-term and short-term credit ratings below a specified level. In each case, upon occurrence, the other party may elect to terminate early and cause settlement of all derivative and foreign exchange contracts outstanding, including the payment of any losses and costs resulting from such early termination, as reasonably determined by the terminating party. Any decision by one or more of the Fund’s counterparties to elect early termination could impact the Fund’s future derivative activity.

In addition to each instrument’s primary underlying risk exposure (e.g. interest rate, credit, equity or foreign exchange, etc.), swap agreements involve, to varying degrees, elements of credit, market and documentation risk. Such risks involve the possibility that no liquid market for these agreements will exist, the counterparty to the agreement may default on its obligation to perform or disagree on the contractual terms of the agreement, and changes in net interest rates will be unfavorable. In connection with these agreements, securities in the portfolio may be identified or received as collateral from the counterparty in accordance with the terms of the respective swap agreements to provide or receive assets of value and to serve as recourse in the event of default or bankruptcy/insolvency of either party. Such OTC derivative agreements include conditions which, when materialized, give the counterparty the right to cause an early termination of the transactions under those agreements. Any election by the counterparty for early termination of the contract(s) may impact the amounts reported on financial statements.

As of April 30, 2018, the Fund has not met conditions under such agreements which give the counterparty the right to call for an early termination.

Forward currency contracts, forward rate agreements, written options, short sales, swaps and financial futures contracts involve elements of both market and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities. Such risks may be mitigated by engaging in master netting arrangements.

Payment-In-Kind: The Fund may invest in the open market or receive pursuant to debt restructuring, securities that pay-in-kind (PIK) the interest due on such debt instruments. The PIK interest, computed at the contractual rate specified, is added to the existing principal balance of the debt when issued bonds have same terms as the bond or recorded as a separate bond when terms are different from the existing debt, and is recorded as interest income.


PGIM Income Builder Fund			67

Notes to Financial Statements (unaudited) (continued)

Securities Lending: The Fund may lend its portfolio securities to banks and broker-dealers. The loans are secured by collateral at least equal to the market value of the securities loaned. Collateral pledged by each borrower is invested in an affiliated money market fund and is marked to market daily, based on the previous day’s market value, such that the value of the collateral exceeds the value of the loaned securities. In the event of significant appreciation in value of securities on loan on the last business day of the reporting period, the financial statements may reflect a collateral value that is less than the market value of the loaned securities. Such shortfall is remedied as described above. Loans are subject to termination at the option of the borrower or the Fund. Upon termination of the loan, the borrower will return to the Fund securities identical to the loaned securities. Should the borrower of the securities fail financially, the Fund has the right to repurchase the securities in the open market using the collateral.

The Fund recognizes income, net of any rebate and securities lending agent fees, for lending its securities in the form of fees or interest on the investment of any cash received as collateral. The borrower receives all interest and dividends from the securities loaned and such payments are passed back to the lender in amounts equivalent thereto. The Fund also continues to recognize any unrealized gain (loss) in the market price of the securities loaned and on the change in the value of the collateral invested that may occur during the term of the loan. In addition, realized gain (loss) is recognized on changes in the value of the collateral invested upon liquidation of the collateral. Net earnings from securities lending are disclosed on the Statement of Operations as “Income from securities lending, net”.

Concentration of Risk: The ability of debt securities issuers (other than those issued or guaranteed by the U.S. Government) held by the Portfolios to meet their obligations may be affected by the economic or political developments in a specific industry, region or country. Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political or economic instability or the level of the governmental supervision and regulation of foreign securities markets.

Equity and Mortgage Real Estate Investment Trusts (REITs): The Fund invests in equity REITs, which report information on the source of their distributions annually. Based on current and historical information, a portion of distributions received from equity REITs during the period is estimated to be dividend income, capital gain or return of capital and recorded accordingly. When material, these estimates are adjusted periodically when the actual source of distributions is disclosed by the equity REITs.

Concentration of Risk for REITs: Real estate securities are subject to similar risks as direct investments in real estate and mortgages, and their value will depend on the value of the


68

underlying properties or the underlying loans or interests. The underlying loans may be subject to the risks of default or of prepayments that occur earlier or later than expected, and such loans may also include so-called “subprime” mortgages. The value of these securities will rise and fall in response to many factors, including economic conditions, the demand for rental property and interest rates. In particular, the value of these securities may decline when interest rates rise and will also be affected by the real estate market and by the management of the underlying properties.

In addition, investing in REITs involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. Equity REITs may be affected by changes in the value of the underlying property owned by the REITs, while mortgage REITs may be affected by the quality of any credit extended. REITs are dependent upon management skills, may not be diversified geographically or by property/mortgage asset type, and are subject to heavy cash flow dependency, default by borrowers and self-liquidation. REITs may be more volatile and/or more illiquid than other types of equity securities. REITs (especially mortgage REITs) are subject to interest rate risks. REITs may incur significant amounts of leverage. The Fund will indirectly bear a portion of the expenses, including management fees, paid by each REIT in which it invests, in addition to the expenses of the Fund.

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains (losses) from investment and currency transactions are calculated on the specific identification method. Dividend income is recorded on the ex-date. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual. Net investment income or loss (other than class specific expenses and waivers, which are allocated as noted below) and unrealized and realized gains (losses) are allocated daily to each class of shares based upon the relative proportion of adjusted net assets of each class at the beginning of the day.

Class specific expenses and waivers, where applicable, are charged to the respective share classes. Class specific expenses include distribution fees and distribution fee waivers, transfer agent’s fees and expenses, registration fees and fee waivers and/or expense reimbursements.

Master Limited Partnerships (MLPs): The Fund invests in MLPs. Distributions received from the Fund’s investment in MLPs generally are comprised of income and return of capital. The Fund records investment income and return of capital based on estimates made at the time such distributions are received. Such estimates are based on historical information available from each MLP and other industry sources. These estimates may subsequently be revised based on information received from MLPs after their respective tax reporting periods have concluded.


PGIM Income Builder Fund			69

Notes to Financial Statements (unaudited) (continued)

Taxes: It is the Fund’s policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required. Withholding taxes on foreign dividends, interest and capital gains, if any, are recorded, net of reclaimable amounts, at the time the related income is earned.

Dividends and Distributions: The Fund expects to pay dividends from net investment income monthly and distributions from net realized capital and currency gains, if any, annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified amongst undistributed net investment income, accumulated net realized gain (loss) and paid-in capital in excess of par, as appropriate.

Estimates: The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

2. Agreements

The Trust, on behalf of the Fund, has a management agreement with PGIM Investments. Pursuant to this agreement, PGIM Investments has responsibility for all investment advisory services and supervises the Subadvisers’ performance of such services. In addition, under the management agreement, PGIM Investments provides all of the administrative functions necessary for the organization, operation and management of the Fund. PGIM Investments administers the corporate affairs of the Fund and, in connection therewith, furnishes the Fund with office facilities, together with those ordinary clerical and bookkeeping services which are not being furnished by, the Fund’s custodian (the Custodian), and the Fund’s transfer agent. PGIM Investments is also responsible for the staffing and management of dedicated groups of legal, marketing, compliance and related personnel necessary for the operation of the Fund. The legal, marketing, compliance and related personnel are also responsible for the management and oversight of the various service providers to the Fund, including, but not limited to, the custodian, transfer agent, and accounting agent.

PGIM Investments has entered into subadvisory agreements with each of Quantitative Management Associates LLC (“QMA”), Jennison Associates LLC, PGIM Fixed Income and PGIM Real Estate, each a Subadviser and together, the Subadvisers. PGIM Fixed Income and PGIM Real Estate are business units of PGIM, Inc. The subadvisory agreements provide that the Subadvisers furnish investment advisory services in connection with the


70

management of the Fund. In connection therewith, the Subadvisers are obligated to keep certain books and records of the Fund. Pursuant to the advisory agreement, PGIM Investments pays the cost of compensation of officers of the Fund, occupancy and certain clerical and accounting costs of the Fund. The Fund bears all other costs and expenses.

The management fee paid to PGIM Investments is accrued daily and payable monthly at an annual rate of 0.70% of the Fund’s average daily net assets up to $1 billion and 0.65% of such assets in excess of $1 billion. The effective management fee rate before any waivers and/or expense reimbursements, was 0.70% for the six months ended April 30, 2018.

PGIM Investments has contractually agreed through February 28, 2019 to limit total annual Fund operating expenses after fee waivers and/or expense reimbursements to 0.95% of average daily net assets for Class A shares, 1.70% of average daily net assets for Class B shares, 1.70% of average daily net assets for Class C shares, 1.20% of average daily net assets for Class R shares, 0.70% of average daily net assets for Class Z shares, and 0.70% of average daily net assets for Class R6 shares. This contractual waiver includes acquired fund fees and expenses, and excludes Fund and any acquired fund interest, brokerage, taxes (such as income and foreign withholding taxes, stamp duty and deferred tax expenses), extraordinary expenses, and certain other Fund expenses such as dividend and interest expense and broker charges on short sales. Fees and/or expenses waived and/or reimbursed by the Manager may be recouped by the Manager within the same fiscal year during which such waiver and/or reimbursement is made if such recoupment can be realized without exceeding the expense limit in effect at the time of the recoupment for that fiscal year. The effective management fee rate, net of waivers and/or expense reimbursements, was 0.34% for the six months ended April 30, 2018.

The Trust, on behalf of the Fund, has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”) which acts as the distributor of the Class A, Class B, Class C, Class R, Class Z and Class R6 shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund’s Class A, Class B, Class C and Class R shares, pursuant to the plans of distribution (the “Distribution Plans”), regardless of expenses actually incurred by PIMS. The distribution fees are accrued daily and payable monthly. No distribution or service fees are paid to PIMS as distributor of the Class Z and Class R6 shares of the Fund.

Pursuant to the Fund’s Distribution Plans, the Fund compensates PIMS for distribution related activities at an annual rate of up to 0.30%, 1%, 1% and 0.75% of the average daily net assets of the Class A, Class B, Class C and Class R shares, respectively. PIMS has contractually agreed through February 28, 2019 to limit such fees to 0.25% and 0.50% of the average daily net assets of the Class A and Class R shares.

PIMS has advised the Fund that it has received $282,908 in front-end sales charges resulting from sales of Class A shares, during the six months ended April 30, 2018. From these fees, PIMS paid such sales charges to broker-dealers, which in turn paid commissions to sales persons and incurred other distribution costs.


PGIM Income Builder Fund			71

Notes to Financial Statements (unaudited) (continued)

PIMS has advised the Fund that for the six months ended April 30, 2018, it received $3, $205 and $13,389 in contingent deferred sales charges imposed upon redemptions by certain Class A, Class B and Class C shareholders, respectively.

PGIM, Inc., PGIM Investments, PIMS, and QMA are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).

3. Other Transactions with Affiliates

Prudential Mutual Fund Services LLC (“PMFS”), an affiliate of PGIM Investments and an indirect, wholly-owned subsidiary of Prudential, serves as the Fund’s transfer agent. Transfer agent’s fees and expenses in the Statement of Operations include certain out-of-pocket expenses paid to non-affiliates, where applicable.

The Fund may enter into certain securities purchase or sale transactions under Board approved Rule 17a-7 procedures. Rule 17a-7 is an exemptive rule under the 1940 Act, that permits purchase and sale transactions among affiliated investment companies, or between an investment company and a person that is affiliated solely by reason of having a common (or affiliated) investment adviser, common directors, and/or common officers. Such transactions are subject to ratification by the Board. For the reporting period ended April 30, 2018 no such transactions were entered into by the Fund.

The Fund may invest its overnight sweep cash in the PGIM Core Ultra Short Bond Fund (the “Core Fund”), and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), each a series of Prudential Investment Portfolios 2, registered under the 1940 Act and managed by PGIM Investments. For the reporting period ended April 30, 2018, PGIM, Inc. was compensated $8,845 by PGIM Investments for managing the Fund’s securities lending cash collateral as subadviser to the Money Market Fund. The Fund also invests in other affiliated mutual funds. Earnings from the Core Fund and other affiliated mutual funds are disclosed on the Statement of Operations as “Affiliated dividend income”. Earnings from the Money Market Fund are disclosed on the Statement of Operations as “Income from securities lending, net.”

4. Portfolio Securities

The aggregate cost of purchases and proceeds from sales of portfolio securities (excluding short-term investments and U.S. Government securities) for the six months ended April 30, 2018 were $250,167,349 and $246,982,298, respectively.


72

A summary of the cost of purchases and proceeds from sales of shares of affiliated mutual funds for the six months ended April 30, 2018, is presented as follows:


Affiliated Mutual Funds	Value, Beginning of Period		Cost of Purchases		Proceeds of Sales		Change in Unrealized Gain (Loss)			Realized Gain / Loss			Value, End of Period		Shares, End of Period		Dividend Income
PGIM Absolute Return Fund Class R6		9,012,885		230,402		4,907,200		90,319			115,005			4,360,773		438,269		121,031
PGIM Core Ultra Short Bond Fund		9,514,021		134,417,640		139,061,867		—			—			4,869,794		4,869,794		67,682
PGIM Floating Rate Income Fund Class R6		—		4,543,433		172,300		4,371			(347	)		4,366,415		439,720		26,433
PGIM Institutional Money Market Fund		16,866,939		212,743,666		191,046,588		(2,850	)		(6,790	)		38,560,077		38,560,077		8,568
PGIM Short Duration High Yield Income Class R6		13,459,680		651,012		9,316,000		79,121			(144,169	)		4,571,402		514,218		324,888
PGIM Total Return Bond Class R6		8,969,904		30,421,298		2,335,000		357,395			(24,328	)		36,674,479		2,595,505		230,092

		57,823,429		383,007,451		346,838,955		528,356			(60,629	)		93,402,940				778,694

*	The Funds did not have any capital gains distributions during the reporting period.

5. Tax Information

The United States federal income tax basis of the Fund’s investments and the net unrealized appreciation as of April 30, 2018 were as follows:


Tax Basis	$	463,412,043

Gross Unrealized Appreciation		26,734,272
Gross Unrealized Depreciation		(17,916,409	)

Net Unrealized Appreciation	$	8,817,863

The book basis may differ from tax basis due to certain tax-related adjustments.

For federal income tax purposes, the Fund had a capital loss carryforward as of October 31, 2017 of approximately $19,764,000 which can be carry forward for an unlimited period. No capital gain distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses.

Management has analyzed the Fund’s tax positions taken on federal, state and local income tax returns for all open tax years and has concluded that no provision for income tax is required in the Fund’s financial statements for the current reporting period. The Fund’s federal, state and local income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.

6. Capital and Ownership

The Fund offers Class A, Class B, Class C, Class R, Class Z and Class R6 shares. Class A shares are sold with a maximum front-end sales charge of 4.50%. Investors who purchase $1 million or more of Class A shares and sell these shares within 12 months of purchase


PGIM Income Builder Fund			73

Notes to Financial Statements (unaudited) (continued)

are subject to a contingent deferred sales charge (“CDSC”) of 1%, although they are not subject to an initial sales charge. The Class A CDSC is waived for certain retirement and/or benefit plans. A special exchange privilege is also available for shareholders who qualified to purchase Class A shares at net asset value. Class B shares are subject to a CDSC of 5%, Which decreases by 1% annually to 1% in the fifth and sixth years and 0% in the seventh year. Class B shares automatically convert to Class A shares on a quarterly basis approximately seven years after purchase. Class B shares are closed to new purchases. Class C shares are sold with a CDSC of 1% on sales made within 12 months of purchase. Class R, Class Z and Class R6 shares are not subject to any sales or redemption charge and are offered exclusively for sale to a limited group of investors.

Under certain circumstances, an exchange may be made from specified share classes of the Fund to one or more other share classes of the Fund as presented in the table of transactions in shares of beneficial interest.

The Trust has authorized an unlimited number of shares of beneficial interest at $0.001 par value per share, divided into six classes, designated Class A, Class B, Class C, Class R, Class Z and Class R6.

At reporting period end, seven shareholders of record held 63% of the Fund’s outstanding shares on behalf of multiple beneficial owners.

