N-CSR 1 d448781dncsr.htm PRUDENTIAL INVESTMENT PORTFOLIOS 9 Prudential Investment Portfolios 9

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:   811-09101
Exact name of registrant as specified in charter:   Prudential Investment Portfolios 9
Address of principal executive offices:   655 Broad Street, 6th Floor
  Newark, New Jersey 07102
Name and address of agent for service:   Andrew R. French
  655 Broad Street, 6th Floor
  Newark, New Jersey 07102
Registrant’s telephone number, including area code:   800-225-1852
Date of fiscal year end:   10/31/2023
Date of reporting period:   10/31/2023


Item 1 – Reports to Stockholders


LOGO

PGIM ABSOLUTE RETURN BOND FUND

 

 

ANNUAL REPORT

OCTOBER 31, 2023

 

LOGO

To enroll in e-delivery, go to pgim.com/investments/resource/edelivery


Table of Contents

 

Letter from the President

     3      

Your Fund’s Performance

     4      

Growth of a $10,000 Investment

     5      

Strategy and Performance Overview

     8      

Fees and Expenses

     11      

Holdings and Financial Statements

     13      

Approval of Advisory Agreements

        

 

 

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

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

Mutual funds are distributed by Prudential Investment Management Services LLC (PIMS), member SIPC. PGIM Fixed Income is a unit of PGIM, Inc. (PGIM), a registered investment adviser. PIMS and PGIM are Prudential Financial companies. © 2023 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.

 

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Letter from the President

 

LOGO   

 

Dear Shareholder:

 

We hope you find the annual report for the PGIM Absolute Return Bond Fund informative and useful. The report covers performance for the 12-month period that ended October 31, 2023.

 

Although central banks raised interest rates aggressively to tame surging inflation during the period, the global economy and financial markets demonstrated resilience. Employers continued hiring, consumers continued spending, home prices rose, and recession fears receded.

Early in the period, stocks began a rally that eventually ended a bear market and continued to rise globally for much of 2023 as inflation cooled and the Federal Reserve (the Fed) slowed the pace of its rate hikes. However, stocks declined late in the period when the Fed signaled that rates may remain elevated longer than investors had expected. For the entire period, large-cap US stocks and equities in international markets posted gains, while small-cap US stocks declined.

Bond markets benefited during the period as the Fed moderated its rate-hiking cycle, and the higher level of interest rates offered investors an additional cushion from fixed income volatility. US and global investment-grade bonds, along with US high yield corporate bonds and emerging market debt, all posted gains.

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 provide access to active investment strategies across the global markets in the pursuit of consistent outperformance for investors. PGIM is the world’s 14th-largest investment manager with more than $1.3 trillion in assets under management. Our scale and investment expertise allow us to deliver a diversified suite of actively managed solutions across a broad spectrum of asset classes and investment styles.

Thank you for choosing our family of funds.

Sincerely,

 

LOGO

Stuart S. Parker, President

PGIM Absolute Return Bond Fund

December 15, 2023

 

PGIM Absolute Return Bond Fund    3


Your Fund’s Performance (unaudited)

 

Performance data quoted represent 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 pgim.com/investments or by calling (800) 225-1852.

 

     Average Annual Total Returns as of 10/31/23  
     One Year (%)    Five Years (%)    Ten Years (%) 

Class A

        

(with sales charges)

   3.00    1.77    2.22

(without sales charges)

   6.45    2.45    2.56

Class C

        

(with sales charges)

   4.49    1.64    1.78

(without sales charges)

   5.49    1.64    1.78

Class Z

        

(without sales charges)

   6.71    2.71    2.82

Class R6

        

(without sales charges)

   6.69    2.76    2.87

ICE BofA US 3-Month Treasury Bill Index

        
   4.77    1.77    1.16

Bloomberg US Aggregate Bond Index

        
     0.36    -0.06    0.88

 

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Growth of a $10,000 Investment (unaudited)

 

   LOGO

The graph compares a $10,000 investment in the Fund’s Class Z shares with a similar investment in the ICE BofA US 3-Month Treasury Bill Index and Bloomberg US Aggregate Bond Index by portraying the initial account values at the beginning of the 10-year period for Class Z shares (October 31, 2013) and the account values at the end of the current fiscal year (October 31, 2023), as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) all recurring fees (including management fees) were deducted and (b) all dividends and distributions were reinvested. The line graph provides information for Class Z shares only. As indicated in the tables provided earlier, performance for other share classes will vary due to the differing fees and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursements, if any, the returns would have been lower.

Past performance does not predict future performance. Total returns and the ending account values in the graphs include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

PGIM Absolute Return Bond Fund    5


Your Fund’s Performance (continued)

 

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 C   Class Z   Class R6  
         
Maximum initial sales charge   3.25% of the public offering price   None   None   None
       
Contingent deferred sales charge (CDSC) (as a percentage of the lower of the original purchase price or the net asset value at redemption)   1.00% on sales of $500,000 or more made within 12 months of purchase   1.00% on sales made within 12 months of purchase   None   None
       
Annual distribution and service (12b-1) fees (shown as a percentage of average daily net assets)   0.25%   1.00%   None   None

Benchmark Definitions

ICE BofA US 3-Month Treasury Bill Index—The ICE BofA US 3-Month Treasury Bill Index tracks the performance of US dollar-denominated US Treasury bills publicly issued in the US domestic market with a remaining term to final maturity of 3 months.

Source: ICE BofA, used with permission.

Bloomberg US Aggregate Bond Index—The Bloomberg US Aggregate Bond Index is unmanaged and represents securities that are taxable and US dollar denominated. It covers the US investment-grade fixed rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities.

Investors cannot invest directly in an index. The returns for the Indexes would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes that may be paid by an investor.

 

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    Credit Quality expressed as a percentage of total investments as of 10/31/23 (%)       

  AAA

     44.1  

  AA

     9.1  

  A

     5.6  

  BBB

     12.2  

  BB

     10.8  

  B

     5.4  

  CCC

     1.4  

  CC

     0.1  

  Not Rated

     2.4  

  Cash/Cash Equivalents

     8.9  
   
Total      100.0  

Credit ratings reflect the highest rating assigned by a nationally recognized statistical rating organization (NRSRO) such as Moody’s Investors Service, Inc. (Moody’s), S&P Global Ratings (S&P), or Fitch Ratings Inc. (Fitch). Credit ratings reflect the common nomenclature used by both S&P and Fitch. Where applicable, ratings are converted to the comparable S&P/Fitch rating tier nomenclature. These rating agencies are independent and are widely used. The Not Rated category consists of securities that have not been rated by an NRSRO. Credit ratings are subject to change.

 

  Distributions and Yields as of 10/31/23               
   Total Distributions

Paid for

One Year ($)

   SEC 30-Day

Subsidized

Yield* (%)

   SEC 30-Day  

Unsubsidized  

Yield** (%)  

Class A

   0.47    5.82    5.82

Class C

   0.40    5.27    5.27

Class Z

   0.50    6.24    6.36

Class R6

   0.50    6.35    6.35

*SEC 30-Day Subsidized Yield (%)—A standardized yield calculation created by the Securities and Exchange Commission, it reflects the income earned during a 30-day period, after the deduction of the Fund’s net expenses (net of any expense waivers or reimbursements). The investor experience is represented by the SEC 30-Day Subsidized Yield.

**SEC 30-Day Unsubsidized Yield (%)—A standardized yield calculation created by the Securities and Exchange Commission, it reflects the income earned during a 30-day period, after the deduction of the Fund’s gross expenses. The investor experience is represented by the SEC 30-Day Subsidized Yield.

 

PGIM Absolute Return Bond Fund    7


Strategy and Performance Overview* (unaudited)

How did the Fund perform?

The PGIM Absolute Return Bond Fund’s Class Z shares returned 6.71% in the 12-month reporting period that ended October 31, 2023, outperforming the 4.77% return of the ICE BofA US 3-Month Treasury Bill Index (the Index).

What were the market conditions?

 

·  

In the US, despite the debt ceiling debate and threats of a government shutdown, inflation that remained above the Federal Reserve’s (the Fed’s) 2% target, and geopolitical risks abroad, the economy proved resilient, posting strong growth for the third quarter of 2023 (i.e., annualized gross domestic product (GDP) of 4.9%) that was driven by consumer spending. With that stated, the durability of the third quarter’s economic momentum doesn’t appear to be repeatable. While September’s payrolls report of 336,000 jobs added came in much stronger than economists expected, October’s payrolls report of 150,000 jobs added was less than expected and provided further evidence of labor market rebalancing.

 

·  

Over the reporting period, the Fed tightened monetary policy by an additional 225 basis points (bps). (One basis point equals 0.01%.) The 10-year/2-year US Treasury spread narrowed from –0.41% as of October 31, 2022, to –0.19% as of October 31, 2023, while the 10-year US Treasury yield rose by 79 bps to end the reporting period at 4.88%.

 

·  

Interest rate volatility increased as markets sought to price in both the aggressive Federal Open Market Committee (FOMC) policy tightening and the potential for a hard landing. Toward the end of the reporting period, macroeconomic and market conditions raised hopes of a soft landing as the FOMC held interest rates steady, and Fed Chairman Jerome Powell acknowledged that higher yields on US Treasuries have aided in the tightening of financial conditions. (When central banks raise interest rates enough to cause a significant economic slowdown or a recession, it is known as a hard landing. When they raise rates just enough to slow the economy and lower inflation without causing a recession, it is known as a soft landing.)

 

·  

In the elevated volatility environment, US investment-grade corporate spreads tightened as expectations for a hard landing dissipated, and fundamentals remained solid. US high yield bonds posted gains over the reporting period amid limited new issuance, resilient economic data, and an ongoing supply deficit. Securitized credit spreads were mixed, with high-quality collateralized loan obligation (CLO) spreads tightening over the reporting period and commercial mortgage-backed securities (CMBS) spreads widening slightly as the commercial real estate sector remained challenged. The emerging markets sector posted positive total returns, and spreads tightened through October 2023. Meanwhile, agency mortgage-backed securities (MBS) posted negative returns over the reporting period, as elevated interest rate volatility weighed on the sector over the first half of the reporting period.

What worked?

 

·  

The Fund’s duration and yield curve positioning contributed to performance during the reporting period. (Duration measures the sensitivity of the price—the value of

 

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principal—of a bond to a change in interest rates.) (A yield curve is a line graph that illustrates the relationship between the yields and maturities of fixed income securities. It is created by plotting the yields of different maturities for the same type of bonds.)

 

·  

Overall security selection contributed to performance, with selection in investment-grade corporates, CLOs, and emerging markets contributing most.

 

·  

Overall sector allocation also contributed to returns, with allocations to CLOs, high yield corporates, and emerging markets contributing most.

 

·  

Within credit, positioning in foreign non-corporates, banking, and electric utilities contributed to returns.

 

·  

In individual security selection, the Fund benefited from positioning in JP Morgan Chase &Co. (banking), The Republic of Greece, and EG Global Finance plc (retail).

What didn’t work?

 

·  

Security selection in CMBS and bank loans detracted from performance during the reporting period.

 

·  

Within sector allocation, short positioning in investment-grade corporates, as well as allocations to MBS and CMBS, detracted from performance.

 

·  

Within credit, positioning in telecom, gaming/lodging/leisure, and upstream energy detracted from performance.

 

·  

In individual security selection, positioning in Digicel Group Ltd. (telecommunications), Codere Finance 2 (Luxembourg) SA (entertainment), and JSM Global S.a.r.l. (retailers & restaurants) detracted from performance.

Did the Fund use derivatives?

The Fund uses derivatives when they facilitate implementation of the overall investment approach. During the reporting period, the Fund used interest rate futures and swaps to help manage duration positioning and yield curve exposure, which contributed to performance. Credit default swaps and credit default swap index (CDX) positions were used to either add risk exposure to certain issuers or to hedge credit risk imposed by certain issuers. Overall, credit derivative exposure detracted from performance during the reporting period. The Fund occasionally features a modest notional exposure to non-USD currencies across a diversified basket of currencies in faster-growing emerging market and developed market countries. The Fund’s foreign-exchange currency market positioning did not impact performance for the reporting period.

Current outlook

 

·  

The main forces pushing the yield curve higher are the central banks and a heavy supply of government bond issuance. In PGIM Fixed Income’s view, upward momentum in long-dated yields could easily continue through year-end—pushing US Treasuries toward 5% and German Bunds to 3%—and yields could go beyond those levels if fundamentals heat up again.

 

·  

PGIM Fixed Income believes that the Fed is at or nearing the end of its aggressive tightening cycle. With inflation in the US receding, the real question is where it

 

PGIM Absolute Return Bond Fund    9


Strategy and Performance Overview* (continued)

 

 

troughs and whether it is within an acceptable tolerance band for the Fed. After a series of hikes, the Fed once again held rates steady at the November 2023 FOMC meeting. While there were no surprises in the “higher-for-longer” interest rate messaging, it was reiterated that monetary policy works with an uncertain lag. Fed officials are increasingly expressing a desire to “wait and watch” the incoming data for signs that the effects of prior hikes transmit to the real economy and whether the October surge in market-determined rates provided the last dose of tightening in financial conditions.

 

·  

As the economic backdrop slows and revenue growth begins to run slower than wage growth, PGIM Fixed Income expects companies will first cut hours, then wages, and then head count. If revenue growth continues to run slower than wage growth, the risk of further cuts to head count would grow—a scenario consistent with PGIM Fixed Income’s baseline US economic view whereby tight monetary, fiscal, and credit conditions slow momentum to a below-trend pace of real GDP. Under this “weakflation” scenario, PGIM Fixed Income still expects real GDP growth of between 1.0%-1.5%, inflation descending to 2.5%-3.0%, and the Fed “fine-tuning” its policy rates, with 50 bps of easing next year.

 

·  

With the final quarter of 2023 underway, the gradual loosening of several structural anchors continues to shape PGIM Fixed Income’s economic outlook. As the anchors give way, they are affecting global regions differently, and the growing dispersion across the global economy is evident in the latest adjustments to PGIM Fixed Income’s economic scenarios. PGIM Fixed Income’s base case envisions bullish market fundamentals continuing to develop as they have in recent months, coming to the fore as a market driver moving toward and into 2024.

 

·  

PGIM Fixed Income maintains its positive view of the spread sectors over the medium to long term and holds allocations to structured products (CLOs and CMBS), investment-grade corporates, high yield, and emerging markets. The Fund is underweight MBS relative to the Index in favor of more attractive opportunities across spread sectors. Given the US rates repricing, PGIM Fixed Income believes there is a high bar for a more dovish repricing of the Fed versus other central banks and does not expect the US dollar weakness to continue. For now, PGIM Fixed Income is staying with its long US dollar and short Latin America and Europe biases.

*This strategy and performance overview, which discusses what strategies or holdings (including derivatives, if applicable) affected the Fund’s performance, is compiled based on how the Fund performed relative to the Index and is viewed for performance attribution purposes at the aggregate Fund level, which in most instances will not directly correlate to the amounts disclosed in the Statement of Operations which conform to US generally accepted accounting principles.

 

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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 October 31, 2023. 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 and the impact of these fees on your ending account value, as these additional expenses are not reflected in the information

 

PGIM Absolute Return Bond Fund    11


Fees and Expenses (continued)

 

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 Absolute Return  Bond

                                 Fund

  

Beginning

    Account Value    

May 1, 2023

  

Ending

  Account Value  

  October 31, 2023  

  

Annualized

Expense

    Ratio Based on    

the

  Six-Month Period  

  

Expenses Paid

During the

Six-Month Period* 

     

Class A

  Actual    $1,000.00    $1,040.60    0.99%    $5.09
     
  Hypothetical                                                 $1,000.00    $1,020.21    0.99%    $5.04
     

Class C

  Actual    $1,000.00    $1,036.50    1.78%    $9.14
     
  Hypothetical    $1,000.00    $1,016.23    1.78%    $9.05
     

Class Z

  Actual    $1,000.00    $1,043.10    0.74%    $3.81
     
  Hypothetical    $1,000.00    $1,021.48    0.74%    $3.77
     

Class R6

  Actual    $1,000.00    $1,042.40    0.66%    $3.40
     
    Hypothetical    $1,000.00    $1,021.88    0.66%    $3.36

*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 184 days in the six-month period ended October 31, 2023, and divided by the 365 days in the Fund’s fiscal year ended October 31, 2023 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.

 

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Schedule of Investments

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

LONG-TERM INVESTMENTS     87.8%

          

ASSET-BACKED SECURITIES     26.5%

          

Automobiles     1.6%

                                  

Avis Budget Rental Car Funding AESOP LLC,

          

Series 2023-05A, Class C, 144A

       6.850%       04/20/28        500      $ 488,473  

Series 2023-08A, Class C, 144A

       7.340       02/20/30        2,700        2,651,350  

Enterprise Fleet Financing LLC,

                 

Series 2023-02, Class A2, 144A

       5.560       04/22/30        2,600        2,577,303  

Ford Credit Auto Owner Trust,

          

Series 2023-02, Class D, 144A

       6.600       02/15/36        1,200        1,160,268  

Ford Credit Floorplan Master Owner Trust A,

                 

Series 2023-01, Class A1, 144A

       4.920       05/15/28        2,600        2,544,560  

Hertz Vehicle Financing III LP,

          

Series 2021-02A, Class B, 144A

       2.120       12/27/27        200        175,168  

OneMain Direct Auto Receivables Trust,

          

Series 2019-01A, Class B, 144A

       3.950       11/14/28        1,700        1,606,869  

Series 2021-01A, Class D, 144A

       1.620       11/14/30        200        176,484  

Series 2022-01A, Class D, 144A

       5.900       12/16/30        2,900        2,769,707  

Series 2023-01A, Class D, 144A

       7.070       02/14/33        3,700        3,603,242  

Santander Bank Auto Credit-Linked Notes,

          

Series 2022-A, Class C, 144A

       7.375       05/15/32        314        311,689  

Series 2022-C, Class E, 144A

     11.366       12/15/32        181        181,883  

Series 2023-A, Class E, 144A

     10.068       06/15/33        554        552,219  

Santander Drive Auto Receivables Trust,

          

Series 2022-07, Class A2

       5.810       01/15/26        816        815,230  

Series 2023-02, Class C

       5.470       12/16/30        1,250        1,213,311  
          

 

 

 

        

                     20,827,756  

Collateralized Loan Obligations     22.3%

                                  

AlbaCore EURO CLO DAC (Ireland),

          

Series 02A, Class B, 144A, 3 Month EURIBOR + 1.650% (Cap N/A, Floor 1.650%)

       5.495(c)       06/15/34      EUR     1,000        1,018,965  

Series 02X, Class B, 3 Month EURIBOR + 1.650% (Cap N/A, Floor 1.650%)

       5.495(c)       06/15/34      EUR     4,000        4,075,860  

Anchorage Capital Europe CLO DAC (Ireland),

          

Series 06A, Class B2, 144A

       6.000       08/25/34      EUR     4,000        4,230,842  

Apex Credit CLO LLC (Cayman Islands),

          

Series 2021-02A, Class A1A, 144A, 3 Month SOFR + 1.492% (Cap N/A, Floor 1.230%)

       6.907(c)       10/20/34        5,000        4,951,974  

Ares European CLO DAC (Ireland),

          

Series 2013-06A, Class B1RR, 144A, 3 Month EURIBOR + 1.250% (Cap N/A, Floor 1.250%)

       5.215(c)       04/15/30      EUR     2,500        2,562,119  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    13


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

ASSET-BACKED SECURITIES (Continued)

          

Collateralized Loan Obligations (cont’d.)

                                  

Atlas Static Senior Loan Fund Ltd. (Cayman Islands),

          

Series 2022-01A, Class A, 144A, 3 Month SOFR + 2.600% (Cap N/A, Floor 2.600%)

     7.994%(c)       07/15/30        8,204      $ 8,247,564  

Bain Capital Credit CLO Ltd. (Cayman Islands),

          

Series 2019-02A, Class AR, 144A, 3 Month SOFR + 1.362% (Cap N/A, Floor 1.100%)

     6.764(c)       10/17/32        8,500        8,446,404  

Series 2022-01A, Class A1, 144A, 3 Month SOFR + 1.320% (Cap N/A, Floor 1.320%)

     6.715(c)       04/18/35        9,750        9,644,693  

Barings Euro CLO DAC (Ireland),

          

Series 2020-01A, Class AR, 144A, 3 Month EURIBOR + 0.980% (Cap N/A, Floor 0.980%)

     4.982(c)       10/21/34      EUR     3,000        3,077,003  

Battalion CLO Ltd. (Cayman Islands),

          

Series 2016-10A, Class A1R2, 144A, 3 Month SOFR + 1.432% (Cap N/A, Floor 1.170%)

     6.830(c)       01/25/35        4,740        4,690,035  

Series 2021-17A, Class A1, 144A, 3 Month SOFR + 1.522% (Cap N/A, Floor 1.260%)

     6.937(c)       03/09/34        2,450        2,423,738  

Carlyle Euro CLO DAC (Ireland),

          

Series 2019-01A, Class A1R, 144A, 3 Month EURIBOR + 0.750% (Cap N/A, Floor 0.750%)

     4.595(c)       03/15/32      EUR     1,750        1,818,925  

Series 2019-01A, Class A2RB, 144A

     2.100       03/15/32      EUR     6,500        5,996,767  

Carlyle Global Market Strategies CLO Ltd. (Cayman Islands),

          

Series 2015-05A, Class A1RR, 144A, 3 Month SOFR + 1.342% (Cap N/A, Floor 1.080%)

     6.757(c)       01/20/32        6,228        6,190,224  

CIFC Funding Ltd. (Cayman Islands),

          

Series 2015-01A, Class ARR, 144A, 3 Month SOFR + 1.372% (Cap N/A, Floor 1.110%)

     6.784(c)       01/22/31        6,504        6,478,730  

Columbia Cent CLO Ltd. (Cayman Islands),

          

Series 2020-29A, Class BR, 144A, 3 Month SOFR + 1.962% (Cap N/A, Floor 0.000%)

     7.377(c)       10/20/34        11,335        10,932,092  

Crown City CLO (Cayman Islands),

          

Series 2020-02A, Class A1AR, 144A, 3 Month SOFR + 1.340% (Cap N/A, Floor 1.340%)

     6.756(c)       04/20/35        2,750        2,723,643  

Elevation CLO Ltd. (Cayman Islands),

          

Series 2017-06A, Class A1, 144A, 3 Month SOFR + 1.542% (Cap N/A, Floor 1.542%)

     6.935(c)       07/15/29        848        843,328  

Series 2023-17A, Class A1, 144A, 3 Month SOFR + 1.870% (Cap N/A, Floor 1.870%)^

     7.234(c)       10/20/36        10,000        10,000,000  

Ellington CLO Ltd. (Cayman Islands),

          

Series 2017-02A, Class A, 144A, 3 Month SOFR + 1.962% (Cap N/A, Floor 1.700%)

     7.326(c)       02/15/29        2,726        2,719,758  

 

See Notes to Financial Statements.

 

14


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

ASSET-BACKED SECURITIES (Continued)

          

Collateralized Loan Obligations (cont’d.)

                                  

Elmwood CLO Ltd. (Cayman Islands),

          

Series 2021-03A, Class A, 144A, 3 Month SOFR + 1.302% (Cap N/A, Floor 1.040%)

     6.717%(c)       10/20/34        4,250      $ 4,230,433  

Generate CLO Ltd. (Cayman Islands),

          

Series 02A, Class AR, 144A, 3 Month SOFR + 1.412% (Cap N/A, Floor 1.150%)

     6.824(c)       01/22/31        2,788        2,781,306  

KKR CLO Ltd. (Cayman Islands),

          

Series 11, Class AR, 144A, 3 Month SOFR + 1.442% (Cap N/A, Floor 1.442%)

     6.835(c)       01/15/31        6,954        6,931,664  

Series 32A, Class A1, 144A, 3 Month SOFR + 1.582% (Cap N/A, Floor 1.320%)

     6.975(c)       01/15/32        5,000        4,983,939  

Madison Park Funding Ltd. (Cayman Islands),

          

Series 2019-33A, Class AR, 144A, 3 Month SOFR + 1.290% (Cap N/A, Floor 1.290%)

     6.684(c)       10/15/32        5,500        5,459,604  

Series 2021-59A, Class A, 144A, 3 Month SOFR + 1.402% (Cap N/A, Floor 1.140%)

     6.797(c)       01/18/34        9,500        9,457,725  

MidOcean Credit CLO (Cayman Islands),

          

Series 2014-03A, Class A1R, 144A, 3 Month SOFR + 1.382% (Cap N/A, Floor 1.120%)

     6.794(c)       04/21/31        5,907        5,857,289  

Series 2014-03A, Class BR, 144A, 3 Month SOFR + 2.062% (Cap N/A, Floor 1.800%)

     7.474(c)       04/21/31        18,000        17,624,536  

Oaktree CLO Ltd. (Cayman Islands),

          

Series 2022-02A, Class A1, 144A, 3 Month SOFR + 2.000% (Cap N/A, Floor 2.000%)

     7.394(c)       07/15/33        6,500        6,522,677  

OFSI BSL Ltd. (Cayman Islands),

          

Series 2022-11A, Class A1R, 144A, 3 Month SOFR + 2.050% (Cap N/A, Floor 2.050%)

     7.436(c)       10/18/35        10,000        9,994,823  

OZLM Ltd. (Cayman Islands),

          

Series 2014-06A, Class A2AS, 144A, 3 Month SOFR + 2.012% (Cap N/A, Floor 0.000%)

     7.414(c)       04/17/31        4,000        3,948,173  

Palmer Square CLO Ltd. (Cayman Islands),

          

Series 2014-01A, Class A1R2, 144A, 3 Month SOFR + 1.392% (Cap N/A, Floor 1.130%)

     6.794(c)       01/17/31        3,245        3,238,252  

Series 2018-02A, Class A1A, 144A, 3 Month SOFR + 1.362% (Cap N/A, Floor 0.000%)

     6.755(c)       07/16/31        6,250        6,240,277  

Palmer Square Loan Funding Ltd. (Cayman Islands),

          

Series 2022-03A, Class A2, 144A, 3 Month SOFR + 3.000% (Cap N/A, Floor 3.000%)

     8.394(c)       04/15/31        13,000        12,986,666  

Penta CLO DAC (Ireland),

          

Series 2018-05A, Class B1R, 144A, 3 Month EURIBOR + 1.550% (Cap N/A, Floor 1.550%)

     5.543(c)       04/20/35      EUR     10,000        10,134,678  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    15


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

 

ASSET-BACKED SECURITIES (Continued)

          

Collateralized Loan Obligations (cont’d.)

                                  

Rad CLO Ltd. (Cayman Islands),

          

Series 2023-19A, Class A1, 144A, 3 Month SOFR + 2.000% (Cap N/A, Floor 2.000%)

     7.416%(c)       04/20/35        7,000      $ 7,050,112  

Rockford Tower CLO Ltd.,

          

Series 2022-02A, Class A1R, 144A, 3 Month SOFR + 1.850% (Cap N/A, Floor 1.850%)

     7.266(c)       10/20/35        11,500        11,500,000  

Romark CLO Ltd. (Cayman Islands),

          

Series 2018-02A, Class A1, 144A, 3 Month SOFR + 1.437% (Cap N/A, Floor 1.175%)

     6.815(c)       07/25/31        4,814        4,789,578  

Romark WM-R Ltd. (Cayman Islands),

          

Series 2018-01A, Class A1, 144A, 3 Month SOFR + 1.292% (Cap N/A, Floor 0.000%)

     6.707(c)       04/20/31        1,406        1,396,911  

Silver Rock CLO Ltd. (Cayman Islands),

          

Series 2021-02A, Class A, 144A, 3 Month SOFR + 1.452% (Cap N/A, Floor 1.190%)

     6.867(c)       01/20/35        10,000        9,881,230  

St. Pauls CLO DAC (Ireland),

          

Series 02A, Class AR4, 144A, 3 Month EURIBOR + 0.980% (Cap N/A, Floor 0.980%)

     4.936(c)       10/25/35      EUR     8,000        8,191,651  

Strata CLO Ltd. (Cayman Islands),

          

Series 2018-01A, Class A, 144A, 3 Month SOFR + 1.852% (Cap N/A, Floor 1.590%)

     7.245(c)       01/15/31        1,759        1,756,269  

Venture CLO Ltd. (Cayman Islands),

          

Series 2021-43A, Class A1, 144A, 3 Month SOFR + 1.502% (Cap N/A, Floor 1.240%)

     6.895(c)       04/15/34        3,500        3,462,282  

Warwick Capital CLO Ltd. (United Kingdom),

          

Series 2023-02A, Class A1, 144A, 3 Month SOFR + 1.950% (Cap N/A, Floor 1.950%)

     7.327(c)       01/15/37        12,500        12,500,000  

Wellfleet CLO Ltd.,

          

Series 2017-03A, Class A1, 144A, 3 Month SOFR + 1.412% (Cap N/A, Floor 1.150%)

     6.814(c)       01/17/31        9,260        9,209,420  

Zais CLO Ltd. (Cayman Islands),

          

Series 2015-03A, Class A2R, 144A, 3 Month SOFR + 2.452% (Cap N/A, Floor 0.000%)

     7.845(c)       07/15/31        11,300        11,051,159  
          

 

 

 
             292,253,318  

Consumer Loans     0.8%

                                  

OneMain Financial Issuance Trust,

          

Series 2023-01A, Class A, 144A

     5.500       06/14/38        4,800        4,595,657  

Series 2023-01A, Class D, 144A

     7.490       06/14/38        200        192,802  

Series 2023-02A, Class D, 144A

     7.520       09/15/36        2,500        2,437,310  

 

See Notes to Financial Statements.

 

16


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

 

ASSET-BACKED SECURITIES (Continued)

          

Consumer Loans (cont’d.)

                                  

Oportun Issuance Trust,

          

Series 2022-02, Class A, 144A

     5.940%       10/09/29        630      $ 628,250  

SoFi Consumer Loan Program Trust,

          

Series 2022-01S, Class A, 144A

     6.210       04/15/31        1,987        1,986,558  
          

 

 

 
             9,840,577  

Home Equity Loans     0.6%

                                  

Accredited Mortgage Loan Trust,

          

Series 2004-03, Class 2A2, 1 Month SOFR + 1.314% (Cap 13.000%, Floor 1.200%)

     6.639(c)       10/25/34        679        657,982  

Asset-Backed Securities Corp. Home Equity Loan Trust,

          

Series 2003-HE06, Class A2, 1 Month SOFR + 0.794% (Cap N/A, Floor 0.680%)

     6.119(c)       11/25/33        818        811,296  

Series 2003-HE06, Class A3B, 1 Month SOFR + 1.074% (Cap N/A, Floor 0.960%)

     6.399(c)       11/25/33        3,327        3,090,760  

Bear Stearns Asset-Backed Securities Trust,

          

Series 2002-02, Class A1, 1 Month SOFR + 0.774% (Cap 11.000%, Floor 0.660%)

     6.099(c)       10/25/32        58        57,765  

Series 2003-03, Class A2, 1 Month SOFR + 1.294% (Cap 11.000%, Floor 1.180%)

     6.619(c)       06/25/43        64        63,553  

Series 2003-HE01, Class M1, 1 Month SOFR + 1.209% (Cap N/A, Floor 1.095%)

     5.746(c)       01/25/34        1,526        1,440,381  

Home Equity Asset Trust,

          

Series 2004-07, Class A2, 1 Month SOFR + 0.954% (Cap N/A, Floor 0.840%)

     6.279(c)       01/25/35        927        885,238  

MASTR Asset-Backed Securities Trust,

          

Series 2003-WMC02, Class M2, 1 Month SOFR + 2.589% (Cap N/A, Floor 2.475%)

     4.297(c)       08/25/33        502        506,033  

Morgan Stanley ABS Capital I, Inc. Trust,

          

Series 2003-HE03, Class M1, 1 Month SOFR + 1.134% (Cap N/A, Floor 1.020%)

     6.459(c)       10/25/33        316        311,000  

Series 2003-NC08, Class M1, 1 Month SOFR + 1.164% (Cap N/A, Floor 1.050%)

     6.489(c)       09/25/33        219        214,157  

Series 2003-NC10, Class M1, 1 Month SOFR + 1.134% (Cap N/A, Floor 1.020%)

     6.459(c)       10/25/33        197        193,463  
          

 

 

 
             8,231,628  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    17


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

              Value            

 

ASSET-BACKED SECURITIES (Continued)

         

Other     0.1%

                                 

Goodleap Sustainable Home Solutions Trust,

         

Series 2023-03C, Class A, 144A

     6.500%       07/20/55        487     $ 472,863  

Sierra Timeshare Receivables Funding LLC,

         

Series 2023-02A, Class D, 144A

     9.720       04/20/40        1,474       1,478,770  
         

 

 

 
            1,951,633  

Residential Mortgage-Backed Securities     0.9%

                                 

Chase Funding Trust,

         

Series 2002-03, Class 2A1, 1 Month SOFR + 0.754% (Cap N/A, Floor 0.640%)

     6.079(c)       08/25/32        234       217,704  

Series 2003-04, Class 1A5

     4.894       05/25/33        314       291,771  

Citigroup Mortgage Loan Trust, Inc.,

         

Series 2005-OPT01, Class M1, 1 Month SOFR + 0.744% (Cap N/A, Floor 0.630%)

     6.069(c)       02/25/35        167       147,941  

Series 2005-WF01, Class A5

     5.010(cc)       11/25/34        —(r     1  

Countrywide Asset-Backed Certificates,

         

Series 2003-BC04, Class M1, 1 Month SOFR + 1.164% (Cap N/A, Floor 1.050%)

     6.489(c)       07/25/33        250       244,561  

Series 2004-01, Class M1, 1 Month SOFR + 0.864% (Cap N/A, Floor 0.750%)

     6.189(c)       03/25/34        16       15,427  

Countrywide Asset-Backed Certificates Trust,

         

Series 2004-BC04, Class M1, 1 Month SOFR + 1.164% (Cap N/A, Floor 1.050%)

     6.489(c)       11/25/34        81       79,932  

Credit-Based Asset Servicing & Securitization LLC,

         

Series 2003-CB03, Class AF1

     3.379       12/25/32        68       61,918  

Finance America Mortgage Loan Trust,

         

Series 2003-01, Class M1, 1 Month SOFR + 1.164% (Cap N/A, Floor 1.050%)

     6.489(c)       09/25/33        1,008       964,395  

First Franklin Mortgage Loan Trust,

         

Series 2004-FF05, Class A2, 1 Month SOFR + 0.874% (Cap N/A, Floor 0.760%)

     6.199(c)       08/25/34        368       335,660  

Fremont Home Loan Trust,

         

Series 2004-04, Class M1, 1 Month SOFR + 0.909% (Cap N/A, Floor 0.795%)

     6.234(c)       03/25/35        1,482       1,374,044  

Long Beach Mortgage Loan Trust,

         

Series 2004-02, Class A1, 1 Month SOFR + 0.554% (Cap N/A, Floor 0.440%)

     5.879(c)       06/25/34        522       492,220  

Morgan Stanley ABS Capital I, Inc. Trust,

         

Series 2004-NC05, Class M1, 1 Month SOFR + 1.014% (Cap N/A, Floor 0.900%)

     6.339(c)       05/25/34        153       142,261  

 

See Notes to Financial Statements.

 

18


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

              Value            

 

ASSET-BACKED SECURITIES (Continued)

         

Residential Mortgage-Backed Securities (cont’d.)

                                 

Rathlin Residential DAC (Ireland),

         

Series 2021-01A, Class A, 144A, 1 Month EURIBOR + 2.000% (Cap N/A, Floor 0.000%)

     5.845%(c)       09/27/75      EUR     1,016     $ 1,047,886  

Structured Asset Investment Loan Trust,

         

Series 2004-BNC01, Class A2, 1 Month SOFR + 1.114% (Cap N/A, Floor 1.000%)

     6.434(c)       09/25/34        1,881       1,790,676  

TFS (Spain),

         

Series 2018-03^

     0.000(s)       04/16/40      EUR     —(r     1  

Series 2018-03, Class A1, 1 Month EURIBOR + 3.000%^

     7.122(c)       03/15/26      EUR     4,692       4,219,917  
         

 

 

 
            11,426,315  

Student Loans     0.2%

                                 

Laurel Road Prime Student Loan Trust,

         

Series 2018-D, Class A, 144A

     0.000(cc)       11/25/43        2,224       2,050,285  

Series 2019-A, Class R, 144A

     0.000       10/25/48        1,772       340,722  
         

 

 

 
            2,391,007  
         

 

 

 

TOTAL ASSET-BACKED SECURITIES
(cost $354,395,869)

            346,922,234  
         

 

 

 

COMMERCIAL MORTGAGE-BACKED SECURITIES     6.0%

         

20 Times Square Trust,

         

Series 2018-20TS, Class G, 144A (original cost $2,454,600; purchased
05/09/18)(f)

     3.100(cc)       05/15/35        2,700       1,836,000  

Series 2018-20TS, Class H, 144A (original cost $2,389,640; purchased
05/09/18)(f)

     3.100(cc)       05/15/35        2,700       1,782,000  

Barclays Commercial Mortgage Securities Trust,

         

Series 2018-CHRS, Class B, 144A

     4.267(cc)       08/05/38        2,650       2,103,932  

Series 2018-CHRS, Class C, 144A

     4.267(cc)       08/05/38        900       672,728  

Series 2018-CHRS, Class D, 144A

     4.267(cc)       08/05/38        1,490       1,002,957  

Benchmark Mortgage Trust,

         

Series 2023-V03, Class XA, IO

     0.814(cc)       07/15/56        50,611       1,666,292  

BPR Trust,

         

Series 2021-TY, Class C, 144A, 1 Month SOFR + 1.814% (Cap N/A, Floor 1.700%)

     7.149(c)       09/15/38        2,024       1,880,349  

Series 2023-BRK02, Class C, 144A

     8.630(cc)       11/05/28        4,300       4,259,536  

BX Commercial Mortgage Trust,

         

Series 2019-XL, Class J, 144A, 1 Month SOFR + 2.764% (Cap N/A, Floor 2.650%)

     8.099(c)       10/15/36        5,653       5,515,154  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    19


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

 

 Maturity    

 Date

  

        Principal        

Amount

(000)#

               Value            

 

COMMERCIAL MORTGAGE-BACKED SECURITIES (Continued)

     

Commercial Mortgage Trust,

          

Series 2015-LC19, Class XB, IO, 144A

   0.238%(cc)   02/10/48      123,049      $ 293,090  

Credit Suisse Mortgage Capital Certificates,

          

Series 2019-ICE04, Class F, 144A, 1 Month SOFR + 2.697% (Cap N/A, Floor 2.650%)

   8.032(c)   05/15/36      5,666        5,581,773  

DBWF Mortgage Trust,

          

Series 2016-85T, Class E, 144A

   3.808(cc)   12/10/36      15,500        9,325,189  

FHLMC Multifamily Structured Pass-Through Certificates,

          

Series K055, Class X1, IO

   1.338(cc)   03/25/26      21,052        572,037  

Series KC02, Class X1, IO

   0.381(cc)   03/25/24      115,844        317,840  

GS Mortgage Securities Corp. Trust,

          

Series 2021-IP, Class A, 144A, 1 Month SOFR + 1.064% (Cap N/A, Floor 0.950%)

   6.399(c)   10/15/36      2,130        2,031,332  

GS Mortgage Securities Trust,

          

Series 2013-GC10, Class XB, IO, 144A

   0.252(cc)   02/10/46      26,729        267  

Series 2014-GC20, Class XB, IO

   0.472(cc)   04/10/47      28,307        10,004  

Independence Plaza Trust,

          

Series 2018-INDP, Class E, 144A

   4.996   07/10/35      3,000        2,700,406  

JPMBB Commercial Mortgage Securities Trust,

          

Series 2014-C21, Class XB, IO

   0.302(cc)   08/15/47      45,056        93,951  

Series 2015-C27, Class XB, IO

   0.405(cc)   02/15/48      52,766        214,583  

JPMCC Commercial Mortgage Securities Trust,

          

Series 2017-JP06, Class A5

   3.490   07/15/50      5,000        4,452,686  

JPMorgan Chase Commercial Mortgage Securities Trust,

          

Series 2013-LC11, Class XB, IO

   0.512(cc)   04/15/46      34,956        350  

Series 2016-JP03, Class A5

   2.870   08/15/49      10,495        9,445,669  

Series 2018-AON, Class E, 144A

   4.613(cc)   07/05/31      7,950        2,703,985  

Morgan Stanley Capital I Trust,

          

Series 2019-MEAD, Class C, 144A

   3.177(cc)   11/10/36      2,020        1,753,202  

Series 2019-MEAD, Class D, 144A

   3.177(cc)   11/10/36      3,000        2,489,996  

Series 2019-MEAD, Class E, 144A

   3.177(cc)   11/10/36      2,505        1,969,167  

ONE Mortgage Trust,

          

Series 2021-PARK, Class E, 144A, 1 Month SOFR + 1.864% (Cap N/A, Floor 1.750%)

   7.198(c)   03/15/36      3,750        3,386,370  

Salus European Loan Conduit DAC (United Kingdom),

          

Series 33A, Class A, 144A, SONIA + 1.619% (Cap 6.500%, Floor 1.500%)

   6.500(c)   01/23/29    GBP     9,500        11,113,771  
          

 

 

 

TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(cost $93,361,746)

             79,174,616  
          

 

 

 

 

See Notes to Financial Statements.