Transactions in shares of beneficial interest were as follows:


Class A	Shares			Amount
Six months ended April 30, 2018:
Shares sold		1,734,357		$	16,760,650
Shares issued in reinvestment of dividends and distributions		333,154			3,192,425
Shares reacquired		(1,711,327	)		(16,423,218	)

Net increase (decrease) in shares outstanding before conversion		356,184			3,529,857
Shares issued upon conversion from other share class(es)		60,939			586,424
Shares reacquired upon conversion into other share class(es)		(256,877	)		(2,439,869	)

Net increase (decrease) in shares outstanding		160,246		$	1,676,412

Year ended October 31, 2017:
Shares sold		5,364,085		$	51,082,115
Shares issued in reinvestment of dividends and distributions		709,776			6,769,425
Shares reacquired		(3,951,542	)		(37,636,741	)

Net increase (decrease) in shares outstanding before conversion		2,122,319			20,214,799
Shares issued upon conversion from other share class(es)		144,613			1,380,496
Shares reacquired upon conversion into other share class(es)		(2,142,598	)		(20,583,204	)

Net increase (decrease) in shares outstanding		124,334		$	1,012,091


74


Class B	Shares			Amount
Six months ended April 30, 2018:
Shares sold		8,960		$	85,314
Shares issued in reinvestment of dividends and distributions		3,791			35,640
Shares reacquired		(4,736	)		(44,378	)

Net increase (decrease) in shares outstanding before conversion		8,015			76,576
Shares reacquired upon conversion into other share class(es)		(26,977	)		(254,674	)

Net increase (decrease) in shares outstanding		(18,962	)	$	(178,098	)

Year ended October 31, 2017:
Shares sold		72,236		$	669,165
Shares issued in reinvestment of dividends and distributions		9,683			90,616
Shares reacquired		(39,375	)		(369,915	)

Net increase (decrease) in shares outstanding before conversion		42,544			389,866
Shares reacquired upon conversion into other share class(es)		(75,851	)		(708,021	)

Net increase (decrease) in shares outstanding		(33,307	)	$	(318,155	)

Class C
Six months ended April 30, 2018:
Shares sold		1,171,498		$	11,080,373
Shares issued in reinvestment of dividends and distributions		202,801			1,906,017
Shares reacquired		(1,623,718	)		(15,283,411	)

Net increase (decrease) in shares outstanding before conversion		(249,419	)		(2,297,021	)
Shares reacquired upon conversion into other share class(es)		(181,587	)		(1,703,601	)

Net increase (decrease) in shares outstanding		(431,006	)	$	(4,000,622	)

Year ended October 31, 2017:
Shares sold		4,777,729		$	44,699,909
Shares issued in reinvestment of dividends and distributions		428,759			4,015,817
Shares reacquired		(2,455,692	)		(22,969,709	)

Net increase (decrease) in shares outstanding before conversion		2,750,796			25,746,017
Shares reacquired upon conversion into other share class(es)		(862,734	)		(8,108,045	)

Net increase (decrease) in shares outstanding		1,888,062		$	17,637,972

Class R
Six months ended April 30, 2018:
Shares sold		69,956		$	670,078
Shares issued in reinvestment of dividends and distributions		1,743			16,629
Shares reacquired		(3,589	)		(34,413	)

Net increase (decrease) in shares outstanding		68,110		$	652,294

Year ended October 31, 2017:
Shares sold		44,189		$	422,486
Shares issued in reinvestment of dividends and distributions		2,397			22,854
Shares reacquired†		(43,080	)		(412,627	)

Net increase (decrease) in shares outstanding		3,506		$	32,713


PGIM Income Builder Fund			75

Notes to Financial Statements (unaudited) (continued)


Class Z	Shares			Amount
Six months ended April 30, 2018:
Shares sold		1,974,747		$	19,177,943
Shares issued in reinvestment of dividends and distributions		240,857			2,324,322
Shares reacquired		(2,674,807	)		(25,893,357	)

Net increase (decrease) in shares outstanding before conversion		(459,203	)		(4,391,092	)
Shares issued upon conversion from other share class(es)		417,320			4,001,324
Shares reacquired upon conversion into other share class(es)		(34,739	)		(336,473	)

Net increase (decrease) in shares outstanding		(76,622	)	$	(726,241	)

Year ended October 31, 2017:
Shares sold		8,117,414		$	77,999,735
Shares issued in reinvestment of dividends and distributions		461,311			4,437,718
Shares reacquired		(5,655,759	)		(54,143,381	)

Net increase (decrease) in shares outstanding before conversion		2,922,966			28,294,072
Shares issued upon conversion from other share class(es)		2,869,795			27,743,420
Shares reacquired upon conversion into other share class(es)		(16,450	)		(158,349	)

Net increase (decrease) in shares outstanding		5,776,311		$	55,879,143

Class R6
Six months ended April 30, 2018:
Shares sold		78,141		$	751,825
Shares issued in reinvestment of dividends and distributions		6,260			60,339
Shares reacquired		(38,872	)		(377,298	)

Net increase (decrease) in shares outstanding before conversion		45,529			434,866
Shares issued upon conversion from other share class(es)		15,203			146,869

Net increase (decrease) in shares outstanding		60,732		$	581,735

Period ended October 31, 2017*:
Shares sold		275,300		$	2,659,973
Shares issued in reinvestment of dividends and distributions		5,749			55,577
Shares reacquired†		(55,283	)		(533,464	)

Net increase (decrease) in shares outstanding before conversion		225,766			2,182,086
Shares issued upon conversion from other share class(es)		44,951			433,703

Net increase (decrease) in shares outstanding		270,717		$	2,615,789

*	Commencement of offering was December 30, 2016.

†	Includes affiliated redemptions of 358 shares with a value of $3,412 for Class R shares and 1,088 shares with a value of $10,467 for Class R6 shares.

7. Borrowings


76

for capital share redemptions. The SCA provides for a commitment of $900 million for the period October 5, 2017 through October 4, 2018. The Funds pay an annualized commitment fee of 0.15% of the unused portion of the SCA. The Fund’s portion of the commitment fee for the unused amount, allocated based upon a method approved by the Board, is accrued daily and paid quarterly. The interest on borrowings under the SCAs is paid monthly and at a per annum interest rate based upon a contractual spread plus the higher of (1) the effective federal funds rate, (2) the 1-month LIBOR rate or (3) zero percent.

Other affiliated registered investment companies that are parties to the SCA include portfolios that are subject to a predetermined mathematical formula used to manage certain benefit guarantees offered under variable annuity contracts. The formula may result in large scale asset flows into and out of these portfolios. Consequently, these portfolios may be more likely to utilize the SCA for purposes of funding redemptions. It may be possible for those portfolios to fully exhaust the committed amount of the SCA, thereby requiring the Manager to allocate available funding per a Board-approved methodology designed to treat the Funds in the SCA equitably.

The Fund did not utilize the SCA during the reporting period ended April 30, 2018.


PGIM Income Builder Fund			77

Financial Highlights (unaudited)


Class A Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018			2017			2016			2015			2014(f)			2014			2013
Per Share Operating Performance(b):
Net Asset Value, Beginning of Period		$9.62			$9.36			$9.39			$11.90			$11.78			$11.55			$10.69
Income (loss) from investment operations:
Net investment income (loss)		0.17			0.35			0.37			0.39			0.05			0.05			0.14
Net realized and unrealized gain (loss) on investments		(0.21	)		0.32			0.06			(0.70	)		0.14			0.89			0.86
Total from investment operations		(0.04	)		0.67			0.43			(0.31	)		0.19			0.94			1.00
Less Dividends and Distributions:
Dividends from net investment income		(0.19	)		(0.36	)		(0.40	)		(0.44	)		(0.07	)		(0.12	)		(0.14	)
Distributions from net realized gains		-			-			-			(1.76	)		-			(0.59	)		-
Tax return of capital distributions		-			(0.05	)		(0.06	)		-			-			-			-
Total dividends and distributions		(0.19	)		(0.41	)		(0.46	)		(2.20	)		(0.07	)		(0.71	)		(0.14	)
Net asset value, end of period		$9.39			$9.62			$9.36			$9.39			$11.90			$11.78			$11.55
Total Return(a)		(0.44)%			7.34%			4.76%			(2.59)%			1.63%			8.37%			9.41%

Ratios/Supplemental Data:
Net assets, end of period (000)		$168,458			$171,047			$165,090			$141,432			$84,863			$85,292			$86,386
Average net assets (000)		$173,124			$167,079			$143,159			$109,965			$84,889			$86,591			$85,636
Ratios to average net assets(c):
Expenses after waivers and/or expense reimbursement		0.85%	(d)		0.85%			0.83%			0.78%			1.03%	(d)		1.51%			1.52%
Expenses before waivers and/or expense reimbursement		1.25%	(d)		1.27%			1.30%			1.37%			1.92%	(d)		1.56%			1.57%
Net investment income (loss)		3.53%	(d)		3.69%			4.05%			3.96%			1.58%	(d)		0.43%			1.25%
Portfolio turnover rate(g)		56%	(e)		102%			90%			93%			140%	(e)		478%			210%

(a)

Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized.

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


78


Class B Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018			2017			2016			2015			2014(f)			2014			2013
Per Share Operating Performance(b):
Net Asset Value, Beginning of Period		$9.45			$9.19			$9.23			$11.74			$11.59			$11.38			$10.54
Income (loss) from investment operations:
Net investment income (loss)		0.13			0.28			0.30			0.32			0.02			(0.04	)		0.06
Net realized and unrealized gain (loss) on investments		(0.20	)		0.33			0.05			(0.70	)		0.15			0.88			0.84
Total from investment operations		(0.07	)		0.61			0.35			(0.38	)		0.17			0.84			0.90
Less Dividends and Distributions:
Dividends from net investment income		(0.16	)		(0.31	)		(0.34	)		(0.37	)		(0.02	)		(0.04	)		(0.06	)
Distributions from net realized gains		-			-			-			(1.76	)		-			(0.59	)		-
Tax return of capital distributions		-			(0.04	)		(0.05	)		-			-			-			-
Total dividends and distributions		(0.16	)		(0.35	)		(0.39	)		(2.13	)		(0.02	)		(0.63	)		(0.06	)
Net asset value, end of period		$9.22			$9.45			$9.19			$9.23			$11.74			$11.59			$11.38
Total Return(a)		(0.81)%			6.69%			3.97%			(3.35)%			1.47%			7.52%			8.57%

Ratios/Supplemental Data:
Net assets, end of period (000)		$2,100			$2,332			$2,575			$3,083			$4,810			$5,180			$6,012
Average net assets (000)		$2,236			$2,532			$2,762			$3,824			$5,005			$5,826			$6,958
Ratios to average net assets(c):
Expenses after waivers and/or expense reimbursement		1.60%	(d)		1.60%			1.58%			1.51%			1.78%	(d)		2.26%			2.27%
Expenses before waivers and/or expense reimbursement		2.90%	(d)		1.97%			2.00%			2.09%			2.59%	(d)		2.26%			2.27%
Net investment income (loss)		2.80%	(d)		2.95%			3.34%			3.24%			0.80%	(d)		(0.31)%			0.52%
Portfolio turnover rate(g)		56%	(e)		102%			90%			93%			140%	(e)		478%			210%

(a)

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


PGIM Income Builder Fund			79

Financial Highlights (unaudited) (continued)


Class C Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018			2017			2016			2015			2014(f)			2014			2013
Per Share Operating Performance(b):
Net Asset Value, Beginning of Period		$9.44			$9.18			$9.23			$11.74			$11.59			$11.38			$10.54
Income (loss) from investment operations:
Net investment income (loss)		0.13			0.27			0.30			0.31			0.02			(0.04	)		0.06
Net realized and unrealized gain (loss) on investments		(0.20	)		0.34			0.04			(0.69	)		0.15			0.88			0.84
Total from investment operations		(0.07	)		0.61			0.34			(0.38	)		0.17			0.84			0.90
Less Dividends and Distributions:
Dividends from net investment income		(0.16	)		(0.31	)		(0.34	)		(0.37	)		(0.02	)		(0.04	)		(0.06	)
Distributions from net realized gains		-			-			-			(1.76	)		-			(0.59	)		-
Tax return of capital distributions		-			(0.04	)		(0.05	)		-			-			-			-
Total dividends and distributions		(0.16	)		(0.35	)		(0.39	)		(2.13	)		(0.02	)		(0.63	)		(0.06	)
Net asset value, end of period		$9.21			$9.44			$9.18			$9.23			$11.74			$11.59			$11.38
Total Return(a)		(0.81)%			6.69%			3.86%			(3.35)%			1.47%			7.53%			8.57%

Ratios/Supplemental Data:
Net assets, end of period (000)		$122,277			$129,397			$108,543			$75,622			$17,474			$17,887			$17,217
Average net assets (000)		$128,130			$122,174			$88,099			$44,389			$17,513			$17,793			$17,251
Ratios to average net assets(c):
Expenses after waivers and/or expense reimbursement		1.60%	(d)		1.60%			1.58%			1.55%			1.78%	(d)		2.26%			2.27%
Expenses before waivers and/or expense reimbursement		1.94%	(d)		1.98%			2.00%			2.05%			2.61%	(d)		2.26%			2.27%
Net investment income (loss)		2.79%	(d)		2.93%			3.27%			3.19%			0.82%	(d)		(0.32)%			0.51%
Portfolio turnover rate(g)		56%	(e)		102%			90%			93%			140%	(e)		478%			210%

(a)

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


80


Class R Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018			2017			2016			2015			2014(f)			2014			2013
Per Share Operating Performance(b):
Net Asset Value, Beginning of Period		$9.61			$9.34			$9.38			$11.89			$11.75			$11.52			$10.67
Income (loss) from investment operations:
Net investment income (loss)		0.15			0.33			0.35			0.36			0.04			0.02			0.11
Net realized and unrealized gain (loss) on investments		(0.20	)		0.33			0.05			(0.69	)		0.15			0.89			0.85
Total from investment operations		(0.05	)		0.66			0.40			(0.33	)		0.19			0.91			0.96
Less Dividends and Distributions:
Dividends from net investment income		(0.18	)		(0.34	)		(0.38	)		(0.42	)		(0.05	)		(0.09	)		(0.11	)
Distributions from net realized gains		-			-			-			(1.76	)		-			(0.59	)		-
Tax return of capital distributions		-			(0.05	)		(0.06	)		-			-			-			-
Total dividends and distributions		(0.18	)		(0.39	)		(0.44	)		(2.18	)		(0.05	)		(0.68	)		(0.11	)
Net asset value, end of period		$9.38			$9.61			$9.34			$9.38			$11.89			$11.75			$11.52
Total Return(a)		(0.56)%			7.20%			4.40%			(2.83)%			1.60%			8.13%			9.07%

Ratios/Supplemental Data:
Net assets, end of period (000)		$1,235			$610			$561			$359			$393			$288			$167
Average net assets (000)		$899			$579			$404			$427			$347			$275			$196
Ratios to average net assets(c):
Expenses after waivers and/or expense reimbursement		1.10%	(d)		1.10%			1.08%			1.03%			1.25%	(d)		1.76%			1.77%
Expenses before waivers and/or expense reimbursement		3.47%	(d)		1.73%			1.75%			1.82%			2.45%	(d)		2.01%			2.02%
Net investment income (loss)		3.15%	(d)		3.41%			3.76%			3.69%			1.45%	(d)		0.19%			1.04%
Portfolio turnover rate(g)		56%	(e)		102%			90%			93%			140%	(e)		478%			210%

(a)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized.

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


PGIM Income Builder Fund			81

Financial Highlights (unaudited) (continued)


Class Z Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018			2017			2016			2015			2014(f)			2014			2013
Per Share Operating Performance(b):
Net Asset Value, Beginning of Period		$9.69			$9.42			$9.45			$11.96			$11.85			$11.62			$10.75
Income (loss) from investment operations:
Net investment income (loss)		0.18			0.38			0.40			0.41			0.06			0.08			0.17
Net realized and unrealized gain (loss) on investments		(0.21	)		0.33			0.05			(0.69	)		0.15			0.89			0.87
Total from investment operations		(0.03	)		0.71			0.45			(0.28	)		0.21			0.97			1.04
Less Dividends and Distributions:
Dividends from net investment income		(0.20	)		(0.39	)		(0.42	)		(0.47	)		(0.10	)		(0.15	)		(0.17	)
Distributions from net realized gains		-			-			-			(1.76	)		-			(0.59	)		-
Tax return of capital distributions		-			(0.05	)		(0.06	)		-			-			-			-
Total dividends and distributions		(0.20	)		(0.44	)		(0.48	)		(2.23	)		(0.10	)		(0.74	)		(0.17	)
Net asset value, end of period		$9.46			$9.69			$9.42			$9.45			$11.96			$11.85			$11.62
Total Return(a)		(0.31)%			7.67%			4.98%			(2.33)%			1.74%			8.59%			9.72%

Ratios/Supplemental Data:
Net assets, end of period (000)		$138,361			$142,478			$84,046			$74,114			$5,965			$5,287			$3,178
Average net assets (000)		$143,797			$119,795			$64,595			$45,082			$5,426			$4,306			$3,181
Ratios to average net assets(c):
Expenses after waivers and/or expense reimbursement		0.60%	(d)		0.60%			0.58%			0.56%			0.77%	(d)		10.26%			1.27%
Expenses before waivers and/or expense reimbursement		0.96%	(d)		0.98%			1.00%			1.03%			1.64%	(d)		1.26%			1.27%
Net investment income (loss)		3.79%	(d)		3.90%			4.35%			4.15%			1.87%	(d)		0.69%			1.51%
Portfolio turnover rate(g)		56%	(e)		102%			90%			93%			140%	(e)		478%			210%

(a)

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


82


Class R6 Shares
	Six Months Ended April 30, 2018			December 30, 2016(a) through October 31, 2017
Per Share Operating Performance(b):
Net Asset Value, Beginning of Period		$9.69			$9.44
Income (loss) from investment operations:
Net investment income (loss)		0.18			0.30
Net realized and unrealized gain (loss) on investments		(0.22	)		0.31
Total from investment operations		(0.04	)		0.61
Less Dividends and Distributions:
Dividends from net investment income		(0.20	)		(0.31	)
Tax return of capital distributions		-			(0.05	)
Total dividends and distributions		(0.20	)		(0.36	)
Net asset value, end of period		$9.45			$9.69
Total Return(c):		(0.42)%			6.58%

Ratios/Supplemental Data:
Net assets, end of period (000)		$3,134			$2,622
Average net assets (000)		$2,856			$1,384
Ratios to average net assets(d):
Expenses after waivers and/or expense reimbursement		0.60%	(e)		0.60%	(e)
Expenses before waivers and/or expense reimbursement		1.40%	(e)		0.90%	(e)
Net investment income (loss)		3.76%	(e)		3.74%	(e)
Portfolio turnover rate(g)		56%	(f)		102%	(f)

(a)	Commencement of offering.

(b)	Calculated based on average shares outstanding during the period.

(c)

(d)	Does not include expenses of the underlying funds in which the Fund invests.

(e)	Annualized.

(f)	Not annualized.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


PGIM Income Builder Fund			83


^∎ MAIL	^∎ TELEPHONE	^∎ WEBSITE
655 Broad Street Newark, NJ 07102	(800) 225-1852	www.pgiminvestments.com

PROXY VOTING

The Board of Trustees of the Fund has delegated to the Fund’s investment subadvisers the responsibility for voting any proxies and maintaining proxy recordkeeping with respect to the Fund. A description of these proxy voting policies and procedures is available without charge, upon request, by calling (800) 225-1852. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the Fund’s website and on the Securities and Exchange Commission’s website.

TRUSTEES

Ellen S. Alberding • Kevin J. Bannon • Scott E. Benjamin • Linda W. Bynoe • Barry H. Evans • Keith F. Hartstein • Laurie Simon Hodrick • Michael S. Hyland • Stuart S. Parker • Richard A. Redeker • Brian K. Reid • Grace C. Torres

OFFICERS

Stuart S. Parker, President • Scott E. Benjamin, Vice President • M. Sadiq Peshimam, Treasurer and Principal Financial and Accounting Officer • Raymond A. O’Hara, Chief Legal Officer • Chad A. Earnst, Chief Compliance Officer • Deborah A. Docs, Secretary • Dino Capasso, Vice President and Deputy Chief Compliance Officer • Charles H. Smith, Anti-Money Laundering Compliance Officer • Jonathan D. Shain, Assistant Secretary • Claudia DiGiacomo, Assistant Secretary • Andrew R. French, Assistant Secretary • Peter Parrella, Assistant Treasurer • Lana Lomuti, Assistant Treasurer • Linda McMullin, Assistant Treasurer • Kelly A. Coyne, Assistant Treasurer


MANAGER	PGIM Investments LLC	655 Broad Street Newark, NJ 07102

INVESTMENT SUBADVISERS	Jennison Associates LLC	466 Lexington Avenue New York, NY 10017

	PGIM Fixed Income	655 Broad Street Newark, NJ 07102

	PGIM Real Estate	7 Giralda Farms Madison, NJ 07940

	Quantitative Management Associates LLC	Gateway Center Two 100 Mulberry Street Newark, NJ 07102

DISTRIBUTOR	Prudential Investment Management Services LLC	655 Broad Street Newark, NJ 07102

CUSTODIAN	The Bank of New York Mellon	225 Liberty Street New York, NY 10286

TRANSFER AGENT	Prudential Mutual Fund Services LLC	PO Box 9658 Providence, RI 02940

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	KPMG LLP	345 Park Avenue New York, NY 10154

FUND COUNSEL	Willkie Farr & Gallagher LLP	787 Seventh Avenue New York, NY 10019

An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. The prospectus and summary prospectus contain this and other information about the Fund. An investor may obtain a prospectus and summary prospectus by visiting our website at www.pgiminvestments.com or by calling (800) 225-1852. The prospectus and summary prospectus should be read carefully before investing.

E-DELIVERY

To receive your mutual fund documents online, go to www.pgiminvestments.com/edelivery and enroll. Instead of receiving printed documents by mail, you will receive notification via email when new materials are available. You can cancel your enrollment or change your email address at any time by visiting the website address above.

SHAREHOLDER COMMUNICATIONS WITH TRUSTEES

Shareholders can communicate directly with the Board of Trustees by writing to the Chair of the Board, PGIM Income Builder Fund, PGIM Investments, Attn: Board of Trustees, 655 Broad Street, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee by writing to the same address. Communications are not screened before being delivered to the addressee.

AVAILABILITY OF PORTFOLIO SCHEDULE

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-Q may also be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation and location of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of each month no sooner than 15 days after the end of the month.

Mutual Funds:


ARE NOT INSURED BY THE FDIC OR ANY FEDERAL GOVERNMENT AGENCY		MAY LOSE VALUE		ARE NOT A DEPOSIT OF OR GUARANTEED BY ANY BANK OR ANY BANK AFFILIATE

LOGO

PGIM INCOME BUILDER FUND

SHARE CLASS

R6*

NASDAQ

PCGAX

PBCFX

PCCFX

PCLRX

PDCZX

PCGQX

CUSIP

74442X108

74442X207

74442X306

74442X405

74442X504

74442X769

*Formerly known as Class Q shares.

MFSP504E2

LOGO

PGIM QMA DEFENSIVE EQUITY FUND

(Formerly known as Prudential QMA Defensive Equity Fund)

SEMIANNUAL REPORT

APRIL 30, 2018

LOGO

To enroll in e-delivery, go to pgiminvestments.com/edelivery

Objective: Long-term capital appreciation

This report is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus.

The information about the Fund’s portfolio holdings is for the period covered by this report and is subject to change thereafter.

The accompanying financial statements as of April 30, 2018 were not audited and, accordingly, no auditor’s opinion is expressed on them.

Mutual funds are distributed by Prudential Investment Management Services LLC, a Prudential Financial company and member SIPC. QMA is the primary business name of Quantitative Management Associates LLC, a wholly owned subsidiary of PGIM, Inc. (PGIM), a Prudential Financial company. ^© 2018 Prudential Financial, Inc. and its related entities. PGIM and the PGIM logo are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.


2		Visit our website at pgiminvestments.com

Table of Contents



Letter from the President			5

Your Fund’s Performance			6

Fees and Expenses			9

Holdings and Financial Statements			11


PGIM QMA Defensive Equity Fund			3

This Page Intentionally Left Blank

Letter from the President

LOGO

Dear Shareholder:

We hope you find the semiannual report for PGIM QMA Defensive Equity Fund informative and useful. The report covers performance for the six-month period ended April 30, 2018.

We have important information to share with you. Effective June 11, 2018, Prudential Mutual Funds were renamed PGIM Funds. This renaming is part of our ongoing effort to further build our reputation and establish our global brand, which began when our firm adopted PGIM Investments as its name in April 2017. Please note that only the Fund’s name has changed. Your Fund’s management and operation, along with its symbols, remained the same.*

Regarding your investments with PGIM, we believe it is important to maintain a diversified portfolio of funds consistent with your tolerance for risk, time horizon, and financial goals.

At PGIM Investments, we consider it a great privilege and responsibility to help investors

participate in opportunities across global markets while meeting their toughest investment

challenges. PGIM is a top-10 global investment manager with more than $1 trillion in assets under management. This investment expertise allows us to deliver actively managed funds and strategies to meet the needs of investors around the globe.

Thank you for choosing our family of funds.

Sincerely,

LOGO

Stuart S. Parker, President

PGIM QMA Defensive Equity Fund

June 15, 2018

*The Prudential Day One Funds did not change their names.


PGIM QMA Defensive Equity Fund			5

Your Fund’s Performance (unaudited)


	Total Returns as of 4/30/18 (without sales charges)	Average Annual Total Returns as of 4/30/18 (with sales charges)
	*Six Months (%)**	One Year (%)	Five Years (%)	Ten Years (%)	Since Inception (%)
Class A	1.68	2.10	7.35	5.47	—
Class B	1.16	2.07	7.59	5.27	—
Class C	1.34	6.19	7.76	5.28	—
Class R	1.43	8.80	8.52	5.91	—
Class Z	1.68	8.17	8.81	6.32	—
Class R6**	1.76	8.25	N/A	N/A	9.76 (12/28/16)
S&P 500 Index
	3.82	13.26	12.95	9.01	—
Russell 1000 Defensive Index
	2.77	11.27	11.67	9.10	—
Lipper Large-Cap Core Funds Average
	3.41	12.23	11.48	7.98	—

Source: PGIM Investments LLC and Lipper Inc.

*Not annualized

**Formerly known as Class Q shares.

Since Inception returns are provided for any share class with less than 10 fiscal years of returns. Since Inception returns for the Indexes and Lipper Average are measured from the closest month-end to the class’ inception date.


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Class A

Class B*

Class C

Class R

Class Z

Class R6**

Maximum initial sales charge

5.50% of the public offering price

None

Contingent deferred sales charge (CDSC) (as a percentage of the lower of original purchase price or net asset value at redemption)

1.00% on sales of $1 million or more made within 12 months of purchase

5.00% (Yr. 1) 4.00% (Yr. 2) 3.00% (Yr. 3) 2.00% (Yr. 4) 1.00% (Yrs. 5/6) 0.00% (Yr. 7)

1.00% on sales made within 12 months of purchase

None

Annual distribution and service (12b-1) fees (shown as a percentage of average daily net assets)

0.30%
(0.25% currently)

1.00%

0.75%
(0.50% currently)

None

*Class B shares are closed to all purchase activity and no additional Class B shares may be purchased or acquired except by exchange from Class B shares of another Fund or through dividend or capital gains reinvestment.

**Formerly known as Class Q shares.

Benchmark Definitions

S&P 500 Index—The Standard & Poor’s 500 Composite Stock Price Index is an unmanaged index of over 500 stocks of large US public companies. It gives a broad look at how stock prices in the United States have performed. The average annual total return for the Index measured from the month-end closest to the inception date of the Fund’s Class R6 shares is 15.62%.

Russell 1000 Defensive Index—The Russell 1000 Defensive Index is unmanaged and measures the performance of the large-cap defensive segment of the US equity universe. It includes those Russell 1000 Index companies with relatively stable business conditions which are less sensitive to economic cycles, credit cycles, and market volatility based on their stability variables. Stability is measured in terms of volatility (price and earnings), leverage, and return on assets. The average annual total return for the Index measured from the month-end closest to the inception date of the Fund’s Class R6 shares is 13.75%.

Lipper Large-Cap Core Funds Average—The Lipper Large-Cap Core Funds Average (Lipper Average) is based on the average return of all funds in the Lipper Large-Cap Core Funds universe for the periods noted. Funds in the Lipper Average invest at least 75% of their equity assets in companies with market capitalizations (on a


PGIM QMA Defensive Equity Fund			7

Your Fund’s Performance (continued)

three-year weighted basis) greater than 300% of the dollar-weighted median market capitalization of the middle 1,000 securities of the S&P SuperComposite 1500 Index. Large-cap core funds have wide latitude in the companies in which they invest. These funds typically have a below-average price-to-earnings ratio, price-to-book ratio, and three-year sales-per-share-growth value compared with the S&P 500 Index. The average annual total return for the Lipper Average measured from the month-end closest to the inception date of the Fund’s Class R6 shares is 14.51%.

Investors cannot invest directly in an index or average. The returns for the indexes would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Average reflect the deduction of operating expenses of a mutual fund, but not sales charges or taxes.

Presentation of Fund Holdings


Five Largest Holdings expressed as a percentage of net assets as of 4/30/18 (%)
Verizon Communications, Inc., Diversified Telecommunication Services			3.6
AT&T, Inc., Diversified Telecommunication Services			3.6
Amazon.com, Inc., Internet & Direct Marketing Retail			3.0
Procter & Gamble Co. (The), Household Products			1.9
NextEra Energy, Inc., Electric Utilities			1.8

Holdings reflect only long-term investments and are subject to change.


Five Largest Industries expressed as a percentage of net assets as of 4/30/18 (%)
Electric Utilities			9.8
Diversified Telecommunication Services			7.5
Banks			6.4
Multi-Utilities			5.1
Beverages			4.3

Industry weightings reflect only long-term investments and are subject to change.