 

20


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

   

        Principal        

Amount

(000)#

               Value            

 

CONVERTIBLE BOND     0.0%

         

Telecommunications

                                 

Digicel Group Holdings Ltd. (Jamaica),

         

Sub. Notes, 144A, Cash coupon 7.000% (original cost $8,885; purchased 06/23/20 - 04/03/23)(f) (cost $8,885)

     7.000%       11/16/23(d)(oo)       47      $ 2,335  
         

 

 

 

CORPORATE BONDS     24.2%

         

Aerospace & Defense     0.6%

                                 

Bombardier, Inc. (Canada),

         

Sr. Unsec’d. Notes, 144A(a)

     7.500       02/01/29       1,125        1,042,031  

Sr. Unsec’d. Notes, 144A

     7.875       04/15/27       5,675        5,462,187  

Embraer Netherlands Finance BV (Brazil),

         

Sr. Unsec’d. Notes, 144A

     7.000       07/28/30       1,770        1,721,768  
         

 

 

 
            8,225,986  

Agriculture     0.0%

                                 

Vector Group Ltd.,

         

Sr. Sec’d. Notes, 144A

     5.750       02/01/29       475        402,716  

Airlines     0.3%

                                 

American Airlines 2013-1 Class A Pass-Through Trust,

         

Pass-Through Certificates

     4.000       01/15/27       1,402        1,313,996  

Continental Airlines 2012-2 Class A Pass-Through Trust,

         

Pass-Through Certificates

     4.000       04/29/26       63        60,736  

United Airlines 2013-1 Class A Pass-Through Trust,

         

Pass-Through Certificates

     4.300       02/15/27       1,355        1,298,257  

United Airlines, Inc.,

         

Sr. Sec’d. Notes, 144A

     4.375       04/15/26       645        599,910  

Sr. Sec’d. Notes, 144A

     4.625       04/15/29       170        143,726  
         

 

 

 
            3,416,625  

Apparel     0.0%

                                 

Wolverine World Wide, Inc.,

         

Gtd. Notes, 144A(a)

     4.000       08/15/29       825        614,336  

Auto Manufacturers     0.4%

                                 

Ford Motor Credit Co. LLC,

         

Sr. Unsec’d. Notes    

     3.375       11/13/25       2,650        2,472,643  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    21


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

   

        Principal        

Amount

(000)#

               Value            

 

CORPORATE BONDS (Continued)

         

Auto Manufacturers (cont’d.)

                                 

Ford Motor Credit Co. LLC, (cont’d.)

         

Sr. Unsec’d. Notes(a)

     6.800%       05/12/28       625      $ 623,433  

Sr. Unsec’d. Notes

     6.950       03/06/26       450        451,318  

General Motors Co.,

         

Sr. Unsec’d. Notes

     6.250       10/02/43       1,555        1,333,728  
         

 

 

 
            4,881,122  

Auto Parts & Equipment     0.2%

                                 

Adient Global Holdings Ltd.,

         

Gtd. Notes, 144A

     4.875       08/15/26       1,900        1,764,625  

American Axle & Manufacturing, Inc.,

         

Gtd. Notes

     6.250       03/15/26       515        497,634  

Dana, Inc.,

         

Sr. Unsec’d. Notes

     4.500       02/15/32       800        626,197  

Nemak SAB de CV (Mexico),

         

Sr. Unsec’d. Notes, 144A

     3.625       06/28/31       350        256,812  
         

 

 

 
            3,145,268  

Banks     5.9%

                                 

ABN AMRO Bank NV (Netherlands),

         

Sr. Unsec’d. Notes, 144A, MTN

     6.575(ff)       10/13/26       3,700        3,692,985  

Banco de Credito del Peru S.A. (Peru),

         

Sub. Notes, 144A, MTN

     3.250(ff)       09/30/31       1,055        920,044  

Banco Mercantil del Norte SA (Mexico),

         

Jr. Sub. Notes, 144A

     6.625(ff)       01/24/32(oo)       1,110        838,050  

Bangkok Bank PCL (Thailand),

         

Sub. Notes, 144A

     3.466(ff)       09/23/36       945        704,261  

Bank Gospodarstwa Krajowego (Poland),

         

Gov’t. Gtd. Notes, 144A, MTN(h)

     5.375       05/22/33       969        901,170  

Bank of America Corp.,

         

Jr. Sub. Notes, Series JJ

     5.125(ff)       06/20/24(oo)       6,850        6,673,290  

Sr. Unsec’d. Notes, MTN

     4.271(ff)       07/23/29       1,450        1,318,414  

Barclays PLC (United Kingdom),

         

Sr. Unsec’d. Notes

     7.437(ff)       11/02/33       3,810        3,785,618  

Cassa Depositi e Prestiti SpA (Italy),

         

Sr. Unsec’d. Notes, 144A

     5.750       05/05/26       400        391,625  

Citigroup, Inc.,

         

Sr. Unsec’d. Notes

     2.976(ff)       11/05/30       870        713,776  

Sr. Unsec’d. Notes

     3.200       10/21/26       1,145        1,056,556  

Sr. Unsec’d. Notes

     3.785(ff)       03/17/33       1,240        1,007,427  

Sr. Unsec’d. Notes    

     3.887(ff)       01/10/28       980        908,647  

 

See Notes to Financial Statements.

 

22


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

   

        Principal        

Amount

(000)#

               Value            

 

CORPORATE BONDS (Continued)

         

Banks (cont’d.)

                                 

Citigroup, Inc., (cont’d.)

         

Sub. Notes

       4.400%       06/10/25       405      $ 391,950  

Freedom Mortgage Corp.,

         

Sr. Unsec’d. Notes, 144A

     12.000       10/01/28       175        175,604  

Goldman Sachs Group, Inc. (The),

                

Sr. Unsec’d. Notes

       3.814(ff)       04/23/29       35        31,437  

Sr. Unsec’d. Notes

       3.850       01/26/27       3,940        3,669,630  

Sr. Unsec’d. Notes

       4.223(ff)       05/01/29       135        123,131  

Sr. Unsec’d. Notes

       6.484(ff)       10/24/29       3,110        3,108,210  

JPMorgan Chase & Co.,

         

Jr. Sub. Notes, Series FF

       5.000(ff)       08/01/24(oo)       1,500        1,451,636  

Jr. Sub. Notes, Series HH

       4.600(ff)       02/01/25(oo)       15,325        14,323,947  

KeyCorp,

         

Sr. Unsec’d. Notes, MTN

       2.550       10/01/29       2,370        1,772,409  

M&T Bank Corp.,

         

Sub. Notes

       4.000       07/15/24       325        317,257  

Mizrahi Tefahot Bank Ltd. (Israel),

         

Sub. Notes, 144A

       3.077(ff)       04/07/31       1,555        1,296,481  

Morgan Stanley,

         

Sr. Unsec’d. Notes

       6.342(ff)       10/18/33       1,625        1,592,985  

Sr. Unsec’d. Notes

       6.407(ff)       11/01/29       2,570        2,568,060  

Sr. Unsec’d. Notes, GMTN

       2.239(ff)       07/21/32       2,865        2,113,917  

Sr. Unsec’d. Notes, GMTN

       3.772(ff)       01/24/29       1,750        1,577,152  
         

Sr. Unsec’d. Notes, GMTN

       3.875       01/27/26       605        576,880  

Societe Generale SA (France),

         

Sub. Notes, 144A, MTN

       6.221(ff)       06/15/33       7,380        6,483,462  

Truist Financial Corp.,

         

Sr. Unsec’d. Notes, MTN

       7.161(ff)       10/30/29       1,005        1,010,809  

UBS Group AG (Switzerland),

         

Sr. Unsec’d. Notes

       3.750       03/26/25       1,200        1,154,879  

Sr. Unsec’d. Notes, 144A

       4.488(ff)       05/12/26       615        596,229  

Sr. Unsec’d. Notes, 144A

       6.537(ff)       08/12/33       1,500        1,437,676  

Sr. Unsec’d. Notes, 144A, SOFR + 1.580%

       6.921(c)       05/12/26       1,925        1,936,588  

Wells Fargo & Co.,

         

Sr. Unsec’d. Notes, MTN

       4.808(ff)       07/25/28       6,475        6,124,766  
         

 

 

 
            76,746,958  

Beverages     0.0%

                                 

Anheuser-Busch InBev Worldwide, Inc. (Belgium),

         

Gtd. Notes    

       8.200       01/15/39       250        292,201  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    23


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

 

CORPORATE BONDS (Continued)

          

Biotechnology     0.1%

                                  

Amgen, Inc.,

          

Sr. Unsec’d. Notes(h)

       5.600%       03/02/43        1,675      $ 1,493,163  

Building Materials     0.1%

                                  

Cemex SAB de CV (Mexico),

          

Gtd. Notes, 144A

       5.450       11/19/29        1,180        1,092,237  

JELD-WEN, Inc.,

          

Gtd. Notes, 144A

       4.625       12/15/25        149        141,321  
          

 

 

 
             1,233,558  

Chemicals     1.0%

                                  

Ashland Services BV,

          

Gtd. Notes

       2.000       01/30/28      EUR     1,200        1,079,011  

Ashland, Inc.,

          

Sr. Unsec’d. Notes

       6.875       05/15/43        4,100        3,860,569  

Braskem Netherlands Finance BV (Brazil),

          

Gtd. Notes, 144A

       4.500       01/10/28        1,630        1,376,861  

Gtd. Notes, 144A

       8.500       01/12/31        1,585        1,483,877  

FMC Corp.,

          

Sr. Unsec’d. Notes

       3.450       10/01/29        3,223        2,668,708  

LYB International Finance BV,

          

Gtd. Notes

       5.250       07/15/43        175        140,097  

Nutrien Ltd. (Canada),

          

Sr. Unsec’d. Notes

       4.900       06/01/43        1,350        1,064,485  

Rain Carbon, Inc.,

          

Sr. Sec’d. Notes, 144A

     12.250       09/01/29        225        228,943  

Sasol Financing USA LLC (South Africa),

          

Gtd. Notes

       4.375       09/18/26        350        308,000  

TPC Group, Inc.,

          

Sr. Sec’d. Notes, 144A (original cost $1,054,922;

purchased 12/15/22 - 05/16/23)(f)

     13.000       12/16/27        1,058        1,060,169  
          

 

 

 
             13,270,720  

Commercial Services     0.7%

                                  

Allied Universal Holdco LLC/Allied Universal Finance Corp.,

          

Sr. Sec’d. Notes, 144A

       6.625       07/15/26        1,000        936,176  

AMN Healthcare, Inc.,

          

Gtd. Notes, 144A

       4.000       04/15/29        1,200        999,550  

DP World Ltd. (United Arab Emirates),

                 

Sr. Unsec’d. Notes, 144A    

       2.375       09/25/26      EUR     601        593,750  

 

See Notes to Financial Statements.

 

24


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

 

CORPORATE BONDS (Continued)

          

Commercial Services (cont’d.)

                                  

ERAC USA Finance LLC,

          

Gtd. Notes, 144A

     6.700%       06/01/34        110      $ 112,512  

Gtd. Notes, 144A

     7.000       10/15/37        1,725        1,793,077  

GTCR W-2 Merger Sub LLC,

          

Sr. Sec’d. Notes, 144A

     7.500       01/15/31        200        197,221  

Nexi SpA (Italy),

          

Sr. Unsec’d. Notes(a)

     2.125       04/30/29      EUR     3,560        3,085,980  

United Rentals North America, Inc.,

          

Gtd. Notes

     3.750       01/15/32        325        258,578  

Gtd. Notes

     5.250       01/15/30        1,200        1,097,427  
          

 

 

 
             9,074,271  

Computers     0.2%

                                  

CA Magnum Holdings (India),

          

Sr. Sec’d. Notes, 144A

     5.375       10/31/26        1,625        1,415,148  

NCR Atleos Escrow Corp.,

          

Sr. Sec’d. Notes, 144A

     9.500       04/01/29        761        745,802  
          

 

 

 
             2,160,950  

Distribution/Wholesale     0.1%

                                  

H&E Equipment Services, Inc.,

          

Gtd. Notes, 144A

     3.875       12/15/28        1,150        974,364  

Ritchie Bros Holdings, Inc. (Canada),

          

Sr. Sec’d. Notes, 144A

     6.750       03/15/28        100        98,000  
          

 

 

 
             1,072,364  

Diversified Financial Services     0.4%

                                  

Blackstone Private Credit Fund,

          

Sr. Sec’d. Notes^

     5.610       05/03/27        950        866,894  

Capital One Financial Corp.,

          

Sr. Unsec’d. Notes

     7.624(ff)       10/30/31        935        934,808  

Jefferies Finance LLC/JFIN Co-Issuer Corp.,

          

Sr. Unsec’d. Notes, 144A

     5.000       08/15/28        1,025        820,692  

Jefferies Financial Group, Inc.,

          

Sr. Unsec’d. Notes

     6.500       01/20/43        175        161,624  

Navient Corp.,

          

Sr. Unsec’d. Notes

     6.750       06/25/25        575        561,572  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    25


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

   

        Principal        

Amount

(000)#

               Value            

CORPORATE BONDS (Continued)

         

Diversified Financial Services (cont’d.)

                                 

OneMain Finance Corp.,

         

Gtd. Notes

       3.875%       09/15/28       1,200      $ 953,467  

Power Finance Corp. Ltd. (India),

         

Sr. Unsec’d. Notes, EMTN

       5.250       08/10/28       1,100        1,051,666  
         

 

 

 
            5,350,723  

Electric     1.3%

                                 

AES Panama Generation Holdings SRL (Panama),

         

Sr. Sec’d. Notes, 144A

       4.375       05/31/30       1,055        855,771  

American Electric Power Co., Inc.,

         

Jr. Sub. Notes

       5.699       08/15/25       2,075        2,058,137  

Calpine Corp.,

         

Sr. Unsec’d. Notes, 144A

       4.625       02/01/29       1,500        1,264,862  

Sr. Unsec’d. Notes, 144A

       5.000       02/01/31       2,695        2,175,633  

Clean Renewable Power Mauritius Pte Ltd. (India),

         

Sr. Sec’d. Notes, 144A

       4.250       03/25/27       428        364,542  

Duke Energy Carolinas LLC,

         

First Ref. Mortgage

       4.000       09/30/42       50        36,557  

Eskom Holdings SOC Ltd. (South Africa),

         

Sr. Unsec’d. Notes, 144A

       7.125       02/11/25       2,145        2,102,100  

Mercury Chile Holdco LLC (Chile),

         

Sr. Sec’d. Notes

       6.500       01/24/27       1,400        1,256,500  

Mong Duong Finance Holdings BV (Vietnam),

         

Sr. Sec’d. Notes

       5.125       05/07/29       1,295        1,166,173  

NRG Energy, Inc.,

         

Gtd. Notes, 144A

       3.625       02/15/31       1,475        1,112,933  

Gtd. Notes, 144A

       3.875       02/15/32       1,050        784,263  

Jr. Sub. Notes, 144A

     10.250(ff)       03/15/28(oo)       275        265,375  

Tierra Mojada Luxembourg II Sarl (Mexico),

         

Sr. Sec’d. Notes, 144A

       5.750       12/01/40       1,714        1,357,412  

Vistra Corp.,

                

Jr. Sub. Notes, 144A

       7.000(ff)       12/15/26(oo)       450        411,359  

Jr. Sub. Notes, 144A

       8.000(ff)       10/15/26(oo)       1,575        1,496,384  
         

 

 

 
                    16,708,001  

Energy-Alternate Sources     0.0%

                                 

Aydem Yenilenebilir Enerji A/S (Turkey),

         

Sr. Sec’d. Notes, 144A

     7.750       02/02/27       630        550,456  

 

See Notes to Financial Statements.

 

26


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

   

        Principal        

Amount

(000)#

               Value            

CORPORATE BONDS (Continued)

         

Engineering & Construction     0.5%

                                 

Cellnex Finance Co. SA (Spain),

         

Gtd. Notes, EMTN

       2.000%       02/15/33     EUR     1,100      $ 880,847  

Cellnex Telecom SA (Spain),

                

Sr. Unsec’d. Notes, EMTN

       1.750       10/23/30     EUR     700        593,731  

IHS Holding Ltd. (Nigeria),

         

Gtd. Notes, 144A

       6.250       11/29/28       850        622,583  

Mexico City Airport Trust (Mexico),

         

Sr. Sec’d. Notes, 144A

       3.875       04/30/28       2,000        1,765,360  

Sr. Sec’d. Notes, 144A

       4.250       10/31/26       218        201,947  

Sr. Sec’d. Notes, 144A

       5.500       10/31/46       415        293,297  

Sr. Sec’d. Notes, 144A

       5.500       07/31/47       3,395        2,415,576  
         

 

 

 
            6,773,341  

Entertainment     0.4%

                                 

Caesars Entertainment, Inc.,

         

Sr. Sec’d. Notes, 144A

       6.250       07/01/25       350        344,453  

Sr. Sec’d. Notes, 144A

       7.000       02/15/30       1,450        1,395,652  

CCM Merger, Inc.,

         

Sr. Unsec’d. Notes, 144A

       6.375       05/01/26       625        592,807  

Codere Finance 2 Luxembourg SA (Spain),

                

Sr. Sec’d. Notes, Cash coupon 2.000% and PIK 10.750%

     12.750       11/30/27(d)     EUR     689        56,276  

Sr. Sec’d. Notes, 144A, Cash coupon 8.000% and PIK 3.000%

     11.000       09/30/26(d)     EUR     2,008        1,445,010  

Sr. Sec’d. Notes, 144A

     13.000       09/30/24     EUR     330        348,301  

Penn Entertainment, Inc.,

         

Sr. Unsec’d. Notes, 144A(a)

       4.125       07/01/29       391        303,823  

Premier Entertainment Sub LLC/Premier Entertainment Finance Corp.,

         

Gtd. Notes, 144A

       5.875       09/01/31       625        424,298  
         

 

 

 
                    4,910,620  

Foods     0.3%

                                 

Albertson’s Cos., Inc./Safeway, Inc./New Albertson’s LP/Albertson’s LLC,

         

Gtd. Notes, 144A

       6.500       02/15/28       450        441,777  

B&G Foods, Inc.,

         

Gtd. Notes

       5.250       09/15/27       1,275        1,049,353  

Bellis Finco PLC (United Kingdom),

                

Gtd. Notes

       4.000       02/16/27     GBP     2,700        2,426,041  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    27


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

CORPORATE BONDS (Continued)

          

Foods (cont’d.)

                                  

Lamb Weston Holdings, Inc.,

          

Gtd. Notes, 144A

     4.125%       01/31/30        175      $ 148,726  

Gtd. Notes, 144A

     4.375       01/31/32        325        268,656  
          

 

 

 
             4,334,553  

Forest Products & Paper     0.1%

                                  

Georgia-Pacific LLC,

          

Sr. Unsec’d. Notes

     7.375       12/01/25        400        410,921  

Suzano Austria GmbH (Brazil),

          

Gtd. Notes

     6.000       01/15/29        1,000        960,050  
          

 

 

 
             1,370,971  

Gas     0.3%

                                  

AmeriGas Partners LP/AmeriGas Finance Corp.,

          

Sr. Unsec’d. Notes

     5.500       05/20/25        1,500        1,439,897  

CenterPoint Energy Resources Corp.,

          

Sr. Unsec’d. Notes

     5.850       01/15/41        700        639,784  

ENN Clean Energy International Investment Ltd. (China),

          

Gtd. Notes, 144A

     3.375       05/12/26        1,350        1,235,250  

Southern Co. Gas Capital Corp.,

          

Gtd. Notes

     4.400       06/01/43        1,375        992,611  
          

 

 

 
                     4,307,542  

Healthcare-Products     0.1%

                                  

Medline Borrower LP,

          

Sr. Sec’d. Notes, 144A

     3.875       04/01/29        250        210,982  

Sr. Unsec’d. Notes, 144A

     5.250       10/01/29        150        127,720  

Thermo Fisher Scientific, Inc.,

          

Sr. Unsec’d. Notes, EMTN

     1.500       10/01/39      EUR     1,250        882,418  

Sr. Unsec’d. Notes, EMTN

     1.875       10/01/49      EUR     825        506,236  
          

 

 

 
             1,727,356  

Healthcare-Services     0.4%

                                  

Aetna, Inc.,

          

Sr. Unsec’d. Notes

     4.500       05/15/42        530        401,059  

DaVita, Inc.,

          

Gtd. Notes, 144A

     4.625       06/01/30        1,300        1,019,228  

 

See Notes to Financial Statements.

 

28


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

CORPORATE BONDS (Continued)

          

Healthcare-Services (cont’d.)

                                  

Elevance Health, Inc.,

          

Sr. Unsec’d. Notes

     4.101%       03/01/28        700      $ 653,927  

Sr. Unsec’d. Notes

     4.650       01/15/43        120        95,834  

Sr. Unsec’d. Notes

     5.100       01/15/44        515        430,139  

Tenet Healthcare Corp.,

          

Sr. Sec’d. Notes, 144A

     6.750       05/15/31        1,425        1,353,574  

Sr. Unsec’d. Notes(a)

     6.875       11/15/31        1,200        1,107,339  
          

 

 

 
             5,061,100  

Home Builders    0.4%

                                  

Beazer Homes USA, Inc.,

          

Gtd. Notes

     5.875       10/15/27        150        133,962  

Gtd. Notes

     7.250       10/15/29        3,475        3,171,164  

Taylor Morrison Communities, Inc.,

          

Gtd. Notes, 144A

     5.875       06/15/27        2,560        2,399,960  
          

 

 

 
             5,705,086  

Housewares    0.0%

                                  

SWF Escrow Issuer Corp.,

          

Sr. Unsec’d. Notes, 144A

     6.500       10/01/29        325        183,696  

Insurance    0.5%

                                  

Hartford Financial Services Group, Inc. (The),

          

Sr. Unsec’d. Notes

     5.950       10/15/36        215        204,520  

Sr. Unsec’d. Notes

     6.100       10/01/41        280        261,604  

Liberty Mutual Group, Inc.,

          

Gtd. Notes, 144A

     4.569       02/01/29        1,614                1,495,358  

Lincoln National Corp.,

          

Sr. Unsec’d. Notes

     7.000       06/15/40        695        657,680  

Markel Group, Inc.,

          

Sr. Unsec’d. Notes

     5.000       03/30/43        3,125        2,415,301  

Principal Financial Group, Inc.,

          

Gtd. Notes

     4.350       05/15/43        245        182,172  

Teachers Insurance & Annuity Association of America,

          

Sub. Notes, 144A(h)

     4.900       09/15/44        1,950        1,583,262  

Sub. Notes, 144A

     6.850       12/16/39        54        54,781  
          

 

 

 
             6,854,678  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    29


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

CORPORATE BONDS (Continued)

          

Internet    0.1%

                                  

Prosus NV (China),

          

Sr. Unsec’d. Notes, 144A

     4.193%       01/19/32        1,250      $ 961,563  

Leisure Time    0.4%

                                  

Carnival Corp.,

          

Gtd. Notes, 144A

     5.750       03/01/27        350        311,500  

Gtd. Notes, 144A

     6.000       05/01/29        875        739,375  

NCL Corp. Ltd.,

          

Sr. Sec’d. Notes, 144A

     8.125       01/15/29        550        535,563  

Sr. Sec’d. Notes, 144A

     8.375       02/01/28        925        916,906  

Royal Caribbean Cruises Ltd.,

          

Gtd. Notes, 144A

     7.250       01/15/30        150        147,750  

Gtd. Notes, 144A

     9.250       01/15/29        600        625,500  

Sr. Unsec’d. Notes, 144A

     5.500       08/31/26        950        895,090  

Viking Cruises Ltd.,

          

Gtd. Notes, 144A

     5.875       09/15/27        650        585,585  

Viking Ocean Cruises Ship VII Ltd.,

          

Sr. Sec’d. Notes, 144A

     5.625       02/15/29        1,100        973,500  
          

 

 

 
             5,730,769  

Lodging    0.5%

                                  

Gohl Capital Ltd. (Malaysia),

          

Gtd. Notes

     4.250       01/24/27        1,510        1,380,215  

MGM China Holdings Ltd. (Macau),

          

Sr. Unsec’d. Notes, 144A

     4.750       02/01/27        700        612,448  

MGM Resorts International,

          

Gtd. Notes(a)

     4.750       10/15/28        2,400        2,095,107  

Sands China Ltd. (Macau),

          

Sr. Unsec’d. Notes

     5.375       08/08/25        203        195,588  

Sr. Unsec’d. Notes

     5.650       08/08/28        756        697,221  

Sugarhouse HSP Gaming Prop Mezz LP/Sugarhouse HSP Gaming Finance Corp.,

          

Sr. Sec’d. Notes, 144A

     5.875       05/15/25        1,198        1,151,523  

Wynn Macau Ltd. (Macau),

          

Sr. Unsec’d. Notes, 144A

     5.500       01/15/26        475        437,722  
          

 

 

 

    

                     6,569,824  

 

See Notes to Financial Statements.

 

30


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

   

        Principal        

Amount

(000)#

               Value            

 

CORPORATE BONDS (Continued)

         

Machinery-Diversified     0.1%

                                 

Chart Industries, Inc.,

         

Sr. Sec’d. Notes, 144A

       7.500%       01/01/30       1,100      $ 1,080,774  

Maxim Crane Works Holdings Capital LLC,

         

Sec’d. Notes, 144A

     11.500       09/01/28       400        390,434  
         

 

 

 
            1,471,208  

Media     1.3%

                                 

Altice Finco SA (Luxembourg),

         

Sec’d. Notes

       4.750       01/15/28     EUR     3,350        2,621,647  

AMC Networks, Inc.,

         

Gtd. Notes

       5.000       04/01/24       1,075        1,068,264  

CCO Holdings LLC/CCO Holdings Capital Corp.,

         

Sr. Unsec’d. Notes, 144A

       4.750       03/01/30       1,300        1,072,657  

Charter Communications Operating LLC/Charter

         

Communications Operating Capital,

         

Sr. Sec’d. Notes

       6.384       10/23/35       2,640        2,387,377  

Sr. Sec’d. Notes

       6.484       10/23/45       585        493,432  

CSC Holdings LLC,

         

Gtd. Notes, 144A

       5.375       02/01/28       1,600        1,274,437  

Gtd. Notes, 144A(a)

       5.500       04/15/27       1,500        1,252,471  

Sr. Unsec’d. Notes(a)

       5.250       06/01/24       2,000        1,870,035  

Diamond Sports Group LLC/Diamond Sports Finance Co.,

         

Gtd. Notes, 144A (original cost $2,576,156;purchased 07/18/19 - 02/27/20)(f)

       6.625       08/15/27(d)       2,785        28,121  

DISH Network Corp.,

         

Sr. Sec’d. Notes, 144A

     11.750       11/15/27       2,350        2,327,543  

Sinclair Television Group, Inc.,

         

Gtd. Notes, 144A

       5.125       02/15/27       425        336,371  

Univision Communications, Inc.,

         

Sr. Sec’d. Notes, 144A

       5.125       02/15/25       564        551,028  

Virgin Media Secured Finance PLC (United Kingdom),

         

Sr. Sec’d. Notes

       4.125       08/15/30     GBP     700        675,038  

Sr. Sec’d. Notes

       4.250       01/15/30     GBP     600        587,143  

Ziggo BV (Netherlands),

         

Sr. Sec’d. Notes

       2.875       01/15/30     EUR     370        310,026  
         

 

 

 

    

            16,855,590  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    31


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

 

CORPORATE BONDS (Continued)

          

Mining     0.3%

                                  

AngloGold Ashanti Holdings PLC (Australia),

          

Gtd. Notes

     3.375%       11/01/28        730      $ 600,516  

First Quantum Minerals Ltd. (Zambia),

          

Gtd. Notes, 144A

     6.875       10/15/27        600        505,500  

Freeport Indonesia PT (Indonesia),

          

Sr. Unsec’d. Notes, 144A, MTN

     5.315       04/14/32        600        532,956  

Indonesia Asahan Aluminium PT/Mineral Industri

          

Indonesia Persero PT (Indonesia),

          

Sr. Unsec’d. Notes

     6.530       11/15/28        1,650        1,641,552  
          

 

 

 
             3,280,524  

Oil & Gas     2.5%

                                  

Aker BP ASA (Norway),

          

Sr. Unsec’d. Notes, 144A

     2.000       07/15/26        2,445        2,185,091  

Ascent Resources Utica Holdings LLC/ARU Finance Corp.,

          

Gtd. Notes, 144A

     7.000       11/01/26        1,225        1,183,833  

Gtd. Notes, 144A

     9.000       11/01/27        899        1,136,349  

Cenovus Energy, Inc. (Canada),

          

Sr. Unsec’d. Notes

     5.400       06/15/47        1,092        890,482  

CITGO Petroleum Corp.,

          

Sr. Sec’d. Notes, 144A

     7.000       06/15/25        1,325        1,303,117  

Civitas Resources, Inc.,

          

Gtd. Notes, 144A

     8.375       07/01/28        200        201,436  

Gtd. Notes, 144A

     8.625       11/01/30        225        229,010  

CNX Resources Corp.,

          

Gtd. Notes, 144A

     7.250       03/14/27        525        517,003  

CrownRock LP/CrownRock Finance, Inc.,

          

Sr. Unsec’d. Notes, 144A

     5.625       10/15/25        1,000        990,554  

Ecopetrol SA (Colombia),

          

Sr. Unsec’d. Notes

     6.875       04/29/30        2,170        1,945,297  

Sr. Unsec’d. Notes

     8.625       01/19/29        2,105        2,095,528  

Sr. Unsec’d. Notes

     8.875       01/13/33        2,660        2,542,960  

Energian Israel Finance Ltd. (Israel),

          

Sr. Sec’d. Notes, 144A

     4.875       03/30/26        1,135        995,293  

Sr. Sec’d. Notes, 144A

     5.375       03/30/28        857        699,526  

Hilcorp Energy I LP/Hilcorp Finance Co.,

          

Sr. Unsec’d. Notes, 144A

     6.250       11/01/28        700        654,498  

Sr. Unsec’d. Notes, 144A

     6.250       04/15/32        500        436,447  

Leviathan Bond Ltd. (Israel),

          

Sr. Sec’d. Notes, 144A    

     6.750       06/30/30        600        492,600  

 

See Notes to Financial Statements.

 

32


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

 

CORPORATE BONDS (Continued)

          

Oil & Gas (cont’d.)

                                  

Ovintiv, Inc.,

          

Gtd. Notes

       5.650%       05/15/28        2,145      $ 2,083,438  

Petrobras Global Finance BV (Brazil),

          

Gtd. Notes

       5.375       10/01/29      GBP     800        848,501  

Petroleos Mexicanos (Mexico),

          

Gtd. Notes

       4.750       02/26/29      EUR     2,055        1,640,777  

Gtd. Notes

       6.500       03/13/27        260        228,362  

Gtd. Notes

       6.700       02/16/32        2,660        1,941,800  

Gtd. Notes

       6.840       01/23/30        500        388,250  

Gtd. Notes, EMTN

       4.875       02/21/28      EUR     150        127,099  

Precision Drilling Corp. (Canada),

          

Gtd. Notes, 144A

       7.125       01/15/26        675        660,656  

Preem Holdings AB (Sweden),

          

Sr. Unsec’d. Notes, 144A

     12.000       06/30/27      EUR     1,980        2,242,633  

Southwestern Energy Co.,

          

Gtd. Notes

       4.750       02/01/32        650        558,976  

Transocean, Inc.,

          

Gtd. Notes, 144A

       7.250       11/01/25        3,025        2,941,813  
          

 

 

 
             32,161,329  

Oil & Gas Services     0.0%

                                  

Cameron International Corp.,

          

Gtd. Notes

       5.950       06/01/41        100        84,533  

Packaging & Containers     0.2%

                                  

Ball Corp.,

          

Gtd. Notes

       6.000       06/15/29        1,125        1,077,489  

Pactiv Evergreen Group Issuer LLC/Pactiv Evergreen Group Issuer, Inc.,

          

Sr. Sec’d. Notes, 144A(a)

       4.375       10/15/28        1,300        1,111,106  

Sealed Air Corp./Sealed Air Corp. US,

          

Gtd. Notes, 144A

       6.125       02/01/28        125        118,892  
          

 

 

 
             2,307,487  

Pharmaceuticals     1.0%

                                  

AbbVie, Inc.,

          

Sr. Unsec’d. Notes

       4.050       11/21/39        905        706,156  

Sr. Unsec’d. Notes

       4.550       03/15/35        4,155        3,650,081  

AdaptHealth LLC,

          

Gtd. Notes, 144A    

       4.625       08/01/29        750        560,762  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    33


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

   

        Principal        

Amount

(000)#

               Value            

 

CORPORATE BONDS (Continued)

         

Pharmaceuticals (cont’d.)

                                 

AdaptHealth LLC, (cont’d.)

         

Gtd. Notes, 144A

     6.125%       08/01/28       800      $ 661,262  

Bausch Health Cos., Inc.,

         

Gtd. Notes, 144A

     5.000       01/30/28       400        148,000  

Gtd. Notes, 144A

     6.250       02/15/29       1,200        435,000  

Cigna Group (The),

         

Gtd. Notes(h)

     4.375       10/15/28       3,990        3,729,295  

CVS Health Corp.,

         

Sr. Unsec’d. Notes

     5.875       06/01/53       390        341,245  

Organon & Co./Organon Foreign Debt Co-Issuer BV,

         

Sr. Sec’d. Notes, 144A

     4.125       04/30/28       650        561,533  

Sr. Unsec’d. Notes, 144A

     5.125       04/30/31       650        507,906  

Utah Acquisition Sub, Inc.,

         

Gtd. Notes

     5.250       06/15/46       520        363,776  

Viatris, Inc.,

         

Gtd. Notes

     4.000       06/22/50       2,190        1,256,738  
         

 

 

 
            12,921,754  

Pipelines     1.2%

                                 

AI Candelaria Spain SA (Colombia),

         

Sr. Sec’d. Notes, 144A

     5.750       06/15/33       920        623,990  

Antero Midstream Partners LP/Antero Midstream Finance Corp.,

         

Gtd. Notes, 144A

     7.875       05/15/26       900        908,367  

Eastern Gas Transmission & Storage, Inc.,

         

Sr. Unsec’d. Notes

     4.600       12/15/44       125        92,675  

Energy Transfer LP,

         

Jr. Sub. Notes, Series G

     7.125(ff)       05/15/30(oo)       3,360        2,825,358  

Sr. Unsec’d. Notes

     5.150       03/15/45       55        42,621  

Sr. Unsec’d. Notes

     5.300       04/15/47       125        96,846  

Sr. Unsec’d. Notes

     5.400       10/01/47       60        47,255  

Sr. Unsec’d. Notes

     6.250       04/15/49       75        66,143  

Magellan Midstream Partners LP,

         

Gtd. Notes

     4.200       12/01/42       125        83,958  

Gtd. Notes

     5.150       10/15/43       1,350        1,073,708  

MPLX LP,

         

Sr. Unsec’d. Notes

     5.200       03/01/47       145        112,412  

NGPL PipeCo LLC,

         

Sr. Unsec’d. Notes, 144A

     4.875       08/15/27       500        469,099  

ONEOK, Inc.,

         

Gtd. Notes

     4.950       07/13/47       1,060        792,924  

 

See Notes to Financial Statements.

 

34


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

CORPORATE BONDS (Continued)

          

Pipelines (cont’d.)

                                  

ONEOK, Inc., (cont’d.)

          

Gtd. Notes

     5.650%       11/01/28        3,435      $ 3,352,470  

Rockies Express Pipeline LLC,

          

Sr. Unsec’d. Notes, 144A

     3.600       05/15/25        775        733,395  

Sr. Unsec’d. Notes, 144A

     6.875       04/15/40        1,850        1,540,912  

Tallgrass Energy Partners LP/Tallgrass Energy Finance Corp.,

          

Gtd. Notes, 144A

     5.500       01/15/28        1,000        880,085  

Gtd. Notes, 144A

     7.500       10/01/25        125        123,458  

Venture Global Calcasieu Pass LLC,

          

Sr. Sec’d. Notes, 144A

     3.875       08/15/29        75        62,570  

Sr. Sec’d. Notes, 144A

     4.125       08/15/31        75        60,418  

Western Midstream Operating LP,

          

Sr. Unsec’d. Notes

     5.300       03/01/48        910        679,531  

Williams Cos., Inc. (The),

          

Sr. Unsec’d. Notes

     5.300       08/15/52        765        622,002  
          

 

 

 
             15,290,197  

Real Estate     0.1%

                                  

Arabian Centres Sukuk Ltd. (Saudi Arabia),

          

Gtd. Notes, 144A

     5.375       11/26/24        995        949,292  

Real Estate Investment Trusts (REITs)     0.2%

                                  

Diversified Healthcare Trust,

          

Gtd. Notes

     4.375       03/01/31        1,000        688,370  

MPT Operating Partnership LP/MPT Finance Corp.,

          

Gtd. Notes

     0.993       10/15/26      EUR     837        652,271  

Gtd. Notes

     5.000       10/15/27        450        348,609  

Park Intermediate Holdings LLC/PK Domestic Property LLC/PK Finance Co-Issuer,

          

Sr. Sec’d. Notes, 144A

     7.500       06/01/25        900        892,603  
          

 

 

 
             2,581,853  

Retail     0.7%

                                  

Brinker International, Inc.,

          

Gtd. Notes, 144A

     5.000       10/01/24        500        487,752  

eG Global Finance PLC (United Kingdom),

          

Sr. Sec’d. Notes

     6.250       10/30/25      EUR     231        239,791  

Sr. Sec’d. Notes, 144A

     4.375       02/07/25      EUR     4,346        4,482,070  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    35


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

 

 Maturity    

 Date

 

        Principal        

Amount

(000)#

               Value            

CORPORATE BONDS (Continued)

         

Retail (cont’d.)

                         

Falabella SA (Chile),

         

Sr. Unsec’d. Notes, 144A

     3.375%   01/15/32     1,200      $ 835,128  

Fertitta Entertainment LLC/Fertitta Entertainment Finance Co., Inc.,

         

Gtd. Notes, 144A

     6.750   01/15/30     750        596,010  

Macy’s Retail Holdings LLC,

         

Gtd. Notes

     4.300   02/15/43     705        386,149  

Sally Holdings LLC/Sally Capital, Inc.,

         

Gtd. Notes

     5.625   12/01/25     1,825        1,763,830  
         

 

 

 
                    8,790,730  

Telecommunications     1.2%

                         

AT&T, Inc.,

         

Sr. Unsec’d. Notes

     2.550   12/01/33     727        521,705  

Sr. Unsec’d. Notes

     3.500   09/15/53     929        547,067  

Sr. Unsec’d. Notes

     3.650   09/15/59     318        183,867  

Sr. Unsec’d. Notes

     4.500   05/15/35     695        578,877  

CT Trust (Guatemala),

         

Sr. Sec’d. Notes, 144A

     5.125   02/03/32     760        581,400  

Digicel Group Holdings Ltd. (Jamaica),

         

Sr. Unsec’d. Notes, 144A, Cash coupon 5.000% and PIK 3.000% (original cost $39,683; purchased 06/23/20)(f)

     8.000   04/01/25(d)     192        38,358  

Digicel International Finance Ltd./Digicel International Holdings Ltd. (Jamaica),

         

Gtd. Notes, 144A (original cost $736,209; purchased 05/22/20 - 03/15/23)(f)

     8.000   12/31/26(d)     2,424        48,479  

Gtd. Notes, 144A, Cash coupon 13.000% (original cost $485,030; purchased 10/19/23)(f)

   13.000   12/31/25(d)     692        478,116  

Sr. Sec’d. Notes, 144A (original cost $1,075,788; purchased 10/19/23)(f)

     8.750   05/25/24     1,138        1,042,501  

Digicel Ltd. (Jamaica),

         

Gtd. Notes, 144A

     6.750   03/01/23(d)     2,050        51,250  

Intelsat Jackson Holdings SA (Luxembourg),

         

Sr. Sec’d. Notes, 144A

     6.500   03/15/30     1,400        1,228,500  

Kaixo Bondco Telecom SA (Spain),

         

Sr. Sec’d. Notes, 144A

     5.125   09/30/29   EUR     1,950        1,829,010  

Level 3 Financing, Inc.,

         

Sr. Sec’d. Notes, 144A

     3.400   03/01/27     465        432,455  

Sr. Sec’d. Notes, 144A

   10.500   05/15/30     275        275,236  

 

See Notes to Financial Statements.

 

36


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

CORPORATE BONDS (Continued)

          

Telecommunications (cont’d.)

                                  

Millicom International Cellular SA (Guatemala),

          

Sr. Unsec’d. Notes, 144A

     4.500%       04/27/31        515      $ 383,829  

Sprint LLC,

          

Gtd. Notes

     7.125       06/15/24        2,000        2,010,759  

Gtd. Notes

     7.625       02/15/25        1,150        1,165,804  

TalkTalk Telecom Group Ltd. (United Kingdom),

          

Gtd. Notes

     3.875       02/20/25      GBP     1,300        1,193,952  

Total Play Telecomunicaciones SA de CV (Mexico),

          

Gtd. Notes, 144A

     6.375       09/20/28        480        227,174  

Verizon Communications, Inc.,

          

Sr. Unsec’d. Notes

     3.400       03/22/41        1,575        1,061,373  

Viasat, Inc.,

          

Sr. Unsec’d. Notes, 144A

     5.625       09/15/25        1,650        1,531,775  

Sr. Unsec’d. Notes, 144A

     7.500       05/30/31        400        261,550  
          

 

 

 
             15,673,037  

Transportation     0.1%

                                  

Burlington Northern Santa Fe LLC,

          

Sr. Unsec’d. Notes

     5.050       03/01/41        295        256,885  

Forward Air Corp.,

          

Sr. Sec’d. Notes, 144A

     9.500       10/15/31        650        633,644  

Indian Railway Finance Corp. Ltd. (India),

          

Sr. Unsec’d. Notes, 144A, MTN

     3.570       01/21/32        360        293,306  

XPO, Inc.,

          

Gtd. Notes, 144A

     7.125       06/01/31        225        219,197  
          

 

 

 
             1,403,032  
          

 

 

 

TOTAL CORPORATE BONDS
(cost $359,873,844)

                     316,901,083  
          

 

 

 

FLOATING RATE AND OTHER LOANS     0.7%

          

Airlines     0.0%

                                  

United Airlines, Inc.,

          

Class B Term Loan, 1 Month SOFR + 3.864%

     9.189(c)       04/21/28        389        390,166  

Computers     0.1%

                                  

McAfee Corp.,

          

Tranche B-1 Term Loan, 1 Month SOFR + 3.850%

     9.165(c)       03/01/29        1,012        963,265  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    37


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

 

 Maturity    

 Date

  

        Principal        

Amount

(000)#

               Value            

FLOATING RATE AND OTHER LOANS (Continued)

          

Diversified Financial Services     0.1%

                          

Hudson River Trading LLC,

          

Term Loan, 1 Month SOFR + 3.114%

     8.439%(c)   03/20/28      1,174      $ 1,156,004  

Investment Companies     0.2%

                          

Rainbow Midco Ltd. (United Kingdom),

          

Term Loan, 3 Month EURIBOR + 7.750%^

     7.201(c)   02/23/29    EUR     2,754        2,881,244  

Media     0.0%

                          

Diamond Sports Group LLC,

          

First Lien Term Loan, 1 Month SOFR + 10.100%

   12.775(c)   05/25/26      41        15,190  

Second Lien Term Loan, 6 Month SOFR + 3.500%

   10.685(c)   08/24/26      2,065        23,229  
          

 

 

 
             38,419  

Metal Fabricate/Hardware     0.1%

                          

Tank Holding Corp.,

          

2023 Incremental Term Loan, 1 Month SOFR + 6.100%^

   11.424(c)   03/31/28      153        145,951  

Delayed Draw Term Commitment^

        —  (p)   03/31/28      22        21,165  

Term Loan, 1 Month SOFR + 5.850%

   11.174(c)   03/31/28      1,136        1,078,844  
          

 

 

 
                     1,245,960  

Retail     0.2%

                          

Constellation Automotive Group Ltd. (United Kingdom),

          

Facility 1 Loan, SONIA + 7.500%

   12.709(c)   07/27/29    GBP     1,025        839,071  

Great Outdoors Group LLC,

          

Term B-2 Loan, 3 Month SOFR + 4.012%

     9.402(c)   03/06/28      1,244        1,231,995  
          

 

 

 
             2,071,066  

Telecommunications     0.0%

                          

Digicel International Finance Ltd. (Jamaica),

          

First Lien Initial Term B Loan, 6 Month LIBOR + 3.250%

     8.981(c)   05/27/24      188        172,284  
          

 

 

 

TOTAL FLOATING RATE AND OTHER LOANS
(cost $10,287,707)

             8,918,408  
          

 

 

 

 

See Notes to Financial Statements.

 

38


    

    

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

MUNICIPAL BONDS     1.3%

          

California     0.2%

                                  

Bay Area Toll Authority,

          

Revenue Bonds, BABs, Series F2

     6.263%       04/01/49        550      $ 567,258  

Los Angeles Department of Water & Power, Water System Revenue,

          

Taxable, Revenue Bonds, BABs, Series C

     6.008       07/01/39        1,730        1,719,032  

University of California,

          

Taxable, Revenue Bonds, Series AP

     3.931       05/15/45        625        519,551  

Taxable, Revenue Bonds, Series J

     4.131       05/15/45        675        541,187  
          

 

 

 
                     3,347,028  

Colorado     0.1%

                                  

Regional Transportation District Sales Tax Revenue,

          

Revenue Bonds, BABs, Series B

     5.844       11/01/50        1,190        1,167,792  

Illinois     0.1%

                                  

State of Illinois,

          

General Obligation Unlimited, Taxable

     5.100       06/01/33        865        803,019  

New Jersey     0.2%

                                  

New Jersey Turnpike Authority,

          

Taxable, Revenue Bonds, BABs, Series F

     7.414       01/01/40        2,000        2,245,834  

Rutgers The State University of New Jersey,

          

Taxable, Revenue Bonds, BABs, Series H

     5.665       05/01/40        200        195,076  
          

 

 

 
             2,440,910  

Ohio     0.0%

                                  

Ohio State University (The),

          

Taxable, Revenue Bonds, Series A

     4.800       06/01/2111        180        140,046  

Puerto Rico     0.7%

                                  

Commonwealth of Puerto Rico,

          

General Obligation, Sub-Series C

     0.000(cc)       11/01/43        8,692        4,466,020  

Puerto Rico Sales Tax Financing Corp. Sales Tax Revenue,

          

Revenue Bonds, Restructured, Series A-1(h)

     4.750       07/01/53        5,846        4,931,437  
          

 

 

 
             9,397,457  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    39


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

 Interest      

 Rate

   

 Maturity    

 Date

    

        Principal        

Amount

(000)#

               Value            

MUNICIPAL BONDS (Continued)

          

Texas     0.0%

                                  

City of San Antonio Electric & Gas Systems Revenue,

          

Taxable, Revenue Bonds

       4.427%       02/01/42        120      $ 101,542  
          

 

 

 

TOTAL MUNICIPAL BONDS
(cost $20,192,993)

                     17,397,794  
          

 

 

 

RESIDENTIAL MORTGAGE-BACKED SECURITIES     2.7%

          

Bellemeade Re Ltd.,

          

Series 2021-01A, Class M1C, 144A, 30 Day Average SOFR + 2.950% (Cap N/A, Floor 2.950%)

       8.271(c)       03/25/31        960        975,875  

Chase Mortgage Finance Trust,

          

Series 2007-A01, Class 1A3

       4.979(cc)       02/25/37        34        32,623  

Connecticut Avenue Securities Trust,

          

Series 2020-R01, Class 1M2, 144A, 30 Day Average SOFR + 2.164% (Cap N/A, Floor 0.000%)

       7.485(c)       01/25/40        47        47,108  

Series 2021-R01, Class 1B1, 144A, 30 Day Average SOFR + 3.100% (Cap N/A, Floor 0.000%)

       8.421(c)       10/25/41        1,190        1,186,295  

Series 2022-R01, Class 1B1, 144A, 30 Day Average SOFR + 3.150% (Cap N/A, Floor 0.000%)

       8.471(c)       12/25/41        1,218        1,214,201  

Series 2022-R02, Class 2M2, 144A, 30 Day Average SOFR + 3.000% (Cap N/A, Floor 0.000%)

       8.321(c)       01/25/42        1,900        1,899,263  

Series 2022-R03, Class 1B1, 144A, 30 Day Average SOFR + 6.250% (Cap N/A, Floor 0.000%)

     11.571(c)       03/25/42        1,000        1,088,629  

Series 2022-R04, Class 1B1, 144A, 30 Day Average SOFR + 5.250% (Cap N/A, Floor 0.000%)

     10.571(c)       03/25/42        290        307,164  

Series 2022-R04, Class 1M2, 144A, 30 Day Average SOFR + 3.100% (Cap N/A, Floor 0.000%)

       8.421(c)       03/25/42        1,000        1,018,053  

Series 2023-R05, Class 1M2, 144A, 30 Day Average SOFR + 3.100% (Cap N/A, Floor 3.100%)

       8.421(c)       06/25/43        1,400        1,427,757  

Eagle Re Ltd.,

          

Series 2018-01, Class M1, 144A, 1 Month LIBOR + 1.700% (Cap N/A, Floor 1.700%)

       7.139(c)       11/25/28        1,893        1,893,276  

 

See Notes to Financial Statements.

 

40


    

    

 

  Description   

Interest      

Rate

 

Maturity  

Date

  

        Principal        

Amount

(000)#

             Value          

RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)

     

Eagle Re Ltd., (cont’d.)

          

Series 2021-02, Class M1C, 144A, 30 Day Average SOFR + 3.450% (Cap N/A, Floor 3.450%)

   8.771%(c)   04/25/34      910      $ 917,700  

Series 2023-01, Class M1A, 144A, 30 Day Average SOFR + 2.000% (Cap N/A, Floor 2.000%)

   7.321(c)   09/26/33      400        400,233  

FHLMC Structured Agency Credit Risk Debt Notes,

          

Series 2021-DNA02, Class B1, 144A, 30 Day Average SOFR + 3.400% (Cap N/A, Floor 0.000%)

   8.721(c)   08/25/33      3,460        3,525,761  

Series 2021-DNA02, Class M2, 144A, 30 Day Average SOFR + 2.300% (Cap N/A, Floor 0.000%)

   7.621(c)   08/25/33      1,812        1,818,374  

FHLMC Structured Agency Credit Risk REMIC Trust,

          

Series 2020-DNA02, Class B1, 144A, 30 Day Average SOFR + 2.614% (Cap N/A, Floor 0.000%)

   7.935(c)   02/25/50      500        502,493  

Series 2021-DNA01, Class B1, 144A, 30 Day Average SOFR + 2.650% (Cap N/A, Floor 0.000%)

   7.971(c)   01/25/51      835        815,178  

Series 2021-DNA03, Class B1, 144A, 30 Day Average SOFR + 3.500% (Cap N/A, Floor 0.000%)

   8.821(c)   10/25/33      200        204,124  

Series 2021-DNA06, Class M2, 144A, 30 Day Average SOFR + 1.500% (Cap N/A, Floor 0.000%)

   6.821(c)   10/25/41      1,520        1,496,918  

Series 2021-DNA07, Class M2, 144A, 30 Day Average SOFR + 1.800% (Cap N/A, Floor 0.000%)

   7.121(c)   11/25/41      100        98,221  

Series 2021-HQA01, Class B1, 144A, 30 Day Average SOFR + 3.000% (Cap N/A, Floor 0.000%)

   8.321(c)   08/25/33      200        197,126  

Series 2021-HQA03, Class B1, 144A, 30 Day Average SOFR + 3.350% (Cap N/A, Floor 0.000%)

   8.671(c)   09/25/41      170        168,725  

Series 2021-HQA03, Class M2, 144A, 30 Day Average SOFR + 2.100% (Cap N/A, Floor 0.000%)

   7.421(c)   09/25/41      100        97,125  

Series 2022-DNA01, Class M1B, 144A, 30 Day Average SOFR + 1.850% (Cap N/A, Floor 0.000%)

   7.171(c)   01/25/42      500        492,505  

Series 2022-DNA02, Class M1B, 144A, 30 Day Average SOFR + 2.400% (Cap N/A, Floor 0.000%)

   7.721(c)   02/25/42      1,400        1,402,620  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    41


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

Interest      

Rate

 

Maturity  

Date

  

        Principal        

Amount

(000)#

             Value          

RESIDENTIAL MORTGAGE-BACKED SECURITIES (Continued)

     

FHLMC Structured Agency Credit Risk REMIC Trust, (cont’d.)

          

Series 2022-DNA03, Class M1B, 144A, 30 Day Average SOFR + 2.900% (Cap N/A, Floor 0.000%)

     8.221%(c)   04/25/42      2,020      $ 2,057,873  

Series 2022-DNA04, Class M1B, 144A, 30 Day Average SOFR + 3.350% (Cap N/A, Floor 0.000%)

     8.671(c)   05/25/42      200        206,474  

Series 2022-HQA03, Class M2, 144A, 30 Day Average SOFR + 5.350% (Cap N/A, Floor 0.000%)

   10.671(c)   08/25/42      600        633,729  

GSMSC Resecuritization Trust,

             

Series 2015-03R, Class 2A2, 144A, 1 Month SOFR + 0.254% (Cap N/A, Floor 0.140%)

     5.579(c)   10/26/36      321        319,145  

JPMorgan Mortgage Trust,

          

Series 2007-A01, Class 4A1

     5.676(cc)   07/25/35      8        8,275  

Legacy Mortgage Asset Trust,

          

Series 2021-SL02, Class A, 144A

     1.875   10/25/68      166        153,119  

New Residential Mortgage Loan Trust,

          

Series 2018-04A, Class A1S, 144A, 1 Month SOFR + 0.864% (Cap N/A, Floor 0.750%)

     6.189(c)   01/25/48      1,128        1,090,841  

Oaktown Re VII Ltd.,

          

Series 2021-02, Class M1B, 144A, 30 Day Average SOFR + 2.900% (Cap N/A, Floor 2.900%)

     8.221(c)   04/25/34      1,000        1,009,496  

PNMAC GMSR Issuer Trust,

          

Series 2018-GT01, Class A, 144A, 1 Month LIBOR + 3.850% (Cap N/A, Floor 2.850%)

     9.289(c)   02/25/25      1,650        1,649,989  

Series 2018-GT02, Class A, 144A, 1 Month LIBOR + 2.650% (Cap N/A, Floor 0.000%)

     8.089(c)   08/25/25        3,400        3,397,982  

Radnor Re Ltd.,

          

Series 2021-02, Class M1B, 144A, 30 Day Average SOFR + 3.700% (Cap N/A, Floor 3.700%)

     9.021(c)   11/25/31      1,000        1,023,368  

Series 2023-01, Class M1A, 144A, 30 Day Average SOFR + 2.700% (Cap N/A, Floor 2.700%)

     8.021(c)   07/25/33      750        754,433  

Retiro Mortgage Securities DAC (Spain),

          

Series 01A, Class A1, 144A, 3 Month EURIBOR + 2.000% (Cap 5.000%, Floor 0.000%)

     5.000(c)   07/30/75    EUR 314        326,304  

Structured Asset Securities Corp. Mortgage Pass-Through Certificates,

          

Series 2003-37A, Class 3A7

     6.684(cc)   12/25/33      216        202,453  
          

 

 

 

TOTAL RESIDENTIAL MORTGAGE-BACKED SECURITIES
(cost $35,560,865)

             36,060,828  
          

 

 

 

 

See Notes to Financial Statements.

 

42


    

    

 

  Description   

Interest      

Rate

 

Maturity  

Date

 

        Principal        

Amount

(000)#

             Value          

SOVEREIGN BONDS    2.6%

         

Bermuda Government International Bond (Bermuda),

         

Sr. Unsec’d. Notes, 144A

   2.375%   08/20/30     685      $ 542,177  

Brazil Minas SPE via State of Minas Gerais (Brazil),
Gov’t. Gtd. Notes

   5.333   02/15/28     1,645        1,595,124  

Colombia Government International Bond (Colombia),

         

Sr. Unsec’d. Notes

   7.500   02/02/34     1,375        1,282,187  

Dominican Republic International Bond (Dominican Republic),

         

Sr. Unsec’d. Notes

   5.500   02/22/29     261        237,380  

Sr. Unsec’d. Notes, 144A

   5.500   02/22/29     1,915        1,741,692  

Sr. Unsec’d. Notes, 144A

   5.950   01/25/27     1,570        1,508,629  

Hellenic Republic Government International Bond (Greece),

         

Sr. Unsec’d. Notes

   5.200   07/17/34   EUR 5,485        5,933,702  

Sr. Unsec’d. Notes

   6.140   04/14/28   EUR 2,000        2,289,437  

Indonesia Government International Bond (Indonesia),

         

Sr. Unsec’d. Notes

   1.100   03/12/33   EUR 410        310,551  

Sr. Unsec’d. Notes

   1.450   09/18/26   EUR 805        778,493  

Sr. Unsec’d. Notes

   3.375   07/30/25   EUR 2,655        2,754,503  

Ivory Coast Government International Bond (Ivory Coast),

         

Sr. Unsec’d. Notes

   5.125   06/15/25   EUR 500        518,718  

Sr. Unsec’d. Notes, 144A

   5.125   06/15/25   EUR 1,650        1,711,768  

Pakistan Government International Bond (Pakistan),

         

Sr. Unsec’d. Notes

   8.250   04/15/24       2,189        1,953,858  

Romanian Government International Bond (Romania),

         

Sr. Unsec’d. Notes, 144A, MTN

   5.000   09/27/26   EUR 4,200        4,460,685  

Serbia International Bond (Serbia),

         

Sr. Unsec’d. Notes

   1.500   06/26/29   EUR 366        298,678  

Sr. Unsec’d. Notes

   3.125   05/15/27   EUR 1,844        1,764,510  

Sr. Unsec’d. Notes, 144A

   1.500   06/26/29   EUR 1,660        1,354,659  

Sr. Unsec’d. Notes, 144A

   6.250   05/26/28     520        504,369  

Sr. Unsec’d. Notes, 144A

   6.500   09/26/33     915        858,142  

Ukraine Government International Bond (Ukraine),

         

Sr. Unsec’d. Notes

   4.375   01/27/32(d)   EUR 1,866        439,924  

Sr. Unsec’d. Notes

   8.994   02/01/26(d)     350        106,203  

Sr. Unsec’d. Notes, 144A

   4.375   01/27/32(d)   EUR 1,265        298,234  

Sr. Unsec’d. Notes, 144A

   7.750   09/01/24(d)     1,560        491,400  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    43


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description   

Interest      

Rate

   

Maturity  

Date

   

        Principal        

Amount

(000)#

             Value          

SOVEREIGN BONDS (Continued)

         

Ukraine Government International Bond (Ukraine), (cont’d.)

         

Sr. Unsec’d. Notes, 144A

     8.994%       02/01/26(d)       800      $ 242,750  
         

 

 

 

TOTAL SOVEREIGN BONDS
(cost $39,226,385)

            33,977,773  
         

 

 

 

U.S. GOVERNMENT AGENCY OBLIGATIONS    6.1%

 

      

Federal Home Loan Mortgage Corp.

     2.500       09/01/46       1,470        1,144,098  

Federal Home Loan Mortgage Corp.

     2.500       03/01/51       2,943        2,276,477  

Federal Home Loan Mortgage Corp.

     2.500       07/01/51       517        398,470  

Federal Home Loan Mortgage Corp.

     2.500       08/01/51       1,910        1,469,254  

Federal Home Loan Mortgage Corp.

     3.000       02/01/52       2,942        2,358,190  

Federal Home Loan Mortgage Corp.

     4.000       10/01/52       2,933        2,535,090  

Federal Home Loan Mortgage Corp.

     4.500       07/01/52       1,447        1,293,534  

Federal Home Loan Mortgage Corp.

     4.500       08/01/52       1,038        927,693  

Federal Home Loan Mortgage Corp.

     5.000       07/01/52       4,976        4,592,598  

Federal Home Loan Mortgage Corp.

     5.000       09/01/52       11,143        10,282,721  

Federal Home Loan Mortgage Corp.

     5.500       02/01/53       500        474,276  

Federal National Mortgage Assoc.

     2.000       11/01/50       3,846        2,852,314  

Federal National Mortgage Assoc.

     2.500       02/01/51       1,580        1,222,097  

Federal National Mortgage Assoc.

     2.500       03/01/51       1,751        1,353,223  

Federal National Mortgage Assoc.

     3.000       TBA       1,500        1,201,480  

Federal National Mortgage Assoc.

     3.000       04/01/48       5,789        4,855,704  

Federal National Mortgage Assoc.

     3.000       07/01/51       552        442,755  

Federal National Mortgage Assoc.

     3.000       02/01/52       526        421,746  

Federal National Mortgage Assoc.

     3.000       04/01/52       5,643        4,522,134  

Federal National Mortgage Assoc.

     4.500       06/01/52       1,906        1,703,818  

Federal National Mortgage Assoc.

     4.500       07/01/52       2,882        2,576,438  

Federal National Mortgage Assoc.

     4.500       08/01/52       4,424        3,954,145  

Federal National Mortgage Assoc.

     4.500       10/01/52       5,319        4,754,297  

Federal National Mortgage Assoc.

     5.000       07/01/52       2,378        2,194,302  

Federal National Mortgage Assoc.

     5.000       09/01/52       4,843        4,469,079  

Federal National Mortgage Assoc.

     5.500       10/01/52       916        869,264  

Federal National Mortgage Assoc.(k)

     5.500       11/01/52       11,766        11,173,622  

Federal National Mortgage Assoc.

     5.500       12/01/52       1,508        1,431,556  

Federal National Mortgage Assoc.

     6.000       11/01/52       1,077        1,054,826  

Federal National Mortgage Assoc.

     6.000       12/01/52       1,428        1,395,550  
         

 

 

 

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS
(cost $85,739,011)

            80,200,751  
         

 

 

 

U.S. TREASURY OBLIGATIONS    17.4%

         

U.S. Treasury Bonds(h)(k)

     2.250       05/15/41       26,700        17,501,016  

U.S. Treasury Bonds(h)

     3.375       11/15/48       35,125        25,981,523  

U.S. Treasury Bonds

     3.625       02/15/53       22,665        17,660,993  

 

See Notes to Financial Statements.

 

44


    

    

 

  Description   

Interest      

Rate

 

Maturity  

Date

  

        Principal        

Amount

(000)#

             Value          

U.S. TREASURY OBLIGATIONS (Continued)

          

U.S. Treasury Notes(h)

   0.375%   04/30/25      52,500      $ 48,855,762  

U.S. Treasury Notes

   2.625   04/15/25      30,000        28,903,125  

U.S. Treasury Notes

   3.875   09/30/29      4,110        3,890,372  

U.S. Treasury Notes

   3.875   12/31/29      16,900        15,961,258  

U.S. Treasury Notes

   4.250   05/31/25      60,500        59,627,949  

U.S. Treasury Strips Coupon

   2.415(s)   11/15/40      1,035        409,189  

U.S. Treasury Strips Coupon

   3.019(s)   11/15/35      870        467,217  

U.S. Treasury Strips Coupon

   3.507(s)   11/15/41      24,000        8,991,563  

U.S. Treasury Strips Coupon

   3.575(s)   08/15/41      165        62,706  
          

 

 

 

TOTAL U.S. TREASURY OBLIGATIONS
(cost $240,981,963)

             228,312,673  
          

 

 

 
             

Shares

        

COMMON STOCKS    0.3%

          

Chemicals    0.1%

                          

TPC Group, Inc. (original cost $609,113; purchased 12/15/22)*^(f)

          56,219        1,236,818  

Gas Utilities    0.1%

                          

Ferrellgas Partners LP (Class B Stock) (original cost $1,794,337; purchased 10/25/19)(f)

          6,534        1,116,821  

Oil, Gas & Consumable Fuels    0.1%

                          

Chesapeake Energy Corp.(a)

          12,570        1,082,026  

Wireless Telecommunication Services    0.0%

                          

Intelsat Emergence SA (Luxembourg)*

          19,703        484,694  
          

 

 

 

TOTAL COMMON STOCKS
(cost $2,309,071)

             3,920,359  
          

 

 

 
             

Units

        

RIGHTS*    0.0%

          

Wireless Telecommunication Services

                          

Intelsat Jackson Holdings SA, Series A (Luxembourg), CVR, expiring 12/05/25^

          2,061        12,881  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    45


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description    Units      Value  

RIGHTS* (Continued)

     

Wireless Telecommunication Services (cont’d.)

                 

Intelsat Jackson Holdings SA, Series B (Luxembourg), CVR, expiring 12/05/25^

     2,061      $ 8,244  
     

 

 

 

TOTAL RIGHTS
(cost $46)

        21,125  
     

 

 

 

TOTAL LONG-TERM INVESTMENTS
(cost $1,241,938,385)

        1,151,809,979  
     

 

 

 
    

Shares

        

SHORT-TERM INVESTMENTS     11.0%

     

AFFILIATED MUTUAL FUNDS

     

PGIM Core Government Money Market Fund(wb)

     14,738,696        14,738,696  

PGIM Core Short-Term Bond Fund(wb)

     12,678,157        115,751,574  

PGIM Institutional Money Market Fund

     

(cost $13,217,577; includes $13,150,116 of cash collateral for securities on loan)(b)(wb)

     13,237,217        13,230,599  
     

 

 

 

TOTAL SHORT-TERM INVESTMENTS
(cost $143,445,521)

        143,720,869  
     

 

 

 

TOTAL INVESTMENTS, BEFORE OPTION WRITTEN     98.8%
(cost $1,385,383,906)

        1,295,530,848  
     

 

 

 

OPTION WRITTEN*~     (0.0)%
(premiums received $0)

        (60
     

 

 

 

TOTAL INVESTMENTS, NET OF OPTION WRITTEN     98.8%
(cost $1,385,383,906)

        1,295,530,788  

Other assets in excess of liabilities(z)     1.2%

        16,040,693  
     

 

 

 

NET ASSETS     100.0%

      $     1,311,571,481  
     

 

 

 

 

 

Below is a list of the abbreviation(s) used in the annual report:

AUD—Australian Dollar

BRL—Brazilian Real

CAD—Canadian Dollar

CLP—Chilean Peso

CNH—Chinese Renminbi

COP—Colombian Peso

CZK—Czech Koruna

EUR—Euro

GBP—British Pound

HUF—Hungarian Forint

 

See Notes to Financial Statements.

 

46


    

    

 

IDR—Indonesian Rupiah

ILS—Israeli Shekel

INR—Indian Rupee

JPY—Japanese Yen

KRW—South Korean Won

MXN—Mexican Peso

NZD—New Zealand Dollar

PEN—Peruvian Nuevo Sol

PHP—Philippine Peso

PLN—Polish Zloty

SGD—Singapore Dollar

THB—Thai Baht

TWD—New Taiwanese Dollar

USD—US Dollar

ZAR—South African Rand

144A—Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, pursuant to the requirements of Rule 144A, may not be resold except to qualified institutional buyers.

A—Annual payment frequency for swaps

ABS—Asset-Backed Security

BABs—Build America Bonds

BARC—Barclays Bank PLC

BNP—BNP Paribas S.A.

BOA—Bank of America, N.A.

CDX—Credit Derivative Index

CGM—Citigroup Global Markets, Inc.

CITI—Citibank, N.A.

CLO—Collateralized Loan Obligation

CME—Chicago Mercantile Exchange

CVR—Contingent Value Rights

DAC—Designated Activity Company

DB—Deutsche Bank AG

EMTN—Euro Medium Term Note

EURIBOR—Euro Interbank Offered Rate

FHLMC—Federal Home Loan Mortgage Corporation

GMTN—Global Medium Term Note

GSI—Goldman Sachs International

HSBC—HSBC Bank PLC

IO—Interest Only (Principal amount represents notional)

JPM—JPMorgan Chase Bank N.A.

LIBOR—London Interbank Offered Rate

LP—Limited Partnership

M—Monthly payment frequency for swaps

MASTR—Morgan Stanley Structured Asset Security

MSI—Morgan Stanley & Co International PLC

MTN—Medium Term Note

OTC—Over-the-counter

PIK—Payment-in-Kind

Q—Quarterly payment frequency for swaps

REITs—Real Estate Investment Trust

REMIC—Real Estate Mortgage Investment Conduit

SCB—Standard Chartered Bank

SOFR—Secured Overnight Financing Rate

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    47


Schedule of Investments  (continued)

as of October 31, 2023

 

SONIA—Sterling Overnight Index Average

SSB—State Street Bank & Trust Company

STRIPs—Separate Trading of Registered Interest and Principal of Securities

T—Swap payment upon termination

TBA—To Be Announced

TD—The Toronto-Dominion Bank

UAG—UBS AG

USOIS—United States Overnight Index Swap

 

*

Non-income producing security.

#

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

~

See tables subsequent to the Schedule of Investments for options detail. Options with maturity dates greater than one year from date of acquisition would be considered long-term investments.

^

Indicates a Level 3 instrument. The aggregate value of Level 3 instruments is $19,398,233 and 1.5% 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 $12,590,393; cash collateral of $13,150,116 (included in liabilities) was received with which the Fund purchased highly liquid short-term investments. In the event of significant appreciation in value of securities on loan on the last business day of the reporting period, the Fund may reflect a collateral value that is less than the market value of the loaned securities and such shortfall is remedied the following business day.

(b)

Represents security, or portion thereof, 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 October 31, 2023.

(cc)

Variable rate instrument. The rate shown is based on the latest available information as of October 31, 2023. 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.

(f)

Indicates a restricted security that is acquired in unregistered, private sales from the issuing company or from an affiliate of the issuer and is considered restricted as to disposition under federal securities law; the aggregate original cost of such securities is $13,224,363. The aggregate value of $8,669,718 is 0.7% of net assets.

(ff)

Variable rate security. Security may be issued at a fixed coupon rate, which converts to a variable rate at a specified date. Rate shown is the rate in effect as of period end.

(h)

Represents security, or a portion thereof, segregated as collateral for OTC derivatives.

(k)

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

(oo)

Perpetual security. Maturity date represents next call date.

(p)

Represents a security with a delayed settlement and therefore the interest rate is not available until settlement which is after the period end.

(r)

Principal or notional amount is less than $500 par.

(s)

Represents zero coupon bond or principal only security. Rate represents yield to maturity at purchase date.

(tt)

All or partial principal amount represents “TBA” mortgage dollar rolls. The aggregate mortgage dollar roll principal amount of $(1,500,000) is (0.1)% of net assets.

(wb)

Represents an investment in a Fund affiliated with the Manager.

(z)

Includes net unrealized appreciation/(depreciation) and/or market value of the below holdings which are excluded from the Schedule of Investments:

Unfunded loan commitment outstanding at October 31, 2023:

 

Borrower

   Principal
Amount
(000)#
   Current
Value
   Unrealized
Appreciation
   Unrealized
Depreciation

Tank Holdings Corp. , Delayed Draw Term Commitment, —%(p), Maturity Date 03/31/28 (cost $43,173)^

       44      $ 41,700      $      $ (1,473 )
         

 

 

      

 

 

      

 

 

 

 

See Notes to Financial Statements.

 

48


    

    

 

Forward Commitment Contracts:

 

U.S. Government Agency Obligations

                 Interest               
Rate
    Maturity
Date
     Settlement
Date
     Principal
Amount
(000)#
    Value  

Federal National Mortgage Assoc.

     3.000%       TBA(tt)        11/13/23        $(1,500   $ (1,200,015

Federal National Mortgage Assoc.

     5.500%       TBA        12/13/23        (7,500     (7,112,109
            

 

 

 

TOTAL FORWARD COMMITMENT CONTRACTS
(proceeds receivable $8,287,852)

             $ (8,312,124
            

 

 

 

Option Written:

OTC Swaptions

 

Description

   Call/
Put
     Counterparty      Expiration
Date
     Strike      Receive      Pay      Notional
Amount
(000)#
     Value  

GS_21-PJA ^

     Put        GSI        06/17/24        0.25%                0.25%(M)        GS_21-PJA(M)        16,440      $ (60
                       

 

 

 

(premiums received $0)

                       

 

††

The value of the contract, GS_21-PJA is derived from the aggregate credit performance of a pool of senior prime jumbo mortgages. The pool of prime jumbo mortgages is reset monthly.