8		Visit our website at pgiminvestments.com

Fees and Expenses (unaudited)

Actual Expenses

Hypothetical Example for Comparison Purposes


PGIM QMA Defensive Equity Fund			9

Fees and Expenses (continued)


PGIM QMA Defensive Equity Fund		Beginning Account Value November 1, 2017		Ending Account Value April 30, 2018		Annualized Expense Ratio Based on the Six-Month Period			Expenses Paid During the Six-Month Period*
Class A	Actual	$	1,000.00	$	1,016.80		1.23	%	$	6.15
	Hypothetical	$	1,000.00	$	1,018.70		1.23	%	$	6.16
Class B	Actual	$	1,000.00	$	1,011.60		2.28	%	$	11.37
	Hypothetical	$	1,000.00	$	1,013.49		2.28	%	$	11.38
Class C	Actual	$	1,000.00	$	1,013.40		1.99	%	$	9.93
	Hypothetical	$	1,000.00	$	1,014.93		1.99	%	$	9.94
Class R	Actual	$	1,000.00	$	1,014.30		1.78	%	$	8.89
	Hypothetical	$	1,000.00	$	1,015.97		1.78	%	$	8.90
Class Z	Actual	$	1,000.00	$	1,016.80		1.17	%	$	5.85
	Hypothetical	$	1,000.00	$	1,018.99		1.17	%	$	5.86
Class R6**	Actual	$	1,000.00	$	1,017.60		1.14	%	$	5.70
	Hypothetical	$	1,000.00	$	1,019.14		1.14	%	$	5.71

**Formerly known as Class Q shares.


10		Visit our website at pgiminvestments.com

Schedule of Investments (unaudited)

as of April 30, 2018


Description	Shares		Value
LONG-TERM INVESTMENTS 96.9%

COMMON STOCKS

Aerospace & Defense 1.6%
Arconic, Inc.		2,333	$	41,551
Boeing Co. (The)		3,070		1,024,029
General Dynamics Corp.		1,530		308,004
Harris Corp.		660		103,237
Huntington Ingalls Industries, Inc.		260		63,235
L3 Technologies, Inc.		440		86,187
Lockheed Martin Corp.		1,380		442,759
Northrop Grumman Corp.		970		312,379
Raytheon Co.		1,600		327,904
Rockwell Collins, Inc.		910		120,612
Textron, Inc.		1,400		86,996
TransDigm Group, Inc.		270		86,554
United Technologies Corp.		4,120		495,018

				3,498,465

Air Freight & Logistics 0.4%
C.H. Robinson Worldwide, Inc.		800		73,624
Expeditors International of Washington, Inc.		1,000		63,860
FedEx Corp.		1,370		338,664
United Parcel Service, Inc., (Class B Stock)		3,810		432,435

				908,583

Airlines 0.3%
Alaska Air Group, Inc.		700		45,451
American Airlines Group, Inc.		2,300		98,739
Delta Air Lines, Inc.		3,600		187,992
Southwest Airlines Co.		3,000		158,490
United Continental Holdings, Inc.*		1,300		87,802

				578,474

Auto Components 0.2%
Aptiv PLC		2,800		236,824
BorgWarner, Inc.		2,060		100,816
Goodyear Tire & Rubber Co. (The)		2,500		62,775

				400,415

Automobiles 0.5%
Ford Motor Co.		41,000		460,840
General Motors Co.		13,200		484,968
Harley-Davidson, Inc.		1,700		69,921

				1,015,729

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			11

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Banks 6.4%
Bank of America Corp.		91,600	$	2,740,672
BB&T Corp.		7,500		396,000
Citigroup, Inc.		24,700		1,686,269
Citizens Financial Group, Inc.		4,800		199,152
Comerica, Inc.		1,720		162,678
Fifth Third Bancorp		6,800		225,556
Huntington Bancshares, Inc.		10,900		162,519
JPMorgan Chase & Co.		32,880		3,576,686
KeyCorp		10,400		207,168
M&T Bank Corp.		1,470		267,937
People’s United Financial, Inc.		3,600		65,844
PNC Financial Services Group, Inc. (The)		4,550		662,526
Regions Financial Corp.		11,000		205,700
SunTrust Banks, Inc.		4,600		307,280
SVB Financial Group*		530		158,793
U.S. Bancorp		15,100		761,795
Wells Fargo & Co.		42,100		2,187,516
Zions Bancorporation		2,000		109,500

				14,083,591

Beverages 4.3%
Brown-Forman Corp., (Class B Stock)		5,850		327,834
Coca-Cola Co. (The)		85,400		3,690,134
Constellation Brands, Inc., (Class A Stock)		3,820		890,557
Dr. Pepper Snapple Group, Inc.		4,000		479,840
Molson Coors Brewing Co., (Class B Stock)		4,140		294,934
Monster Beverage Corp.*		9,200		506,000
PepsiCo, Inc.		31,660		3,195,760

				9,385,059

Biotechnology 1.5%
AbbVie, Inc.		8,750		844,812
Alexion Pharmaceuticals, Inc.*		1,220		143,509
Amgen, Inc.		3,670		640,342
Biogen, Inc.*		1,170		320,112
Celgene Corp.*		4,130		359,723
Gilead Sciences, Inc.		7,170		517,889
Incyte Corp.*		940		58,224
Regeneron Pharmaceuticals, Inc.*		430		130,582
Vertex Pharmaceuticals, Inc.*		1,400		214,424

				3,229,617

See Notes to Financial Statements.


12


Description	Shares		Value
COMMON STOCKS (Continued)

Building Products 0.2%
A.O. Smith Corp.		800	$	49,080
Allegion PLC		566		43,684
Fortune Brands Home & Security, Inc.		800		43,752
Johnson Controls International PLC		5,078		171,992
Masco Corp.		1,700		64,379

				372,887

Capital Markets 3.2%
Affiliated Managers Group, Inc.		560		92,322
Ameriprise Financial, Inc.		1,440		201,902
Bank of New York Mellon Corp. (The)		9,800		534,198
BlackRock, Inc.		1,200		625,800
Cboe Global Markets, Inc.		1,130		120,661
Charles Schwab Corp. (The)		11,600		645,888
CME Group, Inc.		3,300		520,344
ETRADE Financial Corp.		2,600		157,768
Franklin Resources, Inc.		3,290		110,676
Goldman Sachs Group, Inc. (The)		3,410		812,705
Intercontinental Exchange, Inc.		5,630		407,950
Invesco Ltd.		4,000		115,880
Moody’s Corp.		1,630		264,386
Morgan Stanley		13,300		686,546
MSCI, Inc.		900		134,847
Nasdaq, Inc.		1,200		105,984
Northern Trust Corp.		2,090		223,108
Raymond James Financial, Inc.		1,300		116,675
S&P Global, Inc.		2,460		463,956
State Street Corp.		3,580		357,212
T. Rowe Price Group, Inc.		2,400		273,168

				6,971,976

Chemicals 2.2%
Air Products & Chemicals, Inc.		2,240		363,530
Albemarle Corp.		1,110		107,626
CF Industries Holdings, Inc.		2,350		91,180
DowDuPont, Inc.		23,835		1,507,325
Eastman Chemical Co.		1,460		149,037
Ecolab, Inc.		2,650		383,640
FMC Corp.		1,400		111,622
International Flavors & Fragrances, Inc.		810		114,421
LyondellBasell Industries NV, (Class A Stock)		3,300		348,909
Monsanto Co.		4,500		564,165

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			13

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Chemicals (cont’d.)
Mosaic Co. (The)		3,500	$	94,325
PPG Industries, Inc.		2,600		275,288
Praxair, Inc.		2,930		446,883
Sherwin-Williams Co. (The)		850		312,511

				4,870,462

Commercial Services & Supplies 0.2%
Cintas Corp.		480		81,744
Republic Services, Inc.		1,200		77,616
Stericycle, Inc.*		470		27,594
Waste Management, Inc.		2,200		178,838

				365,792

Communications Equipment 0.3%
Cisco Systems, Inc.		13,000		575,770
F5 Networks, Inc.*		170		27,726
Juniper Networks, Inc.		900		22,131
Motorola Solutions, Inc.		440		48,325

				673,952

Construction & Engineering 0.1%
Fluor Corp.		800		47,160
Jacobs Engineering Group, Inc.		700		40,663
Quanta Services, Inc.*		800		26,000

				113,823

Construction Materials 0.1%
Martin Marietta Materials, Inc.		640		124,653
Vulcan Materials Co.		1,350		150,781

				275,434

Consumer Finance 0.8%
American Express Co.		6,950		686,313
Capital One Financial Corp.		4,720		427,726
Discover Financial Services		3,500		249,375
Navient Corp.		3,000		39,780
Synchrony Financial		7,001		232,223

				1,635,417

See Notes to Financial Statements.


14


Description	Shares		Value
COMMON STOCKS (Continued)

Containers & Packaging 0.4%
Avery Dennison Corp.		900	$	94,329
Ball Corp.		3,500		140,315
International Paper Co.		4,200		216,552
Packaging Corp. of America		960		111,062
Sealed Air Corp.		1,700		74,545
WestRock Co.		2,636		155,946

				792,749

Distributors 0.1%
Genuine Parts Co.		1,550		136,896
LKQ Corp.*		3,200		99,264

				236,160

Diversified Consumer Services 0.0%
H&R Block, Inc.		2,100		58,065

Diversified Financial Services 1.7%
Berkshire Hathaway, Inc., (Class B Stock)*		18,440		3,572,381
Leucadia National Corp.		3,200		76,928

				3,649,309

Diversified Telecommunication Services 7.5%
AT&T, Inc.		238,094		7,785,674
CenturyLink, Inc.		37,671		699,927
Verizon Communications, Inc.		160,100		7,900,935

				16,386,536

Electric Utilities 9.8%
Alliant Energy Corp.		12,100		519,695
American Electric Power Co., Inc.		25,800		1,805,484
Duke Energy Corp.		36,800		2,949,888
Edison International		17,100		1,120,392
Entergy Corp.		9,500		775,105
Eversource Energy		16,600		1,000,150
Exelon Corp.		50,700		2,011,776
FirstEnergy Corp.		23,400		804,960
NextEra Energy, Inc.		24,720		4,051,855
PG&E Corp.		27,000		1,244,700
Pinnacle West Capital Corp.		5,900		474,950
PPL Corp.		36,400		1,059,240
Southern Co. (The)		52,900		2,439,748
Xcel Energy, Inc.		26,700		1,250,628

				21,508,571

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			15

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Electrical Equipment 0.3%
Acuity Brands, Inc.		240	$	28,745
AMETEK, Inc.		1,300		90,740
Eaton Corp. PLC		2,400		180,072
Emerson Electric Co.		3,500		232,435
Rockwell Automation, Inc.		710		116,816

				648,808

Electronic Equipment, Instruments & Components 0.1%
Amphenol Corp., (Class A Stock)		840		70,316
Corning, Inc.		2,300		62,146
FLIR Systems, Inc.		400		21,420
IPG Photonics Corp.*		110		23,433
TE Connectivity Ltd.		1,010		92,668

				269,983

Energy Equipment & Services 0.3%
Baker Hughes a GE Co.		1,300		46,943
Halliburton Co.		2,800		148,372
Helmerich & Payne, Inc.		370		25,733
National Oilwell Varco, Inc.		1,200		46,404
Schlumberger Ltd.		4,519		309,823
TechnipFMC PLC (United Kingdom)		1,400		46,144

				623,419

Equity Real Estate Investment Trusts (REITs) 2.7%
Alexandria Real Estate Equities, Inc.		1,000		124,570
American Tower Corp.		4,360		594,530
Apartment Investment & Management Co., (Class A Stock)		1,500		60,900
AvalonBay Communities, Inc.		1,370		223,310
Boston Properties, Inc.		1,530		185,757
Crown Castle International Corp.		4,100		413,567
Digital Realty Trust, Inc.		2,030		214,551
Duke Realty Corp.		3,500		94,850
Equinix, Inc.		791		332,845
Equity Residential		3,600		222,156
Essex Property Trust, Inc.		660		158,195
Extra Space Storage, Inc.		1,300		116,467
Federal Realty Investment Trust		730		84,571
GGP, Inc.		6,200		123,938
HCP, Inc.		4,600		107,456
Host Hotels & Resorts, Inc.		7,200		140,832
Iron Mountain, Inc.		2,738		92,928

See Notes to Financial Statements.


16


Description	Shares		Value
COMMON STOCKS (Continued)

Equity Real Estate Investment Trusts (REITs) (cont’d.)
Kimco Realty Corp.		4,200	$	60,942
Macerich Co. (The)		1,100		63,382
Mid-America Apartment Communities, Inc.		1,140		104,264
Prologis, Inc.		5,300		344,023
Public Storage		1,480		298,634
Realty Income Corp.		2,800		141,428
Regency Centers Corp.		1,500		88,275
SBA Communications Corp.*		1,150		184,265
Simon Property Group, Inc.		3,080		481,527
SL Green Realty Corp.		910		88,943
UDR, Inc.		2,600		93,990
Ventas, Inc.		3,500		179,970
Vornado Realty Trust		1,690		114,971
Welltower, Inc.		3,600		192,384
Weyerhaeuser Co.		7,440		273,643

				6,002,064

Food & Staples Retailing 4.0%
Costco Wholesale Corp.		9,780		1,928,225
CVS Health Corp.		22,590		1,577,460
Kroger Co. (The)		19,600		493,724
Sysco Corp.		10,700		669,178
Walgreens Boots Alliance, Inc.		19,000		1,262,550
Walmart, Inc.		32,370		2,863,450

				8,794,587

Food Products 2.5%
Archer-Daniels-Midland Co.		12,400		562,712
Campbell Soup Co.		4,200		171,276
Conagra Brands, Inc.		8,900		329,923
General Mills, Inc.		12,600		551,124
Hershey Co. (The)		3,150		289,611
Hormel Foods Corp.(a)		6,000		217,500
J.M. Smucker Co. (The)		2,530		288,622
Kellogg Co.		5,500		323,950
Kraft Heinz Co. (The)		13,300		749,854
McCormick & Co., Inc.		2,700		284,607
Mondelez International, Inc., (Class A Stock)		33,100		1,307,450
Tyson Foods, Inc., (Class A Stock)		6,600		462,660

				5,539,289

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			17

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Health Care Equipment & Supplies 1.6%
Abbott Laboratories		9,557	$	555,548
Align Technology, Inc.*		400		99,940
Baxter International, Inc.		2,700		187,650
Becton, Dickinson and Co.		1,462		338,994
Boston Scientific Corp.*		7,500		215,400
Cooper Cos., Inc. (The)		270		61,752
Danaher Corp.		3,380		339,082
DENTSPLY SIRONA, Inc.		1,200		60,408
Edwards Lifesciences Corp.*		1,160		147,738
Hologic, Inc.*		1,500		58,185
IDEXX Laboratories, Inc.*		480		93,355
Intuitive Surgical, Inc.*		620		273,284
Medtronic PLC		7,488		600,013
ResMed, Inc.		800		75,712
Stryker Corp.		1,770		299,873
Varian Medical Systems, Inc.*		500		57,795
Zimmer Biomet Holdings, Inc.		1,120		128,990

				3,593,719

Health Care Providers & Services 1.6%
Aetna, Inc.		1,800		322,290
AmerisourceBergen Corp.		950		86,051
Anthem, Inc.		1,410		332,746
Cardinal Health, Inc.		1,700		109,089
Centene Corp.*		950		103,151
Cigna Corp.		1,340		230,239
DaVita, Inc.*		780		48,976
Envision Healthcare Corp.*		600		22,302
Express Scripts Holding Co.*		3,100		234,670
HCA Healthcare, Inc.		1,550		148,397
Henry Schein, Inc.*		880		66,880
Humana, Inc.		760		223,577
Laboratory Corp. of America Holdings*		560		95,620
McKesson Corp.		1,140		178,079
Quest Diagnostics, Inc.		740		74,888
UnitedHealth Group, Inc.		5,320		1,257,648
Universal Health Services, Inc., (Class B Stock)		480		54,816

				3,589,419

Health Care Technology 0.0%
Cerner Corp.*		1,700		99,025

See Notes to Financial Statements.