Futures contracts outstanding at October 31, 2023:

 

Number

of

Contracts

  

Type

  

Expiration

Date

   Current
Notional
Amount
   

Value /

Unrealized

Appreciation

(Depreciation)

Long Positions:

            

417

   3 Month CME SOFR    Dec. 2023    $ 98,672,625        $ 32,181    

403

   3 Month CME SOFR    Mar. 2024      95,269,200             (6,592     

267

   3 Month CME SOFR    Jun. 2024      63,162,188          (20,547  

151

   3 Month CME SOFR    Sep. 2024      35,796,438          6,194    

15

   30 Year U.S. Ultra Treasury Bonds    Dec. 2023      1,688,438          (960  
             

 

 

   
                10,276    
             

 

 

   

Short Positions:

            

702

   2 Year U.S. Treasury Notes    Dec. 2023      142,100,157          (27,848  

171

   5 Year Euro-Bobl    Dec. 2023      21,040,943          186,708    

2,952

   5 Year U.S. Treasury Notes    Dec. 2023      308,414,805          4,744,605    

120

   10 Year Euro-Bund    Dec. 2023      16,378,118          328,927    

722

   10 Year U.S. Treasury Notes    Dec. 2023      76,656,097          2,301,868    

265

   10 Year U.S. Ultra Treasury Notes    Dec. 2023      28,839,454          1,577,484    

629

   20 Year U.S. Treasury Bonds    Dec. 2023      68,836,187          6,111,858    

35

   Euro Schatz Index    Dec. 2023      3,894,998          10,454    
             

 

 

   
                15,234,056    
             

 

 

   
              $ 15,244,332    
             

 

 

   

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    49


Schedule of Investments  (continued)

as of October 31, 2023

 

Forward foreign currency exchange contracts outstanding at October 31, 2023:

 

Purchase

Contracts

   Counterparty         Notional
Amount
(000)
     Value at
Settlement
Date
     Current
Value
     Unrealized
Appreciation
     Unrealized
Depreciation
 

OTC Forward Foreign Currency Exchange Contracts:

 

                   

Australian Dollar,

                               

Expiring 01/19/24

     JPM         AUD       1,182      $ 750,000      $ 751,890         $ 1,890            $    

Brazilian Real,

                               

Expiring 11/03/23

     CITI            BRL       5,374        1,071,125        1,065,351                        (5,774  

Expiring 11/03/23

     DB         BRL       2,570        520,180        509,456                        (10,724  

Canadian Dollar,

                               

Expiring 01/19/24

     JPM         CAD       3,357        2,475,347        2,424,241                        (51,106  

Chilean Peso,

                               

Expiring 12/20/23

     TD         CLP       283,176        304,000        315,430           11,430                 

Expiring 12/20/23

     UAG         CLP       1,445,410        1,579,079        1,610,045           30,966                 

Chinese Renminbi,

                               

Expiring 11/16/23

     BOA         CNH       27,825        3,826,000        3,794,619                        (31,381  

Expiring 11/16/23

     GSI         CNH       21,653        2,963,000        2,952,894                        (10,106  

Expiring 11/16/23

     GSI         CNH       21,003        2,888,000        2,864,214                        (23,786  

Expiring 11/16/23

     HSBC         CNH       34,267        4,704,000        4,673,180                        (30,820  

Expiring 11/16/23

     HSBC         CNH       15,750        2,173,000        2,147,946                        (25,054  

Expiring 11/16/23

     HSBC         CNH       9,200        1,267,000        1,254,673                        (12,327  

Colombian Peso,

                               

Expiring 12/20/23

     BARC         COP       15,212,013        3,570,518        3,654,371           83,853                 

Expiring 12/20/23

     CITI         COP       7,503,414        1,696,194        1,802,540           106,346                 

Expiring 12/20/23

     HSBC         COP       5,678,783        1,409,390        1,364,210                        (45,180  

Expiring 12/20/23

     TD         COP       6,083,403        1,491,396        1,461,412                        (29,984  

Czech Koruna,

                               

Expiring 01/19/24

     DB         CZK       47,223        2,016,000        2,030,797           14,797                 

Hungarian Forint,

                               

Expiring 01/19/24

     DB         HUF       595,939        1,636,000        1,630,067                        (5,933  

Expiring 01/19/24

     SSB         HUF       607,050        1,678,000        1,660,459                        (17,541  

Indian Rupee,

                               

Expiring 12/20/23

     BOA         INR       393,402        4,714,000        4,716,879           2,879                 

Expiring 12/20/23

     BOA         INR       197,721        2,366,000        2,370,665           4,665                 

Expiring 12/20/23

     JPM         INR       333,755        4,008,000        4,001,706                        (6,294  

Expiring 12/20/23

     JPM         INR       324,594        3,895,565        3,891,872                        (3,693  

Expiring 12/20/23

     JPM         INR       202,556        2,427,000        2,428,642           1,642                 

Expiring 12/20/23

     MSI         INR       364,170        4,362,000        4,366,390           4,390                 

Indonesian Rupiah,

                               

Expiring 12/20/23

     MSI         IDR       110,295,000        7,169,695        6,918,358                        (251,337  

Japanese Yen,

                               

Expiring 01/19/24

     HSBC         JPY       292,453        1,995,693        1,955,605                        (40,088  

Mexican Peso,

                               

Expiring 12/20/23

     CITI         MXN       11,580        625,416        636,987           11,571                 

Expiring 12/20/23

     HSBC         MXN       13,646        734,000        750,604           16,604                 

Expiring 12/20/23

     SSB         MXN       13,596        734,000        747,878           13,878                 

Expiring 12/20/23

     TD         MXN       26,834        1,463,000        1,476,047           13,047                 

 

See Notes to Financial Statements.

 

50


    

    

 

Forward foreign currency exchange contracts outstanding at October 31, 2023 (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.):

 

                   

Mexican Peso (cont’d.),

                               

Expiring 12/20/23

     TD         MXN       25,526      $ 1,399,000      $ 1,404,117         $ 5,117            $    

New Zealand Dollar,

                               

Expiring 01/19/24

     CITI                NZD       1,886        1,135,606        1,099,295                        (36,311  

Peruvian Nuevo Sol,

                               

Expiring 12/20/23

     CITI         PEN       16,591        4,449,870        4,310,140                        (139,730  

Philippine Peso,

                               

Expiring 12/20/23

     MSI         PHP       42,602        752,000        750,221                        (1,779  

Singapore Dollar,

                               

Expiring 12/20/23

     BOA         SGD       3,372        2,476,000        2,468,584                        (7,416  

Expiring 12/20/23

     CITI         SGD       410        300,000        300,051           51                 

Expiring 12/20/23

     HSBC         SGD       629        460,000        460,583           583                 

Expiring 12/20/23

     SCB         SGD       3,885        2,863,000        2,844,212                        (18,788  

South African Rand,

                               

Expiring 12/20/23

     DB         ZAR       56,941        2,972,230        3,041,748           69,518                 

Expiring 12/20/23

     MSI         ZAR       32,068        1,705,999        1,713,055           7,056                 

South Korean Won,

                               

Expiring 12/20/23

     CITI         KRW       1,025,609        764,000        760,201                        (3,799  

Expiring 12/20/23

     JPM         KRW       4,341,161        3,254,000        3,217,753                        (36,247  

Expiring 12/20/23

     SCB         KRW       2,076,739        1,543,000        1,539,318                        (3,682  

Thai Baht,

                               

Expiring 12/20/23

     BOA         THB       86,214        2,407,000        2,409,629           2,629                 

Expiring 12/20/23

     CITI         THB       25,795        700,000        720,955           20,955                 
           

 

 

    

 

 

       

 

 

          

 

 

   
            $ 99,694,303      $ 99,269,290           423,867              (848,880  
           

 

 

    

 

 

       

 

 

          

 

 

   

 

Sale

Contracts

   Counterparty           Notional
Amount
(000)
     Value at
Settlement
Date
     Current
Value
    

Unrealized
Appreciation

     Unrealized
Depreciation
 

OTC Forward Foreign Currency Exchange Contracts:

 

                                           

Australian Dollar,

                                

Expiring 01/19/24

     JPM                AUD        2,892      $ 1,862,222      $ 1,839,489         $ 22,733            $    

Brazilian Real,

                                

Expiring 11/03/23

     CITI         BRL        7,944        1,531,000        1,574,806                        (43,806  

Expiring 12/04/23

     CITI         BRL        5,374        1,067,158        1,061,413           5,745                 

British Pound,

                                

Expiring 01/19/24

     HSBC         GBP        15,884        19,547,924        19,319,403           228,521                 

Expiring 01/19/24

     SCB         GBP        294        357,214        357,681                        (467  

Chilean Peso,

                                

Expiring 12/20/23

     GSI         CLP        1,497,800        1,639,000        1,668,402                        (29,402  

Expiring 12/20/23

     TD         CLP        3,647,293        4,053,719        4,062,727                        (9,008  

Expiring 12/20/23

     UAG         CLP        1,546,981        1,713,001        1,723,185                        (10,184  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    51


Schedule of Investments  (continued)

as of October 31, 2023

 

Forward foreign currency exchange contracts outstanding at October 31, 2023 (continued):

 

Sale

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 (cont’d.),

                                                        

Expiring 12/20/23

     UAG                CLP        1,298,880      $ 1,434,000      $ 1,446,825         $            $ (12,825  

Chinese Renminbi,

                                

Expiring 11/16/23

     MSI         CNH        98,186        13,468,191        13,390,051           78,140                 

Colombian Peso,

                                

Expiring 12/20/23

     BNP         COP        4,803,007        1,113,476        1,153,823                        (40,347  

Expiring 12/20/23

     BOA         COP        2,996,203        700,000        719,776                        (19,776  

Expiring 12/20/23

     BOA         COP        1,495,931        345,800        359,366                        (13,566  

Expiring 12/20/23

     MSI         COP        6,634,399        1,641,000        1,593,777           47,223                 

Czech Koruna,

                                

Expiring 01/19/24

     BARC         CZK        99,764        4,306,781        4,290,275           16,506                 

Expiring 01/19/24

     GSI         CZK        35,767        1,522,991        1,538,112                        (15,121  

Expiring 01/19/24

     MSI         CZK        39,646        1,686,009        1,704,946                        (18,937  

Euro,

                                

Expiring 01/19/24

     BNP         EUR        30,810        32,833,681        32,724,774           108,907                 

Expiring 01/19/24

     DB         EUR        3,646        3,874,112        3,872,636           1,476                 

Expiring 01/19/24

     MSI         EUR        19,636        20,945,036        20,856,188           88,848                 

Expiring 01/19/24

     SCB         EUR        1,339        1,420,492        1,421,711                        (1,219  

Expiring 01/19/24

     SSB         EUR        34,313        36,275,490        36,445,929                        (170,439  

Hungarian Forint,

                                

Expiring 01/19/24

     GSI         HUF        3,234,737        8,744,424        8,847,950                        (103,526  

Expiring 01/19/24

     GSI         HUF        621,447        1,661,000        1,699,838                        (38,838  

Indian Rupee,

                                

Expiring 12/20/23

     JPM         INR        410,595        4,929,000        4,923,021           5,979                 

Indonesian Rupiah,

                                

Expiring 12/20/23

     HSBC         IDR        36,931,361        2,344,000        2,316,555           27,445                 

Israeli Shekel,

                                

Expiring 12/20/23

     BARC         ILS        6,552        1,719,000        1,625,830           93,170                 

Expiring 12/20/23

     BARC         ILS        3,165        832,730        785,193           47,537                 

Expiring 12/20/23

     CITI         ILS        6,457        1,685,000        1,602,252           82,748                 

Mexican Peso,

                                

Expiring 12/20/23

     BARC         MXN        55,158        3,091,962        3,034,125           57,837                 

Expiring 12/20/23

     BOA         MXN        25,777        1,446,000        1,417,931           28,069                 

Expiring 12/20/23

     SSB         MXN        26,009        1,493,000        1,430,707           62,293                 

New Taiwanese Dollar,

                                

Expiring 12/20/23

     CITI         TWD        143,150        4,433,000        4,423,032           9,968                 

Expiring 12/20/23

     GSI         TWD        86,934        2,686,000        2,686,060                        (60  

Expiring 12/20/23

     MSI         TWD        143,664        4,493,000        4,438,890           54,110                 

Peruvian Nuevo Sol,

                                

Expiring 12/20/23

     BARC         PEN        8,234        2,183,530        2,138,920           44,610                 

Expiring 12/20/23

     BOA         PEN        8,270        2,155,468        2,148,409           7,059                 

Expiring 12/20/23

     BOA         PEN        6,363        1,668,100        1,653,053           15,047                 

Expiring 12/20/23

     BOA         PEN        4,593        1,191,532        1,193,081                        (1,549  

 

See Notes to Financial Statements.

 

52


    

    

 

Forward foreign currency exchange contracts outstanding at October 31, 2023 (continued):

 

Sale

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 (cont’d.),

                                

Expiring 12/20/23

     CITI         PEN        9,316      $ 2,405,696      $ 2,420,086         $            $ (14,390  

Expiring 12/20/23

     SCB                PEN        4,183        1,079,304        1,086,741                                             (7,437         

Philippine Peso,

                                

Expiring 12/20/23

     CITI         PHP        148,602        2,617,146        2,616,871           275                 

Expiring 12/20/23

     JPM         PHP        39,830        700,000        701,406                        (1,406  

Expiring 12/20/23

     SCB         PHP        261,706        4,590,000        4,608,634                        (18,634  

Polish Zloty,

                                

Expiring 01/19/24

     BARC         PLN        6,726        1,537,000        1,592,559                        (55,559  

Expiring 01/19/24

     UAG         PLN        15,994        3,743,522        3,787,220                        (43,698  

Singapore Dollar,

                                

Expiring 12/20/23

     JPM         SGD        23,881        17,621,580        17,481,500           140,080                 

Expiring 12/20/23

     SCB         SGD        2,105        1,543,000        1,541,092           1,908                 

South Korean Won,

                                

Expiring 12/20/23

     CITI         KRW        1,775,674        1,343,000        1,316,164           26,836                 

Expiring 12/20/23

     DB         KRW        943,128        697,000        699,065                        (2,065  

Expiring 12/20/23

     SCB         KRW        15,477,564        11,732,093        11,472,269           259,824                 

Thai Baht,

                                

Expiring 12/20/23

     GSI         THB        35,718        1,006,947        998,309           8,638                 

Expiring 12/20/23

     JPM         THB        81,744        2,265,000        2,284,706                        (19,706  

Expiring 12/20/23

     MSI         THB        40,757        1,122,000        1,139,125                        (17,125  

Expiring 12/20/23

     MSI         THB        31,351        863,000        876,232                        (13,232  
            

 

 

    

 

 

       

 

 

          

 

 

   
             $ 254,961,331      $ 254,112,121           1,571,532              (722,322  
            

 

 

    

 

 

       

 

 

          

 

 

   
                      $ 1,995,399            $ (1,571,202  
                     

 

 

          

 

 

   

Cross currency exchange contracts outstanding at October 31, 2023:

 

Settlement

 

Type

   Notional
Amount
(000)
     In Exchange
For (000)
   

Unrealized

Appreciation

 

Unrealized

Depreciation

   Counterparty  
                                                       

OTC Cross Currency Exchange Contracts:

 

                           

01/19/24

  Buy    EUR     1,496        PLN     6,818          $—            $(25,784        BOA  
           

 

 

        

 

 

      

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    53


Schedule of Investments  (continued)

as of October 31, 2023

 

Credit default swap agreements outstanding at October 31, 2023:

 

Reference

Entity/

Obligation

   Termination
Date
     Fixed
Rate
    Notional
Amount
(000)#(3)
     Fair
Value
    Upfront
Premiums
Paid
(Received)
    Unrealized
Appreciation
(Depreciation)
     Counterparty  
                                                                         

OTC Packaged Credit Default Swap Agreements on corporate and/or sovereign issues - Buy Protection(1)**:

 

Arab Republic of Egypt

     12/20/28        1.000%(Q)       2,000      $ 880,466               $ 1,712                        $ 878,754                 CITI  

Dominican Republic

     12/20/28        1.000%(Q)       2,000        144,260          1,712            142,548          CITI  

Emirate of Abu Dhabi

     12/20/28        1.000%(Q)       2,000        (47,454        1,712            (49,166        CITI  

Federal Republic of Nigeria

     12/20/28        1.000%(Q)       2,000        462,282          1,712            460,570          CITI  

Federation of Malaysia

     12/20/28        1.000%(Q)       3,000        (51,493        2,568            (54,061        CITI  

Federative Republic of Brazil

     12/20/28        1.000%(Q)       9,000        313,954          7,705            306,249          CITI  

Kingdom of Bahrain

     12/20/28        1.000%(Q)       2,000        128,959          1,712            127,247          CITI  

Kingdom of Morocco

     12/20/28        1.000%(Q)       2,000        41,250          1,712            39,538          CITI  

Kingdom of Saudi Arabia

     12/20/28        1.000%(Q)       4,000        (63,035        3,424            (66,459        CITI  

People’s Republic of China

     12/20/28        1.000%(Q)       9,000        (86,876        7,705            (94,581        CITI  

Republic of Argentina

     12/20/28        1.000%(Q)       2,000        1,546,614          1,712            1,544,902          CITI  

Republic of Chile

     12/20/28        1.000%(Q)       7,000        (75,743        5,993            (81,736        CITI  

Republic of Colombia

     12/20/28        1.000%(Q)       6,000        306,930          5,137            301,793          CITI  

Republic of Indonesia

     12/20/28        1.000%(Q)       9,000        (17,972        7,705            (25,677        CITI  

Republic of Panama

     12/20/28        1.000%(Q)       2,000        63,031          1,712            61,319          CITI  

Republic of Peru

     12/20/28        1.000%(Q)       3,000        (3,128        2,568            (5,696        CITI  

Republic of Philippines

     12/20/28        1.000%(Q)       3,000        (18,243        2,568            (20,811        CITI  

Republic of South Africa

     12/20/28        1.000%(Q)       9,000        666,742          7,705            659,037          CITI  

Republic of Turkey

     12/20/28        1.000%(Q)       9,000        1,090,991          7,705            1,083,286          CITI  

State of Qatar

     12/20/28        1.000%(Q)       2,000        (41,040        1,712            (42,752        CITI  

Sultanate of Oman

     12/20/28        1.000%(Q)       2,000        43,789          1,712            42,077          CITI  

United Mexican States

     12/20/28        1.000%(Q)       9,000        75,833          7,705            68,128          CITI  
          

 

 

      

 

 

        

 

 

      
           $ 5,360,117        $ 85,608          $ 5,274,509       
          

 

 

      

 

 

        

 

 

      

 

Reference
Entity/
Obligation

   Termination
Date
   Fixed
Rate
  Notional
Amount
(000)#(3)
     Implied
Credit

Spread at
October 31,
2023(4)
    Fair
Value
    Upfront
Premiums
Paid
(Received)
    Unrealized
Appreciation
(Depreciation)
    Counterparty
                                              

OTC Packaged Credit Default Swap Agreement on credit indices— Sell Protection(2)**:

CDX.EM.40.V1

   12/20/28    1.000%(Q)     100,000        2.279   $ (5,351,560   $ (185,026   $ (5,166,534   CITI
            

 

 

   

 

 

   

 

 

   

 

**

The Fund entered into multiple credit default swap agreements in a packaged trade consisting of two parts. The Fund bought/sold protection on an Emerging Market CDX Index and bought/sold protection on the countries which comprise the index. The upfront premium is attached to the index of the trade for the Emerging Markets CDX package(s). Each swap is priced individually. If any of the component swaps are closed out early, the Index exposure will be reduced by an amount proportionate to the terminated swap(s).

 

See Notes to Financial Statements.

 

54


    

    

 

Credit default swap agreements outstanding at October 31, 2023 (continued):

 

Reference
Entity/
Obligation

   Termination
Date
   Fixed
Rate
  Notional
Amount
(000)#(3)
     Implied
Credit
Spread at
October 31,
2023(4)
   Fair
Value
   

Upfront

Premiums

Paid

(Received)

 

Unrealized

Appreciation

(Depreciation)

     Counterparty
                                                                 

OTC Credit Default Swap Agreement on asset-backed and/or mortgage-backed securities - Sell Protection(2)^:

GS_21-PJA

   11/14/23    0.500%(M)     10,204      *    $ 6,651           $ (66          $ 6,717               GSI
             

 

 

      

 

 

       

 

 

      

 

Reference
Entity/
Obligation

   Termination
Date
     Fixed
Rate
    Notional
Amount
(000)#(3)
    Fair
Value
    Upfront
Premiums
Paid
(Received)
    Unrealized
Appreciation
(Depreciation)
     Counterparty  
                                                                      

OTC Credit Default Swap Agreements on corporate and/or sovereign issues - Buy Protection(1):

 

United Mexican States

     12/20/24        1.000%(Q)       1,000     $ (8,338     $ (2,706       $ (5,632        BARC  

United Mexican States

     12/20/24        1.000%(Q)       440       (3,668       705           (4,373        CITI  
         

 

 

     

 

 

       

 

 

      
          $ (12,006     $ (2,001       $ (10,005     
         

 

 

     

 

 

       

 

 

      

 

Reference
Entity/
Obligation

   Termination
Date
   Fixed
Rate
  Notional
Amount
(000)#(3)
     Implied
Credit
Spread at
October 31,
2023(4)
    Fair
Value
    Upfront
Premiums
Paid
(Received)
     Unrealized
Appreciation
(Depreciation)
     Counterparty
                                                                          

OTC Credit Default Swap Agreements on corporate and/or sovereign issues - Sell Protection(2):

Bank of America Corp.

   06/20/24    1.000%(Q)     7,650        0.486   $ 33,680        $ 2,367           $ 31,313        GSI

Boeing Co.

   06/20/24    1.000%(Q)     1,460        0.402     7,201          1,284             5,917        GSI

Federative

                              

Republic of Brazil

   12/20/23    1.000%(Q)     6,400        0.209     14,401          6,578             7,823        CITI

General Motors Co.

   06/20/26    5.000%(Q)     2,230        1.173     221,337          229,252             (7,915      GSI

Halliburton Co.

   12/20/26    1.000%(Q)     910        0.360     18,014          5,473             12,541        GSI

Host Hotels & Resorts LP

   06/20/24    1.000%(Q)     500        0.358     2,604          1,232             1,372        GSI

Petroleos Mexicanos

   12/20/24    1.000%(Q)     1,000        3.173     (22,552        (11,872           (10,680      BARC

Petroleos Mexicanos

   12/20/24    1.000%(Q)     440        3.173     (9,923        (9,439           (484      CITI

Simon Property Group LP

   06/20/26    1.000%(Q)     1,980        0.605     21,588          12,124             9,464        GSI

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    55


Schedule of Investments  (continued)

as of October 31, 2023

 

Credit default swap agreements outstanding at October 31, 2023 (continued):

 

Reference

Entity/

Obligation                                 

  Termination
Date
        Fixed    
Rate
     Notional 
Amount
(000)#(3)
    Implied
Credit
Spread at
October 31,
2023(4)
    Fair
    Value    
    Upfront
Premiums
Paid
(Received)
 

Unrealized

Appreciation

(Depreciation)

      Counterparty    

OTC Credit Default Swap Agreements on corporate and/or sovereign issues - Sell Protection(2)(cont’d.):

Verizon Communications, Inc.

    06/20/26       1.000%(Q     680       0.811%     $ 3,950     $ 7,520         $ (3,570     GSI

Wells Fargo & Co.

    12/20/23       1.000%(Q     7,500       0.355%       15,372       2,955               12,417         MSI
         

 

 

   

 

 

       

 

 

     
          $ 305,672     $ 247,474         $ 58,198      
         

 

 

   

 

 

       

 

 

     

 

Reference

Entity/

Obligation                                 

  Termination
Date
      Fixed    
Rate
    Notional
Amount
(000)#(3)
   Implied Credit 
Spread at
October 31,
2023(4)
 

Value at

Trade Date

 

Value at

October 31,

2023

 

Unrealized

Appreciation

(Depreciation)

Centrally Cleared Credit Default Swap Agreement on credit indices - Sell Protection(2):

     

CDX.NA.HY.41.V1

  12/20/28     5.000%(Q   88,180   5.161%     $ 499,101         $ (31,990       $ (531,091  
           

 

 

       

 

 

       

 

 

   

The Fund entered into credit default swaps (“CDS”) to provide a measure of protection against defaults or to take an active long or short position with respect to the likelihood of a particular issuer’s default or the reference entity’s credit soundness. CDS contracts generally trade based on a spread which represents the cost a protection buyer has to pay the protection seller. The protection buyer is said to be short the credit as the value of the contract rises the more the credit deteriorates. The value of the CDS contract increases for the protection buyer if the spread increases.

 

(1)

If the Fund is a buyer of protection, it pays the fixed rate. When a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and make delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

 

(2)

If the Fund is a seller of protection, it receives the fixed rate. When a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

 

(3)

Notional amount represents the maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

 

(4)

Implied credit spreads, represented in absolute terms, utilized in determining the fair value of credit default swap

 

See Notes to Financial Statements.

 

56


    

    

 

 

agreements where the Fund is the seller of protection as of the reporting date serve as an indicator of the current status of the payment/ performance risk and represent the likelihood of risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include up-front payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood of risk of default or other credit event occurring as defined under the terms of the agreement.

 

*

When an implied credit spread is not available, reference the fair value of credit default swap agreements on credit indices and asset-backed securities. Where the Fund is the seller of protection, it serves as an indicator of the current status of the payment/performance risk and represents the likelihood of an expected liability (or profit) for the credit derivative should the notional amount of the swap agreement be closed/sold as of the reporting date. Increasing fair value in absolute terms, when compared to the notional amount of the swap, represents a deterioration of the referenced entity’s credit soundness and a greater likelihood of risk of default or other credit event occurring as defined under the terms of the agreement.

Interest rate swap agreements outstanding at October 31, 2023:

 

Notional

Amount

(000)#

  

Termination

Date

    

Fixed

Rate

    

Floating

Rate

      

Value at

Trade Date

      

Value at

October 31,

2023

      

Unrealized

Appreciation

(Depreciation)

 

 

 

 

 

 

 

 

 

 

 

 

Centrally Cleared Interest Rate Swap Agreements:

        

GBP    2,090

     05/08/26        1.000%(A)     

1 Day SONIA(1)(A)/5.186%

       $ (28,953          $ 273,983            $ 302,936    

GBP    3,280

     05/08/27        1.050%(A)     

1 Day SONIA(1)(A)/5.186%

         169,315              531,637              362,322    

GBP    1,340

     05/08/31        1.150%(A)     

1 Day SONIA(1)(A)/5.186%

         (30,882            358,998              389,880    

95,120

     08/31/24        5.384%(T)     

1 Day SOFR(2)(T)/5.350%

                      (65,022            (65,022  

6,572

     03/08/25        4.946%(A)     

1 Day SOFR(2)(A)/5.350%

                      (33,384            (33,384  

8,268

     03/09/25        5.110%(A)     

1 Day SOFR(2)(A)/5.350%

                      (15,720            (15,720  

49,045

     08/31/25        4.805%(A)     

1 Day SOFR(1)(A)/5.350%

                      242,689              242,689    

12,090

     09/25/26        4.699%(A)     

1 Day SOFR(1)(A)/5.350%

         2,236              15,651              13,415    
               

 

 

          

 

 

          

 

 

   
                $ 111,716            $ 1,308,832            $ 1,197,116    
               

 

 

          

 

 

          

 

 

   

 

(1)

The Fund pays the fixed rate and receives the floating rate.

(2)

The Fund pays the floating rate and receives the fixed rate.

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    57


Schedule of Investments  (continued)

as of October 31, 2023

 

Total return swap agreements outstanding at October 31, 2023:

 

Reference Entity   

Financing

Rate

   Counterparty     

Termination

Date

    

Long

(Short)

Notional

Amount

(000)#(1)

   

Fair

Value

   

Upfront

Premiums

Paid

(Received)

  

Unrealized

Appreciation

(Depreciation)(2)

 

  

 

  

 

    

 

    

 

   

 

   

 

  

 

OTC Total Return Swap Agreements:

 

  

Total Return Benchmark Bond Index(T)

  

1 Day USOIS -45bps(T)/4.880%

     GSI        03/20/24        (2,944)     $ 260,585             $               $ 260,585       

Total Return Benchmark Bond Index(T)††

  

1 Day USOIS -54bps(T)/4.790%

     JPM        03/20/24        (53,964)       4,530,191                     4,530,191     
             

 

 

     

 

 

         

 

 

    
              $ 4,790,776       $           $ 4,790,776     
             

 

 

     

 

 

         

 

 

    

 

(1)

On a long total return swap, the Fund receives payments for any positive return on the reference entity (makes payments for any negative return) and pays the financing rate. On a short total return swap, the Fund makes payments for any positive return on the reference entity (receives payments for any negative return) and receives the financing rate.

(2)

Upfront/recurring fees or commissions, as applicable, are included in the net unrealized appreciation (depreciation).

††

See the table below for the swap constituents. To the extent that any swap is composed of greater than 50 constituents, the Fund is only required to disclose the top 50.

The following table represents the top 50 individual positions and related values of underlying securities of Total Return Benchmark Bond Index total return swap with JPM, as of October 31, 2023, termination date 03/20/2024:

Corporate Bond:

 

Reference Entity

   Shares      Market
Value
     % of Total
Index Value

Sysco Corp.

     4,000,000      $   3,976,217      1.56%

Morgan Stanley

     4,000,000        3,598,463      1.41%

United Parcel Service, Inc.

     4,000,000        3,595,255      1.41%

Northrop Grumman Corp.

     4,000,000        3,476,245      1.36%

FedEx Corp.

     4,000,000        3,418,592      1.34%

Keurig Dr Pepper, Inc.

     4,000,000        3,368,580      1.32%

Cigna Corp.

     4,000,000        3,269,974      1.28%

The Walt Disney Co.

     4,000,000        3,257,258      1.28%

Fox Corp.

     4,000,000        3,212,272      1.26%

Telefonica Emisiones, S.A.U.

     4,000,000        3,210,261      1.26%

Conagra Brands, Inc.

     4,000,000        3,204,304      1.25%

Wells Fargo & Co.

     4,000,000        3,188,260      1.25%

Intel Corp.

     4,000,000        3,158,638      1.24%

TransCanada PipeLines Ltd.

     4,000,000        3,158,414      1.24%

HCA, Inc.

     4,000,000        3,155,544      1.24%

Bristol-Myers Squibb Co.

     4,000,000        3,124,311      1.22%

ExxonMobil Corp.

     4,000,000        3,124,027      1.22%

Eli Lilly and Co.

     4,000,000        3,032,760      1.19%

Thermo Fisher Scientific, Inc.

     4,000,000        3,015,441      1.18%

 

See Notes to Financial Statements.

 

58


    

    

 

Corporate Bond (continued):

 

Reference Entity

   Shares      Market
Value
     % of Total
Index Value

Johnson & Johnson

     4,000,000      $ 2,984,465      1.17%

Enterprise Products Operating LLC

     4,000,000        2,975,304      1.17%

Deere & Co.

     4,000,000        2,968,696      1.16%

Fiserv, Inc.

     4,000,000        2,958,447      1.16%

Mastercard, Inc.

     4,000,000        2,936,347      1.15%

McDonald’s Corp.

     4,000,000        2,927,997      1.15%

T-Mobile USA, Inc.

     4,000,000        2,925,608      1.15%

Progressive Corp.

     4,000,000        2,860,546      1.12%

Bank of America Corp.

     4,000,000        2,824,991      1.11%

Equinor ASA

     4,000,000        2,784,437      1.09%

Humana, Inc.

     4,000,000        2,780,007      1.09%

Union Electric Co.

     4,000,000        2,770,888      1.09%

Becton, Dickinson & Co.

     4,000,000        2,759,709      1.08%

NVIDIA Corp.

     4,000,000        2,747,439      1.08%

Vodafone Group PLC

     4,000,000        2,747,302      1.08%

Nike, Inc.

     4,000,000        2,702,931      1.06%

Starbucks Corp.

     4,000,000        2,625,658      1.03%

Global Payments, Inc.

     4,000,000        2,624,964      1.03%

Caterpillar, Inc.

     4,000,000        2,622,426      1.03%

Paramount Global

     4,000,000        2,620,945      1.03%

Dollar General Corp.

     4,000,000        2,615,544      1.02%

Oracle Corp.

     4,000,000        2,612,537      1.02%

Dow Chemical Co.

     4,000,000        2,592,752      1.02%

Southern California Edison Co.

     4,000,000        2,577,723      1.01%

Entergy Corp.

     4,000,000        2,573,560      1.01%

eBay, Inc.

     4,000,000        2,569,252      1.01%

Suncor Energy, Inc

     4,000,000        2,563,463      1.00%

Union Pacific Corp.

     4,000,000        2,546,880      1.00%

Amazon.com, Inc.

     4,000,000        2,541,949      1.00%

Verizon Communications, Inc.

     4,000,000        2,528,677      0.99%

Carrier Global Corp.

     4,000,000        2,523,170      0.99%
     

 

 

    
      $ 146,939,430     
     

 

 

    

Balances Reported in the Statement of Assets and Liabilities for OTC Swap Agreements:

 

     Premiums Paid      Premiums Received   

Unrealized

Appreciation

    

Unrealized

Depreciation

         

OTC Swap Agreements

   $355,098      $(209,109)    $10,593,788      $(5,640,127)

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    59


Schedule of Investments  (continued)

as of October 31, 2023

 

Summary of Collateral for Centrally Cleared/Exchange-traded Derivatives:

Cash and securities segregated as collateral, including pending settlement for closed positions, to cover requirements for centrally cleared/exchange-traded derivatives are listed by broker as follows:

 

Broker

    Cash and/or Foreign Currency                 Securities Market Value            

CGM

                           $                                                     $ 19,135,627                          
   

 

 

       

 

 

   

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 October 31, 2023 in valuing such portfolio securities:

 

     Level 1      Level 2      Level 3  

Investments in Securities

        

Assets

        

Long-Term Investments

        

Asset-Backed Securities

        

Automobiles

   $      $ 20,827,756      $  

Collateralized Loan Obligations

            282,253,318        10,000,000  

Consumer Loans

            9,840,577         

Home Equity Loans

            8,231,628         

Other

            1,951,633         

Residential Mortgage-Backed Securities

            7,206,397        4,219,918  

Student Loans

            2,391,007         

Commercial Mortgage-Backed Securities

            79,174,616         

Convertible Bond

            2,335         

Corporate Bonds

            316,034,189        866,894  

Floating Rate and Other Loans

            5,870,048        3,048,360  

Municipal Bonds

            17,397,794         

Residential Mortgage-Backed Securities

            36,060,828         

Sovereign Bonds

            33,977,773         

U.S. Government Agency Obligations

            80,200,751         

U.S. Treasury Obligations

            228,312,673         

Common Stocks

     1,082,026        1,601,515        1,236,818  

Rights

                   21,125  

Short-Term Investments

        

Affiliated Mutual Funds

     143,720,869                
  

 

 

    

 

 

    

 

 

 

Total

   $ 144,802,895      $ 1,131,334,838      $ 19,393,115  
  

 

 

    

 

 

    

 

 

 

 

See Notes to Financial Statements.

 

60


    

    

 

     Level 1      Level 2      Level 3  

Investment in Securities (continued)

        

Liabilities

        

Option Written

   $      $      $ (60
  

 

 

    

 

 

    

 

 

 

Other Financial Instruments*

        

Assets

        

Futures Contracts

   $ 15,300,279      $      $  

OTC Forward Foreign Currency Exchange Contracts

            1,995,399         

OTC Packaged Credit Default Swap Agreements

            5,765,101         

OTC Credit Default Swap Agreements

            338,147        6,651  

Centrally Cleared Interest Rate Swap Agreements

            1,311,242         

OTC Total Return Swap Agreements

            4,790,776         
  

 

 

    

 

 

    

 

 

 

Total

   $   15,300,279      $     14,200,665      $         6,651  
  

 

 

    

 

 

    

 

 

 

Liabilities

        

Unfunded Loan Commitment

   $      $      $ (1,473

Forward Commitment Contracts

            (8,312,124       

Futures Contracts

     (55,947              

OTC Forward Foreign Currency Exchange Contracts

            (1,571,202       

OTC Cross Currency Exchange Contracts

            (25,784       

OTC Packaged Credit Default Swap Agreements

            (5,756,544       

Centrally Cleared Credit Default Swap Agreement

            (531,091       

OTC Credit Default Swap Agreements

            (44,481       

Centrally Cleared Interest Rate Swap Agreements

            (114,126       
  

 

 

    

 

 

    

 

 

 

Total

   $ (55,947    $ (16,355,352    $ (1,473
  

 

 

    

 

 

    

 

 

 

 

 

*

Other financial instruments are derivative instruments, with the exception of unfunded loan commitments and forward commitment contracts, and are not reflected in the Schedule of Investments. Futures, forwards, centrally cleared swap contracts and unfunded loan commitments are recorded at unrealized appreciation (depreciation) and OTC swap contracts are recorded at fair value. Forward commitment contracts are recorded at market value.

The following is a reconciliation of assets in which unobservable inputs (Level 3) were used in determining fair value:

 

   

Asset-Backed

Securities-

Collateralized

Loan

Obligations

     

Asset-Backed

Securities-

Residential

Mortgage-Backed

Securities

     

Corporate Bonds

     

Floating Rate

and

Other Loans

Balance as of 10/31/22

     $                 $ 5,303,948                 $ 853,677                      $ 2,487,598    

Realized gain (loss)

                    (56,733                            

Change in unrealized appreciation (depreciation)

                    (7,452            13,217              282,368    

Purchases/Exchanges/Issuances

         10,000,000                                        443,982    

Sales/Paydowns

                    (1,019,845                         (165,960  

Accrued discount/premium

                                              372    

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    61


Schedule of Investments  (continued)

as of October 31, 2023

 

   

Asset-Backed

Securities-

Collateralized

Loan

Obligations

     

Asset-Backed

Securities-

Residential

Mortgage-Backed

Securities

     

Corporate Bonds

     

Floating Rate

and

Other Loans

Transfers into Level 3*

     $                 $                 $                      $    

Transfers out of Level 3*

                                                 
    

 

 

          

 

 

          

 

 

          

 

 

   

Balance as of 10/31/23

     $ 10,000,000            $ 4,219,918            $ 866,894            $ 3,048,360     
    

 

 

          

 

 

          

 

 

          

 

 

   

Change in unrealized appreciation (depreciation) relating to securities still held at reporting period end

     $            $ (7,452          $ 13,219            $ 282,368    
    

 

 

          

 

 

          

 

 

          

 

 

   

 

     Common
Stocks
   

Rights

 

Warrants

 

Options

Written

 

Unfunded

Loan

Commitments

 

OTC Credit

Default Swap

Agreements

Balance as of 10/31/22

   $ 1,362,600          $ 23,677              $ 119              $ (479            $              $ 4,563      

Realized gain (loss)

                                                          1,212    

Change in unrealized appreciation (depreciation)

     627,705          (2,598          (119          419            (1,473          6,651    

Purchases/Exchanges/Issuances

     609,113          46                                                

Sales/Paydowns

                                                          (5,775  

Accrued discount/premium

                                                             

Transfers into Level 3*

                                                             

Transfers out of Level 3*

     (1,362,600                                                       
  

 

 

      

 

 

        

 

 

        

 

 

        

 

 

        

 

 

   

Balance as of 10/31/23

   $ 1,236,818        $ 21,125          $          $ (60        $ (1,473        $ 6,651    
  

 

 

      

 

 

        

 

 

        

 

 

        

 

 

        

 

 

   

Change in unrealized appreciation (depreciation) relating to securities still held at reporting period end

   $ 627,705        $ (2,598        $          $ 254          $ (1,473        $ 6,651    
  

 

 

      

 

 

        

 

 

        

 

 

        

 

 

        

 

 

   

 

*

It is the Fund’s policy to recognize transfers in and transfers out at the securities’ fair values as of the beginning of period. Securities transferred between Level 2 and Level 3 are due to changes in the method utilized in valuing the investments. Transfers from Level 2 to Level 3 are typically a result of a change from the use of methods used by independent pricing services (Level 2) to the use of a single broker quote or valuation technique which utilizes significant unobservable inputs due to an absence of current or reliable market quotations (Level 3). Transfers from Level 3 to Level 2 are a result of the availability of current and reliable market data provided by independent pricing services or other valuation techniques which utilize observable inputs. In accordance with the requirements of ASC 820, the amounts of transfers into and out of Level 3, if material, are disclosed in the Notes to the Schedule of Investments of the Fund.

 

See Notes to Financial Statements.

 

62


    

    

 

Level 3 securities as presented in the table above are being fair valued using pricing methodologies approved by the Board, which contain unobservable inputs as follows:

 

Level 3 Securities**

 

Fair Value as of

  October 31, 2023

   Valuation
        Approach        
   Valuation
        Methodology        
             Unobservable        
Inputs

Asset-Backed Securities-Collateralized Loan Obligations

          $ 10,000,000             Market      Transaction Based      Unadjusted Purchase
Price

Asset-Backed Securities-Residential Mortgage-Backed Securities

       1        Market      Contingent Value      Property Price
Appreciation Forecast

Asset-Backed Securities-Residential Mortgage-Backed Securities

       4,219,917        Market      Transaction Based      Unadjusted Trade Price

Floating Rate and Other Loans

       2,881,244        Market      Comparable Bond      Discounted Yield Curve
Spread

Rights

       21,125        Market      Transaction Based      Unadjusted Trade Price
    

 

 

            
     $ 17,122,287             
    

 

 

            

 

**

The table does not include Level 3 securities and/or derivatives that are valued by independent pricing vendors or brokers. As of October 31, 2023, the aggregate value of these securities and/or derivatives was $2,275,946. The unobservable inputs for these investments were not developed by the Fund and are not readily available (e.g. single broker quotes).

Industry Classification:

The industry classification of investments and other assets in excess of liabilities shown as a percentage of net assets as of October 31, 2023 were as follows:

 

Collateralized Loan Obligations

     22.3

U.S. Treasury Obligations

     17.4  

Affiliated Mutual Funds (1.0% represents investments purchased with collateral from securities on loan)

     11.0  

U.S. Government Agency Obligations

     6.1  

Commercial Mortgage-Backed Securities

     6.0  

Banks

     5.9  

Residential Mortgage-Backed Securities

     3.6  

Sovereign Bonds

     2.6  

Oil & Gas

     2.5  

Automobiles

     1.6  

Municipal Bonds

     1.3  

Media

     1.3  

Electric

     1.3  

Telecommunications

     1.2  

 

Pipelines

     1.2

Chemicals

     1.1  

Pharmaceuticals

     1.0  

Retail

     0.9  

Consumer Loans

     0.8  

Commercial Services

     0.7  

Home Equity Loans

     0.6  

Aerospace & Defense

     0.6  

Insurance

     0.5  

Engineering & Construction

     0.5  

Lodging

     0.5  

Diversified Financial Services

     0.5  

Leisure Time

     0.4  

Home Builders

     0.4  

Healthcare-Services

     0.4  

Entertainment

     0.4  
 

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    63


Schedule of Investments  (continued)

as of October 31, 2023

 

Industry Classification (continued):

 

Auto Manufacturers

     0.4

Foods

     0.3  

Gas

     0.3  

Airlines

     0.3  

Mining

     0.3  

Computers

     0.3  

Auto Parts & Equipment

     0.2  

Investment Companies

     0.2  

Real Estate Investment Trusts (REITs)

     0.2  

Student Loans

     0.2  

Packaging & Containers

     0.2  

Other

     0.1  

Healthcare-Products

     0.1  

Biotechnology

     0.1  

Machinery-Diversified

     0.1  

Transportation

     0.1  

Forest Products & Paper

     0.1  

Metal Fabricate/Hardware

     0.1  

Building Materials

     0.1  

Gas Utilities

     0.1  

Oil, Gas & Consumable Fuels

     0.1

Distribution/Wholesale

     0.1  

Internet

     0.1  

Real Estate

     0.1  

Apparel

     0.0

Energy-Alternate Sources

     0.0

Wireless Telecommunication Services

     0.0

Agriculture

     0.0

Beverages

     0.0

Housewares

     0.0

Oil & Gas Services

     0.0
  

 

 

 
     98.8  

Option Written

     (0.0 )* 

Other assets in excess of liabilities

     1.2  
  

 

 

 
     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 types of risk associated with these derivative instruments are credit risk, foreign exchange risk and interest rate risk. See the Notes to Financial Statements for additional detail regarding these derivative instruments and their risks. 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 October 31, 2023 as presented in the Statement of Assets and Liabilities:

 

    

Asset Derivatives

   

Liability Derivatives

 

Derivatives not accounted

for as hedging instruments,

carried at fair value                         

  

Statement of

Assets and

Liabilities Location

   Fair
Value
   

Statement of

Assets and

Liabilities Location

   Fair
Value
 

Credit contracts

      $     Due from/to broker-variation margin swaps    $ 531,091*  

Credit contracts

   Premiums paid for OTC swap agreements      355,098     Premiums received for OTC swap agreements      209,109   

Credit contracts

            Options written outstanding, at value      60  

Credit contracts

   Unrealized appreciation on OTC swap agreements        5,803,012      Unrealized depreciation on OTC swap agreements      5,640,127  

 

See Notes to Financial Statements.

 

64


    

    

 

    

Asset Derivatives

   

Liability Derivatives

 

Derivatives not accounted

for as hedging instruments,

carried at fair value                         

  

Statement of

Assets and

Liabilities Location

   Fair
Value
   

Statement of

Assets and

Liabilities Location

   Fair
Value
 

Foreign exchange contracts

      $     Unrealized depreciation on OTC cross currency exchange contracts    $ 25,784  

Foreign exchange contracts

   Unrealized appreciation on OTC forward foreign currency exchange contracts      1,995,399     Unrealized depreciation on OTC forward foreign currency exchange contracts      1,571,202  

Interest rate contracts

   Due from/to broker-variation margin futures      15,300,279   Due from/to broker-variation margin futures      55,947

Interest rate contracts

   Due from/to broker-variation margin swaps      1,311,242   Due from/to broker-variation margin swaps      114,126

Interest rate contracts

   Unrealized appreciation on OTC swap agreements      4,790,776           
     

 

 

      

 

 

 
      $ 29,555,806        $ 8,147,446  
     

 

 

      

 

 

 

 

*

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 year ended October 31, 2023 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
Exchange
Contracts
    Swaps  

Credit contracts

    $ (5,073,205      $ 5,550,379      $      $     $ (9,537,580

Foreign exchange contracts

      (493,823        539,994               (1,173,502      

Interest rate contracts

      (3,828        155,312        31,899,233              1,767,193  
   

 

 

      

 

 

    

 

 

    

 

 

   

 

 

 

Total

    $ (5,570,856      $ 6,245,685      $ 31,899,233      $ (1,173,502   $ (7,770,387
   

 

 

      

 

 

    

 

 

    

 

 

   

 

 

 

 

(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
Exchange
Contracts
     Swaps  

Credit contracts

     $   1,859,219        $ (1,478,418   $       $      $ 1,345,472  

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    65


Schedule of Investments  (continued)

as of October 31, 2023

 

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
Exchange
Contracts
 

   Swaps   

Foreign exchange contracts

     $ (6,521,766 )     $ 6,475,596      $     $ (685,692 )     $

Interest rate contracts

                    (20,618,991 )             3,720,479
    

 

 

     

 

 

      

 

 

     

 

 

     

 

 

 

Total

     $ (4,662,547 )     $  4,997,178      $ (20,618,991 )     $ (685,692 )     $ 5,065,951
    

 

 

     

 

 

      

 

 

     

 

 

     

 

 

 

 

(2)

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

For the year ended October 31, 2023, the Fund’s average volume of derivative activities is as follows:

 

  Derivative Contract Type    Average Volume of Derivative Activities*

Options Purchased (1)

     $ 1,422,705

Options Written (2)

       570,617,600

Futures Contracts - Long Positions (2)

       93,683,597

Futures Contracts - Short Positions (2)

       603,745,209

Forward Foreign Currency Exchange Contracts - Purchased (3)

       184,446,495

Forward Foreign Currency Exchange Contracts - Sold (3)

       335,775,302

Cross Currency Exchange Contracts (4)

       13,976,333

Interest Rate Swap Agreements (2)

       49,305,878

Credit Default Swap Agreements - Buy Protection (2)

       238,589,510

Credit Default Swap Agreements - Sell Protection (2)

       118,072,695

Total Return Swap Agreements (2)

       103,041,718

 

*

Average volume is based on average quarter end balances as noted for the year ended October 31, 2023.

(1)

Cost.

(2)

Notional Amount in USD.

(3)

Value at Settlement Date.

(4)

Value at Trade Date.

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:

 

See Notes to Financial Statements.

 

66


    

    

 

       
  Description   

Gross Market

Value of

Recognized

Assets/(Liabilities)

    

Collateral

Pledged/(Received)(2)

 

Net

 Amount 

Securities on Loan

   $12,590,393      $(12,590,393)   $—

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

                       

BARC

     $ 343,513      $ (86,449 )     $ 257,064     $ (257,064 )     $

BNP

       108,907        (40,347 )       68,560             68,560

BOA

       60,348        (99,472 )       (39,124 )       39,124      

CITI

       6,080,657        (6,050,605 )       30,052       (30,052 )      

DB

       85,791        (18,722 )       67,069             67,069

GSI

       595,799        (232,450 )       363,349             363,349

HSBC

       273,153        (153,469 )       119,684             119,684

JPM

       4,702,515        (118,452 )       4,584,063       (4,584,063 )      

MSI

       295,139        (302,410 )       (7,271 )       7,271      

SCB

       261,732        (50,227 )       211,505       (211,505 )      

SSB

       76,171        (187,980 )       (111,809 )       111,809      

TD

       29,594        (38,992 )       (9,398 )             (9,398 )

UAG

       30,966        (66,707 )       (35,741 )             (35,741 )
    

 

 

      

 

 

     

 

 

     

 

 

     

 

 

 
     $ 12,944,285      $ (7,446,282 )     $ 5,498,003     $ (4,924,480 )     $ 573,523
    

 

 

      

 

 

     

 

 

     

 

 

     

 

 

 

 

(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.

PGIM Absolute Return Bond Fund    67


Statement of Assets and Liabilities

as of October 31, 2023

 

Assets

        

Investments at value, including securities on loan of $12,590,393:

  

Unaffiliated investments (cost $1,241,938,385)

   $ 1,151,809,979  

Affiliated investments (cost $143,445,521)

     143,720,869  

Cash

     39,001,499  

Foreign currency, at value (cost $1,662,682)

     1,661,294  

Receivable for investments sold

     21,188,770  

Receivable for Fund shares sold

     15,501,512  

Unrealized appreciation on OTC swap agreements

     10,593,788  

Dividends and interest receivable

     9,845,941  

Unrealized appreciation on OTC forward foreign currency exchange contracts

     1,995,399  

Premiums paid for OTC swap agreements

     355,098  

Due from broker—variation margin swaps

     330,866  

Due from broker—variation margin futures

     126,693  

Prepaid expenses

     6,021  
  

 

 

 

Total Assets

     1,396,137,729  
  

 

 

 

Liabilities

        

Payable for investments purchased

     45,719,006  

Payable to broker for collateral for securities on loan

     13,150,116  

Forward commitment contracts, at value (proceeds receivable $8,287,852)

     8,312,124  

Payable for Fund shares purchased

     8,052,011  

Unrealized depreciation on OTC swap agreements

     5,640,127  

Unrealized depreciation on OTC forward foreign currency exchange contracts

     1,571,202  

Management fee payable

     730,099  

Accrued expenses and other liabilities

     619,072  

Dividends payable

     486,282  

Premiums received for OTC swap agreements

     209,109  

Distribution fee payable

     43,931  

Unrealized depreciation on OTC cross currency exchange contracts

     25,784  

Affiliated transfer agent fee payable

     3,528  

Trustees’ fees payable

     2,324  

Unrealized depreciation on unfunded loan commitment

     1,473  

Options written outstanding, at value (premiums received $0)

     60  
  

 

 

 

Total Liabilities

     84,566,248  
  

 

 

 

Net Assets

   $ 1,311,571,481  
  

 

 

 
          

Net assets were comprised of:

  

Shares of beneficial interest, at par

   $ 147,373  

Paid-in capital in excess of par

     1,599,732,412  

Total distributable earnings (loss)

     (288,308,304
  

 

 

 

Net assets, October 31, 2023

   $ 1,311,571,481  
  

 

 

 

 

See Notes to Financial Statements.

 

68


    

    

 

Class A

        

Net asset value and redemption price per share,

($106,045,420 ÷ 11,961,649 shares of beneficial interest issued and outstanding)

   $ 8.87  

Maximum sales charge (3.25% of offering price)

     0.30  
  

 

 

 

Maximum offering price to public

   $ 9.17  
  

 

 

 

Class C

        

Net asset value, offering price and redemption price per share,

($25,850,973 ÷ 2,907,038 shares of beneficial interest issued and outstanding)

   $ 8.89  
  

 

 

 

Class Z

        

Net asset value, offering price and redemption price per share,

($1,116,816,254 ÷ 125,409,909 shares of beneficial interest issued and outstanding)

   $ 8.91  
  

 

 

 

Class R6

        

Net asset value, offering price and redemption price per share,

($62,858,834 ÷ 7,094,412 shares of beneficial interest issued and outstanding)

   $ 8.86  
  

 

 

 

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    69


Statement of Operations

Year Ended October 31, 2023

 

Net Investment Income (Loss)

        

Income

  

Interest income

   $ 59,958,246  

Affiliated dividend income

     6,561,310  

Unaffiliated dividend income

     838,554  

Income from securities lending, net (including affiliated income of $107,075)

     107,378  
  

 

 

 

Total income

     67,465,488  
  

 

 

 

Expenses

  

Management fee

     7,143,526  

Distribution fee(a)

     534,316  

Transfer agent’s fees and expenses (including affiliated expense of $23,635)(a)

     1,218,414  

Registration fees(a)

     110,685  

Custodian and accounting fees

     90,368  

Shareholders’ reports

     84,265  

Audit fee

     68,900  

Professional fees

     50,899  

Trustees’ fees

     27,314  

Miscellaneous

     85,775  
  

 

 

 

Total expenses

     9,414,462  

Less: Fee waiver and/or expense reimbursement(a)

     (57,782
  

 

 

 

Net expenses

     9,356,680  
  

 

 

 

Net investment income (loss)

     58,108,808  
  

 

 

 

Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions

        

Net realized gain (loss) on:

  

Investment transactions (including affiliated of $5,749)

     (44,668,861

Futures transactions

     31,899,233  

Forward and cross currency contract transactions

     (1,173,502

Options written transactions

     6,245,685  

Swap agreement transactions

     (7,770,387

Foreign currency transactions

     (2,393,556
  

 

 

 
     (17,861,388
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments (including affiliated of $364,305)

     45,670,038  

Futures

     (20,618,991

Forward and cross currency contracts

     (685,692

Options written

     4,997,178  

Swap agreements

     5,065,951  

Foreign currencies

     196,470  

Unfunded loan commitment

     (1,473
  

 

 

 
     34,623,481  
  

 

 

 

Net gain (loss) on investment and foreign currency transactions

     16,762,093  
  

 

 

 

Net Increase (Decrease) In Net Assets Resulting From Operations

   $ 74,870,901  
  

 

 

 

 

See Notes to Financial Statements.

 

70


    

    

 

 

 

(a)

Class specific expenses and waivers were as follows:

 

     Class A      Class C      Class Z    

Class R6

 

Distribution fee

     252,047        282,269                    

Transfer agent’s fees and expenses

     92,324        28,597        1,094,338          3,155    

Registration fees

     16,687        14,586        66,571          12,841    

Fee waiver and/or expense reimbursement

                   (57,782           

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    71


 

Statements of Changes in Net Assets

 

    

Year Ended

                        October 31,                       

 
     2023      2022  

Increase (Decrease) in Net Assets

                 

Operations

     

Net investment income (loss)

   $ 58,108,808      $ 30,390,108  

Net realized gain (loss) on investment and foreign currency transactions

     (17,861,388      74,094,583  

Net change in unrealized appreciation (depreciation) on investments and foreign currencies

     34,623,481        (126,537,945
  

 

 

    

 

 

 

Net increase (decrease) in net assets resulting from operations

     74,870,901        (22,053,254
  

 

 

    

 

 

 

Dividends and Distributions

     

Distributions from distributable earnings

     

Class A

     (5,217,195      (2,370,039

Class C

     (1,238,587      (598,981

Class Z

     (55,015,744      (25,120,070

Class R6

     (3,332,132      (1,673,096
  

 

 

    

 

 

 
     (64,803,658      (29,762,186
  

 

 

    

 

 

 

Tax return of capital distributions

     

Class A

     (191,271       

Class C

     (45,409       

Class Z

     (2,016,965       

Class R6

     (122,161       
  

 

 

    

 

 

 
     (2,375,806       
  

 

 

    

 

 

 

Fund share transactions (Net of share conversions)

     

Net proceeds from shares sold

     963,435,107        966,077,747  

Net asset value of shares issued in reinvestment of dividends and distributions

     60,324,388        26,305,286  

Cost of shares purchased

     (1,016,865,561      (623,037,493
  

 

 

    

 

 

 

Net increase (decrease) in net assets from Fund share transactions

     6,893,934        369,345,540  
  

 

 

    

 

 

 

Total increase (decrease)

     14,585,371        317,530,100  

Net Assets:

                 

Beginning of year

     1,296,986,110        979,456,010  
  

 

 

    

 

 

 

End of year

   $ 1,311,571,481      $ 1,296,986,110  
  

 

 

    

 

 

 

 

See Notes to Financial Statements.

 

72


Financial Highlights

 

   

Class A Shares

           
     Year Ended October 31,  
     2023     2022     2021     2020     2019  
   

Per Share Operating Performance(a):

                                       

Net Asset Value, Beginning of Year

    $8.79       $9.22       $8.94       $9.73       $9.82  

Income (loss) from investment operations:

                                       

Net investment income (loss)

    0.41       0.22       0.21       0.30       0.31  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     0.14       (0.43     0.30       (0.49     0.13  

Total from investment operations

    0.55       (0.21     0.51       (0.19     0.44  

Less Dividends and Distributions:

                                       

Dividends from net investment income

    (0.45     (0.22     (0.22     (0.26     (0.53

Tax return of capital distributions

    (0.02     -       (0.01     (0.04     -  

Distributions from net realized gains

    -       -       -       (0.30     -  

Total dividends and distributions

    (0.47     (0.22     (0.23     (0.60     (0.53

Net asset value, end of year

    $8.87       $8.79       $9.22       $8.94       $9.73  

Total Return(b):

    6.45     (2.30 )%      5.71     (1.96 )%      4.71
                                         
   

Ratios/Supplemental Data:

                                       

Net assets, end of year (000)

    $106,045       $94,351       $109,630       $93,597       $142,879  

Average net assets (000)

    $100,819       $97,005       $98,531       $114,656       $147,612  

Ratios to average net assets(c):

                                       

Expenses after waivers and/or expense reimbursement

    0.98     0.98     0.97     0.97     1.02

Expenses before waivers and/or expense reimbursement

    0.98     0.98     0.97     0.97     1.02

Net investment income (loss)

    4.64     2.46     2.32     3.27     3.24

Portfolio turnover rate(d)

    156     30     48     20     50

 

(a)

Calculated based on average shares outstanding during the year.

(b)

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 year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

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

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    73


Financial Highlights (continued)

 

   

Class C Shares

           
     Year Ended October 31,  
     2023     2022     2021     2020     2019  
   

Per Share Operating Performance(a):

                                       

Net Asset Value, Beginning of Year

    $8.82       $9.25       $8.97       $9.76       $9.85  

Income (loss) from investment operations:

                                       

Net investment income (loss)

    0.34       0.15       0.15       0.23       0.24  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     0.13       (0.43     0.29       (0.48     0.13  

Total from investment operations

    0.47       (0.28     0.44       (0.25     0.37  

Less Dividends and Distributions:

                                       

Dividends from net investment income

    (0.38     (0.15     (0.15     (0.20     (0.46

Tax return of capital distributions

    (0.02     -       (0.01     (0.04     -  

Distributions from net realized gains

    -       -       -       (0.30     -  

Total dividends and distributions

    (0.40     (0.15     (0.16     (0.54     (0.46

Net asset value, end of year

    $8.89       $8.82       $9.25       $8.97       $9.76  

Total Return(b):

    5.49     (3.04 )%      5.03     (2.70 )%      3.80
                                         
   

Ratios/Supplemental Data:

                                       

Net assets, end of year (000)

    $25,851       $31,871       $42,635       $66,396       $103,133  

Average net assets (000)

    $28,227       $36,300       $52,974       $86,229       $107,605  

Ratios to average net assets(c):

                                       

Expenses after waivers and/or expense reimbursement

    1.78     1.75     1.73     1.73     1.78

Expenses before waivers and/or expense reimbursement

    1.78     1.75     1.73     1.73     1.78

Net investment income (loss)

    3.81     1.67     1.64     2.51     2.46

Portfolio turnover rate(d)

    156     30     48     20     50

 

(a)

Calculated based on average shares outstanding during the year.

(b)

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 year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

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

 

See Notes to Financial Statements.

 

74


    

    

 

   

Class Z Shares

           
     Year Ended October 31,  
     2023     2022     2021     2020     2019  
   

Per Share Operating Performance(a):

                                       

Net Asset Value, Beginning of Year

    $8.83       $9.26       $8.98       $9.77       $9.86  

Income (loss) from investment operations:

                                       

Net investment income (loss)

    0.43       0.25       0.24       0.32       0.34  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     0.15       (0.44     0.29       (0.48     0.13  

Total from investment operations

    0.58       (0.19     0.53       (0.16     0.47  

Less Dividends and Distributions:

                                       

Dividends from net investment income

    (0.48     (0.24     (0.24     (0.29     (0.56

Tax return of capital distributions

    (0.02     -       (0.01     (0.04     -  

Distributions from net realized gains

    -       -       -       (0.30     -  

Total dividends and distributions

    (0.50     (0.24     (0.25     (0.63     (0.56

Net asset value, end of year

    $8.91       $8.83       $9.26       $8.98       $9.77  

Total Return(b):

    6.71     (2.03 )%      5.96     (1.70 )%      5.00
                                         
   

Ratios/Supplemental Data:

                                       

Net assets, end of year (000)

    $1,116,816       $1,108,186       $767,056       $1,071,124       $2,040,949  

Average net assets (000)

    $1,020,990       $914,879       $833,908       $1,499,872       $2,155,699  

Ratios to average net assets(c):

                                       

Expenses after waivers and/or expense reimbursement

    0.73     0.72     0.73     0.73     0.73

Expenses before waivers and/or expense reimbursement

    0.74     0.72     0.73     0.74     0.79

Net investment income (loss)

    4.83     2.81     2.64     3.53     3.51

Portfolio turnover rate(d)

    156     30     48     20     50

 

(a)

Calculated based on average shares outstanding during the year.

(b)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

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

 

See Notes to Financial Statements.

PGIM Absolute Return Bond Fund    75


Financial Highlights (continued)

 

   

Class R6 Shares

           
     Year Ended October 31,  
     2023     2022     2021     2020     2019  
   

Per Share Operating Performance(a):

                                       

Net Asset Value, Beginning of Year

    $8.79       $9.21       $8.93       $9.72       $9.82  

Income (loss) from investment operations:

                                       

Net investment income (loss)

    0.44       0.25       0.26       0.32       0.35  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     0.13       (0.42     0.28       (0.48     0.12  

Total from investment operations

    0.57       (0.17     0.54       (0.16     0.47  

Less Dividends and Distributions:

                                       

Dividends from net investment income

    (0.48     (0.25     (0.25     (0.29     (0.57

Tax return of capital distributions

    (0.02     -       (0.01     (0.04     -  

Distributions from net realized gains

    -       -       -       (0.30     -  

Total dividends and distributions

    (0.50     (0.25     (0.26     (0.63     (0.57

Net asset value, end of year

    $8.86       $8.79       $9.21       $8.93       $9.72  

Total Return(b):

    6.69     (1.87 )%      6.07     (1.66 )%      4.94
                                         
   

Ratios/Supplemental Data:

                                       

Net assets, end of year (000)

    $62,859       $62,579       $60,135       $127,864       $82,538  

Average net assets (000)

    $60,732       $60,251       $97,518       $109,540       $88,570  

Ratios to average net assets(c):

                                       

Expenses after waivers and/or expense reimbursement

    0.65     0.65     0.64     0.65     0.70

Expenses before waivers and/or expense reimbursement

    0.65     0.65     0.64     0.65     0.71

Net investment income (loss)

    4.95     2.82     2.79     3.54     3.59

Portfolio turnover rate(d)

    156     30     48     20     50

 

(a)

Calculated based on average shares outstanding during the year.

(b)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

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

 

See Notes to Financial Statements.

 

76


Notes to Financial Statements

 

1.

Organization

Prudential Investment Portfolios 9 (the “Registered Investment Company” or “RIC”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company. The RIC is organized as a Delaware Statutory Trust. These financial statements relate only to the PGIM Absolute Return Bond Fund (the “Fund”), a series of the RIC. The Fund is classified as a diversified fund for purposes of the 1940 Act.

The investment objective of the Fund is to seek positive returns over the long term, regardless of market conditions.

 

2.

Accounting Policies

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services — Investment Companies. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform to U.S. generally accepted accounting principles (“GAAP”). 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 as of the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. As described in further detail below, the Fund’s investments are valued daily based on a number of factors, including the type of investment and whether market quotations are readily available. The RIC’s Board of Trustees (the “Board”) has approved the Fund’s valuation policies and procedures for security valuation and designated PGIM Investments LLC (“PGIM Investments” or the “Manager”) as the “Valuation Designee,” as defined by Rule 2a-5(b) under the 1940 Act, to perform the fair value determination relating to all Fund investments. Pursuant to the Board’s oversight, the Valuation Designee has established a Valuation Committee to perform the duties and responsibilities as Valuation Designee under Rule 2a-5. 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. Fair value is the estimated 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.

For the fiscal reporting year-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

 

PGIM Absolute Return Bond Fund    77


Notes to Financial Statements (continued)

 

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.

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 and referred to herein as the “fair value hierarchy” in accordance with FASB ASC Topic 820 — Fair Value Measurement.

Common or preferred stocks, exchange-traded funds (ETFs) and derivative instruments, if applicable, 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 a 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.

Investments in open-end funds (other than ETFs) 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 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.

Floating rate and other loans are generally valued at prices provided by approved independent pricing vendors. The pricing vendors utilize broker/dealer quotations and provide prices based on the average of such quotations. Floating rate and other loans valued

 

78


 

using such vendor prices are generally classified as Level 2 in the fair value hierarchy. Floating rate and other loans valued based on a single broker quote or at the original transaction price in excess of five business days are classified as Level 3 in the fair value hierarchy.

OTC and centrally cleared 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 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 derivative price is based on evaluating observable inputs, including but not limited to, underlying asset prices, indices, spreads, interest rates and exchange rates. Certain 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 policies and procedures 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. Altering one or more unobservable inputs may result in a significant change to a Level 3 security’s fair value measurement.

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; and any available analyst media or other reports or information deemed reliable by the Valuation Designee 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:

 

PGIM Absolute Return Bond Fund    79


Notes to Financial Statements (continued)

 

(i) market value of investment securities, other assets and liabilities — at the exchange rate as of the valuation date;

(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 unrealized and realized foreign currency gains (losses) are included in the reported net change in unrealized appreciation (depreciation) on investments and net realized gains (losses) on investment transactions on the Statements of Operations. 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 investment 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) arise from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates.

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, as defined in the prospectus, in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings or on 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 or depreciation on forward and cross currency contracts. 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

 

80


 

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 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 and/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 of 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

 

PGIM Absolute Return Bond Fund    81


Notes to Financial Statements (continued)

 

obligated to be party to a swap agreement if an option on a swap is exercised. The Fund entered into options on swaps that are executed through a central clearing facility, such as a registered exchange. Such options pay or receive an amount known as “variation margin”, based on daily changes in the valuation of the contract. The daily variation margin, rather than the contract market value, is recorded for financial statement purposes on the Statement of Assets and Liabilities.

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.

Swap Agreements: The Fund entered into certain types of swap agreements detailed in the disclosures below. A swap agreement is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Swap agreements are negotiated in the OTC market and may be executed either directly with a counterparty (“OTC-traded”) or through a central clearing facility, such as a registered exchange. Swap agreements are valued daily at current market value and any change in value is included in the net unrealized appreciation or depreciation on swap agreements. Centrally cleared swaps pay or receive an amount known as “variation margin”, based on daily changes in the valuation of the swap contract. For OTC-traded, upfront premiums paid and received are shown as swap premiums paid and swap premiums received in the Statement of Assets and Liabilities. Risk of loss may exceed amounts recognized on the Statement of Assets and Liabilities. Swap agreements outstanding at period end, if any, are listed on the Schedule of Investments.

 

82


 

Interest Rate Swaps: Interest rate swaps represent an agreement between counterparties to exchange cash flows based on the difference between two interest rates, applied to a notional principal amount for a specified period. The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objective. The Fund used interest rate swaps to maintain its ability to generate steady cash flow by receiving a stream of fixed rate payments or to increase exposure to prevailing market rates by receiving floating rate payments. The Fund’s maximum risk of loss from counterparty credit risk is the discounted net present value of the cash flows to be received from the counterparty over the contract’s remaining life.

Credit Default Swaps (“CDS”): CDS involve one party (the protection buyer) making a stream of payments to another party (the protection seller) in exchange for the right to receive a specified payment in the event of a default or as a result of a default (collectively a “credit event”) for the referenced entity (typically corporate issues or sovereign issues of an emerging country) on its obligation; or in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising a credit index.

The Fund is subject to credit risk in the normal course of pursuing its investment objectives, and as such, has entered into CDS contracts to provide a measure of protection against defaults or to take an active long or short position with respect to the likelihood of a particular issuer’s default or the reference entity’s credit soundness. CDS contracts generally trade based on a spread which represents the cost a protection buyer has to pay the protection seller. The protection buyer is said to be “short the credit” because the higher the contract value rises, the more the credit deteriorates. The value of the CDS contract increases for the protection buyer if the spread increases. The Fund’s maximum risk of loss from counterparty credit risk for purchased CDS is the inability of the counterparty to honor the contract up to the notional value due to a credit event.

As a seller of protection on credit default swap agreements, the Fund generally receives an agreed upon payment from the buyer of protection throughout the term of the swap, provided no credit event occurs. As the seller, the Fund effectively increases its investment risk because, in addition to its total net assets, the Fund may be subject to investment exposure on the notional amount of the swap.

The maximum amount of the payment that the Fund, as a seller of protection, could be required to make under a credit default swap agreement would be equal to the notional amount of the underlying security or index contract as a result of a credit event. This potential amount will be partially offset by any recovery values of the respective referenced obligations or net amounts received from the settlement of buy protection credit default swap agreements which the Fund entered into for the same referenced entity or index. As a buyer of protection, the Fund generally receives an amount up to the notional value of the swap if a credit event occurs.

Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements where the Fund is the seller of protection as of

 

PGIM Absolute Return Bond Fund    83


Notes to Financial Statements (continued)

 

period end are disclosed in the footnotes to the Schedule of Investments, if applicable. These spreads serve as indicators of the current status of the payment/performance risk and represent the likelihood of default risk for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to enter into the agreement. Wider credit spreads and increased market value in absolute terms, when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit soundness and a greater likelihood of risk of default or other credit event occurring as defined under the terms of the agreement.

Total Return Swaps: In a total return swap, one party receives payments based on the market value of the security or the commodity involved, or total return of a specific referenced asset, such as an equity, index or bond, and in return pays a defined amount. The Fund is subject to risk exposures associated with the referenced asset in the normal course of pursuing its investment objectives. The Fund entered into total return swaps to manage its exposure to a security or an index. The Fund’s maximum risk of loss from counterparty credit risk is the change in the value of the security, in the Fund’s favor, from the point of entering into the contract.

Floating Rate and Other Loans: The Fund invested in floating rate and other loans. Floating rate and other loans include loans that are privately negotiated between a corporate borrower and one or more financial institutions, including, but not limited to, term loans, revolvers, and other instruments issued in the floating rate and other loans market. The Fund acquires interests in loans directly (by way of assignment from the selling institution) and/or indirectly (by way of the purchase of a participation interest from the selling institution). Under a floating rate and other loans assignment, the Fund generally will succeed to all the rights and obligations of an assigning lending institution and becomes a lender under the loan agreement with the relevant borrower in connection with that loan. Under a floating rate and other loans participation, the Fund generally will have a contractual relationship only with the lender, not with the relevant borrower. As a result, the Fund generally will have the right to receive payments of principal, interest, and any fees to which it is entitled only from the lender selling the participation and only upon receipt by the lender of the payments from the relevant borrower. The Fund may not directly benefit from the collateral supporting the debt obligation in which it has purchased the participation. As a result, the Fund will assume the credit risk of both the borrower and the institution selling the participation to the Fund.

Mortgage-Backed and Asset-Backed Securities: Mortgage-backed securities are pass-through securities, meaning that principal and interest payments made by the borrower on the underlying mortgages are passed through to the Fund. Asset-backed securities directly or indirectly represent a participation interest in, or are secured by and

 

84


 

payable from, a stream of payments generated by particular assets such as motor vehicle or credit card receivables. Asset-backed securities may be classified as pass-through certificates or collateralized obligations, such as collateralized bond obligations, collateralized loan obligations and other similarly structured securities. The value of mortgage-backed and asset-backed securities varies with changes in interest rates and may be affected by changes in credit quality or value of the mortgage loans or other assets that support the securities.

Stripped mortgage-backed securities are usually structured with two classes that receive different proportions of the interest (“IO”) and principal (“PO”) distributions on a pool of mortgage assets. Payments received for IOs are included in interest income on the Statements of Operations. Because no principal will be received at the maturity of an IO, adjustments are made to the cost of the security on a monthly basis until maturity. These adjustments are included in interest income on the Statements of Operations. Payments received for POs are treated as reductions to the cost and par value of the securities.

Master Netting Arrangements: The RIC, 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 all or a portion 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.

The RIC, on behalf of the Fund, is a party to International Swaps and Derivatives Association, Inc. (“ISDA”) 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 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

 

PGIM Absolute Return Bond Fund    85


Notes to Financial Statements (continued)

 

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.

Short sales and OTC contracts, including forward foreign currency exchange contracts, swaps, forward rate agreements and written options involve elements of both market and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities, if applicable. Such risks may be mitigated by engaging in master netting arrangements.

Rights: The Fund held rights acquired either through a direct purchase or pursuant to corporate actions. 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 rights are held as long positions by the Fund until exercised, sold or expired. Rights are valued at fair value in accordance with the Board approved fair valuation procedures.

Payment-In-Kind: The Fund invested in the open market or received 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 the 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.

Securities Lending: The Fund lends 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.

 

86


 

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 the 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. The remaining open loans of the securities lending transactions are considered overnight and continuous. 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, which are reflected in interest income or unaffiliated dividend income based on the nature of the payment on the Statement of Operations. 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 in the Statement of Operations.

Mortgage Dollar Rolls: The Fund entered into mortgage dollar rolls in which the Fund sell mortgage securities for delivery in the current month, realizing a gain (loss), and simultaneously enter into contracts to repurchase somewhat similar (same type, coupon and maturity) securities on a specified future date. During the roll period, the Fund forgoes principal and interest paid on the securities. The Fund is compensated by the interest earned on the cash proceeds of the initial sale and by the lower repurchase price at the future date. The difference between the sale proceeds and the lower repurchase price is recorded as a realized gain on investment transactions. The Fund maintains a segregated account, the dollar value of which is at least equal to its obligations, with respect to dollar rolls. The Fund is subject to the risk that the market value of the securities the Fund is obligated to repurchase under the agreement may decline below the repurchase price.

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, or for certain foreign securities, when the Fund becomes aware of such dividends. 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 expense amounts. Net investment income or loss (other than class specific expenses and waivers, which are allocated as noted below) and unrealized and

 

PGIM Absolute Return Bond Fund    87


Notes to Financial Statements (continued)

 

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. Such class specific expenses and waivers include distribution fees and distribution fee waivers, shareholder servicing fees, transfer agent’s fees and expenses, registration fees and fee waivers and/or expense reimbursements, as applicable.

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: Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified between total distributable earnings (loss) and paid-in capital in excess of par, as appropriate. The chart below sets forth the expected frequency of dividend and capital gains distributions to shareholders. Various factors may impact the frequency of dividend distributions to shareholders, including but not limited to adverse market conditions or portfolio holding-specific events.

 

  Expected Distribution Schedule to Shareholders*    Frequency  

Net Investment Income

     Monthly  

Short-Term Capital Gains

     Annually  

Long-Term Capital Gains

     Annually  

 

*

Under certain circumstances, the Fund may make more than one distribution of short-term and/or long-term capital gains during a fiscal year.

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.

 

3.

Agreements

The RIC, on behalf of the Fund, has a management agreement with the Manager pursuant to which it has responsibility for all investment advisory services, including supervision of the subadviser’s performance of such services, and for rendering administrative services.

 

88


 

The Manager has entered into a subadvisory agreement with PGIM, Inc., which provides subadvisory services to the Fund through its business unit PGIM Fixed Income, and PGIM Limited (collectively the “subadviser”). The Manager pays for the services of the subadviser.

Fees payable under the management agreement are computed daily and paid monthly. For the reporting period ended October 31, 2023, the contractual and effective management fee rates were as follows:

 

  Contractual Management Rate   

Effective Management Fee, before any waivers

and/or expense reimbursements

 

0.590% of average daily net assets up to $2.5 billion;

     0.59%  

0.565% of average daily net assets from $2.5 billion to $5 billion;

        

0.540% of average daily net assets over $5 billion.

        

The Manager has contractually agreed, through February 28, 2025, to limit total annual operating expenses after fee waivers and/or expense reimbursements. This contractual waiver excludes interest, brokerage, taxes (such as income and foreign withholdings 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.

Where applicable, the Manager agrees to waive management fees or shared operating expenses on any share class to the same extent that it waives such expenses on any other share class. In addition, total annual operating expenses for Class R6 shares will not exceed total annual operating expenses for Class Z shares. Fees and/or expenses waived and/or reimbursed by the Manager for the purpose of preventing the expenses from exceeding a certain expense ratio limit 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 expense limitations attributable to each class are as follows:

 

  Class    Expense
 Limitations 

A

    

C

      

Z

     0.73  

R6

     0.70  

The RIC, 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 C, Class Z and Class R6 shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund’s Class A and Class C shares, pursuant to the plans of distribution (the “Distribution Plans”), regardless of expenses actually incurred by PIMS.

 

PGIM Absolute Return Bond Fund    89


Notes to Financial Statements (continued)

 

Pursuant to the Distribution Plans, the Fund compensates PIMS for distribution related activities at an annual rate based on average daily net assets per class. The distribution fees are accrued daily and payable monthly.

The Fund’s annual gross and net distribution rates, where applicable, are as follows:

 

  Class    Gross Distribution Fee   Net Distribution Fee 

A

   0.25%   0.25%

C

   1.00     1.00  

Z

   N/A     N/A  

R6

   N/A     N/A  

For the year ended October 31, 2023, PIMS received front-end sales charges (“FESL”) resulting from sales of certain class shares and contingent deferred sales charges (“CDSC”) imposed upon redemptions by certain shareholders. From these fees, PIMS paid such sales charges to broker-dealers, who in turn paid commissions to salespersons and incurred other distribution costs. The sales charges are as follows where applicable:

 

  Class    FESL              CDSC

A

   $ 55,330              $    52

C

                  3,663

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

 

4.