18


Description	Shares		Value
COMMON STOCKS (Continued)

Hotels, Restaurants & Leisure 2.0%
Carnival Corp.		4,300	$	271,158
Chipotle Mexican Grill, Inc.*		260		110,066
Darden Restaurants, Inc.		1,300		120,718
Hilton Worldwide Holdings, Inc.		2,100		165,564
Marriott International, Inc., (Class A Stock)		3,160		431,909
McDonald’s Corp.		8,380		1,403,147
MGM Resorts International		5,300		166,526
Norwegian Cruise Line Holdings Ltd.*		2,100		112,287
Royal Caribbean Cruises Ltd.		1,800		194,742
Starbucks Corp.		14,800		852,036
Wyndham Worldwide Corp.		1,050		119,921
Wynn Resorts Ltd.		850		158,261
Yum! Brands, Inc.		3,500		304,850

				4,411,185

Household Durables 0.4%
D.R. Horton, Inc.		3,600		158,904
Garmin Ltd.		1,200		70,404
Leggett & Platt, Inc.		1,400		56,770
Lennar Corp., (Class A Stock)		2,900		153,381
Mohawk Industries, Inc.*		670		140,620
Newell Brands, Inc.		5,100		140,913
PulteGroup, Inc.		2,700		81,972
Whirlpool Corp.		750		116,212

				919,176

Household Products 3.1%
Church & Dwight Co., Inc.		5,440		251,328
Clorox Co. (The)		2,880		337,536
Colgate-Palmolive Co.		19,500		1,271,985
Kimberly-Clark Corp.		7,810		808,647
Procter & Gamble Co. (The)		56,100		4,058,274

				6,727,770

Independent Power & Renewable Electricity Producers 0.4%
AES Corp.		34,600		423,504
NRG Energy, Inc.		15,800		489,800

				913,304

Industrial Conglomerates 0.9%
3M Co.		3,300		641,487
General Electric Co.		48,020		675,641

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			19

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Industrial Conglomerates (cont’d.)
Honeywell International, Inc.		4,170	$	603,316
Roper Technologies, Inc.		570		150,588

				2,071,032

Insurance 2.4%
Aflac, Inc.		7,600		346,332
Allstate Corp. (The)		3,460		338,457
American International Group, Inc.		8,700		487,200
Aon PLC		2,400		341,928
Arthur J. Gallagher & Co.		1,800		125,982
Assurant, Inc.		560		51,979
Brighthouse Financial, Inc.*		990		50,272
Chubb Ltd.		4,487		608,751
Cincinnati Financial Corp.		1,500		105,510
Everest Re Group Ltd.		420		97,722
Hartford Financial Services Group, Inc. (The)		3,500		188,440
Lincoln National Corp.		2,200		155,408
Loews Corp.		2,700		141,642
Marsh & McLennan Cos., Inc.		4,900		399,350
MetLife, Inc.		10,000		476,700
Principal Financial Group, Inc.		2,700		159,894
Progressive Corp. (The)		5,700		343,653
Torchmark Corp.		1,100		95,414
Travelers Cos., Inc. (The)		2,640		347,424
Unum Group		2,200		106,436
Willis Towers Watson PLC		1,310		194,548
XL Group Ltd. (Bermuda)		2,600		144,534

				5,307,576

Internet & Direct Marketing Retail 4.3%
Amazon.com, Inc.*		4,230		6,624,730
Booking Holdings, Inc.*		520		1,132,560
Expedia Group, Inc.		1,290		148,530
Netflix, Inc.*		4,570		1,427,942
TripAdvisor, Inc.*		1,090		40,788

				9,374,550

Internet Software & Services 1.4%
Akamai Technologies, Inc.*		500		35,825
Alphabet, Inc., (Class A Stock)*		810		825,050
Alphabet, Inc., (Class C Stock)*		831		845,401
eBay, Inc.*		2,500		94,700

See Notes to Financial Statements.


20


Description	Shares		Value
COMMON STOCKS (Continued)

Internet Software & Services (cont’d.)
Facebook, Inc., (Class A Stock)*		6,500	$	1,118,000
VeriSign, Inc.*		230		27,007

				2,945,983

IT Services 1.2%
Accenture PLC, (Class A Stock)		1,670		252,504
Alliance Data Systems Corp.		130		26,397
Automatic Data Processing, Inc.		1,200		141,696
Cognizant Technology Solutions Corp., (Class A Stock)		1,620		132,548
DXC Technology Co.		779		80,284
Fidelity National Information Services, Inc.		900		85,473
Fiserv, Inc.*		1,120		79,363
Gartner, Inc.*		250		30,323
Global Payments, Inc.		430		48,611
International Business Machines Corp.		2,330		337,757
Mastercard, Inc., (Class A Stock)		2,510		447,458
Paychex, Inc.		900		54,513
PayPal Holdings, Inc.*		3,100		231,291
Total System Services, Inc.		500		42,030
Visa, Inc., (Class A Stock)		4,890		620,443
Western Union Co. (The)		1,200		23,700

				2,634,391

Leisure Products 0.1%
Hasbro, Inc.		1,230		108,351
Mattel, Inc.(a)		3,600		53,280

				161,631

Life Sciences Tools & Services 0.5%
Agilent Technologies, Inc.		1,800		118,332
Illumina, Inc.*		810		195,153
IQVIA Holdings, Inc.*		800		76,608
Mettler-Toledo International, Inc.*		140		78,390
PerkinElmer, Inc.		600		44,016
Thermo Fisher Scientific, Inc.		2,210		464,874
Waters Corp.*		440		82,900

				1,060,273

Machinery 0.9%
Caterpillar, Inc.		3,310		477,832
Cummins, Inc.		870		139,078
Deere & Co.		1,800		243,594

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			21

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Machinery (cont’d.)
Dover Corp.		840	$	77,868
Flowserve Corp.		700		31,087
Fortive Corp.		1,650		116,012
Illinois Tool Works, Inc.		1,710		242,854
Ingersoll-Rand PLC		1,400		117,446
PACCAR, Inc.		1,900		120,973
Parker-Hannifin Corp.		740		121,819
Pentair PLC (United Kingdom)		900		60,552
Snap-on, Inc.		320		46,480
Stanley Black & Decker, Inc.		850		120,351
Xylem, Inc.		1,000		72,900

				1,988,846

Media 2.7%
CBS Corp., (Class B Stock)		3,600		177,120
Charter Communications, Inc., (Class A Stock)*		1,960		531,728
Comcast Corp., (Class A Stock)		48,700		1,528,693
Discovery, Inc., (Class A Stock)*(a)		1,600		37,840
Discovery, Inc., (Class C Stock)*		3,164		70,304
DISH Network Corp., (Class A Stock)*		2,400		80,520
Interpublic Group of Cos., Inc. (The)		4,000		94,360
News Corp., (Class A Stock)		3,950		63,121
News Corp., (Class B Stock)		1,200		19,500
Omnicom Group, Inc.		2,400		176,784
Time Warner, Inc.		8,210		778,308
Twenty-First Century Fox, Inc., (Class A Stock)		11,000		402,160
Twenty-First Century Fox, Inc., (Class B Stock)		4,600		165,922
Viacom, Inc., (Class B Stock)		3,700		111,592
Walt Disney Co. (The)		15,830		1,588,224

				5,826,176

Metals & Mining 0.3%
Freeport-McMoRan, Inc.		13,700		208,377
Newmont Mining Corp.		5,400		212,166
Nucor Corp.		3,200		197,184

				617,727

Multi-Utilities 5.1%
Ameren Corp.		12,700		744,474
CenterPoint Energy, Inc.		22,600		572,458
CMS Energy Corp.		14,800		698,412
Consolidated Edison, Inc.		16,300		1,306,119

See Notes to Financial Statements.


22


Description	Shares		Value
COMMON STOCKS (Continued)

Multi-Utilities (cont’d.)
Dominion Energy, Inc.		34,200	$	2,276,352
DTE Energy Co.		9,430		993,922
NiSource, Inc.		17,700		431,703
Public Service Enterprise Group, Inc.		26,500		1,381,975
SCANA Corp.		7,500		275,775
Sempra Energy		13,420		1,500,356
WEC Energy Group, Inc.		16,584		1,066,020

				11,247,566

Multiline Retail 0.5%
Dollar General Corp.		2,700		260,631
Dollar Tree, Inc.*		2,550		244,519
Kohl’s Corp.		1,800		111,816
Macy’s, Inc.		3,200		99,424
Nordstrom, Inc.		1,200		60,672
Target Corp.		5,700		413,820

				1,190,882

Oil, Gas & Consumable Fuels 1.8%
Anadarko Petroleum Corp.		1,730		116,464
Andeavor		460		63,627
Apache Corp.		1,200		49,140
Cabot Oil & Gas Corp.		1,500		35,865
Chevron Corp.		6,230		779,435
Cimarex Energy Co.		300		30,177
Concho Resources, Inc.*		490		77,033
ConocoPhillips		3,800		248,900
Devon Energy Corp.		1,700		61,761
EOG Resources, Inc.		1,890		223,341
EQT Corp.		770		38,646
Exxon Mobil Corp.		13,820		1,074,505
Hess Corp.		830		47,302
Kinder Morgan, Inc.		6,100		96,502
Marathon Oil Corp.		2,700		49,275
Marathon Petroleum Corp.		1,580		118,358
Newfield Exploration Co.*		600		17,880
Noble Energy, Inc.		1,600		54,128
Occidental Petroleum Corp.		2,500		193,150
ONEOK, Inc.		1,300		78,286
Phillips 66		1,340		149,155
Pioneer Natural Resources Co.		560		112,868
Range Resources Corp.		700		9,695

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			23

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Oil, Gas & Consumable Fuels (cont’d.)
Valero Energy Corp.		1,400	$	155,302
Williams Cos., Inc. (The)		2,600		66,898

				3,947,693

Personal Products 0.4%
Coty, Inc., (Class A Stock)*		10,500		182,175
Estee Lauder Cos., Inc. (The), (Class A Stock)		5,000		740,450

				922,625

Pharmaceuticals 2.6%
Allergan PLC		1,818		279,336
Bristol-Myers Squibb Co.		9,000		469,170
Eli Lilly & Co.		5,300		429,671
Johnson & Johnson		14,740		1,864,462
Merck & Co., Inc.		14,800		871,276
Mylan NV*		2,800		108,528
Nektar Therapeutics*		900		75,294
Perrigo Co. PLC		750		58,605
Pfizer, Inc.		32,600		1,193,486
Zoetis, Inc.		2,700		225,396

				5,575,224

Professional Services 0.2%
Equifax, Inc.		670		75,074
IHS Markit Ltd.*		2,000		98,260
Nielsen Holdings PLC		1,800		56,610
Robert Half International, Inc.		700		42,525
Verisk Analytics, Inc.*		860		91,547

				364,016

Real Estate Management & Development 0.1%
CBRE Group, Inc., (Class A Stock)*		3,000		135,930

Road & Rail 0.6%
CSX Corp.		4,900		291,011
J.B. Hunt Transport Services, Inc.		480		56,366
Kansas City Southern		570		60,779
Norfolk Southern Corp.		1,580		226,683
Union Pacific Corp.		4,360		582,627

				1,217,466

See Notes to Financial Statements.


24


Description	Shares		Value
COMMON STOCKS (Continued)

Semiconductors & Semiconductor Equipment 1.1%
Advanced Micro Devices, Inc.*(a)		2,200	$	23,936
Analog Devices, Inc.		1,048		91,543
Applied Materials, Inc.		2,800		139,076
Broadcom, Inc		1,112		255,115
Intel Corp.		12,700		655,574
KLA-Tencor Corp.		430		43,748
Lam Research Corp.		440		81,427
Microchip Technology, Inc.		600		50,196
Micron Technology, Inc.*		3,100		142,538
NVIDIA Corp.		1,640		368,836
Qorvo, Inc.*		300		20,220
QUALCOMM, Inc.		4,000		204,040
Skyworks Solutions, Inc.		490		42,512
Texas Instruments, Inc.		2,670		270,818
Xilinx, Inc.		700		44,968

				2,434,547

Software 1.7%
Activision Blizzard, Inc.		2,100		139,335
Adobe Systems, Inc.*		1,340		296,944
ANSYS, Inc.*		230		37,182
Autodesk, Inc.*		600		75,540
CA, Inc.		800		27,840
Cadence Design Systems, Inc.*		700		28,042
Citrix Systems, Inc.*		400		41,164
Electronic Arts, Inc.*		830		97,923
Intuit, Inc.		660		121,961
Microsoft Corp.		20,900		1,954,568
Oracle Corp.		8,200		374,494
Red Hat, Inc.*		480		78,269
salesforce.com, Inc.*		1,860		225,042
Symantec Corp.		1,600		44,464
Synopsys, Inc.*		400		34,204
Take-Two Interactive Software, Inc.*		300		29,913

				3,606,885

Specialty Retail 2.4%
Advance Auto Parts, Inc.		780		89,271
AutoZone, Inc.*		290		181,111
Best Buy Co., Inc.		2,700		206,631
CarMax, Inc.*		1,900		118,750
Foot Locker, Inc.		1,200		51,696

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			25

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


Description	Shares		Value
COMMON STOCKS (Continued)

Specialty Retail (cont’d.)
Gap, Inc. (The)		2,200	$	64,328
Home Depot, Inc. (The)		12,280		2,269,344
L Brands, Inc.		2,500		87,275
Lowe’s Cos., Inc.		8,700		717,141
O’Reilly Automotive, Inc.*		880		225,342
Ross Stores, Inc.		3,980		321,783
Tiffany & Co.		1,050		107,971
TJX Cos., Inc. (The)		6,700		568,495
Tractor Supply Co.		1,300		88,400
Ulta Beauty, Inc.*		610		153,055

				5,250,593

Technology Hardware, Storage & Peripherals 1.2%
Apple, Inc.		13,760		2,273,978
Hewlett Packard Enterprise Co.		4,200		71,610
HP, Inc.		4,400		94,556
NetApp, Inc.		700		46,606
Seagate Technology PLC		800		46,312
Western Digital Corp.		832		65,553
Xerox Corp.		550		17,297

				2,615,912

Textiles, Apparel & Luxury Goods 0.8%
Hanesbrands, Inc.		3,700		68,339
Michael Kors Holdings Ltd.*		1,600		109,472
NIKE, Inc., (Class B Stock)		13,620		931,472
PVH Corp.		810		129,333
Ralph Lauren Corp.		580		63,713
Tapestry, Inc.		3,000		161,310
Under Armour, Inc., (Class A Stock)*		1,900		33,744
Under Armour, Inc., (Class C Stock)*		1,911		29,334
VF Corp.		3,420		276,575

				1,803,292

Tobacco 2.4%
Altria Group, Inc.		42,300		2,373,453
Philip Morris International, Inc.		34,590		2,836,380

				5,209,833

See Notes to Financial Statements.


26


Description						Shares		Value
COMMON STOCKS (Continued)

Trading Companies & Distributors 0.1%
Fastenal Co.							1,600	$	79,984
United Rentals, Inc.*							470		70,500
W.W. Grainger, Inc.							290		81,592

									232,076

Water Utilities 0.4%
American Water Works Co., Inc.							9,400		813,852

TOTAL LONG-TERM INVESTMENTS (cost $157,258,633)									211,699,391

SHORT-TERM INVESTMENTS 3.3%

AFFILIATED MUTUAL FUNDS 3.1%
Prudential Investment Portfolios 2 - PGIM Core Ultra Short Bond Fund(w)							6,524,156		6,524,156
Prudential Investment Portfolios 2 - PGIM Institutional Money Market Fund (cost $310,644; includes $310,428 of cash collateral for securities on loan)(b)(w)							310,649		310,649

TOTAL AFFILIATED MUTUAL FUNDS (cost $6,834,800)									6,834,805


	Interest Rate			Maturity Date		Principal Amount (000)#
U.S. TREASURY OBLIGATION(n) 0.2%
U.S. Treasury Bills(k) (cost $498,952)		1.715	%		06/14/18		500		498,993

TOTAL SHORT-TERM INVESTMENTS (cost $7,333,752)									7,333,798


TOTAL INVESTMENTS 100.2% (cost $164,592,385)									219,033,189
Liabilities in excess of other assets(z) (0.2)%									(430,852	)

NET ASSETS 100.0%								$	218,602,337

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			27

Schedule of Investments (unaudited) (continued)

as of April 30, 2018

The following abbreviations are used in semiannual report:

LIBOR—London Interbank Offered Rate

OTC—Over-the-counter

REITs—Real Estate Investment Trusts

*	Non-income producing security.

#	Principal amount is shown in U.S. dollars unless otherwise stated.

(a)	All or a portion of security is on loan. The aggregate market value of such securities, including those sold and pending settlement, is $303,548; cash collateral of $310,428 (included in liabilities) was received with which the Fund purchased highly liquid short-term investments.

(b)	Represents security purchased with cash collateral received for securities on loan and includes dividend reinvestment.

(k)	Represents security, or a portion thereof, segregated as collateral for centrally cleared/exchange-traded derivatives.

(n)	Rates shown reflect yield to maturity at purchase date.

(w)	PGIM Investments LLC, the manager of the Fund, also serves as manager of the Prudential Investment Portfolios 2 - PGIM Core Ultra Short Bond Fund and PGIM Institutional Money Market Fund.

(z)	Includes net unrealized appreciation (depreciation) on the following derivative contracts held at reporting period end:

Futures contracts outstanding at April 30, 2018:


Number of Contracts		Type	Expiration Date		Current Notional Amount		Value / Unrealized Appreciation (Depreciation)
		Long Position:
	44	S&P 500 E-Mini Index		Jun. 2018	$	5,823,400	$	(155,992	)

A security with a market value of $498,993 has been segregated with Goldman Sachs & Co. to cover requirements for open futures contracts at April 30, 2018.

Fair Value Measurements:

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.