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 and shareholder servicing agent. Transfer agent’s and shareholder servicing 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 invest its overnight sweep cash in the PGIM Core Government Money Market Fund (the “Core Government Fund”), a series of the Prudential Government Money Market Fund, Inc., and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), a series of Prudential Investment Portfolios 2, each registered under the 1940 Act and managed by PGIM Investments. The Fund may also invest in the PGIM Core Short-Term Bond Fund (together with the Core Government Fund, the “Core Funds”), a series of Prudential Investment Portfolios 2, registered under the 1940 Act and managed by PGIM Investments, pursuant to an exemptive order received from the Securities and Exchange Commission (“SEC”). PGIM Investments and/or its affiliates are paid fees or reimbursed for providing their services to the Core Funds and the Money

 

90


 

Market Fund. In addition to the realized and unrealized gains on investments in the Core Funds and the Money Market Fund, earnings from such investments are disclosed on the Statement of Operations as “Affiliated dividend income” and “Income from securities lending, net”, respectively.

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, subject to certain conditions, 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/trustees, and/or common officers. For the year ended October 31, 2023, no Rule 17a-7 transactions were entered into by the Fund.

 

5.

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 reporting period ended October 31, 2023, were as follows:

 

     
Cost of Purchases         Proceeds from Sales

$1,399,533,250

       $1,288,812,232

A summary of the cost of purchases and proceeds from sales of shares of affiliated mutual funds for the year ended October 31, 2023, is presented as follows:

 

Value,    
Beginning    
of Year    
  

Cost of

Purchases

    

Proceeds

from Sales

    

Change in

Unrealized

Gain

(Loss)

  

Realized

Gain

(Loss)

    

Value,

End of Year

    

Shares,

End

of Year

     Income  

Short-Term Investments - Affiliated Mutual Funds:

 

PGIM Core Government Money Market Fund(1)(wb)

 

$                —            

     $428,783,417        $414,044,721          $         —          $     —          $  14,738,696            14,738,696          $   741,304  

PGIM Core Short-Term Bond Fund(1)(wb)

 

109,571,168           

     5,820,006        —          360,400            —          115,751,574            12,678,157          5,820,006  

PGIM Institutional Money Market Fund(1)(b)(wb)

 

24,336,247           

     183,515,189        194,630,491          3,905          5,749          13,230,599            13,237,217          107,075 (2) 

$133,907,415           

     $618,118,612        $608,675,212          $364,305          $5,749          $143,720,869                     $6,668,385  

 

(1)

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

(2)

The amount, or a portion thereof, represents the affiliated securities lending income shown on the Statement of Operations.

(b)

Represents security, or portion thereof, purchased with cash collateral received for securities on loan and includes dividend reinvestment.

(wb)

Represents an investment in a Fund affiliated with the Manager.

 

PGIM Absolute Return Bond Fund    91


Notes to Financial Statements (continued)

 

6.

Distributions and Tax Information

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date.

For the year ended October 31, 2023, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

 

        Ordinary
        Income
 

Long-Term

Capital Gains

 

Tax Return

of Capital

 

Total Dividends   

and Distributions   

        $64,803,658   $—   $2,375,806   $67,179,464

For the year ended October 31, 2022, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

 

            Ordinary
             Income
 

Long-Term

Capital Gains

 

Tax Return

of Capital

  Total Dividends   
and Distributions   
          $29,762,186   $—   $—   $29,762,186

For the year ended October 31, 2023, the Fund had the following amounts of accumulated undistributed earnings on a tax basis:

 

   
Undistributed
Ordinary
Income
  

Undistributed

Long-Term

Capital Gains

$—

   $—

The United States federal income tax basis of the Fund’s investments and the net unrealized depreciation as of October 31, 2023 were as follows:

 

    Tax Basis  

Gross

Unrealized

Appreciation

 

  Gross

  Unrealized

  Depreciation

 

Net        

Unrealized   

Depreciation  

$1,367,166,089   $49,922,045   $(108,462,523)   $(58,540,478)

The differences between GAAP and tax basis were primarily attributable to deferred losses on wash sales, swaps, mark-to-market of futures and forwards contracts, difference in the treatment of premium amortization and investment in partnerships.

For federal income tax purposes, the Fund had an approximated capital loss carryforward as of October 31, 2023 which can be carried forward for an unlimited period. No capital gains

 

92


 

distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses.

 

Capital Loss
Carryforward
  

Capital Loss

Carryforward Utilized

$199,874,000

   $—

The Manager 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. Since tax authorities can examine previously filed tax returns, the Fund’s U.S. federal and state tax returns for each of the four fiscal years up to the most recent fiscal year ended October 31, 2023 are subject to such review.

7. Capital and Ownership

The Fund offers Class A, Class C, Class Z and Class R6 shares. Class A shares are sold with a maximum front-end sales charge of 3.25%. Investors who purchase $500,000 or more of Class A shares and sell those shares within 12 months of purchase are subject to a CDSC of 1% on sales although these purchases are not subject to a front-end 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 C shares are sold with a CDSC of 1% on sales made within 12 months of purchase. Class C shares will automatically convert to Class A shares on a monthly basis approximately eight years (ten years prior to January 22, 2021) after purchase. Class Z and Class R6 shares are not subject to any sales or redemption charges and are available 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, below.

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

As of October 31, 2023, Prudential, through its affiliated entities, including affiliated funds (if applicable), owned shares of the Fund as follows:

 

  Class    Number of Shares    Percentage of Outstanding Shares  

Z

   25,174    0.1%

 

PGIM Absolute Return Bond Fund    93


Notes to Financial Statements (continued)

 

At the reporting period end, the number of shareholders holding greater than 5% of the Fund are as follows:

 

     
      Number of Shareholders       Percentage of Outstanding Shares  

Affiliated

         —%

Unaffiliated

   9   88.8   

Transactions in shares of beneficial interest were as follows:

 

       
  Share Class    Shares           Amount  

Class A

                     

Year ended October 31, 2023:

                     

Shares sold

     3,273,563          $ 28,918,593  

Shares issued in reinvestment of dividends and distributions

     525,133            4,640,379  

Shares purchased

     (3,063,639          (27,039,908

Net increase (decrease) in shares outstanding before conversion

     735,057            6,519,064  

Shares issued upon conversion from other share class(es)

     917,128            8,094,155  

Shares purchased upon conversion into other share class(es)

     (422,422          (3,726,460

Net increase (decrease) in shares outstanding

     1,229,763          $ 10,886,759  

Year ended October 31, 2022:

                     

Shares sold

     2,646,418          $     23,662,293  

Shares issued in reinvestment of dividends and distributions

     225,474            2,019,539  

Shares purchased

     (4,801,741          (43,240,216

Net increase (decrease) in shares outstanding before conversion

     (1,929,849          (17,558,384

Shares issued upon conversion from other share class(es)

     1,271,170            11,431,721  

Shares purchased upon conversion into other share class(es)

     (503,327          (4,526,308

Net increase (decrease) in shares outstanding

     (1,162,006        $ (10,652,971

Class C

                     

Year ended October 31, 2023:

                     

Shares sold

     585,316          $ 5,189,425  

Shares issued in reinvestment of dividends and distributions

     135,373            1,199,267  

Shares purchased

     (942,665          (8,339,381

Net increase (decrease) in shares outstanding before conversion

     (221,976          (1,950,689

Shares purchased upon conversion into other share class(es)

     (484,926          (4,289,276

Net increase (decrease) in shares outstanding

     (706,902        $ (6,239,965

 

94


 

       
  Share Class    Shares           Amount  

Year ended October 31, 2022:

                     

Shares sold

     877,518          $ 7,896,265  

Shares issued in reinvestment of dividends and distributions

     61,798            555,299  

Shares purchased

     (1,004,200          (9,079,074

Net increase (decrease) in shares outstanding before conversion

     (64,884          (627,510

Shares issued upon conversion from other share class(es)

     562            4,961  

Shares purchased upon conversion into other share class(es)

     (932,971          (8,415,272

Net increase (decrease) in shares outstanding

     (997,293        $ (9,037,821

Class Z

                     

Year ended October 31, 2023:

                     

Shares sold

     103,099,124          $ 915,661,477  

Shares issued in reinvestment of dividends and distributions

     5,754,672            51,052,303  

Shares purchased

     (108,685,294          (962,092,248

Net increase (decrease) in shares outstanding before conversion

     168,502            4,621,532  

Shares issued upon conversion from other share class(es)

     484,576            4,293,372  

Shares purchased upon conversion into other share class(es)

     (729,561          (6,491,946

Net increase (decrease) in shares outstanding

     (76,483        $ 2,422,958  

Year ended October 31, 2022:

                     

Shares sold

     102,369,219          $ 919,665,721  

Shares issued in reinvestment of dividends and distributions

     2,460,724            22,062,630  

Shares purchased

     (62,343,869          (559,336,562

Net increase (decrease) in shares outstanding before conversion

     42,486,074            382,391,789  

Shares issued upon conversion from other share class(es)

     639,113            5,782,742  

Shares purchased upon conversion into other share class(es)

     (486,684          (4,407,950

Net increase (decrease) in shares outstanding

     42,638,503          $ 383,766,581  

Class R6

                     

Year ended October 31, 2023:

                     

Shares sold

     1,546,836          $ 13,665,612  

Shares issued in reinvestment of dividends and distributions

     388,862            3,432,439  

Shares purchased

     (2,200,992          (19,394,024

Net increase (decrease) in shares outstanding before conversion

     (265,294          (2,295,973

Shares issued upon conversion from other share class(es)

     237,980            2,120,155  

Net increase (decrease) in shares outstanding

     (27,314        $ (175,818

 

PGIM Absolute Return Bond Fund    95


Notes to Financial Statements (continued)

 

       
  Share Class    Shares           Amount  

  Year ended October 31, 2022:

                     

Shares sold

     1,666,379          $    14,853,468  

Shares issued in reinvestment of dividends and distributions

     186,465            1,667,818  

Shares purchased

     (1,273,173          (11,381,641

Net increase (decrease) in shares outstanding before conversion

     579,671            5,139,645  

Shares issued upon conversion from other share class(es)

     14,475            130,106  

Net increase (decrease) in shares outstanding

     594,146          $ 5,269,751  

 

8.

Borrowings

The RIC, on behalf of the Fund, along with other affiliated registered investment companies (the “Participating 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 table below provides details of the current SCA in effect at the reporting period-end as well as the prior SCA.

 

      Current SCA    Prior SCA     

Term of Commitment

   9/29/2023 - 9/26/2024    9/30/2022 – 9/28/2023    

Total Commitment

   $ 1,200,000,000    $  1,200,000,000    

Annualized Commitment Fee on the Unused Portion of the SCA

   0.15%    0.15%    

Annualized Interest Rate on Borrowings

   1.00% plus the higher of (1)
the effective federal funds
rate, (2) the daily SOFR rate
plus 0.10% or (3) zero
percent
   1.00% plus the higher of (1)
the effective federal funds
rate, (2) the daily SOFR
rate plus 0.10% or (3) zero
percent
   

Certain 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 Participating Funds in the SCA equitably.

The Fund utilized the SCA during the year ended October 31, 2023. The average daily balance for the 34 days that the Fund had loans outstanding during the period was approximately $2,696,853, borrowed at a weighted average interest rate of 5.88%. The maximum loan outstanding amount during the period was $8,948,000. At October 31, 2023, the Fund did not have an outstanding loan amount.

 

96


 

9.

Risks of Investing in the Fund

The Fund’s risks include, but are not limited to, some or all of the risks discussed below. For further information on the Fund’s risks, please refer to the Fund’s Prospectus and Statement of Additional Information.

Collateralized Loan Obligations (“CLOs”) Risk: CLOs are subject to credit, interest rate, valuation, and prepayment and extension risks. These securities also are subject to risk of default on the underlying asset, particularly during periods of economic downturn. The market value of CLOs may be affected by, among other things, changes in the market value of the underlying assets held by the CLO, changes in the distributions on the underlying assets, defaults and recoveries on the underlying assets, capital gains and losses on the underlying assets, prepayments on underlying assets and the availability, prices and interest rate of underlying assets.

“Covenant-Lite” Risk: Some of the loans or debt obligations in which the Fund may invest or get exposure to may be “covenant-lite”, which means the loans or obligations contain fewer financial maintenance covenants than other loans or obligations (in some cases, none) and do not include terms which allow the lender to monitor the borrower’s performance and declare a default if certain criteria are breached. An investment by the Fund in a covenant-lite loan may potentially hinder the ability to reprice credit risk associated with the issuer and reduce the ability to restructure a problematic loan and mitigate potential loss. The Fund may also experience difficulty, expenses or delays in enforcing its rights on its holdings of covenant-lite loans or obligations. As a result of these risks, the Fund’s exposure to losses may be increased, which could result in an adverse impact on the Fund’s net income and NAV.

Credit Risk: This is the risk that the issuer, the guarantor or the insurer of a fixed income security, or the counterparty to a contract, may be unable or unwilling to make timely principal and interest payments, or to otherwise honor its obligations. Additionally, fixed income securities could lose value due to a loss of confidence in the ability of the issuer, guarantor, insurer or counterparty to pay back debt. The lower the credit quality of a bond, the more sensitive it is to credit risk.

Currency Risk: The Fund’s net asset value could decline as a result of changes in exchange rates, which could adversely affect the Fund’s investments in currencies, or in securities that trade in, and receive revenues related to, currencies, or in derivatives that provide exposure to currencies. Certain foreign countries may impose restrictions on the ability of issuers of foreign securities to make payment of principal and interest or dividends to investors located outside the country, due to blockage of foreign currency exchanges or otherwise.

Debt Obligations Risk: Debt obligations are subject to credit risk, market risk and interest rate risk. The Fund’s holdings, share price, yield and total return may also fluctuate in response to bond market movements. The value of bonds may decline for issuer-related reasons, including management performance, financial leverage and reduced demand for the issuer’s goods and services. Certain types of fixed income obligations also may be

 

PGIM Absolute Return Bond Fund    97


Notes to Financial Statements (continued)

 

subject to “call and redemption risk,” which is the risk that the issuer may call a bond held by the Fund for redemption before it matures and the Fund may not be able to reinvest at the same rate of interest and therefore would earn less income.

Derivatives Risk: Derivatives involve special risks and costs and may result in losses to the Fund. The successful use of derivatives requires sophisticated management, and, to the extent that derivatives are used, the Fund will depend on the subadviser’s ability to analyze and manage derivatives transactions. The prices of derivatives may move in unexpected ways, especially in abnormal market conditions. Some derivatives are “leveraged” or may create economic leverage for the Fund and therefore may magnify or otherwise increase investment losses to the Fund. The Fund’s use of derivatives may also increase the amount of taxes payable by shareholders.

Other risks arise from the potential inability to terminate or sell derivatives positions. A liquid secondary market may not always exist for the Fund’s derivatives positions. In fact, many over-the-counter derivative instruments will not have liquidity beyond the counterparty to the instrument. Over-the-counter derivative instruments also involve the risk that the other party will not meet its obligations to the Fund. The use of derivatives also exposes the Fund to operational issues, such as documentation and settlement issues, systems failures, inadequate control and human error.

Derivatives may also involve legal risks, such as insufficient documentation, the lack of capacity or authority of a counterparty to execute or settle a transaction, and the legality and enforceability of derivatives contracts. The U.S. Government and foreign governments have adopted (and may adopt further) regulations governing derivatives markets, including mandatory clearing of certain derivatives, margin and reporting requirements and risk exposure limitations. Regulation of derivatives may make derivatives more costly, limit their availability or utility to the Fund, or otherwise adversely affect their performance or disrupt markets.

Economic and Market Events Risk: Events in the U.S. and global financial markets, including actions taken by the U.S. Federal Reserve or foreign central banks to stimulate or stabilize economic growth or the functioning of the securities markets, or otherwise reduce inflation, may at times result in unusually high market volatility, which could negatively impact performance. Governmental efforts to curb inflation often have negative effects on the level of economic activity. Relatively reduced liquidity in credit and fixed income markets could adversely affect issuers worldwide.

Floating Rate and Other Loans Risk: The Fund’s ability to receive payments of principal and interest and other amounts in connection with loans (whether through participations, assignments or otherwise) will depend primarily on the financial condition of the borrower.

 

98


 

The failure by the Fund to receive scheduled interest or principal payments on a loan because of a default, bankruptcy or any other reason would adversely affect the income of the Fund and would likely reduce the value of its assets. Even with loans secured by collateral, there is the risk that the value of the collateral may decline, may be insufficient to meet the obligations of the borrower, or be difficult to liquidate. In the event of a default, the Fund may have difficulty collecting on any collateral and would not have the ability to collect on any collateral for an uncollateralized loan. Further, the Fund’s access to collateral, if any, may be limited by bankruptcy laws. Due to the nature of the private syndication of senior loans, including, for example, lack of publicly-available information, some senior loans are not as easily purchased or sold as publicly-traded securities. In addition, loan participations generally are subject to restrictions on transfer, and only limited opportunities may exist to sell loan participations in secondary markets. As a result, it may be difficult for the Fund to value loans or sell loans at an acceptable price when it wants to sell them. Loans trade in an over-the-counter market, and confirmation and settlement, which are effected through standardized procedures and documentation, may take significantly longer than seven days to complete. Extended trade settlement periods may, in unusual market conditions with a high volume of shareholder redemptions, present a risk to shareholders regarding the Fund’s ability to pay redemption proceeds in a timely manner. In some instances, loans and loan participations are not rated by independent credit rating agencies; in such instances, a decision by the Fund to invest in a particular loan or loan participation could depend exclusively on the subadviser’s credit analysis of the borrower, or in the case of a loan participation, of the intermediary holding the portion of the loan that the Fund has purchased. To the extent the Fund invests in loans of non-U.S. issuers, the risks of investing in non-U.S. issuers are applicable. Loans may not be considered to be “securities” and as a result may not benefit from the protections of the federal securities laws, including anti-fraud protections and those with respect to the use of material non-public information, so that purchasers, such as the Fund, may not have the benefit of these protections. If the Fund is in possession of material non-public information about a borrower as a result of its investment in such borrower’s loan, the Fund may not be able to enter into a transaction with respect to a publicly-traded security of the borrower when it would otherwise be advantageous to do so.

Foreign Securities Risk: Investments in securities of non-U.S. issuers (including those denominated in U.S. dollars) may involve more risk than investing in securities of U.S. issuers. Foreign political, economic and legal systems, especially those in developing and emerging market countries, may be less stable and more volatile than in the United States. Foreign legal systems generally have fewer regulatory requirements than the U.S. legal system, particularly those of emerging markets. In general, less information is publicly available with respect to non-U.S. companies than U.S. companies. Non-U.S. companies generally are not subject to the same accounting, auditing, and financial reporting standards as are U.S. companies. Additionally, the changing value of foreign currencies and changes in exchange rates could also affect the value of the assets the Fund holds and the Fund’s performance. Certain foreign countries may impose restrictions on the ability of issuers of foreign securities to make payment of principal and interest or dividends to investors located

 

PGIM Absolute Return Bond Fund    99


Notes to Financial Statements (continued)

 

outside the country, due to blockage of foreign currency exchanges or otherwise. Investments in emerging markets are subject to greater volatility and price declines.

In addition, the Fund’s investments in non-U.S. securities may be subject to the risks of nationalization or expropriation of assets, imposition of currency exchange controls or restrictions on the repatriation of non-U.S. currency, confiscatory taxation and adverse diplomatic developments. Special U.S. tax considerations may apply.

Increase in Expenses Risk: Your actual cost of investing in the Fund may be higher than the expenses shown in the expense table in the Fund’s prospectus for a variety of reasons. For example, expense ratios may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile. Active and frequent trading of Fund securities can increase expenses.

Interest Rate Risk: The value of your investment may go down when interest rates rise. A rise in rates tends to have a greater impact on the prices of longer term or duration debt securities. Similarly, a rise in interest rates may also have a greater negative impact on the value of equity securities whose issuers expect earnings further out in the future. For example, a fixed income security with a duration of three years is expected to decrease in value by approximately 3% if interest rates increase by 1%. This is referred to as “duration risk.” When interest rates fall, the issuers of debt obligations may prepay principal more quickly than expected, and the Fund may be required to reinvest the proceeds at a lower interest rate. This is referred to as “prepayment risk.” When interest rates rise, debt obligations may be repaid more slowly than expected, and the value of the Fund’s holdings may fall sharply. This is referred to as “extension risk.” The Fund may lose money if short-term or long-term interest rates rise sharply or in a manner not anticipated by the subadviser.

Junk Bonds Risk: High-yield, high-risk bonds have predominantly speculative characteristics, including particularly high credit risk. Junk bonds tend to have lower market liquidity than higher-rated securities. The liquidity of particular issuers or industries within a particular investment category may shrink or disappear suddenly and without warning. The non-investment grade bond market can experience sudden and sharp price swings and become illiquid due to a variety of factors, including changes in economic forecasts, stock market activity, large sustained sales by major investors, a high profile default or a change in the market’s psychology.

Large Shareholder and Large Scale Redemption Risk: Certain individuals, accounts, funds (including funds affiliated with the Manager) or institutions, including the Manager and its affiliates, may from time to time own or control a substantial amount of the Fund’s shares.

 

100


 

There is no requirement that these entities maintain their investment in the Fund. There is a risk that such large shareholders or that the Fund’s shareholders generally may redeem all or a substantial portion of their investments in the Fund in a short period of time, which could have a significant negative impact on the Fund’s NAV, liquidity, and brokerage costs. Large redemptions could also result in tax consequences to shareholders and impact the Fund’s ability to implement its investment strategy. The Fund’s ability to pursue its investment objective after one or more large scale redemptions may be impaired and, as a result, the Fund may invest a larger portion of its assets in cash or cash equivalents.

Liquidity Risk: Liquidity risk is the risk that the Fund could not meet requests to redeem shares issued by the Fund without significant dilution of remaining investors’ interests in the Fund. The Fund may invest in instruments that trade in lower volumes and are more illiquid than other investments. If the Fund is forced to sell these investments to pay redemption proceeds or for other reasons, the Fund may lose money. In addition, when there is no willing buyer and investments cannot be readily sold at the desired time or price, the Fund may have to accept a lower price or may not be able to sell the instrument at all. An inability to sell a portfolio position can adversely affect the Fund’s value or prevent the Fund from being able to take advantage of other investment opportunities.

Management Risk: Actively managed funds are subject to management risk. The subadviser will apply investment techniques and risk analyses in making investment decisions for the Fund, but the subadviser’s judgments about the attractiveness, value or market trends affecting a particular security, industry or sector or about market movements may be incorrect. Additionally, the investments selected for the Fund may underperform the markets in general, the Fund’s benchmark and other funds with similar investment objectives.

Market Disruption and Geopolitical Risks: Market disruption can be caused by economic, financial or political events and factors, including but not limited to, international wars or conflicts (including Russia’s military invasion of Ukraine), geopolitical developments (including trading and tariff arrangements, sanctions and cybersecurity attacks), instability in regions such as Asia, Eastern Europe and the Middle East, terrorism, natural disasters and public health epidemics (including the outbreak of COVID-19 globally).

The extent and duration of such events and resulting market disruptions cannot be predicted, but could be substantial and could magnify the impact of other risks to the Fund. These and other similar events could adversely affect the U.S. and foreign financial markets and lead to increased market volatility, reduced liquidity in the securities markets, significant negative impacts on issuers and the markets for certain securities and commodities and/or government intervention. They may also cause short-or long-term economic uncertainties in the United States and worldwide. As a result, whether or not the Fund invests in securities of issuers located in or with significant exposure to the countries directly affected, the value and liquidity of the Fund’s investments may be negatively impacted. Further, due to closures of certain markets and restrictions on trading certain securities, the value of certain

 

PGIM Absolute Return Bond Fund    101


Notes to Financial Statements (continued)

 

securities held by the Fund could be significantly impacted, which could lead to such securities being valued at zero.

Market Risk: Securities markets may be volatile and the market prices of the Fund’s securities may decline. Securities fluctuate in price based on changes in an issuer’s financial condition and overall market and economic conditions. If the market prices of the securities owned by the Fund fall, the value of your investment in the Fund will decline.

Mortgage-Backed and Asset-Backed Securities Risk: Mortgage-backed and asset-backed securities tend to increase in value less than other debt securities when interest rates decline, but are subject to similar risk of decline in market value during periods of rising interest rates. The values of mortgage-backed and asset-backed securities become more volatile as interest rates rise. In a period of declining interest rates, the Fund may be required to reinvest more frequent prepayments on mortgage-backed and asset-backed securities in lower-yielding investments.

Structured Products Risk: Holders of structured product securities bear risks of the underlying investments, index or reference obligation. Certain structured products may be thinly traded or have a limited trading market, and as a result may be characterized as illiquid. The possible lack of a liquid secondary market for structured securities and the resulting inability of the Fund to sell a structured security could expose the Fund to losses and could make structured securities more difficult for the Fund to value accurately, which may also result in additional costs. Structured products are also subject to credit risk; the assets backing the structured product may be insufficient to pay interest or principal. In addition to the general risks associated with investments in fixed income, structured products carry additional risks, including, but not limited to: the possibility that distributions from collateral securities will not be adequate to make interest or other payments; the quality of the collateral may decline in value or default; and the possibility that the structured products are subordinate to other classes. Structured securities are generally privately negotiated debt obligations where the principal and/or interest or value of the structured security is determined by reference to the performance of a specific asset, benchmark asset, market or interest rate (“reference instrument”), and changes in the reference instrument or security may cause significant price fluctuations, or could cause the interest rate on the structured security to be reduced to zero. Holders of structured products indirectly bear risks associated with the reference instrument, are subject to counterparty risk and typically do not have direct rights against the reference instrument. Structured products may also entail structural complexity and documentation risk and there is no guarantee that the courts or administrators will interpret the priority of principal and interest payments as expected.

 

102


 

U.S. Government and Agency Securities Risk: U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government. Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S. Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury. Further, the U.S. Government and its agencies, authorities, instrumentalities and enterprises do not guarantee the market value of their securities; consequently, the value of such securities will fluctuate. This may be the case especially when there is any controversy or ongoing uncertainty regarding the status of negotiations in the U.S. Congress to increase the statutory debt ceiling. Such controversy or uncertainty could, among other things, result in the credit quality rating of the U.S. Government being downgraded and reduced prices of U.S. Treasury securities. If the U.S. Congress is unable to negotiate an adjustment to the statutory debt ceiling, there is also the risk that the U.S. Government may default on payments on certain U.S. Government securities, including those held by the Fund, which could have a negative impact on the Fund. An increase in demand for U.S. Government securities resulting from an increase in demand for government money market funds may lead to lower yields on such securities.

 

10.

Recent Regulatory Developments

Effective January 24, 2023, the SEC adopted rule and form amendments to require mutual funds and ETFs to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information deemed important for retail investors to assess and monitor their fund investments (the “Rule”). Other information, including financial statements, will no longer appear in the funds’ streamlined shareholder reports but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The Rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the Rule and its impact to the Fund.

 

PGIM Absolute Return Bond Fund    103


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of Prudential Investment Portfolios 9 and Shareholders of PGIM Absolute Return Bond Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of PGIM Absolute Return Bond Fund (one of the funds constituting Prudential Investment Portfolios 9, referred to hereafter as the “Fund”) as of October 31, 2023, the related statement of operations for the year ended October 31, 2023, the statements of changes in net assets for each of the two years in the period ended October 31, 2023, including the related notes, and the financial highlights for each of the four years in the period ended October 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2023 and the financial highlights for each of the four years in the period ended October 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended October 31, 2019 and the financial highlights for the period ended October 31, 2019 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated December 19, 2019 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2023 by correspondence with the custodian, transfer agent, brokers and agent banks; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

New York, New York

December 19, 2023

We have served as the auditor of one or more investment companies in the PGIM Retail Funds complex since 2020.

 

104


Tax Information (unaudited)

 

For the year ended October 31, 2023, the Fund reports the maximum amount allowable but not less than 38.52% as interest related dividends in accordance with Section 871(k)(1) and 881(e)(1) of the Internal Revenue Code.

For the year ended October 31, 2023 the Fund reports the maximum amount allowable but not less than 88.42% as interest dividends that are eligible to be treated as interest income in accordance with Section 163(j) of the Internal Revenue Code.

In January 2024, you will be advised on IRS Form 1099-DIV or substitute Form 1099-DIV as to the federal tax status of the distributions received by you in calendar year 2023.

We are required by Massachusetts, Missouri and Oregon to inform you that dividends which have been derived from interest on federal obligations are not taxable to shareholders provided the Fund meets certain requirements mandated by the respective state’s taxing authorities. We are pleased to report that 11.39% of the dividends paid by the Fund qualifies for such deduction.

Please consult your tax adviser or state/local authorities to properly report this information on your tax return. If you have any questions concerning the amounts listed above, please call your financial adviser.

 

PGIM Absolute Return Bond Fund    105


INFORMATION

ABOUT BOARD MEMBERS AND OFFICERS (unaudited)

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

 

Independent Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

 

Length of

Board Service

       

Ellen S. Alberding

1958

Board Member

Portfolios Overseen: 100

 

Chief Executive Officer and President, The Joyce Foundation (charitable foundation) (since 2002); formerly Vice Chair, City Colleges of Chicago (community college system) (2011-2015); formerly Trustee, National Park Foundation (charitable foundation for national park system) (2009-2018); formerly Trustee, Economic Club of Chicago (2009-2016); Trustee, Loyola University (since 2018).

  None.  

Since September

2013

       

Kevin J. Bannon

1952

Board Member

Portfolios Overseen: 101

 

Retired; formerly Managing Director (April 2008-May 2015) and Chief Investment Officer (October 2008-November 2013) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; formerly President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.

 

Director of Urstadt Biddle Properties (equity real estate investment trust) (September 2008-August 2023).

 

Since July 2008

 

PGIM Absolute Return Bond Fund


 

Independent Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

 

Length of

Board Service

       

Linda W. Bynoe

1952

Board Member

Portfolios Overseen: 98

 

President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Limited LLC (formerly Telemat Ltd) (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co. (broker-dealer).

 

Trustee of Equity Residential (residential real estate) (since December 2009); Director of Northern Trust Corporation (financial services) (since April 2006); formerly Director of Anixter International, Inc. (communication products distributor) (January 2006-June 2020).

 

Since March

2005

       

Barry H. Evans

1960

Board Member

Portfolios Overseen: 101

 

Retired; formerly President (2005-2016), Global Chief Operating Officer (2014-2016), Chief Investment Officer - Global Head of Fixed Income (1998-2014), and various portfolio manager roles (1986-2006), Manulife Asset Management (asset management).

 

Formerly Director, Manulife Trust Company (2011-2018); formerly Director, Manulife Asset Management Limited (2015-2017); formerly Chairman of the Board of Directors of Manulife Asset Management U.S. (2005-2016); formerly Chairman of the Board, Declaration Investment Management and Research (2008-2016).

 

Since September

2017

       

Keith F. Hartstein

1956

Board Member & Independent Chair

Portfolios Overseen: 101

 

Retired; formerly Member (November 2014-September 2022) of the Governing Council of the Independent Directors Council (IDC) (organization of independent mutual fund directors); formerly Executive Committee of the IDC Board of Governors (October 2019-December 2021); formerly President and Chief Executive Officer (2005-2012), Senior Vice President (2004-2005), Senior Vice President of Sales and Marketing (1997-2004), and various executive management positions (1990-1997), John Hancock Funds, LLC (asset management); formerly Chairman, Investment Company Institute’s Sales Force Marketing Committee (2003-2008).

 

None.

 

Since September 2013

 

Visit our website at pgim.com/investments


 

Independent Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

 

Length of

Board Service

       

Laurie Simon Hodrick

1962

Board Member

Portfolios Overseen: 98

 

A. Barton Hepburn Professor Emerita of Economics in the Faculty of Business, Columbia Business School (since 2018); Visiting Fellow at the Hoover Institution, Stanford University (since 2015); Sole Member, ReidCourt LLC (since 2008) (a consulting firm); formerly Visiting Professor of Law, Stanford Law School (2015-2021); formerly A. Barton Hepburn Professor of Economics in the Faculty of Business, Columbia Business School (1996-2017); formerly Managing Director, Global Head of Alternative Investment Strategies, Deutsche Bank (2006-2008).

 

Independent Director, Andela (since January 2022) (global talent network); Independent Director, Roku (since December 2020) (communication services); formerly Independent Director, Synnex Corporation (2019-2021) (information technology); formerly Independent Director, Kabbage, Inc. (2018-2020) (financial services); formerly Independent Director, Corporate Capital Trust (2017-2018) (a business development company).

 

Since September

2017

       

Brian K. Reid

1961

Board Member

Portfolios Overseen: 101

 

Retired; formerly Chief Economist for the Investment Company Institute (ICI) (2005-2017); formerly Senior Economist and Director of Industry and Financial Analysis at the ICI (1998-2004); formerly Senior Economist, Industry and Financial Analysis at the ICI (1996-1998); formerly Staff Economist at the Federal Reserve Board (1989-1996); formerly Director, ICI Mutual Insurance Company (2012-2017).

 

None.

 

Since March

2018

 

PGIM Absolute Return Bond Fund


 

Independent Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

 

Length of

Board Service

       

Grace C. Torres

1959

Board Member

Portfolios Overseen: 101

 

Retired; formerly Treasurer and Principal Financial and Accounting Officer of the PGIM Funds, Target Funds, Advanced Series Trust, Prudential Variable Contract Accounts and The Prudential Series Fund (1998-June 2014); Assistant Treasurer (March 1999-June 2014) and Senior Vice President (September 1999-June 2014) of PGIM Investments LLC; Assistant Treasurer (May 2003-June 2014) and Vice President (June 2005-June 2014) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (May 2003-June 2014) of Prudential Annuities Advisory Services, Inc.

 

Director (since January 2018) of OceanFirst Financial Corp. and OceanFirst Bank; formerly Director (July 2015-January 2018) of Sun Bancorp, Inc. N.A. and Sun National Bank.

 

Since November

2014

 

Visit our website at pgim.com/investments


 

Interested Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

 

Length of

Board Service

       

Stuart S. Parker

1962

Board Member & President

Portfolios Overseen: 101

 

President, Chief Executive Officer, Chief Operating Officer and Officer in Charge of PGIM Investments LLC (formerly known as Prudential Investments LLC) (since January 2012); President and Principal Executive Officer (“PEO”) (since December 2023) of the PGIM Credit Income Fund; President and PEO (since September 2022) of the PGIM Private Credit Fund; President and PEO (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of PGIM Investments LLC (June 2005-December 2011); Investment Company Institute - Board of Governors (since May 2012).

 

None.

 

Since January

2012

       

Scott E. Benjamin

1973

Board Member & Vice

President

Portfolios Overseen: 101

 

Executive Vice President (since May 2009) of PGIM Investments LLC; Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, PGIM Investments (since February 2006); Vice President (since December 2023) of the PGIM Credit Income Fund; Vice President (since September 2022) of the PGIM Private Credit Fund; Vice President (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Vice President of Product Development and Product Management, PGIM Investments LLC (2003-2006).

 

None.

 

Since March

2010

 

PGIM Absolute Return Bond Fund


   
Fund Officers(a)           
     

Name

Year of Birth

Fund Position

   Principal Occupation(s) During Past Five Years   

Length of

Service as Fund    

Officer

     

Claudia DiGiacomo

1974

Chief Legal Officer

  

Chief Legal Officer (since December 2023) of the PGIM Credit Income Fund; Chief Legal Officer (since September 2022) of the PGIM Private Credit Fund; Chief Legal Officer (since July 2022) of the PGIM Private Real Estate Fund, Inc.; Chief Legal Officer, Executive Vice President and Secretary of PGIM Investments LLC (since August 2020); Chief Legal Officer of Prudential Mutual Fund Services LLC (since August 2020); Chief Legal Officer of PIFM Holdco, LLC (since August 2020); Vice President and Corporate Counsel (since January 2005) of Prudential; and Corporate Counsel of AST Investment Services, Inc. (since August 2020); formerly Vice President and Assistant Secretary of PGIM Investments LLC (2005-2020); formerly Associate at Sidley Austin Brown & Wood LLP (1999-2004).

  

Since December 2005

     

Andrew Donohue

1972

Chief Compliance Officer

  

Chief Compliance Officer (since May 2023) of the PGIM Funds, Target Funds, PGIM ETF Trust, PGIM Global High Yield Fund, Inc., PGIM High Yield Bond Fund, Inc., PGIM Short Duration High Yield Opportunities Fund, Advanced Series Trust, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc., PGIM Private Credit Fund, PGIM Private Real Estate Fund, Inc.; Chief Compliance Officer of AST Investment Services, Inc. (since October 2022); Vice President, Chief Compliance Officer of PGIM Investments LLC (since September 2022); Chief Compliance Officer (since December 2023) of the PGIM Credit Income Fund; formerly various senior compliance roles within Principal Global Investors, LLC., global asset management for Principal Financial (2011-2022), most recently as Global Chief Compliance Officer (2016-2022).

  

Since May 2023

     

Andrew R. French

1962

Secretary

  

Vice President (since December 2018) of PGIM Investments LLC; Secretary (since December 2023) of the PGIM Credit Income Fund; Secretary (since September 2022) of the PGIM Private Credit Fund; Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Vice President and Corporate Counsel (2010-2018) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of PGIM Investments LLC; Vice President and Assistant Secretary (since January 2007) of Prudential Mutual Fund Services LLC.

  

Since October 2006

 

Visit our website at pgim.com/investments


     
Fund Officers(a)            
     

Name

Year of Birth

Fund Position

   Principal Occupation(s) During Past Five Years   

Length of

Service as Fund    
Officer

     

Melissa Gonzalez

1980

Assistant Secretary

  

Vice President and Corporate Counsel (since September 2018) of Prudential; Vice President and Assistant Secretary (since August 2020) of PGIM Investments LLC; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director and Corporate Counsel (March 2014-September 2018) of Prudential.

  

Since March 2020

     

Patrick E. McGuinness

1986

Assistant Secretary

  

Vice President and Assistant Secretary (since August 2020) of PGIM Investments LLC; Director and Corporate Counsel (since February 2017) of Prudential; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.

  

Since June 2020

     

Debra Rubano

1975

Assistant Secretary

  

Vice President and Corporate Counsel (since November 2020) of Prudential; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc; formerly Director and Senior Counsel of Allianz Global Investors U.S. Holdings LLC (2010-2020) and Assistant Secretary of numerous funds in the Allianz fund complex (2015-2020).