Level 1—unadjusted quoted prices generally in active markets for identical securities.

Level 2—quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.

Level 3—unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

See Notes to Financial Statements.


28

The following is a summary of the inputs used as of April 30, 2018 in valuing such portfolio securities:


	Level 1		Level 2		Level 3
Investments in Securities
Common Stocks
Aerospace & Defense	$	3,498,465	$	—	$	—
Air Freight & Logistics		908,583		—		—
Airlines		578,474		—		—
Auto Components		400,415		—		—
Automobiles		1,015,729		—		—
Banks		14,083,591		—		—
Beverages		9,385,059		—		—
Biotechnology		3,229,617		—		—
Building Products		372,887		—		—
Capital Markets		6,971,976		—		—
Chemicals		4,870,462		—		—
Commercial Services & Supplies		365,792		—		—
Communications Equipment		673,952		—		—
Construction & Engineering		113,823		—		—
Construction Materials		275,434		—		—
Consumer Finance		1,635,417		—		—
Containers & Packaging		792,749		—		—
Distributors		236,160		—		—
Diversified Consumer Services		58,065		—		—
Diversified Financial Services		3,649,309		—		—
Diversified Telecommunication Services		16,386,536		—		—
Electric Utilities		21,508,571		—		—
Electrical Equipment		648,808		—		—
Electronic Equipment, Instruments & Components		269,983		—		—
Energy Equipment & Services		623,419		—		—
Equity Real Estate Investment Trusts (REITs)		6,002,064		—		—
Food & Staples Retailing		8,794,587		—		—
Food Products		5,539,289		—		—
Health Care Equipment & Supplies		3,593,719		—		—
Health Care Providers & Services		3,589,419		—		—
Health Care Technology		99,025		—		—
Hotels, Restaurants & Leisure		4,411,185		—		—
Household Durables		919,176		—		—
Household Products		6,727,770		—		—
Independent Power & Renewable Electricity Producers		913,304		—		—
Industrial Conglomerates		2,071,032		—		—
Insurance		5,307,576		—		—
Internet & Direct Marketing Retail		9,374,550		—		—
Internet Software & Services		2,945,983		—		—
IT Services		2,634,391		—		—

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			29

Schedule of Investments (unaudited) (continued)

as of April 30, 2018


	Level 1			Level 2		Level 3
Investments in Securities (continued)
Common Stocks (continued)
Leisure Products	$	161,631		$	—	$	—
Life Sciences Tools & Services		1,060,273			—		—
Machinery		1,988,846			—		—
Media		5,826,176			—		—
Metals & Mining		617,727			—		—
Multi-Utilities		11,247,566			—		—
Multiline Retail		1,190,882			—		—
Oil, Gas & Consumable Fuels		3,947,693			—		—
Personal Products		922,625			—		—
Pharmaceuticals		5,575,224			—		—
Professional Services		364,016			—		—
Real Estate Management & Development		135,930			—		—
Road & Rail		1,217,466			—		—
Semiconductors & Semiconductor Equipment		2,434,547			—		—
Software		3,606,885			—		—
Specialty Retail		5,250,593			—		—
Technology Hardware, Storage & Peripherals		2,615,912			—		—
Textiles, Apparel & Luxury Goods		1,803,292			—		—
Tobacco		5,209,833			—		—
Trading Companies & Distributors		232,076			—		—
Water Utilities		813,852			—		—
Affiliated Mutual Funds		6,834,805			—		—
U.S. Treasury Obligation		—			498,993		—
Other Financial Instruments*
Futures Contracts		(155,992	)		—		—

Total	$	218,378,204		$	498,993	$	—

During the period, there were no transfers between Level 1, Level 2 and Level 3 to report.

See Notes to Financial Statements.


30

Industry Classification:

The industry classification of investments and liabilities in excess of other assets shown as a percentage of net assets as of April 30, 2018 were as follows:


Electric Utilities	9.8	%
Diversified Telecommunication Services	7.5
Banks	6.4
Multi-Utilities	5.1
Beverages	4.3
Internet & Direct Marketing Retail	4.3
Food & Staples Retailing	4.0
Capital Markets	3.2
Affiliated Mutual Funds (including 0.1% of collateral for securities on loan)	3.1
Household Products	3.1
Equity Real Estate Investment Trusts (REITs)	2.7
Media	2.7
Pharmaceuticals	2.6
Food Products	2.5
Insurance	2.4
Specialty Retail	2.4
Tobacco	2.4
Chemicals	2.2
Hotels, Restaurants & Leisure	2.0
Oil, Gas & Consumable Fuels	1.8
Diversified Financial Services	1.7
Software	1.7
Health Care Equipment & Supplies	1.6
Health Care Providers & Services	1.6
Aerospace & Defense	1.6
Biotechnology	1.5
Internet Software & Services	1.4
IT Services	1.2
Technology Hardware, Storage & Peripherals	1.2
Semiconductors & Semiconductor Equipment	1.1
Industrial Conglomerates	0.9
Machinery	0.9
Textiles, Apparel & Luxury Goods	0.8
Consumer Finance	0.8
Road & Rail	0.6	%
Multiline Retail	0.5
Life Sciences Tools & Services	0.5
Automobiles	0.5
Personal Products	0.4
Household Durables	0.4
Independent Power & Renewable Electricity Producers	0.4
Air Freight & Logistics	0.4
Water Utilities	0.4
Containers & Packaging	0.4
Communications Equipment	0.3
Electrical Equipment	0.3
Energy Equipment & Services	0.3
Metals & Mining	0.3
Airlines	0.3
U.S. Treasury Obligation	0.2
Auto Components	0.2
Building Products	0.2
Commercial Services & Supplies	0.2
Professional Services	0.2
Construction Materials	0.1
Electronic Equipment, Instruments & Components	0.1
Distributors	0.1
Trading Companies & Distributors	0.1
Leisure Products	0.1
Real Estate Management & Development	0.1
Construction & Engineering	0.1
Health Care Technology	0.0	*
Diversified Consumer Services	0.0	*

	100.2
Liabilities in excess of other assets	(0.2	)

	100.0	%

*	Less than +/- 0.05%

Effects of Derivative Instruments on the Financial Statements and Primary Underlying Risk Exposure:

The Fund invested in derivative instruments during the reporting period. The primary type of risk associated with these derivative instruments is equity risk. The effect of such

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			31

Schedule of Investments (unaudited) (continued)

as of April 30, 2018

derivative instruments on the Fund’s financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations is presented in the summary below.

Fair values of derivative instruments as of April 30, 2018 as presented in the Statement of Assets and Liabilities:


Derivatives not accounted for as hedging instruments, carried at fair value	Asset Derivatives		Liability Derivatives
	Balance Sheet Location	Fair Value	Balance Sheet Location	Fair Value
Equity contracts	—	$ —	Due from/to broker—variation margin futures	$	155,992	*

*	Includes cumulative appreciation (depreciation) as reported in the schedule of open futures and centrally cleared swap contracts. Only unsettled variation margin receivable (payable) is reported within the Statement of Assets and Liabilities.

The effects of derivative instruments on the Statement of Operations for the six months ended April 30, 2018 are as follows:


Amount of Realized Gain (Loss) on Derivatives Recognized in Income
Derivatives not accounted for as hedging instruments, carried at fair value	Futures
Equity contracts	$	1,008,432


Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income
Derivatives not accounted for as hedging instruments, carried at fair value	Rights(1)		Futures
Equity contracts	$	1,193	$	(498,952	)

(1)	Included in net change in unrealized appreciation (depreciation) on investments in the Statement of Operations.

For the six months ended April 30, 2018, the Fund’s average volume of derivative activities is as follows:


				Futures Contracts— Long Positions(1)
				$	8,239,383

(1)	Notional Amount in USD.

See Notes to Financial Statements.


32

Financial Instruments/Transactions—Summary of Offsetting and Netting Arrangements:

The Portfolio entered into financial instruments/transactions during the reporting period that are either offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements that permit offsetting. The information about offsetting and related netting arrangements for financial instruments/transactions, where the legal right to set-off exists, is presented in the summary below.

Offsetting of financial instrument/transaction assets and liabilities:


Description	Gross Market Value of Recognized Assets/(Liabilities)		Collateral Pledged/(Received)(1)			Net Amount
Securities on Loan	$	303,548	$	(303,548	)	$ —

(1)	Collateral amount disclosed by the Portfolio is limited to the market value of financial instruments/transactions.

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			33

Statement of Assets & Liabilities (unaudited)

as of April 30, 2018


Assets
Investments at value, including securities on loan of $303,548:
Unaffiliated investments (cost $157,757,585)	$	212,198,384
Affiliated investments (cost $6,834,800)		6,834,805
Dividends and interest receivable		371,256
Receivable for Fund shares sold		135,481
Tax reclaim receivable		8,870
Receivable for investments sold		856
Prepaid expenses		709

Total assets		219,550,361


Liabilities
Payable to broker for collateral for securities on loan		310,428
Payable for Fund shares reacquired		263,415
Management fee payable		132,223
Transfer agent’s fee payable		75,664
Distribution fee payable		68,543
Accrued expenses and other liabilities		43,239
Affiliated transfer agent fee payable		27,935
Due to broker—variation margin futures		26,577

Total liabilities		948,024


Net Assets	$	218,602,337


Net assets were comprised of:
Shares of beneficial interest, at par	$	15,194
Paid-in capital in excess of par		157,828,635

		157,843,829
Undistributed net investment income		701,788
Accumulated net realized gain on investment transactions		5,772,594
Net unrealized appreciation on investments and foreign currencies		54,284,126

Net assets, April 30, 2018	$	218,602,337

See Notes to Financial Statements.


34


Class A
Net asset value and redemption price per share, ($173,135,586 ÷ 12,021,725 shares of beneficial interest issued and outstanding)	$	14.40
Maximum sales charge (5.50% of offering price)		0.84

Maximum offering price to public	$	15.24


Class B
Net asset value, offering price and redemption price per share, ($4,987,209 ÷ 348,592 shares of beneficial interest issued and outstanding)	$	14.31


Class C
Net asset value, offering price and redemption price per share, ($34,258,377 ÷ 2,392,786 shares of beneficial interest issued and outstanding)	$	14.32


Class R
Net asset value, offering price and redemption price per share, ($7,305 ÷ 503 shares of beneficial interest issued and outstanding)	$	14.53


Class Z
Net asset value, offering price and redemption price per share, ($6,089,157 ÷ 422,135 shares of beneficial interest issued and outstanding)	$	14.42


Class R6
Net asset value, offering price and redemption price per share, ($124,703 ÷ 8,636 shares of beneficial interest issued and outstanding)	$	14.44

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			35

Statement of Operations (unaudited)

Six Months Ended April 30, 2018


Net Investment Income (Loss)
Income
Unaffiliated dividend income	$	2,525,287
Affiliated dividend income		79,567
Income from securities lending, net (including affiliated income of $2,614)		3,436
Interest income		3,334

Total income		2,611,624


Expenses
Management fee		858,407
Distribution fee(a)		481,275
Transfer agent’s fees and expenses (including affiliated expense of $58,178)(a)		143,583
Registration fees(a)		43,338
Custodian and accounting fees		41,119
Audit fee		24,730
Shareholders’ reports		23,717
Legal fees and expenses		11,614
Trustees’ fees		7,715
Miscellaneous		8,420

Total expenses		1,643,918
Less: Fee waiver and/or expense reimbursement(a)		(23,115	)
Distribution fee waiver(a)		(45,032	)

Net expenses		1,575,771

Net investment income (loss)		1,035,853


Realized And Unrealized Gain (Loss) On Investments And Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions (including affiliated of $(5))		9,153,708
Futures transactions		1,008,432

		10,162,140

Net change in unrealized appreciation (depreciation) on:
Investments (including affiliated of $(6))		(6,702,629	)
Futures		(498,952	)
Foreign currencies		290

		(7,201,291	)

Net gain (loss) on investment and foreign currency transactions		2,960,849

Net Increase (Decrease) In Net Assets Resulting From Operations	$	3,996,702

(a)	Class specific expenses and waiver were as follows:


	Class A			Class B			Class C		Class R			Class Z		Class R6
Distribution fee		270,138			28,601			182,509		27			—		—
Transfer agent’s fees and expenses		108,566			13,680			17,622		399			3,294		22
Registration fees		7,348			7,056			7,485		7,185			7,057		7,207
Fee waiver and/or expense reimbursement		—			(8,489	)		—		(7,567	)		—		(7,059	)
Distribution fee waiver		(45,023	)		—			—		(9	)		—		—

See Notes to Financial Statements.


36

Statements of Changes in Net Assets (unaudited)


	Six Months Ended April 30, 2018			Year Ended October 31, 2017
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$	1,035,853		$	1,876,420
Net realized gain (loss) on investment and foreign currency transactions		10,162,140			7,869,746
Net change in unrealized appreciation (depreciation) on investments and foreign currencies		(7,201,291	)		24,929,447

Net increase (decrease) in net assets resulting from operations		3,996,702			34,675,613


Dividends and Distributions
Dividends from net investment income
Class A		(1,620,119	)		(2,090,702	)
Class B		(9,383	)		(42,128	)
Class C		(73,546	)		(201,451	)
Class R		(47	)		(3,166	)
Class Z		(72,608	)		(96,074	)
Class R6		(1,319	)		—

		(1,777,022	)		(2,433,521	)

Distributions from net realized gains
Class A		(6,182,430	)		(10,624,756	)
Class B		(200,027	)		(520,479	)
Class C		(1,274,307	)		(2,488,861	)
Class R		(245	)		(20,046	)
Class Z		(224,897	)		(407,553	)
Class R6		(3,795	)		—

		(7,885,701	)		(14,061,695	)


Fund share transactions (Net of share conversions)
Net proceeds from shares sold		3,066,219			7,282,000
Net asset value of shares issued in reinvestment of dividends and distributions		9,476,379			16,111,166
Cost of shares reacquired		(17,366,379	)		(36,046,707	)

Net increase (decrease) in net assets from Fund share transactions		(4,823,781	)		(12,653,541	)

Total increase (decrease)		(10,489,802	)		5,526,856

Net Assets:
Beginning of period		229,092,139			223,565,283

End of period(a)	$	218,602,337		$	229,092,139

(a) Includes undistributed/(distributions in excess of) net investment income of:	$	701,788		$	1,442,957

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			37

Notes to Financial Statements (unaudited)

Prudential Investment Portfolios 16 (the “Trust”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company. The Trust was established as a Delaware business trust on July 29, 1998. The Trust currently consists of two funds: PGIM Income Builder Fund and PGIM QMA Defensive Equity Fund, each of which are diversified funds. These financial statements relate only to the PGIM QMA Defensive Equity Fund (the “Fund”). Effective June 11, 2018, the Funds’ names were changed by replacing “Prudential” with “PGIM” in each Fund’s name and Class Q shares were renamed Class R6 shares.

The investment objective of the Fund is to seek long-term capital appreciation.

1. Accounting Policies


38

Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the Schedule of Investments.

Restricted and Illiquid Securities: Subject to guidelines adopted by the Board, the Fund may invest up to 15% of its net assets in illiquid securities, including those which are restricted as to disposition under securities law (“restricted securities”). Restricted securities are valued pursuant to the valuation procedures noted above. Illiquid securities are those that, because of the absence of a readily available market or due to legal or contractual restrictions on resale, cannot be sold within seven days in the ordinary course of business at approximately the amount at which the Fund has valued the investment. Therefore, the Fund may find it difficult to sell illiquid securities at the time considered most advantageous by its Subadviser and may incur transaction costs that would not be incurred


PGIM QMA Defensive Equity Fund			39

Notes to Financial Statements (unaudited) (continued)

in the sale of securities that were freely marketable. Certain securities that would otherwise be considered illiquid because of legal restrictions on resale to the general public may be traded among qualified institutional buyers under Rule 144A of the Securities Act of 1933. These Rule 144A securities, as well as commercial paper that is sold in private placements under Section 4(2) of the Securities Act, may be deemed liquid by the Fund’s Subadviser under the guidelines adopted by the Trustees of the Trust. However, the liquidity of the Fund’s investments in Rule 144A securities could be impaired if trading does not develop or declines.

Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:

(i) market value of investment securities, other assets and liabilities—at the current rates of exchange;

(ii) purchases and sales of investment securities, income and expenses—at the rates of exchange prevailing on the respective dates of such transactions.

Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from the disposition of holdings of foreign currencies, currency gains (losses) realized between the trade and settlement dates on securities transactions, and the difference between the amounts of interest, dividends and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains (losses) from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currencies.


40

“variation margin,” are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security. Such variation margin is recorded for financial statement purposes on a daily basis as unrealized gain (loss). When the contract expires or is closed, the gain (loss) is realized and is presented in the Statement of Operations as net realized gain (loss) on futures transactions.

The Fund invested in financial futures contracts in order to hedge its existing portfolio securities, or securities the Fund intends to purchase, against fluctuations in value caused by changes in value of equities. The use of futures transactions involves the risk of imperfect correlation in movements in the price of futures contracts and the underlying hedged assets. Since futures contracts are exchange-traded, there is minimal counterparty credit risk to the Fund since the exchanges’ clearinghouse acts as counterparty to all exchange-traded futures and guarantees the futures contracts against default.

Warrants and Rights: The Fund may hold warrants and rights acquired either through a direct purchase or pursuant to corporate actions. Warrants and rights entitle the holder to buy a proportionate amount of common stock, or such other security that the issuer may specify, at a specific price and time through the expiration dates. Such warrants and rights are held as long positions by the Fund until exercised, sold or expired. Warrants and rights are valued at fair value in accordance with the Board approved fair valuation procedures.


PGIM QMA Defensive Equity Fund			41

Notes to Financial Statements (unaudited) (continued)

borrower will return to the Fund securities identical to the loaned securities. Should the borrower of the securities fail financially, the Fund has the right to repurchase the securities in the open market using the collateral.

Concentration of Risk: Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political or economic instability or the level of governmental supervision and regulation of foreign securities markets.

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains (losses) from investment and currency transactions are calculated on the specific identification method. Dividend income is recorded on the ex-date. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual. Net investment income or loss (other than class specific expenses and waivers, which are allocated as noted below) and unrealized and realized gains (losses) are allocated daily to each class of shares based upon the relative proportion of adjusted net assets of each class at the beginning of the day.


42

Dividends and Distributions: The Fund expects to pay dividends from net investment income and distributions from net realized capital gains, if any, annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified amongst undistributed net investment income, accumulated net realized gain (loss) and paid-in capital in excess of par, as appropriate.

2. Agreements

The Trust, on behalf of the Fund, has a management agreement with PGIM Investments. Pursuant to this agreement, PGIM Investments has responsibility for all investment advisory services and supervises the Subadviser’s performance of such services. In addition, under the management agreement, PGIM Investments provides all of the administrative functions necessary for the organization, operation and management of the Fund. PGIM Investments administers the corporate affairs of the Fund and, in connection therewith, furnishes the Fund with office facilities, together with those ordinary clerical and bookkeeping services which are not being furnished by, the Fund’s custodian (the Custodian), and the Fund’s transfer agent. PGIM Investments is also responsible for the staffing and management of dedicated groups of legal, marketing, compliance and related personnel necessary for the operation of the Fund. The legal, marketing, compliance and related personnel are also responsible for the management and oversight of the various service providers to the Fund, including, but not limited to, the custodian, transfer agent, and accounting agent.

PGIM Investments has entered into a subadvisory agreement with Quantitative Management Associates, LLC (“QMA”). The subadvisory agreement provides that QMA will furnish investment advisory services in connection with the management of the Fund. In connection therewith, QMA is obligated to keep certain books and records of the Fund. PGIM Investments pays for the services of QMA, the cost of compensation of officers of the Fund, occupancy and certain clerical and bookkeeping costs of the Fund. The Fund bears all other costs and expenses.

The management fee paid to PGIM Investments is accrued daily and payable monthly at an annual rate of 0.75% of the average daily net assets up to $500 million, 0.70% of average daily net assets for the next $500 million and 0.65% of average daily net assets in excess of $1 billion. The effective management fee rate before any waivers and/or expense reimbursements, was 0.75% for the six months ended April 30, 2018.

PGIM Investments has contractually agreed, through February 29, 2020, to limit transfer agency, shareholder servicing, sub-transfer agency, and blue sky fees, as applicable, to the extent that such fees cause the total annual Fund operating expenses to exceed 2.28% of


PGIM QMA Defensive Equity Fund			43

Notes to Financial Statements (unaudited) (continued)

average daily net assets for Class B shares, 1.78% of average daily net assets for Class R shares, or 1.14% of average daily net assets for Class R6 shares. This contractual expense limitation excludes interest, brokerage, taxes (such as income and foreign withholding taxes, stamp duty and deferred tax expenses), acquired fund fees and expenses, extraordinary expenses, and certain other Fund expenses such as dividend and interest expense and broker charges on short sales. Fees and/or expenses waived and/or reimbursed by the Manager may be recouped by the Manager within the same fiscal year during which such waiver and/or reimbursement is made if such recoupment can be realized without exceeding the expense limit in effect at the time of the recoupment for that fiscal year. The effective management fee rate, net of any waivers and/or expense reimbursements, was 0.73% for the six months ended April 30, 2018.

The Trust, on behalf of the Fund, has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”), which acts as the distributor of the Class A, Class B, Class C, Class R, Class Z and Class R6 shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund’s Class A, Class B, Class C and Class R shares, pursuant to plans of distribution (the “Distribution Plans”), regardless of expenses actually incurred by PIMS. The distribution fees are accrued daily and payable monthly. No distribution or service fees are paid to PIMS as distributor of the Class Z and Class R6 shares of the Fund.

Pursuant to the Distribution Plans, the Fund compensates PIMS for distribution related activities at an annual rate of up to 0.30%, 1%, 1% and 0.75% of the average daily net assets of the Class A, Class B, Class C and Class R shares, respectively. PIMS has contractually agreed through February 28, 2019 to limit such expenses to 0.25% and 0.50% of the average daily net assets of the Class A and Class R shares, respectively.

PIMS has advised the Fund that it received $51,872, in front-end sales charges resulting from sales of Class A shares, during the six months ended April 30, 2018. From these fees, PIMS paid such sales charges to broker-dealers, which in turn paid commissions to salespersons and incurred other distribution costs.

PIMS has advised the Fund that for the six months ended April 30, 2018, it received $1,880 and $843 in contingent deferred sales charges imposed upon redemptions by certain Class B and Class C shareholders, respectively.

PGIM Investments, PIMS and QMA are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).


44

3. Other Transactions with Affiliates

The Fund may invest its overnight sweep cash in the PGIM Core Ultra Short Bond Fund (the “Core Fund”), and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), each a series of Prudential Investment Portfolios 2, registered under the 1940 Act and managed by PGIM Investments. For the reporting period ended April 30, 2018, PGIM, Inc. was compensated $150 by PGIM Investments for managing the Fund’s securities lending cash collateral as subadviser to the Money Market Fund. Earnings from the Core Fund and Money Market Fund are disclosed on the Statement of Operations as “Affiliated dividend income” and “Income from securities lending, net”, respectively.

4. Portfolio Securities

A summary of cost of purchases and proceeds from sales of shares of affiliated mutual funds for the six months ended April 30, 2018, is presented as follows:


Affiliated Mutual Funds*	Value, beginning of period		Cost of Purchases		Proceeds from Sales		Change in Unrealized Gain (Loss)			Realized Gain (Loss)			Value, end of Period		Shares, end of Period		Dividend Income
PGIM Core Ultra Short Bond Fund	$	9,196,634	$	50,472,939	$	53,145,417		$—			$—		$	6,524,156		6,524,156	$	79,567
PGIM Institutional Money Market Fund		530,123		6,662,647		6,882,110		(6	)		(5	)		310,649		310,649		2,614

Total	$	9,726,757	$	57,135,586	$	60,027,527	$	(6	)	$	(5	)	$	6,834,805			$	82,181

*	The Fund did not have any capital gain distributions during the reporting period.


PGIM QMA Defensive Equity Fund			45

Notes to Financial Statements (unaudited) (continued)

5. Tax Information

The United States federal income tax basis of the Fund’s investments and the net unrealized appreciation as of April 30, 2018 were as follows:


Tax Basis	$	168,968,823

Gross Unrealized Appreciation		56,077,333
Gross Unrealized Depreciation		(6,168,959	)

Net Unrealized Appreciation	$	49,908,374

The book basis may differ from tax basis due to certain tax-related adjustments.

6. Capital and Ownership

The Fund offers Class A, Class B, Class C, Class R, Class Z and Class R6 shares. Class A shares are sold with a maximum front-end sales charge of 5.50%. Investors who purchase $1 million or more of Class A shares and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (“CDSC”) of 1%, although they are not subject to an initial sales charge. The Class A CDSC is waived for certain retirement and/or benefit plans. A special exchange privilege is also available for shareholders who qualified to purchase Class A shares at net asset value. Class B shares are subject to a CDSC of 5%, which decreases by 1% annually to 1% in the fifth and sixth years and 0% in the seventh year. Class B shares automatically convert to Class A shares on a quarterly basis approximately seven years after purchase. Class B shares are closed to new purchases. Class C shares are sold with a CDSC of 1% on sales made within 12 months of purchase. Class R, Class Z and Class R6 shares are not subject to any sales or redemption charge and are offered exclusively for sale to a limited group of investors.

The Fund has authorized an unlimited number of shares of beneficial interest at $0.001 par value per share, divided into six classes, designated Class A, Class B, Class C, Class R, Class Z and Class R6.


46

As of April 30, 2018, Prudential, through its affiliate entities, owned 305 Class R shares and 785 Class R6 shares of the Fund. At reporting period end, 2 shareholders of record held 35% of the Fund’s outstanding shares on behalf of multiple beneficial owners.

Transactions in shares of beneficial interest were as follows:


Class A	Shares			Amount
Six months ended April 30, 2018:
Shares sold		137,339		$	2,043,739
Shares issued in reinvestment of dividends and distributions		513,845			7,656,287
Shares reacquired		(800,255	)		(11,888,418	)

Net increase (decrease) in shares outstanding before conversion		(149,071	)		(2,188,392	)
Shares issued upon conversion from other share class(es)		66,314			1,006,557
Shares reacquired upon conversion into other share class(es)		(21,055	)		(311,612	)

Net increase (decrease) in shares outstanding		(103,812	)	$	(1,493,447	)

Year ended October 31, 2017:
Shares sold		337,903		$	4,698,783
Shares issued in reinvestment of dividends and distributions		938,366			12,527,192
Shares reacquired		(1,660,772	)		(23,231,213	)

Net increase (decrease) in shares outstanding before conversion		(384,503	)		(6,005,238	)
Shares issued upon conversion from other share class(es)		319,919			4,515,722
Shares reacquired upon conversion into other share class(es)		(74,241	)		(1,045,384	)

Net increase (decrease) in shares outstanding		(138,825	)	$	(2,534,900	)

Class B
Six months ended April 30, 2018:
Shares issued in reinvestment of dividends and distributions		14,092		$	209,400
Shares reacquired		(23,109	)		(340,229	)

Net increase (decrease) in shares outstanding before conversion		(9,017	)		(130,829	)
Shares reacquired upon conversion into other share class(es)		(65,056	)		(981,823	)

Net increase (decrease) in shares outstanding		(74,073	)	$	(1,112,652	)

Year ended October 31, 2017:
Shares sold		3,336		$	45,380
Shares issued in reinvestment of dividends and distributions		42,047			560,494
Shares reacquired		(87,123	)		(1,203,233	)

Net increase (decrease) in shares outstanding before conversion		(41,740	)		(597,359	)
Shares reacquired upon conversion into other share class(es)		(176,032	)		(2,476,652	)

Net increase (decrease) in shares outstanding		(217,772	)	$	(3,074,011	)


PGIM QMA Defensive Equity Fund			47

Notes to Financial Statements (unaudited) (continued)


Class C	Shares			Amount
Six months ended April 30, 2018:
Shares sold		44,751		$	656,558
Shares issued in reinvestment of dividends and distributions		89,964			1,335,958
Shares reacquired		(245,125	)		(3,610,345	)

Net increase (decrease) in shares outstanding before conversion		(110,410	)		(1,617,829	)
Shares reacquired upon conversion into other share class(es)		(22,470	)		(331,473	)

Net increase (decrease) in shares outstanding		(132,880	)	$	(1,949,302	)

Year ended October 31, 2017:
Shares sold		99,453		$	1,379,289
Shares issued in reinvestment of dividends and distributions		189,094			2,518,726
Shares reacquired		(539,499	)		(7,478,815	)

Net increase (decrease) in shares outstanding before conversion		(250,952	)		(3,580,800	)
Shares reacquired upon conversion into other share class(es)		(172,464	)		(2,399,983	)

Net increase (decrease) in shares outstanding		(423,416	)	$	(5,980,783	)

Class R
Six months ended April 30, 2018:
Shares sold		10		$	154
Shares issued in reinvestment of dividends and distributions		20			293
Shares reacquired		—			(3	)

Net increase (decrease) in shares outstanding		30		$	444

Year ended October 31, 2017:
Shares sold		2,446		$	33,655
Shares issued in reinvestment of dividends and distributions		1,739			23,213
Shares reacquired		(26,468	)		(390,139	)

Net increase (decrease) in shares outstanding		(22,283	)	$	(333,271	)

Class Z
Six months ended April 30, 2018:
Shares sold		24,147		$	357,963
Shares issued in reinvestment of dividends and distributions		18,052			269,327
Shares reacquired		(101,928	)		(1,517,434	)

Net increase (decrease) in shares outstanding before conversion		(59,729	)		(890,144	)
Shares issued upon conversion from other share class(es)		40,858			607,107

Net increase (decrease) in shares outstanding		(18,871	)	$	(283,037	)

Year ended October 31, 2017:
Shares sold		74,620		$	1,033,865
Shares issued in reinvestment of dividends and distributions		36,016			481,541
Shares reacquired		(259,965	)		(3,641,446	)

Net increase (decrease) in shares outstanding before conversion		(149,329	)		(2,126,040	)
Shares issued upon conversion from other share class(es)		99,281			1,386,228
Shares reacquired upon conversion into other share class(es)		(6,970	)		(99,571	)

Net increase (decrease) in shares outstanding		(57,018	)	$	(839,383	)


48


Class R6	Shares			Amount
Six months ended April 30, 2018:
Shares sold		526		$	7,805
Shares issued in reinvestment of dividends and distributions		342			5,114
Shares reacquired		(666	)		(9,950	)

Net increase (decrease) in shares outstanding before conversion		202			2,969
Shares issued upon conversion from other share class(es)		743			11,244

Net increase (decrease) in shares outstanding		945		$	14,213

Period ended October 31, 2017*:
Shares sold		6,485		$	91,028
Shares reacquired		(7,090	)		(101,861	)

Net increase (decrease) in shares outstanding before conversion		(605	)		(10,833	)
Shares issued upon conversion from other share class(es)		8,296			119,640

Net increase (decrease) in shares outstanding		7,691		$	108,807

*	Commencement of offering was December 28, 2016.

7. Borrowings

The Trust, on behalf of the Fund, along with other affiliated registered investment companies (the “Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The SCA provides for a commitment of $900 million for the period October 5, 2017 through October 4, 2018. The Funds pay an annualized commitment fee of 0.15% of the unused portion of the SCA. The Fund’s portion of the commitment fee for the unused amount, allocated based upon a method approved by the Board, is accrued daily and paid quarterly. The interest on borrowings under the SCAs is paid monthly and at a per annum interest rate based upon a contractual spread plus the higher of (1) the effective federal funds rate, (2) the 1-month LIBOR rate or (3) zero percent.

The Fund did not utilize the SCA during the reporting period ended April 30, 2018.