  

Since December 2020

     

George Hoyt

1965

Assistant Secretary

  

Vice President and Corporate Counsel of Prudential (since September 2023); formerly Associate General Counsel of Franklin Templeton and Secretary and Chief Legal Officer of certain funds in the Franklin Templeton complex (2020- 2023) and Managing Director (2016-2020) and Associate General Counsel for Legg Mason, Inc. and its predecessors (2004-2020).

  

Since December 2023

     

Devan Goolsby

1991

Assistant Secretary

  

Vice President and Corporate Counsel of Prudential (since May 2023); formerly Associate at Eversheds Sutherland (US) LLP (2021-2023); Compliance Officer at Bloomberg LP (2019-2021); and an Examiner at the Financial Industry Regulatory Authority (2015-2019).

  

Since December 2023

     

Kelly A. Coyne

1968

Assistant Secretary

  

Director, Investment Operations of Prudential Mutual Fund Services LLC (since 2010); Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.

  

Since March 2015

 

PGIM Absolute Return Bond Fund


   
Fund Officers(a)           
     

Name

Year of Birth

Fund Position

   Principal Occupation(s) During Past Five Years   

Length of

Service as Fund    
Officer

     

Christian J. Kelly

1975

Chief Financial Officer

  

Vice President, Global Head of Fund Administration of PGIM Investments LLC (since November 2018); Chief Financial Officer (since March 2023) of PGIM Investments mutual funds, closed end funds and ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; Chief Financial Officer (since December 2023) of the PGIM Credit Income Fund; Chief Financial Officer of PGIM Private Credit Fund (since September 2022); Chief Financial Officer of PGIM Private Real Estate Fund, Inc. (since July 2022); formerly Treasurer and Principal Financial Officer (January 2019- March 2023) of PGIM Investments mutual funds, closed end funds and ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; formerly Treasurer and Principal Financial Officer (March 2022 – July 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director of Fund Administration of Lord Abbett & Co. LLC (2009-2018), Treasurer and Principal Accounting Officer of the Lord Abbett Family of Funds (2017-2018); Director of Accounting, Avenue Capital Group (2008-2009); Senior Manager, Investment Management Practice of Deloitte & Touche LLP (1998-2007).

  

Since January 2019

     

Russ Shupak

1973

Treasurer and Principal Accounting Officer

  

Vice President (since 2017) within PGIM Investments Fund Administration; Treasurer and Principal Accounting Officer of PGIM Investments mutual funds, closed end funds and ETFs (since March 2023); Treasurer and Principal Accounting Officer (since December 2023) of the PGIM Credit Income Fund; Treasurer and Principal Accounting Officer (since July 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer (since September 2022) of the PGIM Private Credit Fund; formerly Assistant Treasurer (March 2022 – July 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer of Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund (since October 2019); formerly Director (2013-2017) within PGIM Investments Fund Administration.

  

Since October 2019

     

Lana Lomuti

1967

Assistant Treasurer

  

Vice President (since 2007) within PGIM Investments Fund Administration; formerly Assistant Treasurer (December 2007-February 2014) of The Greater China Fund, Inc.; formerly Director (2005-2007) within PGIM Investments Fund Administration.

  

Since April 2014

     

Deborah Conway

1969

Assistant Treasurer

  

Vice President (since 2017) within PGIM Investments Fund Administration; formerly Director (2007-2017) within PGIM Investments Fund Administration.

  

Since October 2019

 

Visit our website at pgim.com/investments


   

Fund Officers(a)

          
     

Name

Year of Birth

Fund Position

   Principal Occupation(s) During Past Five Years   

Length of

Service as Fund    
Officer

     

Elyse M. McLaughlin

1974

Assistant Treasurer

  

Vice President (since 2017) within PGIM Investments Fund Administration; Treasurer and Principal Accounting Officer of the Advanced Series Trust, the Prudential Series Fund and the Prudential Gibraltar Fund (since March 2023); Assistant Treasurer (since December 2023) of the PGIM Credit Income Fund; Treasurer and Principal Accounting Officer (since September 2022) of the PGIM Private Credit Fund; Assistant Treasurer (since March 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer of PGIM Investments mutual funds, closed end funds and ETFs (since October 2019); formerly Director (2011-2017) within PGIM Investments Fund Administration.

  

Since October 2019

     

Robert W. McCormack

1973

Assistant Treasurer

  

Vice President (since 2019) within PGIM Investments Fund Administration; Assistant Treasurer (since March 2023) of PGIM Investments mutual funds, closed end funds, ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; Assistant Treasurer (since December 2023) of the PGIM Credit Income Fund; Assistant Treasurer (since September 2022) of the PGIM Private Credit Fund; Assistant Treasurer (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director (2016-2019) within PGIM Investments Fund Administration; formerly Vice President within Goldman, Sachs & Co. Investment Management Controllers (2008-2016), Assistant Treasurer of Goldman Sachs Family of Funds (2015-2016).

  

Since March 2023

     

Kelly Florio

1978

Anti-Money Laundering Compliance Officer

  

Vice President, Corporate Compliance, Global Compliance Programs and Compliance Risk Management (since December 2021) of Prudential; formerly Head of Fraud Risk Management (October 2019-December 2021) at New York Life Insurance Company; formerly Head of Key Risk Area Operations (November 2018-October 2019), Director of the US Anti-Money Laundering Compliance Unit (2009-2018) and Bank Loss Prevention Associate (2006-2009) at MetLife.

  

Since June 2022

(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

Explanatory Notes to Tables:

 

 

Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with PGIM Investments LLC and/or an affiliate of PGIM Investments LLC.

 

Unless otherwise noted, the address of all Board Members and Officers is c/o PGIM Investments LLC, 655 Broad Street, Newark, New Jersey 07102-4410.

 

There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.

 

“Other Directorships Held” includes all directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.

 

PGIM Absolute Return Bond Fund


 

“Portfolios Overseen” includes such applicable investment companies managed by PGIM Investments LLC and overseen by the Board Member. The investment companies for which PGIM Investments LLC serves as manager include the PGIM Mutual Funds, Target Funds, PGIM ETF Trust, PGIM Private Real Estate Fund, Inc., PGIM Private Credit Fund, PGIM Credit Income Fund, PGIM High Yield Bond Fund, Inc., PGIM Global High Yield Fund, Inc., PGIM Short Duration High Yield Opportunities Fund, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

 

As used in the Fund Officers table “Prudential” means The Prudential Insurance Company of America.

 

Visit our website at pgim.com/investments


Approval of Advisory Agreements (unaudited)

 

The Fund’s Board of Trustees

The Board of Trustees (the “Board”) of PGIM Absolute Return Bond Fund (the “Fund”)1 consists of ten individuals, eight of whom are not “interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Trustees have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Trustee. The Board has established five standing committees: the Audit Committee, the Nominating and Governance Committee, the Compliance Committee and two Investment Committees. Each committee is chaired by, and composed of, Independent Trustees.

Annual Approval of the Fund’s Advisory Agreements

As required under the 1940 Act, the Board determines annually whether to renew the Fund’s management agreement with PGIM Investments LLC (“PGIM Investments”), the Fund’s subadvisory agreement with PGIM, Inc. (“PGIM”) on behalf of its PGIM Fixed Income unit (“PGIM Fixed Income”), and the Fund’s sub-subadvisory agreement with PGIM Limited (“PGIML”). In considering the renewal of the agreements, the Board, including all of the Independent Trustees, met on May 25 and June 6-8, 2023 (the “Board Meeting”) and approved the renewal of the agreements through July 31, 2024, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PGIM Investments, PGIM, and where appropriate, affiliates of PGIM. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.

In approving the agreements, the Board, including the Independent Trustees advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PGIM Investments, the subadviser, and, as relevant, its affiliates, the performance of the Fund, the profitability of PGIM Investments and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its shareholders as the Fund’s assets grow. In their deliberations, the Trustees did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund. In connection with its deliberations, the Board considered information provided by PGIM Investments throughout the year at regular Board meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the Board Meeting.

 

 

1PGIM Absolute Return Bond Fund is a series of Prudential Investment Portfolios 9.

 

PGIM Absolute Return Bond Fund


Approval of Advisory Agreements (continued)

 

The Trustees determined that the overall arrangements between the Fund and PGIM Investments, which serves as the Fund’s investment manager pursuant to a management agreement, between PGIM Investments and PGIM, which, through its PGIM Fixed Income unit, serves as the Fund’s subadviser pursuant to the terms of a subadvisory agreement with PGIM Investments, and between PGIM and PGIML, which serves as the Fund’s sub-subadviser pursuant to the terms of a sub-subadvisory agreement with PGIM, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Trustees considered relevant in the exercise of their business judgment.

The material factors and conclusions that formed the basis for the Trustees’ reaching their determinations to approve the continuance of the agreements are separately discussed below.

Nature, Quality and Extent of Services

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PGIM Investments, PGIM Fixed Income, and PGIML. The Board noted that PGIM Fixed Income and PGIML are affiliated with PGIM Investments. The Board considered the services provided by PGIM Investments, including but not limited to the oversight of the subadviser and sub-subadviser for the Fund, as well as the provision of fund recordkeeping, compliance and other services to the Fund, and PGIM Investments’ role as administrator for the Fund’s liquidity risk management program. With respect to PGIM Investments’ oversight of the subadviser and sub-subadviser, the Board noted that PGIM Investments’ Strategic Investment Research Group (“SIRG”), which is a business unit of PGIM Investments, is responsible for monitoring and reporting to PGIM Investments senior management on the performance and operations of the subadviser and sub-subadviser. The Board also considered that PGIM Investments pays the salaries of all of the officers and interested Trustees of the Fund who are part of Fund management. The Board also considered the investment subadvisory services provided by PGIM Fixed Income and PGIML, including investment research and security selection, as well as adherence to the Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PGIM Investments’ evaluation of the subadviser and sub-subadviser, as well as PGIM Investments’ recommendation, based on its review of the subadviser and sub-subadviser, to renew the subadvisory and sub-subadvisory agreements.

The Board considered the qualifications, backgrounds and responsibilities of PGIM Investments’ senior management responsible for the oversight of the Fund, PGIM Fixed Income, and PGIML, and also considered the qualifications, backgrounds and responsibilities of PGIM Fixed Income’s portfolio managers who are responsible for the day-to-day management of the Fund’s portfolio. The Board was provided with information pertaining to PGIM Investments’, PGIM Fixed Income’s, and PGIML’s organizational structure, senior management, investment operations, and other relevant

 

Visit our website at pgim.com/investments


    

 

information pertaining to PGIM Investments, PGIM Fixed Income, and PGIML. The Board also noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer (“CCO”) as to PGIM Investments, PGIM Fixed Income, and PGIML.

The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PGIM Investments, the subadvisory services provided to the Fund by PGIM Fixed Income, and the sub-subadvisory services provided by PGIML, and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PGIM Investments, PGIM Fixed Income, and PGIML under the management, subadvisory and sub-subadvisory agreements.

Costs of Services and Profits Realized by PGIM Investments

The Board was provided with information on the profitability of PGIM Investments and its affiliates in serving as the Fund’s investment manager. The Board discussed with PGIM Investments the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. Taking these factors into account, the Board concluded that the profitability of PGIM Investments and its affiliates in relation to the services rendered was not unreasonable.

Economies of Scale

The Board received and discussed information concerning economies of scale that PGIM Investments may realize as the Fund’s assets grow beyond current levels. The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase. During the course of time, the Board has considered information regarding the launch date of the Fund, the management fees of the Fund compared to those of similarly managed funds and PGIM Investments’ investment in the Fund over time. The Board noted that economies of scale can be shared with the Fund in other ways, including low management fees from inception, additional technological and personnel investments to enhance shareholder services, and maintaining existing expense structures in the face of a rising cost environment. The Board also considered PGIM Investments’ assertion that it continually evaluates the management fee schedule of the Fund and the potential to share economies of scale through breakpoints or fee waivers as asset levels increase.

The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PGIM Investments’ costs are not specific to individual funds, but rather are incurred across a variety of products and services.

 

PGIM Absolute Return Bond Fund


Approval of Advisory Agreements (continued)

 

Other Benefits to PGIM Investments, PGIM Fixed Income, and PGIML

The Board considered potential ancillary benefits that might be received by PGIM Investments, PGIM Fixed Income, PGIML and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PGIM Investments included transfer agency fees received by the Fund’s transfer agent (which is affiliated with PGIM Investments), as well as benefits to its reputation or other intangible benefits resulting from PGIM Investments’ association with the Fund. The Board concluded that the potential benefits to be derived by PGIM Fixed Income and PGIML included the ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to their reputations. The Board concluded that the benefits derived by PGIM Investments, PGIM Fixed Income, and PGIML were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

Performance of the Fund / Fees and Expenses

The Board considered certain additional factors and made related conclusions relating to the historical performance of the Fund for the one, three-, and five-year periods ended December 31, 2022.

The Board also considered the Fund’s actual management fee, as well as the Fund’s net total expense ratio, for the fiscal year ended October 31, 2022. The Board considered the management fee for the Fund as compared to the management fee charged by PGIM Investments to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

The mutual funds included in the Peer Universe, which was used to consider performance, and the Peer Group, which was used to consider expenses and fees, were objectively determined by Broadridge, an independent provider of mutual fund data. In certain circumstances, PGIM Investments also provided supplemental Peer Universe or Peer Group information, for reasons addressed with the Board. The comparisons placed the Fund in various quartiles over various periods, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

The section below summarizes key factors considered by the Board and the Board’s conclusions regarding the Fund’s performance, fees and overall expenses. The table sets forth net performance comparisons (which reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the impact of any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.

 

Visit our website at pgim.com/investments


    

 

         

 

Net Performance

 

 

 

1 Year

 

 

3 Years

 

 

5 Years

  

 

10 Years

 

 

1st Quartile

 

 

2nd Quartile

 

 

1st Quartile

  

 

1st Quartile

   
Actual Management Fees: 2nd Quartile     
 
Net Total Expenses: 2nd Quartile

 

·  

The Board noted that the Fund outperformed its benchmark index over the five- and ten-year periods, and underperformed over the one- and three-year periods.

 

·  

The Board and PGIM Investments agreed to retain the existing contractual expense cap, which (exclusive of certain fees and expenses) caps total annual operating expenses at 0.70% for Class R6 shares, and 0.73% for Class Z shares through February 29, 2024.

 

·  

In addition, PGIM Investments will waive management fees or shared operating expenses on any share class to the same extent that it waives such expenses on any other share class, and has agreed that total annual fund operating expenses for Class R6 shares will not exceed total annual fund operating expenses for Class Z shares.

 

·  

The Board concluded that, in light of the above, it would be in the best interests of the Fund and its shareholders to renew the agreements.

 

·  

The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

*   *   *

After full consideration of these factors, the Board concluded that the approval of the agreements was in the best interests of the Fund and its shareholders.

 

PGIM Absolute Return Bond Fund


 MAIL     TELEPHONE     WEBSITE

655 Broad Street

Newark, NJ 07102

  

(800)225-1852

  

 pgim.com/investments

 

 
PROXY VOTING

 

The Board of Trustees of the Fund has delegated to the Fund’s 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 or by visiting the Securities and Exchange Commission’s website at sec.gov. 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 · Stuart S. Parker · Brian K. Reid · Grace C. Torres

 

 
OFFICERS

 

Stuart S. Parker, President · Scott E. Benjamin, Vice President · Christian J. Kelly, Chief Financial Officer · Claudia DiGiacomo, Chief Legal Officer · Andrew Donohue, Chief Compliance Officer · Russ Shupak, Treasurer and Principal Accounting Officer · Kelly Florio, Anti-Money Laundering Compliance Officer · Andrew R. French, Secretary · Melissa Gonzalez, Assistant Secretary · Kelly A. Coyne, Assistant Secretary · Patrick E. McGuinness, Assistant Secretary · Debra Rubano, Assistant Secretary · George Hoyt, Assistant Secretary · Devan Goolsby, Assistant Secretary · Lana Lomuti, Assistant Treasurer · Elyse M. McLaughlin, Assistant Treasurer · Deborah Conway, Assistant Treasurer · Robert W. McCormack, Assistant Treasurer

 

MANAGER   PGIM Investments LLC  

655 Broad Street

Newark, NJ 07102

SUBADVISER   PGIM Fixed Income  

655 Broad Street

Newark, NJ 07102

SUB-SUBADVISER   PGIM Limited  

Grand Buildings, 1-3 Strand

Trafalgar Square

London, WC2N 5HR

United Kingdom

DISTRIBUTOR  

Prudential Investment

Management Services LLC

 

655 Broad Street

Newark, NJ 07102

CUSTODIAN   The Bank of New York Mellon  

240 Greenwich Street

New York, NY 10286

TRANSFER AGENT  

Prudential Mutual Fund

Services LLC

 

PO Box 534432

Pittsburgh, PA 15253

INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

  PricewaterhouseCoopers LLP  

300 Madison Avenue

New York, NY 10017

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 the prospectus and summary prospectus by visiting our website at pgim.com/investments 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 pgim.com/investments/resource/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 Absolute Return Bond Fund, PGIM Investments, Attn: Board of Trustees, 655 Broad Street, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee by writing to that Trustee at the same address. Communications are not screened before being delivered to the addressee.

 

AVAILABILITY OF PORTFOLIO HOLDINGS

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 as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT filings are available on the Commission’s website at sec.gov.

 

The Fund’s Statement of Additional Information contains additional information about the Fund’s Trustees and is available without charge, upon request, by calling (800) 225-1852.

  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 ABSOLUTE RETURN BOND FUND

 

 SHARE CLASS

   A      C      Z      R6

 NASDAQ

   PADAX      PADCX      PADZX      PADQX

 CUSIP

   74441J852      74441J845      74441J829      74441J837    

MF213E


LOGO

PGIM QUANT SOLUTIONS LARGE-CAP CORE FUND

 

    

ANNUAL REPORT

OCTOBER 31, 2023

 

LOGO

To enroll in e-delivery, go to pgim.com/investments/resource/edelivery


Table of Contents

 

Letter from the President

     3  

Your Fund’s Performance

     4  

Growth of a $10,000 Investment

     5  

Strategy and Performance Overview

     8  

Fees and Expenses

     9  

Holdings and Financial Statements

     11      
   

Approval of Advisory Agreements

     62  

 

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

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

Mutual funds are distributed by Prudential Investment Management Services LLC, a Prudential Financial company and member SIPC. PGIM Quantitative Solutions LLC, a wholly owned subsidiary of PGIM, Inc. (PGIM), is a registered investment adviser. © 2023 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 pgim.com/investments


Letter from the President

 

LOGO      Dear Shareholder:
 

 

We hope you find the annual report for the PGIM Quant Solutions Large-Cap Core Fund informative and useful. The report covers performance for the 12-month period that ended October 31, 2023.

 

Although central banks raised interest rates aggressively to tame surging inflation during the period, the global economy and financial markets demonstrated resilience. Employers continued hiring, consumers continued spending, home prices rose, and recession fears receded.

Early in the period, stocks began a rally that eventually ended a bear market and continued to rise globally for much of 2023 as inflation cooled and the Federal Reserve (the Fed) slowed the pace of its rate hikes. However, stocks declined late in the period when the Fed signaled that rates may remain elevated longer than investors had expected. For the entire period, large-cap US stocks and equities in international markets posted gains, while small-cap US stocks declined.

Bond markets benefited during the period as the Fed moderated its rate-hiking cycle, and the higher level of interest rates offered investors an additional cushion from fixed income volatility. US and global investment-grade bonds, along with US high yield corporate bonds and emerging market debt, all posted gains.

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 provide access to active investment strategies across the global markets in the pursuit of consistent outperformance for investors. PGIM is the world’s 14th-largest investment manager with more than $1.3 trillion in assets under management. Our scale and investment expertise allow us to deliver a diversified suite of actively managed solutions across a broad spectrum of asset classes and investment styles.

Thank you for choosing our family of funds.

Sincerely,

 

LOGO

Stuart S. Parker, President

PGIM Quant Solutions Large-Cap Core Fund

December 15, 2023

 

PGIM Quant Solutions Large-Cap Core Fund    3


Your Fund’s Performance (unaudited)

Performance data quoted represent 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 pgim.com/investments or by calling (800) 225-1852.

 

    Average Annual Total Returns as of 10/31/23
    One Year (%)     Five Years (%)     Ten Years (%)     Since Inception (%)  

 Class A

       

 (with sales charges)

    3.16       8.03       9.41    

 (without sales charges)

    9.16       9.26       10.03    

 Class C

       

 (with sales charges)

    7.37       8.47       9.23    

 (without sales charges)

    8.37       8.47       9.23    

 Class Z

       

 (without sales charges)

    9.43       9.53       10.31    

 Class R6

       

 (without sales charges)

    9.56       9.67       N/A     10.43 (12/28/2016)

 S&P 500 Index

       
      10.14       11.01       11.18    

 

 

            Average Annual Total Returns as of 10/31/23 Since Inception (%)

           
                Class R6
                (12/28/2016)  

 S&P 500 Index

              11.59

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

 

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Growth of a $10,000 Investment (unaudited)

 

LOGO

The graph compares a $10,000 investment in the Fund’s Class Z shares with a similar investment in the S&P 500 Index by portraying the initial account values at the beginning of the 10-year period for Class Z shares (October 31, 2013) and the account values at the end of the current fiscal year (October 31, 2023) as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) all recurring fees (including management fees) were deducted and (b) all dividends and distributions were reinvested. The line graph provides information for Class Z shares only. As indicated in the tables provided earlier, performance for other share classes will vary due to the differing fees and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursements, if any, the returns would have been lower.

Past performance does not predict future performance. Total returns and the ending account values in the graphs include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

PGIM Quant Solutions Large-Cap Core Fund    5


Your Fund’s Performance (continued)

 

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 C   Class Z               Class R6          
       
Maximum initial sales charge   5.50% of the public offering price   None   None   None
Contingent deferred sales charge (CDSC) (as a percentage of the lower of the original purchase price or the net asset value at redemption)   1.00% on sales of $1 million or more made within 12 months of purchase   1.00% on sales made within 12 months of purchase   None   None
Annual distribution and service (12b-1) fees (shown as a percentage of average daily net assets)   0.30% (0.25% currently)   1.00%   None   None

Benchmark Definition

S&P 500 Index*—The S&P 500 Index is an unmanaged index of over 500 stocks of large US public companies. It gives a broad look at how large company stocks in the United States have performed.

*The S&P 500 Index is a product of S&P Dow Jones Indices LLC and/or its affiliates and has been licensed for use by PGIM, Inc. and/or its affiliates. Copyright © 2023 S&P Dow Jones Indices LLC, a division of S&P Global, Inc., and/or its affiliates. All rights reserved. Redistribution or reproduction in whole or in part are prohibited without written permission of S&P Dow Jones Indices LLC. For more information on any of S&P Dow Jones Indices LLC’s indices please visit www.spdji.com. S&P® is a registered trademark of S&P Global and Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC.

Investors cannot invest directly in an index. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes that may be paid by an investor.

 

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Presentation of Fund Holdings as of 10/31/23

 

  Ten Largest Holdings

 

  

Line of Business

 

  

% of Net Assets  

 

  Microsoft Corp.

   Software    7.6%

  Apple, Inc.

   Technology Hardware, Storage & Peripherals    6.7%

  Amazon.com, Inc.

   Broadline Retail    3.8%

  NVIDIA Corp.

   Semiconductors & Semiconductor Equipment    3.5%

  Alphabet, Inc. (Class A Stock)

   Interactive Media & Services    2.3%

  Alphabet, Inc. (Class C Stock)

   Interactive Media & Services    2.1%

  Eli Lilly & Co.

   Pharmaceuticals    1.7%

  Meta Platforms, Inc. (Class A Stock)

   Interactive Media & Services    1.6%

  Johnson & Johnson

   Pharmaceuticals    1.6%

  Mastercard, Inc. (Class A Stock)

   Financial Services    1.4%

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

 

PGIM Quant Solutions Large-Cap Core Fund    7


Strategy and Performance Overview* (unaudited)

How did the Fund perform?

The PGIM Quant Solutions Large-Cap Core Fund’s Class Z shares returned 9.43% in the 12-month reporting period that ended October 31, 2023, underperforming the 10.14% return of the S&P 500 Index (the Index).

What were the market conditions?

·  

Inflation continued to occupy headlines during the reporting period. The US Federal Reserve (Fed) signaled that it would not loosen monetary conditions until confident that inflationary pressures were easing, and the annual inflation rate was on a trajectory to return to the Fed’s 2% target.

 

·  

US large-cap stocks continued to outperform small-cap stocks. Artificial intelligence (AI) hype associated with mega-cap tech stocks, which was prevalent during the first half of 2023, faded a bit during the third quarter as investors focused on inflation and interest rates.

What worked?

Favoring stocks with positive, stable earnings streams contributed positively to the Fund’s performance, particularly in the utilities and information technology sectors.

What didn’t work?

While inexpensive stocks performed well during the final months of 2022, they underperformed their more expensive counterparts during the first half of 2023. Much of the latter trend resulted from the regional banking crisis that occurred during the first quarter of 2023.

Did the Fund use derivatives?

The Fund held futures contracts on the Index during the reporting period. PGIM Quantitative Solutions used these instruments during the reporting period primarily to manage daily cash flows, provide liquidity, and equitize cash—not as a means of adding to performance. Consequently, the effect on Fund performance was minimal.

Current outlook

While a recession looks less likely than it did at the start of the year, macroeconomic risks remain, many of which are outside of the Fed’s control. While inflationary pressures are easing, the Fed’s rate hike cycle may not be over. Mortgage rates have stayed stubbornly above 7%, contributing to a slowdown in housing starts. There are also increasing consumer headwinds, such as the restart of student loan repayments after the pandemic-driven pause. PGIM Quantitative Solutions believes that its core portfolios are well positioned for this market environment.

*This strategy and performance overview, which discusses what strategies or holdings (including derivatives, if applicable) affected the Fund’s performance, is compiled based on how the Fund performed relative to the Index and is viewed for performance attribution purposes at the aggregate Fund level, which in most instances will not directly correlate to the amounts disclosed in the Statement of Operations which conform to US generally accepted accounting principles.

 

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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 October 31, 2023. 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 and the impact of these fees on your ending account value, as these additional expenses are not reflected in the information

 

PGIM Quant Solutions Large-Cap Core Fund    9


Fees and Expenses (continued)

 

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 Quant Solutions

Large-Cap Core Fund

  Beginning
      Account Value      
May 1, 2023
 

Ending

Account Value
      October 31, 2023       

 

Annualized

Expense
Ratio Based on

the

      Six-Month Period       

 

Expenses Paid

During the
      Six-Month Period*      

   
  Class A    Actual   $1,000.00   $1,027.50   0.72%   $3.68
   
     Hypothetical   $1,000.00   $1,021.58   0.72%   $3.67
   
  Class C    Actual   $1,000.00   $1,024.30   1.44%   $7.35
   
     Hypothetical   $1,000.00   $1,017.95   1.44%   $7.32
   
  Class Z    Actual   $1,000.00   $1,028.90   0.46%   $2.35
   
     Hypothetical   $1,000.00   $1,022.89   0.46%   $2.35
   
  Class R6    Actual   $1,000.00   $1,029.40   0.35%   $1.79
   
      Hypothetical   $1,000.00   $1,023.44   0.35%   $1.79

*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 184 days in the six-month period ended October 31, 2023, and divided by the 365 days in the Fund’s fiscal year ended October 31, 2023 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.

 

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Schedule of Investments

as of October 31, 2023

 

  Description    Shares                    Value        

LONG-TERM INVESTMENTS    98.4%

     

COMMON STOCKS

     

Aerospace & Defense    2.4%

                 

Boeing Co. (The)*

     19,900      $ 3,717,718  

Howmet Aerospace, Inc.

     20,000        882,000  

L3Harris Technologies, Inc.

     7,500        1,345,575  

Lockheed Martin Corp.

     3,733        1,697,171  

Northrop Grumman Corp.

     7,800        3,677,154  

RTX Corp.

     20,300        1,652,217  

Textron, Inc.

     50,100        3,807,600  
     

 

 

 
                16,779,435  

Air Freight & Logistics    0.7%

                 

FedEx Corp.

     19,100        4,585,910  

Automobiles    2.2%

                 

Ford Motor Co.

     378,900        3,694,275  

General Motors Co.

     150,900        4,255,380  

Tesla, Inc.*

     38,400        7,712,256  
     

 

 

 
        15,661,911  

Banks    3.2%

                 

Bank of America Corp.

     262,900        6,924,786  

Citigroup, Inc.

     87,278        3,446,608  

JPMorgan Chase & Co.

     31,581        4,391,654  

Truist Financial Corp.

     89,800        2,546,728  

Wells Fargo & Co.

     127,500        5,070,675  
     

 

 

 
        22,380,451  

Beverages    2.2%

                 

Coca-Cola Co. (The)

     143,800        8,123,262  

PepsiCo, Inc.

     47,000        7,674,160  
     

 

 

 
        15,797,422  

Biotechnology    1.5%

                 

AbbVie, Inc.

     45,951        6,487,362  

Amgen, Inc.

     16,800        4,295,760  
     

 

 

 
        10,783,122  

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    11


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description    Shares                      Value        

COMMON STOCKS (Continued)

     

Broadline Retail    4.2%

                 

Amazon.com, Inc.*

     199,440      $ 26,543,470  

Coupang, Inc. (South Korea)*

     182,600        3,104,200  
     

 

 

 
                29,647,670  

Building Products    0.1%

                 

Armstrong World Industries, Inc.

     3,300        250,437  

AZEK Co., Inc. (The)*

     12,600        330,120  

Masonite International Corp.*

     5,800        459,012  
     

 

 

 
        1,039,569  

Capital Markets    2.2%

                 

Bank of New York Mellon Corp. (The)

     101,600        4,318,000  

BGC Group, Inc. (Class A Stock)

     143,000        839,410  

Intercontinental Exchange, Inc.

     35,600        3,824,864  

Moody’s Corp.

     2,500        770,000  

MSCI, Inc.

     3,000        1,414,650  

State Street Corp.

     31,200        2,016,456  

Victory Capital Holdings, Inc. (Class A Stock)

     16,400        483,144  

Virtu Financial, Inc. (Class A Stock)

     84,200        1,556,858  
     

 

 

 
        15,223,382  

Chemicals    1.2%

                 

Ecolab, Inc.

     11,100        1,861,914  

PPG Industries, Inc.

     20,900        2,565,893  

Sherwin-Williams Co. (The)

     17,200        4,097,212  
     

 

 

 
        8,525,019  

Communications Equipment    1.1%

                 

Arista Networks, Inc.*

     1,100        220,407  

Cisco Systems, Inc.

     145,982        7,610,042  
     

 

 

 
        7,830,449  

Construction & Engineering    0.6%

                 

Fluor Corp.*

     68,400        2,277,036  

Sterling Infrastructure, Inc.*

     23,100        1,682,835  
     

 

 

 
        3,959,871  

 

See Notes to Financial Statements.

 

12


    

 

  Description    Shares                      Value        

COMMON STOCKS (Continued)

     

Construction Materials    0.9%

                 

Martin Marietta Materials, Inc.

     4,900      $ 2,003,806  

Vulcan Materials Co.

     20,300        3,988,747  
     

 

 

 
        5,992,553  

Consumer Staples Distribution & Retail    1.3%

                 

Costco Wholesale Corp.

     5,300        2,927,932  

Target Corp.

     15,800        1,750,482  

United Natural Foods, Inc.*

     73,500        1,071,630  

Walmart, Inc.

     20,900        3,415,269  
     

 

 

 
        9,165,313  

Distributors    0.2%

                 

Genuine Parts Co.

     7,600        979,336  

LKQ Corp.

     12,000        527,040  
     

 

 

 
        1,506,376  

Diversified Consumer Services    0.3%

                 

Frontdoor, Inc.*

     70,400        2,036,672  

Diversified Telecommunication Services    1.4%

                 

AT&T, Inc.

     363,435        5,596,899  

Verizon Communications, Inc.

     114,400        4,018,872  
     

 

 

 
        9,615,771  

Electric Utilities    0.9%

                 

ALLETE, Inc.

     13,600        728,144  

NextEra Energy, Inc.

     15,800        921,140  

NRG Energy, Inc.

     29,300        1,241,734  

PG&E Corp.*(a)

     132,400        2,158,120  

Portland General Electric Co.

     28,200        1,128,564  
     

 

 

 
        6,177,702  

Electrical Equipment    1.3%

                 

Eaton Corp. PLC

     1,000        207,910  

Emerson Electric Co.

     49,900        4,439,603  

EnerSys

     2,500        213,950  

Vertiv Holdings Co.

     116,900        4,590,663  
     

 

 

 
                  9,452,126  

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    13


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description    Shares                      Value        

COMMON STOCKS (Continued)

     

Energy Equipment & Services    0.1%

                 

Baker Hughes Co.

     6,000      $ 206,520  

TETRA Technologies, Inc.*

     94,100        446,034  
     

 

 

 
        652,554  

Entertainment    1.5%

                 

Electronic Arts, Inc.

     19,700        2,438,663  

Netflix, Inc.*

     16,900        6,957,561  

Warner Bros Discovery, Inc.*

     114,900        1,142,106  
     

 

 

 
                10,538,330  

Financial Services    5.0%

                 

Berkshire Hathaway, Inc. (Class B Stock)*

     24,274        8,285,444  

Fidelity National Information Services, Inc.

     73,100        3,589,941  

Mastercard, Inc. (Class A Stock)

     26,100        9,822,735  

NCR Atleos Corp.*

     33,750        744,525  

PayPal Holdings, Inc.*

     62,800        3,253,040  

Visa, Inc. (Class A Stock)(a)

     39,825        9,362,858  
     

 

 

 
        35,058,543  

Food Products    1.3%

                 

Archer-Daniels-Midland Co.

     60,000        4,294,200  

Hain Celestial Group, Inc. (The)*

     37,700        416,585  

Mondelez International, Inc. (Class A Stock)

     71,500        4,734,015  
     

 

 

 
        9,444,800  

Gas Utilities    0.1%

                 

UGI Corp.

     17,300        359,840  

Ground Transportation    0.2%

                 

Uber Technologies, Inc.*

     32,500        1,406,600  

Health Care Equipment & Supplies    2.5%

                 

Abbott Laboratories

     38,200        3,611,810  

Baxter International, Inc.

     73,000        2,367,390  

Boston Scientific Corp.*

     64,200        3,286,398  

DENTSPLY SIRONA, Inc.

     10,000        304,100  

GE HealthCare Technologies, Inc.

     9,900        659,043  

Medtronic PLC

     76,000        5,362,560  

Zimmer Biomet Holdings, Inc.

     19,900        2,077,759  
     

 

 

 
        17,669,060  

 

See Notes to Financial Statements.

 

14


    

 

  Description    Shares                      Value        

COMMON STOCKS (Continued)

     

Health Care Providers & Services    3.7%

                 

Cardinal Health, Inc.

     46,700      $ 4,249,700  

Elevance Health, Inc.

     8,100        3,645,729  

HealthEquity, Inc.*

     45,300        3,247,104  

Humana, Inc.

     10,400        5,446,376  

McKesson Corp.

     7,600        3,460,736  

UnitedHealth Group, Inc.

     10,600        5,676,936  
     

 

 

 
                25,726,581  

Health Care REITs    0.1%

                 

CareTrust REIT, Inc.

     24,600        529,392  

Hotels, Restaurants & Leisure    1.8%

                 

Booking Holdings, Inc.*

     800        2,231,648  

Hilton Worldwide Holdings, Inc.

     22,600        3,424,578  

Marriott International, Inc. (Class A Stock)

     5,300        999,368  

McDonald’s Corp.

     14,600        3,827,682  

Starbucks Corp.

     20,700        1,909,368  
     

 

 

 
        12,392,644  

Household Durables    0.2%

                 

Beazer Homes USA, Inc.*

     42,200        1,020,818  

Lennar Corp. (Class A Stock)

     4,500        480,060  
     

 

 

 
        1,500,878  

Household Products    2.1%

                 

Colgate-Palmolive Co.

     65,400        4,912,848  

Kimberly-Clark Corp.

     24,400        2,919,216  

Procter & Gamble Co. (The)

     48,086        7,214,342  
     

 

 

 
        15,046,406  

Independent Power & Renewable Electricity Producers    0.3%

                 

AES Corp. (The)

     35,200        524,480  

Vistra Corp.

     54,000        1,766,880  
     

 

 

 
        2,291,360  

Industrial Conglomerates    1.5%

                 

3M Co.

     51,000        4,638,450  

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    15


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description    Shares                      Value        

COMMON STOCKS (Continued)

     

Industrial Conglomerates (cont’d.)

                 

General Electric Co.

     54,000      $ 5,866,020  

Honeywell International, Inc.

     1,700        311,542  
     

 

 

 
        10,816,012  

Industrial REITs    0.6%

                 

Americold Realty Trust, Inc.

     66,400        1,741,008  

LXP Industrial Trust

     254,200        2,010,722  

Prologis, Inc.

     4,700        473,525  
     

 

 

 
        4,225,255  

Insurance    1.5%

                 

American International Group, Inc.

     16,000        980,960  

Assurant, Inc.

     3,900        580,710  

Genworth Financial, Inc. (Class A Stock)*

     118,400        709,216  

Marsh & McLennan Cos., Inc.

     16,000        3,034,400  

MetLife, Inc.

     80,000        4,800,800  

Unum Group

     9,400        459,660  
     

 

 

 
                10,565,746  

Interactive Media & Services    6.0%

                 

Alphabet, Inc. (Class A Stock)*

     130,680        16,214,774  

Alphabet, Inc. (Class C Stock)*

     115,160        14,429,548  

Meta Platforms, Inc. (Class A Stock)*

     37,080        11,171,092  
     

 

 

 
        41,815,414  

IT Services    1.0%

                 

Akamai Technologies, Inc.*

     25,500        2,634,915  

Cognizant Technology Solutions Corp. (Class A Stock)

     49,800        3,210,606  

International Business Machines Corp.

     8,730        1,262,707  
     

 

 

 
        7,108,228  

Life Sciences Tools & Services    0.5%

                 

Thermo Fisher Scientific, Inc.

     4,514        2,007,692  

West Pharmaceutical Services, Inc.

     5,500        1,750,595  
     

 

 

 
        3,758,287  

Machinery    0.9%

                 

Allison Transmission Holdings, Inc.

     9,000        453,780  

 

See Notes to Financial Statements.

 

16


    

 

  Description    Shares                      Value        

COMMON STOCKS (Continued)

     

Machinery (cont’d.)

                 

Caterpillar, Inc.

     11,800      $ 2,667,390  

Terex Corp.

     74,100        3,393,780  
     

 

 

 
        6,514,950  

Marine Transportation    0.1%

                 

Kirby Corp.*

     6,200        463,140  

Media    0.3%

                 

Comcast Corp. (Class A Stock)

     57,200        2,361,788  

Mortgage Real Estate Investment Trusts (REITs)    0.1%

                 

MFA Financial, Inc.