PGIM QMA Defensive Equity Fund			49

Financial Highlights (unaudited)


Class A Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018(b)			2017(b)			2016(b)			2015			2014(b)(f)			2014(b)			2013(b)
Per Share Operating Performance:
Net Asset Value, Beginning of Period		$14.78			$13.68			$13.71			$14.26			$13.65			$12.86			$11.23
Income (loss) from investment operations:
Net investment income (loss)		0.08			0.13			0.16			0.13			0.03			0.12			0.13
Net realized and unrealized gain (loss) on investment transactions		0.19			2.02			0.21			0.24			0.58			1.46			1.72
Total from investment operations		0.27			2.15			0.37			0.37			0.61			1.58			1.85
Less Dividends and Distributions:
Dividends from net investment income		(0.13	)		(0.17	)		(0.14	)		(0.12	)		-			(0.13	)		(0.22	)
Distributions from net realized gains		(0.52	)		(0.88	)		(0.26	)		(0.80	)		-			(0.66	)		-
Total dividends and distributions		(0.65	)		(1.05	)		(0.40	)		(0.92	)		-			(0.79	)		(0.22	)
Net asset value, end of period		$14.40			$14.78			$13.68			$13.71			$14.26			$13.65			$12.86
Total Return(a)		1.68%			16.53%			2.85%			2.64%			4.47%			12.66%			16.69%

Ratios/Supplemental Data:
Net assets, end of period (000)		$173,136			$179,231			$167,731			$176,009			$184,830			$181,385			$179,711
Average net assets (000)		$181,584			$175,657			$172,299			$180,590			$181,880			$182,251			$172,847
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.23%	(d)		1.28%			1.30%			1.27%			1.40%	(d)		1.25%			1.38%
Expense before waivers and/or expense reimbursement		1.28%	(d)		1.33%			1.35%			1.32%			1.45%	(d)		1.30%			1.43%
Net investment income (loss)		1.05%	(d)		0.96%			1.20%			0.88%			0.74%	(d)		0.90%			1.05%
Portfolio turnover rate(g)		66%	(e)		103%			96%			74%			20%	(e)		87%			239%

(a)

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


50


Class B Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018(b)			2017(b)			2016(b)			2015			2014(b)(f)			2014(b)			2013(b)
Per Share Operating Performance:
Net Asset Value, Beginning of Period		$14.66			$13.57			$13.60			$14.15			$13.58			$12.80			$11.17
Income (loss) from investment operations:
Net investment income (loss)		-	(g)		0.03			0.06			0.04			-	(g)		0.02			0.04
Net realized and unrealized gain (loss) on investment transactions		0.19			2.01			0.21			0.23			0.57			1.45			1.73
Total from investment operations		0.19			2.04			0.27			0.27			0.57			1.47			1.77
Less Dividends and Distributions:
Dividends from net investment income		(0.02	)		(0.07	)		(0.04	)		(0.02	)		-			(0.03	)		(0.14	)
Distributions from net realized gains		(0.52	)		(0.88	)		(0.26	)		(0.80	)		-			(0.66	)		-
Total dividends and distributions		(0.54	)		(0.95	)		(0.30	)		(0.82	)		-			(0.69	)		(0.14	)
Net asset value, end of period		$14.31			$14.66			$13.57			$13.60			$14.15			$13.58			$12.80
Total Return(a)		1.16%			15.71%			2.07%			1.90%			4.20%			11.84%			15.94%

Ratios/Supplemental Data:
Net assets, end of period (000)		$4,987			$6,195			$8,689			$12,401			$17,164			$17,425			$20,780
Average net assets (000)		$5,768			$7,431			$10,392			$14,669			$17,140			$19,454			$22,938
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		2.28%	(d)		2.03%			2.05%			2.02%			2.15%	(d)		2.00%			2.13%
Expense before waivers and/or expense reimbursement		2.58%	(d)		2.03%			2.05%			2.02%			2.15%	(d)		2.00%			2.13%
Net investment income (loss)		0.01%	(d)		0.24%			0.46%			0.15%			-%	(d)(h)		0.16%			0.30%
Portfolio turnover rate(i)		66%	(e)		103%			96%			74%			20%	(e)		87%			239%

(a)

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	Less than $0.005.

(h)	Less than 0.005%.

(i)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			51

Financial Highlights (unaudited) (continued)


Class C Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018(b)			2017(b)			2016(b)			2015			2014(b)(f)			2014(b)			2013(b)
Per Share Operating Performance:
Net Asset Value, Beginning of Period		$14.65			$13.56			$13.60			$14.15			$13.57			$12.80			$11.17
Income (loss) from investment operations:
Net investment income (loss)		0.02			0.03			0.06			0.02			-	(g)		0.02			0.04
Net realized and unrealized gain (loss) on investment transactions		0.20			2.01			0.20			0.25			0.58			1.44			1.73
Total from investment operations		0.22			2.04			0.26			0.27			0.58			1.46			1.77
Less Dividends and Distributions:
Dividends from net investment income		(0.03	)		(0.07	)		(0.04	)		(0.02	)		-			(0.03	)		(0.14	)
Distributions from net realized gains		(0.52	)		(0.88	)		(0.26	)		(0.80	)		-			(0.66	)		-
Total dividends and distributions		(0.55	)		(0.95	)		(0.30	)		(0.82	)		-			(0.69	)		(0.14	)
Net asset value, end of period		$14.32			$14.65			$13.56			$13.60			$14.15			$13.57			$12.80
Total Return(a)		1.34%			15.72%			2.00%			1.91%			4.27%			11.75%			15.94%

Ratios/Supplemental Data:
Net assets, end of period (000)		$34,258			$37,006			$40,003			$45,046			$50,550			$49,855			$48,666
Average net assets (000)		$36,804			$38,497			$42,741			$48,105			$50,000			$49,435			$49,670
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.99%	(d)		2.03%			2.05%			2.02%			2.15%	(d)		2.00%			2.13%
Expense before waivers and/or expense reimbursement		1.99%	(d)		2.03%			2.05%			2.02%			2.15%	(d)		2.00%			2.13%
Net investment income (loss)		0.29%	(d)		0.22%			0.45%			0.13%			(0.01)%	(d)		0.15%			0.30%
Portfolio turnover rate(h)		66%	(e)		103%			96%			74%			20%	(e)		87%			239%

(a)

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	Less than $.005.

(h)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


52


Class R Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018(b)			2017(b)			2016(b)			2015			2014(b)(f)			2014(b)			2013(b)
Per Share Operating Performance:
Net Asset Value, Beginning of Period		$14.91			$13.64			$13.68			$14.23			$13.63			$12.85			$11.21
Income (loss) from investment operations:
Net investment income (loss)		0.04			0.10			0.12			0.09			0.02			0.09			0.10
Net realized and unrealized gain (loss) on investment transactions		0.20			2.18			0.20			0.25			0.58			1.44			1.73
Total from investment operations		0.24			2.28			0.32			0.34			0.60			1.53			1.83
Less Dividends and Distributions:
Dividends from net investment income		(0.10	)		(0.13	)		(0.10	)		(0.09	)		-			(0.09	)		(0.19	)
Distributions from net realized gains		(0.52	)		(0.88	)		(0.26	)		(0.80	)		-			(0.66	)		-
Total dividends and distributions		(0.62	)		(1.01	)		(0.36	)		(0.89	)		-			(0.75	)		(0.19	)
Net asset value, end of period		$14.53			$14.91			$13.64			$13.68			$14.23			$13.63			$12.85
Total Return(a)		1.43%			17.62%			2.51%			2.39%			4.40%			12.32%			16.52%

Ratios/Supplemental Data:
Net assets, end of period (000)		$7			$7			$311			$341			$434			$415			$373
Average net assets (000)		$7			$345			$345			$358			$422			$391			$341
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.78%	(d)		1.54%			1.55%			1.52%			1.65%	(d)		1.50%			1.63%
Expense before waivers and/or expense reimbursement		208.60%	(d)		1.79%			1.80%			1.77%			1.90%	(d)		1.75%			1.88%
Net investment income (loss)		0.50%	(d)		0.75%			0.95%			0.63%			0.48%	(d)		0.65%			0.81%
Portfolio turnover rate(g)		66%	(e)		103%			96%			74%			20%	(e)		87%			239%

(a)

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			53

Financial Highlights (unaudited) (continued)


Class Z Shares
	Six Months Ended April 30,			Year Ended October 31,									Three Months Ended October 31,			Year Ended July 31,
	2018(b)			2017(b)			2016(b)			2015			2014(b)(f)			2014(b)			2013(b)
Per Share Operating Performance:
Net Asset Value, Beginning of Period		$14.83			$13.72			$13.75			$14.30			$13.68			$12.89			$11.24
Income (loss) from investment operations:
Net investment income (loss)		0.08			0.17			0.19			0.15			0.03			0.15			0.16
Net realized and unrealized gain (loss) on investment transactions		0.19			2.02			0.21			0.26			0.59			1.46			1.74
Total from investment operations		0.27			2.19			0.40			0.41			0.62			1.61			1.90
Less Dividends and Distributions:
Dividends from net investment income		(0.16	)		(0.20	)		(0.17	)		(0.16	)		-			(0.16	)		(0.25	)
Distributions from net realized gains		(0.52	)		(0.88	)		(0.26	)		(0.80	)		-			(0.66	)		-
Total dividends and distributions		(0.68	)		(1.08	)		(0.43	)		(0.96	)		-			(0.82	)		(0.25	)
Net asset value, end of period		$14.42			$14.83			$13.72			$13.75			$14.30			$13.68			$12.89
Total Return(a)		1.68%			16.84%			3.10%			2.89%			4.53%			12.90%			17.13%

Ratios/Supplemental Data:
Net assets, end of period (000)		$6,089			$6,540			$6,832			$5,126			$3,694			$3,473			$3,346
Average net assets (000)		$6,523			$6,611			$5,953			$4,473			$4,210			$3,596			$3,533
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.17%	(d)		1.03%			1.05%			1.02%			1.15%	(d)		1.00%			1.13%
Expense before waivers and/or expense reimbursement		1.17%	(d)		1.03%			1.05%			1.02%			1.15%	(d)		1.00%			1.13%
Net investment income (loss)		1.11%	(d)		1.22%			1.46%			1.12%			0.99%	(d)		1.16%			1.30%
Portfolio turnover rate(g)		66%	(e)		103%			96%			74%			20%	(e)		87%			239%

(a)

(b)	Calculated based on average shares outstanding during the period.

(c)	Does not include expenses of the underlying funds in which the Fund invests.

(d)	Annualized.

(e)	Not annualized.

(f)	For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


54


Class R6 Shares
	Six Months Ended April 30, 2018			December 28, 2016(a) through October 31, 2017
Per Share Operating Performance(b):
Net Asset Value, Beginning of Period		$14.85			$13.34
Income (loss) from investment operations:
Net investment income (loss)		0.08			0.14
Net realized and unrealized gain (loss) on investment transactions		0.20			1.37
Total from investment operations		0.28			1.51
Less Dividends and Distributions:
Dividends from net investment income		(0.17	)		-
Distributions from net realized gains on investments		(0.52	)		-
Total dividends and distributions		(0.69	)		-
Net asset value, end of period		$14.44			$14.85
Total Return(c):		1.76%			11.32%

Ratios/Supplemental Data:
Net assets, end of period (000)		$125			$114
Average net assets (000)		$119			$61
Ratios to average net assets(d):
Expenses after waivers and/or expense reimbursement		1.14%	(e)		0.88%	(e)
Expenses before waivers and/or expense reimbursement		13.12%	(e)		0.88%	(e)
Net investment income (loss)		1.14%	(e)		1.19%	(e)
Portfolio turnover rate(g)		66%	(f)		103%	(f)

(a)	Commencement of operations.

(b)	Calculated based on average shares outstanding during the period.

(c)

(d)	Does not include expenses of the underlying funds in which the Fund invests.

(e)	Annualized.

(f)	Not annualized.

(g)	The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

See Notes to Financial Statements.


PGIM QMA Defensive Equity Fund			55

^∎ MAIL

^∎ TELEPHONE

^∎ WEBSITE

655 Broad Street

Newark, NJ 07102

(800) 225-1852

www.pgiminvestments.com

PROXY VOTING

The Board of Trustees of the Fund has delegated to the Fund’s investment subadviser the responsibility for voting any proxies and maintaining proxy recordkeeping with respect to the Fund. A description of these proxy voting policies and procedures is available without charge, upon request, by calling (800) 225-1852. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the Fund’s website and on the Securities and Exchange Commission’s website.

TRUSTEES

OFFICERS

Stuart S. Parker, President • Scott E. Benjamin, Vice President • M. Sadiq Peshimam, Treasurer and Principal Financial and Accounting Officer • Raymond A. O’ Hara, Chief Legal Officer • Chad A. Earnst, Chief Compliance Officer • Deborah A. Docs, Secretary • Dino Capasso, Vice President and Deputy Chief Compliance Officer • Charles H. Smith, Anti-Money Laundering Compliance Officer • Jonathan D. Shain, Assistant Secretary • Claudia DiGiacomo, Assistant Secretary • Andrew R. French, Assistant Secretary • Peter Parrella, Assistant Treasurer • Lana Lomuti, Assistant Treasurer • Linda McMullin, Assistant Treasurer • Kelly A. Coyne, Assistant Treasurer


MANAGER	PGIM Investments LLC	655 Broad Street Newark, NJ 07102

INVESTMENT SUBADVISER	Quantitative Management Associates LLC	Gateway Center Two 100 Mulberry Street Newark, NJ 07102

DISTRIBUTOR	Prudential Investment Management Services LLC	655 Broad Street Newark, NJ 07102

CUSTODIAN	The Bank of New York Mellon	225 Liberty Street New York, NY 10286

TRANSFER AGENT	Prudential Mutual Fund Services LLC	PO Box 9658 Providence, RI 02940

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	KPMG LLP	345 Park Avenue New York, NY 10154

FUND COUNSEL	Willkie Farr & Gallagher LLP	787 Seventh Avenue New York, NY 10019

E-DELIVERY

SHAREHOLDER COMMUNICATIONS WITH TRUSTEES

Shareholders can communicate directly with the Board of Trustees by writing to the Chair of the Board, PGIM QMA Defensive Equity Fund, PGIM Investments, Attn: Board of Trustees, 655 Broad Street, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee by writing to the same address. Communications are not screened before being delivered to the addressee.

AVAILABILITY OF PORTFOLIO SCHEDULE

Mutual Funds:

ARE NOT INSURED BY THE FDIC OR ANY

FEDERAL GOVERNMENT AGENCY

MAY LOSE VALUE

ARE NOT A DEPOSIT OF OR GUARANTEED

BY ANY BANK OR ANY BANK AFFILIATE

PGIM QMA DEFENSIVE EQUITY FUND

SHARE CLASS

R6*

NASDAQ

PAMGX

DMGBX

PIMGX

SPMRX

PDMZX

PAMQX

CUSIP

74442X868

74442X785

74442X793

74442X819

74442X827

74442X777

*Formerly known as Class Q shares.

MFSP504E4

Item 2 – Code of Ethics – Not required, as this is not an annual filing.

Item 3 – Audit Committee Financial Expert – Not required, as this is not an annual filing.

Item 4 – Principal Accountant Fees and Services – Not required, as this is not an annual filing.

Item 5 – Audit Committee of Listed Registrants – Not applicable.

Item 6 –

Schedule of Investments – The schedule is included as part of the report to shareholders filed under Item 1 of this Form.

Item 7 –

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not applicable.

Item 8 –

Portfolio Managers of Closed-End Management Investment Companies – Not applicable.

Item 9 –

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not applicable.

Item 10 – Submission of Matters to a Vote of Security Holders – Not applicable.

Item 11 – Controls and Procedures

(a)

It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.

(b)

There has been no significant change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter of the period covered by this report that has materially affected, or is likely to materially affect, the registrant’s internal control over financial reporting.

Item 12 – Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Registrant:		Prudential Investment Portfolios 16

By:		/s/ Deborah A. Docs
		Deborah A. Docs
		Secretary

Date:		June 18, 2018

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


By:		/s/ Stuart S. Parker
		Stuart S. Parker
		President and Principal Executive Officer

Date:		June 18, 2018

By:		/s/ M. Sadiq Peshimam
		M. Sadiq Peshimam
		Treasurer and Principal Financial and Accounting Officer

Date:		June 18, 2018