     61,100        543,179  

Multi-Utilities    0.5%

                 

Avista Corp.

     63,200        2,002,808  

Black Hills Corp.

     25,000        1,208,750  
     

 

 

 
        3,211,558  

Oil, Gas & Consumable Fuels    3.7%

                 

Cheniere Energy, Inc.

     1,500        249,630  

Chevron Corp.

     25,600        3,730,688  

Exxon Mobil Corp.

     82,500        8,732,625  

Marathon Petroleum Corp.

     34,500        5,218,125  

ONEOK, Inc.

     16,400        1,069,280  

Phillips 66

     42,000        4,790,940  

Valero Energy Corp.

     16,200        2,057,400  
     

 

 

 
                25,848,688  

Pharmaceuticals    4.7%

                 

Bristol-Myers Squibb Co.

     78,600        4,050,258  

Elanco Animal Health, Inc.*

     252,500        2,224,525  

Eli Lilly & Co.

     22,200        12,297,246  

Johnson & Johnson

     74,658        11,074,768  

Merck & Co., Inc.

     24,500        2,516,150  

Pfizer, Inc.

     26,000        794,560  
     

 

 

 
        32,957,507  

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    17


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description    Shares                      Value        

COMMON STOCKS (Continued)

     

Professional Services    0.9%

                 

Automatic Data Processing, Inc.

     23,700      $ 5,171,814  

Verisk Analytics, Inc.

     4,500        1,023,120  
     

 

 

 
        6,194,934  

Residential REITs    0.5%

                 

Equity Residential

     68,000        3,762,440  

Semiconductors & Semiconductor Equipment    7.9%

                 

Applied Materials, Inc.

     30,600        4,049,910  

Broadcom, Inc.

     3,800        3,197,206  

Intel Corp.

     186,800        6,818,200  

Lam Research Corp.

     8,400        4,941,048  

NVIDIA Corp.

     60,000        24,468,000  

NXP Semiconductors NV (China)

     21,400        3,690,002  

Photronics, Inc.*

     94,000        1,725,840  

QUALCOMM, Inc.

     55,000        5,994,450  

Skyworks Solutions, Inc.

     3,200        277,568  
     

 

 

 
                55,162,224  

Software    11.4%

                 

Adobe, Inc.*

     6,483        3,449,345  

Appfolio, Inc. (Class A Stock)*

     7,000        1,312,990  

Intuit, Inc.

     12,600        6,236,370  

Microsoft Corp.

     158,584        53,618,836  

NCR Voyix Corp.*

     157,300        2,405,117  

Salesforce, Inc.*

     36,600        7,350,378  

ServiceNow, Inc.*

     9,800        5,702,130  

Teradata Corp.*

     5,600        239,232  
     

 

 

 
        80,314,398  

Specialized REITs    0.3%

                 

Public Storage

     7,100        1,694,841  

VICI Properties, Inc.

     7,600        212,040  

Weyerhaeuser Co.

     7,200        206,568  
     

 

 

 
        2,113,449  

Specialty Retail    1.3%

                 

Home Depot, Inc. (The)

     8,100        2,305,989  

Lowe’s Cos., Inc.

     10,100        1,924,757  

Petco Health & Wellness Co., Inc.*(a)

     330,600        1,143,876  

 

See Notes to Financial Statements.

 

18


    

 

  Description    Shares                      Value        

COMMON STOCKS (Continued)

     

Specialty Retail (cont’d.)

                 

TJX Cos., Inc. (The)

     16,500      $ 1,453,155  

Urban Outfitters, Inc.*

     58,800        2,035,656  
     

 

 

 
        8,863,433  

Technology Hardware, Storage & Peripherals    7.0%

                 

Apple, Inc.

     275,780        47,094,951  

Hewlett Packard Enterprise Co.

     149,500        2,299,310  
     

 

 

 
                49,394,261  

Textiles, Apparel & Luxury Goods    0.5%

                 

G-III Apparel Group Ltd.*

     23,500        600,425  

Lululemon Athletica, Inc.*

     8,000        3,147,840  
     

 

 

 
        3,748,265  

Trading Companies & Distributors    0.2%

                 

Boise Cascade Co.

     8,200        768,750  

GMS, Inc.*

     8,400        491,232  
     

 

 

 
        1,259,982  

Wireless Telecommunication Services    0.2%

                 

T-Mobile US, Inc.*

     8,300        1,194,038  
     

 

 

 

TOTAL LONG-TERM INVESTMENTS
    
(cost $535,977,969)

        690,974,888  
     

 

 

 

SHORT-TERM INVESTMENTS    3.1%

     

AFFILIATED MUTUAL FUNDS    3.0%

     

PGIM Core Government Money Market Fund(wb)

     10,525,531        10,525,531  

PGIM Institutional Money Market Fund

    (cost $10,584,479; includes $10,540,475 of cash collateral for securities on loan)(b)(wb)

     10,590,037        10,584,741  
     

 

 

 

TOTAL AFFILIATED MUTUAL FUNDS
    
(cost $21,110,010)

        21,110,272  
     

 

 

 

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    19


Schedule of Investments  (continued)

as of October 31, 2023

 

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

U.S. TREASURY OBLIGATION(k)(n)    0.1%

          

U.S. Treasury Bills
    (cost $794,978)

     5.330     12/14/23        800      $ 794,941  
          

 

 

 

TOTAL SHORT-TERM INVESTMENTS
    
(cost $21,904,988)

             21,905,213  
          

 

 

 

TOTAL INVESTMENTS    101.5%
    
(cost $557,882,957)

             712,880,101  

Liabilities in excess of other assets(z)    (1.5)%

             (10,684,659
          

 

 

 

NET ASSETS    100.0%

           $         702,195,442  
          

 

 

 

 

 

Below is a list of the abbreviation(s) used in the annual report:

USD—US Dollar

GS—Goldman Sachs & Co. LLC

REITs—Real Estate Investment Trust

S&P—Standard & Poor’s

SOFR—Secured Overnight Financing Rate

 

*

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 $10,400,040; cash collateral of $10,540,475 (included in liabilities) was received with which the Fund purchased highly liquid short-term investments. In the event of significant appreciation in value of securities on loan on the last business day of the reporting period, the Fund may reflect a collateral value that is less than the market value of the loaned securities and such shortfall is remedied the following business day.

(b)

Represents security, or portion thereof, 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)

Rate shown reflects yield to maturity at purchased date.

(wb)

Represents an investment in a Fund affiliated with the Manager.

(z)

Includes net unrealized appreciation/(depreciation) and/or market value of the below holdings which are excluded from the Schedule of Investments:

Futures contracts outstanding at October 31, 2023:

 

Number
of
Contracts

    

Type

   Expiration
Date
   Current
Notional
Amount
  

Value /

Unrealized

Appreciation

(Depreciation)

Long Position:

              

49

     S&P 500 E-Mini Index        Dec. 2023        $10,320,013        $(732,321)
                   

 

 

 

 

See Notes to Financial Statements.

 

20


    

 

Summary of Collateral for Centrally Cleared/Exchange-traded Derivatives:

Cash and securities segregated as collateral, including pending settlement for closed positions, to cover requirements for centrally cleared/exchange-traded derivatives are listed by broker as follows:

 

Broker                                                                                                       

       Cash and/or Foreign Currency                 Securities Market Value    

GS

                               $—                                                           $794,941                        
     

 

           

 

  

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 October 31, 2023 in valuing such portfolio securities:

 

     Level 1      Level 2      Level 3  

Investments in Securities

        

Assets

        

Long-Term Investments

        

Common Stocks

        

Aerospace & Defense

   $   16,779,435      $     —        $  —  

Air Freight & Logistics

     4,585,910                 —  

Automobiles

     15,661,911                 —  

Banks

     22,380,451                 —  

Beverages

     15,797,422                 —  

Biotechnology

     10,783,122                 —  

Broadline Retail

     29,647,670                 —  

Building Products

     1,039,569                 —  

Capital Markets

     15,223,382                 —  

Chemicals

     8,525,019                 —  

Communications Equipment

     7,830,449                 —  

Construction & Engineering

     3,959,871                 —  

Construction Materials

     5,992,553                 —  

Consumer Staples Distribution & Retail

     9,165,313                 —  

Distributors

     1,506,376                 —  

Diversified Consumer Services

     2,036,672                 —  

Diversified Telecommunication Services

     9,615,771                 —  

Electric Utilities

     6,177,702                 —  

Electrical Equipment

     9,452,126                 —  

Energy Equipment & Services

     652,554                 —  

Entertainment

     10,538,330                 —  

Financial Services

     35,058,543                 —  

Food Products

     9,444,800                 —  

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    21


Schedule of Investments  (continued)

as of October 31, 2023

 

     Level 1     Level 2      Level 3

Investments in Securities (continued)

       

Assets (continued)

       

Long-Term Investments (continued)

       

Common Stocks (continued)

       

Gas Utilities

   $ 359,840     $      $—

Ground Transportation

     1,406,600              —

Health Care Equipment & Supplies

     17,669,060              —

Health Care Providers & Services

     25,726,581              —

Health Care REITs

     529,392              —

Hotels, Restaurants & Leisure

     12,392,644              —

Household Durables

     1,500,878              —

Household Products

     15,046,406              —

Independent Power & Renewable Electricity Producers

     2,291,360              —

Industrial Conglomerates

     10,816,012              —

Industrial REITs

     4,225,255              —

Insurance

     10,565,746              —

Interactive Media & Services

     41,815,414              —

IT Services

     7,108,228              —

Life Sciences Tools & Services

     3,758,287              —

Machinery

     6,514,950              —

Marine Transportation

     463,140              —

Media

     2,361,788              —

Mortgage Real Estate Investment Trusts (REITs)

     543,179              —

Multi-Utilities

     3,211,558              —

Oil, Gas & Consumable Fuels

     25,848,688              —

Pharmaceuticals

     32,957,507              —

Professional Services

     6,194,934              —

Residential REITs

     3,762,440              —

Semiconductors & Semiconductor Equipment

     55,162,224              —

Software

     80,314,398              —

Specialized REITs

     2,113,449              —

Specialty Retail

     8,863,433              —

Technology Hardware, Storage & Peripherals

     49,394,261              —

Textiles, Apparel & Luxury Goods

     3,748,265              —

Trading Companies & Distributors

     1,259,982              —

Wireless Telecommunication Services

     1,194,038              —

Short-Term Investments

       

Affiliated Mutual Funds

     21,110,272              —

U.S. Treasury Obligation

           794,941        —
  

 

 

   

 

 

    

 

Total

   $ 712,085,160     $ 794,941      $—
  

 

 

   

 

 

    

 

Other Financial Instruments*

       

Liabilities

       

Futures Contracts

   $ (732,321   $      $—
  

 

 

   

 

 

    

 

 

See Notes to Financial Statements.

 

22


    

 

 

 

*

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.

Industry Classification:

The industry classification of investments and liabilities in excess of other assets shown as a percentage of net assets as of October 31, 2023 were as follows:

Software

     11.4

Semiconductors & Semiconductor Equipment

     7.9  

Technology Hardware, Storage & Peripherals

     7.0  

Interactive Media & Services

     6.0  

Financial Services

     5.0  

Pharmaceuticals

     4.7  

Broadline Retail

     4.2  

Oil, Gas & Consumable Fuels

     3.7  

Health Care Providers & Services

     3.7  

Banks

     3.2  

Affiliated Mutual Funds (1.5% represents investments purchased with collateral from securities on loan)

     3.0  

Health Care Equipment & Supplies

     2.5  

Aerospace & Defense

     2.4  

Beverages

     2.2  

Automobiles

     2.2  

Capital Markets

     2.2  

Household Products

     2.1  

Hotels, Restaurants & Leisure

     1.8  

Industrial Conglomerates

     1.5  

Biotechnology

     1.5  

Insurance

     1.5  

Entertainment

     1.5  

Diversified Telecommunication Services

     1.4  

Electrical Equipment

     1.3  

Food Products

     1.3  

Consumer Staples Distribution & Retail

     1.3  

Specialty Retail

     1.3  

Chemicals

     1.2  

Communications Equipment

     1.1  

IT Services

     1.0  

Machinery

     0.9  

 

Professional Services

     0.9

Electric Utilities

     0.9  

Construction Materials

     0.9  

Air Freight & Logistics

     0.7  

Industrial REITs

     0.6  

Construction & Engineering

     0.6  

Residential REITs

     0.5  

Life Sciences Tools & Services

     0.5  

Textiles, Apparel & Luxury Goods

     0.5  

Multi-Utilities

     0.5  

Media

     0.3  

Independent Power & Renewable Electricity Producers

     0.3  

Specialized REITs

     0.3  

Diversified Consumer Services

     0.3  

Distributors

     0.2  

Household Durables

     0.2  

Ground Transportation

     0.2  

Trading Companies & Distributors

     0.2  

Wireless Telecommunication Services

     0.2  

Building Products

     0.1  

U.S. Treasury Obligation

     0.1  

Energy Equipment & Services

     0.1  

Mortgage Real Estate Investment Trusts (REITs)

     0.1  

Health Care REITs

     0.1  

Marine Transportation

     0.1  

Gas Utilities

     0.1  
  

 

 

 
     101.5  

Liabilities in excess of other assets

     (1.5
  

 

 

 
     100.0
  

 

 

 
 

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    23


Schedule of Investments  (continued)

as of October 31, 2023

 

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. See the Notes to Financial Statements for additional detail regarding these derivative instruments and their risks. 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 October 31, 2023 as presented in the Statement of Assets and Liabilities:

 

     Asset Derivatives   

Liability Derivatives

 

Derivatives not accounted for as

hedging instruments, carried at

fair value                                                             

   Statement of
Assets and
  Liabilities Location  
  Fair
Value
  

Statement of

Assets and

Liabilities Location

   Fair
Value
 
Equity contracts      $—    Due from/to broker-variation margin futures      $732,321*  
    

 

     

 

 

 

 

*

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 year ended October 31, 2023 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

   $ 732,659  
  

 

 

 

Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income

 

Derivatives not accounted for

as hedging instruments,

carried at fair value

   Futures  

Equity contracts

   $ (354,764
  

 

 

 

For the year ended October 31, 2023, the Fund’s average volume of derivative activities is as follows:

 

Derivative Contract Type    Average Volume of Derivative Activities*

Futures Contracts - Long Positions (1)

   $11,023,983

 

*

Average volume is based on average quarter end balances as noted for the year ended October 31, 2023.

(1)

Notional Amount in USD.

 

See Notes to Financial Statements.

 

24


    

 

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

The Fund 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

   $10,400,040    $(10,400,040)   $—

 

(1)

Collateral amount disclosed by the Fund is limited to the market value of financial instruments/transactions.

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    25


Statement of Assets and Liabilities

as of October 31, 2023

 

Assets

        

Investments at value, including securities on loan of $10,400,040:

  

Unaffiliated investments (cost $536,772,947)

   $ 691,769,829  

Affiliated investments (cost $21,110,010)

     21,110,272  

Receivable for Fund shares sold

     700,865  

Dividends and interest receivable

     566,825  

Due from broker—variation margin futures

     64,925  

Prepaid expenses

     4,198  
  

 

 

 

Total Assets

     714,216,914  
  

 

 

 

Liabilities

        

Payable to broker for collateral for securities on loan

     10,540,475  

Payable for Fund shares purchased

     935,508  

Management fee payable

     219,124  

Accrued expenses and other liabilities

     157,391  

Distribution fee payable

     101,592  

Affiliated transfer agent fee payable

     65,925  

Trustees’ fees payable

     1,457  
  

 

 

 

Total Liabilities

     12,021,472  
  

 

 

 

Net Assets

   $ 702,195,442  
  

 

 

 
          

Net assets were comprised of:

  

Shares of beneficial interest, at par

   $ 41,253  

Paid-in capital in excess of par

     526,345,488  

Total distributable earnings (loss)

     175,808,701  
  

 

 

 

Net assets, October 31, 2023

   $ 702,195,442  
  

 

 

 

 

See Notes to Financial Statements.

 

26


    

 

Class A

                 

Net asset value and redemption price per share,

($412,198,421 ÷ 24,534,659 shares of beneficial interest issued and outstanding)

   $ 16.80     

Maximum sales charge (5.50% of offering price)

     0.98     
  

 

 

    

Maximum offering price to public

   $ 17.78     
  

 

 

    

Class C

                 

Net asset value, offering price and redemption price per share,

($13,875,846 ÷ 966,967 shares of beneficial interest issued and outstanding)

   $ 14.35     
  

 

 

    

Class Z

                 

Net asset value, offering price and redemption price per share,

($21,378,715 ÷ 1,223,643 shares of beneficial interest issued and outstanding)

   $ 17.47     
  

 

 

    

Class R6

                 

Net asset value, offering price and redemption price per share,

($254,742,460 ÷ 14,527,892 shares of beneficial interest issued and outstanding)

   $ 17.53     
  

 

 

    

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    27


Statement of Operations

Year Ended October 31, 2023

 

Net Investment Income (Loss)

        

Income

  

Unaffiliated dividend income (net of $11,418 foreign withholding tax)

   $ 11,553,075  

Affiliated dividend income

     338,011  

Affiliated income from securities lending, net

     45,891  

Interest income

     33,345  
  

 

 

 

Total income

     11,970,322  
  

 

 

 

Expenses

  

Management fee

     2,479,426  

Distribution fee(a)

     1,424,698  

Transfer agent’s fees and expenses (including affiliated expense of $369,065)(a)

     655,352  

Custodian and accounting fees

     72,196  

Shareholders’ reports

     60,376  

Registration fees(a)

     44,724  

Professional fees

     42,107  

Audit fee

     24,910  

Trustees’ fees

     19,120  

Miscellaneous

     31,603  
  

 

 

 

Total expenses

     4,854,512  

Less: Fee waiver and/or expense reimbursement(a)

     (395,848

  Distribution fee waiver(a)

     (211,670
  

 

 

 

Net expenses

     4,246,994  
  

 

 

 

Net investment income (loss)

     7,723,328  
  

 

 

 

Realized And Unrealized Gain (Loss) On Investments

        

Net realized gain (loss) on:

  

Investment transactions (including affiliated of $(8,768))

     17,605,343  

Futures transactions

     732,659  
  

 

 

 
     18,338,002  
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments (including affiliated of $(269))

     36,683,254  

Futures

     (354,764
  

 

 

 
     36,328,490  
  

 

 

 

Net gain (loss) on investment transactions

     54,666,492  
  

 

 

 

Net Increase (Decrease) In Net Assets Resulting From Operations

   $ 62,389,820  
  

 

 

 

 

 

(a)

Class specific expenses and waivers were as follows:

 

     Class A     Class C     Class Z     Class R6  

Distribution fee

     1,270,021       154,677              

Transfer agent’s fees and expenses

     595,811       31,719       24,520       3,302  

Registration fees

     15,406       9,453       9,802       10,063  

Fee waiver and/or expense reimbursement

     (250,011     (32,628     (17,237     (95,972

Distribution fee waiver

     (211,670                  

 

See Notes to Financial Statements.

 

28


Statements of Changes in Net Assets

 

     Year Ended
October 31,
     
     2023     2022      

Increase (Decrease) in Net Assets

                  

Operations

      

Net investment income (loss)

   $ 7,723,328     $ 8,761,205    

Net realized gain (loss) on investment transactions

     18,338,002       6,640,202    

Net change in unrealized appreciation (depreciation) on investments

     36,328,490       (120,387,232  
  

 

 

   

 

 

   

Net increase (decrease) in net assets resulting from operations

     62,389,820       (104,985,825  
  

 

 

   

 

 

   

Dividends and Distributions

      

Distributions from distributable earnings

      

Class A

     (9,633,764     (75,324,555  

Class C

     (322,443     (3,481,355  

Class Z

     (535,641     (3,670,638  

Class R6

     (6,152,130     (37,719,399  
  

 

 

   

 

 

   
     (16,643,978     (120,195,947  
  

 

 

   

 

 

   

Fund share transactions (Net of share conversions)

      

Net proceeds from shares sold

     77,334,909       181,955,294    

Net asset value of shares issued in reinvestment of dividends and distributions

     16,494,157       119,012,363    

Cost of shares purchased

     (113,888,922     (265,425,580  
  

 

 

   

 

 

   

Net increase (decrease) in net assets from Fund share transactions

     (20,059,856     35,542,077    
  

 

 

   

 

 

   

Total increase (decrease)

     25,685,986       (189,639,695  

Net Assets:

                    

Beginning of year

     676,509,456       866,149,151    
  

 

 

   

 

 

   

End of year

   $ 702,195,442     $ 676,509,456    
  

 

 

   

 

 

   

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    29


Financial Highlights  

 

           

Class A Shares

            
      Year Ended October 31,  
   
      2023     2022     2021     2020     2019  
   

Per Share Operating Performance(a) :

                                        

Net Asset Value, Beginning of Year

     $15.75       $21.09       $15.17       $15.17       $16.76  

Income (loss) from investment operations:

                                        

Net investment income (loss)

     0.16       0.18       0.16       0.19       0.18  
Net realized and unrealized gain (loss) on investment transactions      1.26       (2.46     6.14       0.43       1.19  

Total from investment operations

     1.42       (2.28     6.30       0.62       1.37  

Less Dividends and Distributions:

                                        

Dividends from net investment income

     (0.19     (0.17     (0.19     (0.19     (0.22

Distributions from net realized gains

     (0.18     (2.89     (0.19     (0.43     (2.74

Total dividends and distributions

     (0.37     (3.06     (0.38     (0.62     (2.96

Net asset value, end of year

     $16.80       $15.75       $21.09       $15.17       $15.17  

Total Return(b) :

     9.16     (12.84 )%      42.24     4.02     10.61
                                          

Ratios/Supplemental Data:

                                        

Net assets, end of year (000)

     $412,198       $411,798       $522,601       $382,165       $400,634  

Average net assets (000)

     $423,340       $468,874       $475,322       $389,009       $302,864  

Ratios to average net assets(c) :

                                        
Expenses after waivers and/or expense reimbursement      0.72     0.72     0.72     0.72     0.74
Expenses before waivers and/or expense reimbursement      0.83     0.83     0.81     0.83     0.87

Net investment income (loss)

     0.97     1.03     0.84     1.26     1.27

Portfolio turnover rate(d)

     96     98     101     92     88

 

(a)

Calculated based on average shares outstanding during the year.

(b)

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 year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

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

 

See Notes to Financial Statements.

 

30


    

 

           

Class C Shares

            
     

Year Ended October 31,

 
   
      2023     2022     2021     2020     2019  
   

Per Share Operating Performance(a) :

                                        

Net Asset Value, Beginning of Year

     $13.51       $18.52       $13.38       $13.46       $15.20  

Income (loss) from investment operations:

                                        

Net investment income (loss)

     0.04       0.05       0.02       0.07       0.08  
Net realized and unrealized gain (loss) on investment transactions      1.08       (2.11     5.42       0.38       1.03  

Total from investment operations

     1.12       (2.06     5.44       0.45       1.11  

Less Dividends and Distributions:

                                        

Dividends from net investment income

     (0.10     (0.06     (0.11     (0.10     (0.11

Distributions from net realized gains

     (0.18     (2.89     (0.19     (0.43     (2.74

Total dividends and distributions

     (0.28     (2.95     (0.30     (0.53     (2.85

Net asset value, end of year

     $14.35       $13.51       $18.52       $13.38       $13.46  

Total Return(b) :

     8.37     (13.46 )%      41.25     3.27     9.77
                                          

Ratios/Supplemental Data:

                                        

Net assets, end of year (000)

     $13,876       $15,992       $22,453       $21,047       $27,333  

Average net assets (000)

     $15,468       $19,087       $22,342       $24,287       $36,812  

Ratios to average net assets(c) :

                                        
Expenses after waivers and/or expense reimbursement      1.44     1.44     1.44     1.44     1.47
Expenses before waivers and/or expense reimbursement      1.65     1.65     1.59     1.59     1.54

Net investment income (loss)

     0.27     0.30     0.14     0.56     0.59

Portfolio turnover rate(d)

     96     98     101     92     88

 

(a)

Calculated based on average shares outstanding during the year.

(b)

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 year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

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

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    31


Financial Highlights  (continued)

 

           

Class Z Shares

            
      Year Ended October 31,  
   
      2023     2022     2021     2020     2019  
   

Per Share Operating Performance(a) :

                                        

Net Asset Value, Beginning of Year

     $16.38       $21.79       $15.67       $15.65       $17.20  

Income (loss) from investment operations:

                                        

Net investment income (loss)

     0.21       0.24       0.21       0.23       0.24  
Net realized and unrealized gain (loss) on investment transactions      1.31       (2.55     6.32       0.44       1.21  

Total from investment operations

     1.52       (2.31     6.53       0.67       1.45  

Less Dividends and Distributions:

                                        

Dividends from net investment income

     (0.25     (0.21     (0.22     (0.22     (0.26

Distributions from net realized gains

     (0.18     (2.89     (0.19     (0.43     (2.74

Total dividends and distributions

     (0.43     (3.10     (0.41     (0.65     (3.00

Net asset value, end of year

     $17.47       $16.38       $21.79       $15.67       $15.65  

Total Return(b) :

     9.43     (12.54 )%      42.44     4.27     10.91
                                          

Ratios/Supplemental Data:

                                        

Net assets, end of year (000)

     $21,379       $20,647       $25,663       $47,730       $67,192  

Average net assets (000)

     $21,455       $23,609       $60,616       $64,099       $65,923  

Ratios to average net assets(c) :

                                        
Expenses after waivers and/or expense reimbursement      0.46     0.42     0.49     0.48     0.48
Expenses before waivers and/or expense reimbursement      0.54     0.54     0.55     0.55     0.54

Net investment income (loss)

     1.22     1.34     1.10     1.54     1.59

Portfolio turnover rate(d)

     96     98     101     92     88

 

(a)

Calculated based on average shares outstanding during the year.

(b)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

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

 

See Notes to Financial Statements.

 

32


    

 

           

Class R6 Shares

            
      Year Ended October 31,  
   
      2023     2022     2021     2020     2019  
   

Per Share Operating Performance(a) :

                                        

Net Asset Value, Beginning of Year

   $ 16.42     $ 21.86     $ 15.70     $ 15.68     $ 17.23  

Income (loss) from investment operations:

                                        

Net investment income (loss)

     0.23       0.25       0.23       0.25       0.26  
Net realized and unrealized gain (loss) on investment transactions      1.31       (2.56     6.36       0.44       1.21  

Total from investment operations

     1.54       (2.31     6.59       0.69       1.47  

Less Dividends and Distributions:

                                        

Dividends from net investment income

     (0.25     (0.24     (0.24     (0.24     (0.28

Distributions from net realized gains

     (0.18     (2.89     (0.19     (0.43     (2.74

Total dividends and distributions

     (0.43     (3.13     (0.43     (0.67     (3.02

Net asset value, end of year

   $ 17.53     $ 16.42     $ 21.86     $ 15.70     $ 15.68  

Total Return(b) :

     9.56     (12.52 )%      42.79     4.39     11.05
                                          

Ratios/Supplemental Data:

                                        

Net assets, end of year (000)

   $ 254,742     $ 228,073     $ 295,432     $ 132,446     $ 90,722  

Average net assets (000)

   $ 248,145     $ 258,329     $ 204,016     $ 105,498     $ 86,249  

Ratios to average net assets(c) :

                                        
Expenses after waivers and/or expense reimbursement      0.35     0.35     0.35     0.35     0.35
Expenses before waivers and/or expense reimbursement      0.39     0.39     0.38     0.40     0.41

Net investment income (loss)

     1.33     1.38     1.17     1.60     1.72

Portfolio turnover rate(d)

     96     98     101     92     88

 

(a)

Calculated based on average shares outstanding during the year.

(b)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

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

 

See Notes to Financial Statements.

PGIM Quant Solutions Large-Cap Core Fund    33


Notes to Financial Statements

 

1.

Organization

Prudential Investment Portfolios 9 (the “Registered Investment Company” or “RIC”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company. The RIC is organized as a Delaware Statutory Trust. These financial statements relate only to the PGIM Quant Solutions Large-Cap Core Fund (the “Fund”), a series of the RIC. The Fund is classified as a diversified fund for purposes of the 1940 Act.

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

 

2.

Accounting Policies

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services — Investment Companies. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform to U.S. generally accepted accounting principles (“GAAP”). 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 as of the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. As described in further detail below, the Fund’s investments are valued daily based on a number of factors, including the type of investment and whether market quotations are readily available. The RIC’s Board of Trustees (the “Board”) has approved the Fund’s valuation policies and procedures for security valuation and designated PGIM Investments LLC (“PGIM Investments” or the “Manager”) as the “Valuation Designee,” as defined by Rule 2a-5(b) under the 1940 Act, to perform the fair value determination relating to all Fund investments. Pursuant to the Board’s oversight, the Valuation Designee has established a Valuation Committee to perform the duties and responsibilities as Valuation Designee under Rule 2a-5. 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. Fair value is the estimated 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.

For the fiscal reporting year-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

 

34


Fund’s foreign investments may change on days when investors cannot purchase or redeem Fund shares.

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 and referred to herein as the “fair value hierarchy” in accordance with FASB ASC Topic 820 — Fair Value Measurement.

Common or preferred stocks, exchange-traded funds (ETFs) and derivative instruments, if applicable, 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 a 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 up to the time the Fund is valued. 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 funds (other than ETFs) 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.

Securities and other assets that cannot be priced according to the methods described above are valued based on policies and procedures 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. Altering one or more unobservable inputs may result in a significant change to a Level 3 security’s fair value measurement.

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

 

PGIM Quant Solutions Large-Cap Core Fund    35


Notes to Financial Statements (continued)

 

comparable securities; and any available analyst media or other reports or information deemed reliable by the Valuation Designee 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.

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 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 RIC, 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 all or a portion 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.

 

36


Securities Lending: The Fund lends 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 the 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. The remaining open loans of the securities lending transactions are considered overnight and continuous. 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, which are reflected in interest income or unaffiliated dividend income based on the nature of the payment on the Statement of Operations. 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 in the Statement of Operations.

Equity and Mortgage Real Estate Investment Trusts (collectively REITs): The Fund invested in REITs, which report information on the source of their distributions annually. Based on current and historical information, a portion of distributions received from 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 REITs.

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, or for certain foreign securities, when the Fund becomes aware of such dividends. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual expense amounts. 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. Such class specific expenses and waivers include distribution fees and distribution

 

PGIM Quant Solutions Large-Cap Core Fund    37


Notes to Financial Statements (continued)

 

fee waivers, shareholder servicing fees, transfer agent’s fees and expenses, registration fees and fee waivers and/or expense reimbursements, as applicable.

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: Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified between total distributable earnings (loss) and paid-in capital in excess of par, as appropriate. The chart below sets forth the expected frequency of dividend and capital gains distributions to shareholders. Various factors may impact the frequency of dividend distributions to shareholders, including but not limited to adverse market conditions or portfolio holding-specific events.

 

   

  Expected Distribution Schedule to Shareholders*

   Frequency  

Net Investment Income

   Annually

Short-Term Capital Gains

   Annually

Long-Term Capital Gains

   Annually

 

*

Under certain circumstances, the Fund may make more than one distribution of short-term and/or long-term capital gains during a fiscal year.

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.

 

3.

Agreements

The RIC, on behalf of the Fund, has a management agreement with the Manager pursuant to which it has responsibility for all investment advisory services, including supervision of the subadviser’s performance of such services, and for rendering administrative services.

The Manager has entered into a subadvisory agreement with PGIM Quantitative Solutions LLC (“PGIM Quantitative Solutions” or the “subadviser”). The Manager pays for the services of PGIM Quantitative Solutions.

 

38


Fees payable under the management agreement are computed daily and paid monthly. For the reporting period ended October 31, 2023, the contractual and effective management fee rates were as follows:

 

  Contractual Management Rate

    
Effective Management Fee, before any waivers
and/or expense reimbursements
 
 

0.35% of average daily net assets up to $5 billion;

     0.35%  

0.34% of average daily net assets over $5 billion.

        

The Manager has contractually agreed, through February 28, 2025, to limit certain operating expenses and/or to limit total annual operating expenses after fee waivers and/or expense reimbursements. This contractual waiver exclude 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.

Where applicable, the Manager agrees to waive management fees or shared operating expenses on any share class to the same extent that it waives such expenses on any other share class. In addition, total annual operating expenses for Class R6 shares will not exceed total annual operating expenses for Class Z shares. Fees and/or expenses waived and/or reimbursed by the Manager for the purpose of preventing the expenses from exceeding a certain expense ratio limit 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 expense limitations attributable to each class are as follows:

 

  Class

   Fund Expense
Limitation*
  Class Expense  
Limitation

A

   0.35%   0.72%

C

   0.35      1.44   

Z

   0.35      —   

R6

   0.35      —   

*Expense limitation excludes distribution and service (12b-1) fees, shareholder service fee, and transfer agency expenses (including sub-transfer agency and networking fees).

The RIC, 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 C, Class Z and Class R6 shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund’s Class A and Class C shares, pursuant to the plans of distribution (the “Distribution Plans”), regardless of expenses actually incurred by PIMS.

Pursuant to the Distribution Plans, the Fund compensates PIMS for distribution related activities at an annual rate based on average daily net assets per class. PIMS has contractually agreed through February 28, 2025 to limit such fees on certain classes based on the daily net assets. The distribution fees are accrued daily and payable monthly.

 

PGIM Quant Solutions Large-Cap Core Fund    39


Notes to Financial Statements   (continued)

 

The Fund’s annual gross and net distribution rates, where applicable, are as follows:

 

     

Class

   Gross Distribution Fee   Net Distribution Fee

A

   0.30%   0.25%

C

   1.00      1.00   

Z

   N/A      N/A   

R6

   N/A      N/A   

For the year ended October 31, 2023, PIMS received front-end sales charges (“FESL”) resulting from sales of certain class shares and contingent deferred sales charges (“CDSC”) imposed upon redemptions by certain shareholders. From these fees, PIMS paid such sales charges to broker-dealers, who in turn paid commissions to salespersons and incurred other distribution costs. The sales charges are as follows where applicable:

 

Class

     FESL        CDSC  

A

   $ 157,088      $ 43    

C

            987    

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

 

4.

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 and shareholder servicing 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 invest its overnight sweep cash in the PGIM Core Government Money Market Fund (the “Core Government Fund”), a series of the Prudential Government Money Market Fund, Inc., and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), a series of Prudential Investment Portfolios 2, each registered under the 1940 Act and managed by PGIM Investments. PGIM Investments and/or its affiliates are paid fees or reimbursed for providing their services to the Core Government Fund and the Money Market Fund. In addition to the realized and unrealized gains on investments in the Core Government Fund and the Money Market Fund, earnings from such investments are disclosed on the Statement of Operations as “Affiliated dividend income” and “Affiliated income from securities lending, net”, respectively.

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, subject to certain conditions, permits purchase and sale transactions among affiliated

 

40


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/trustees, and/or common officers. For the year ended October 31, 2023, no Rule 17a-7 transactions were entered into by the Fund.

 

5.

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 reporting period ended October 31, 2023, were as follows:

 

Cost of Purchases

   Proceeds from Sales

$669,615,601

   $698,027,421

A summary of the cost of purchases and proceeds from sales of shares of affiliated mutual funds for the year ended October 31, 2023, is presented as follows:

 

Value,
Beginning of
Year
   Cost of
Purchases
              Proceeds
from Sales
              Change in
Unrealized
Gain
(Loss)
              Realized
Gain
(Loss)
             Value,
End of Year
             Shares,
End
of Year
             Income  

Short-Term Investments - Affiliated Mutual Funds:

 

 

 

PGIM Core Government Money Market Fund(1)(wb)

 

 

 

$              —       

   $ 44,720,997        $ 34,195,466        $        $       $ 10,525,531         10,525,531       $ 338,011  

 

 

PGIM Institutional Money Market Fund(1)(b)(wb)

 

 

 

  11,321,124      

     356,591,405                357,318,751                (269              (8,768             10,584,741               10,590,037               45,891 (2)  

$11,321,124      

   $ 401,312,402              $ 391,514,217              $ (269            $ (8,768           $ 21,110,272                             $ 383,902  

 

(1)

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

(2)

The amount, or a portion thereof, represents the affiliated securities lending income shown on the Statement of Operations.

(b)

Represents security, or portion thereof, purchased with cash collateral received for securities on loan and includes dividend reinvestment.

(wb)

Represents an investment in a Fund affiliated with the Manager.

 

6.

Distributions and Tax Information

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date.

For the year ended October 31, 2023, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

 

Ordinary

Income

 

Long-Term

Capital Gains

 

Tax Return

of Capital

  

Total Dividends

and Distributions

$8,973,357

 

$7,670,621

 

$—

   $16,643,978

 

PGIM Quant Solutions Large-Cap Core Fund    41


Notes to Financial Statements   (continued)

 

For the year ended October 31, 2022, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

 

Ordinary

Income

 

Long-Term

Capital Gains

 

Tax Return

of Capital

  

Total Dividends

and Distributions

$72,705,214

 

$47,490,733

 

$—

   $120,195,947

For the year ended October 31, 2023, the Fund had the following amounts of accumulated undistributed earnings on a tax basis:

 

Undistributed

Ordinary

Income

  

Undistributed

Long-Term

Capital Gains

$6,479,278

   $17,486,112

The United States federal income tax basis of the Fund’s investments and the net unrealized appreciation as of October 31, 2023 were as follows:

 

    Tax Basis

     

Gross

Unrealized

Appreciation

     

Gross

Unrealized

Depreciation

      

Net

Unrealized

Appreciation

  $560,304,470

     

$180,741,406

     

$(28,898,096)

       $151,843,310

The difference between GAAP and tax basis were primarily attributable to deferred losses on wash sales and mark-to-market of futures contracts.

The Manager 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. Since tax authorities can examine previously filed tax returns, the Fund’s U.S. federal and state tax returns for each of the four fiscal years up to the most recent fiscal year ended October 31, 2023 are subject to such review.

 

7.

Capital and Ownership

The Fund offers Class A, Class C, 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 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 C shares are sold with a CDSC of 1% on sales made within 12 months of purchase. Class C shares will automatically convert to Class A shares on a monthly basis approximately eight years (ten

 

42


years prior to January 22, 2021) after purchase. Class Z and Class R6 shares are not subject to any sales or redemption charges and are available 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, below.

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

As of October 31, 2023, Prudential, through its affiliated entities, including affiliated funds (if applicable), owned shares of the Fund as follows:

 

     
  Class    Number of Shares    Percentage of Outstanding Shares  

Z

       26,215        2.1 %

R6

       6,656,776        45.8

At the reporting period end, the number of shareholders holding greater than 5% of the Fund are as follows:

 

     
      Number of Shareholders    Percentage of Outstanding Shares

Affiliated

   1    7.5%

Unaffiliated

   2    36.3     

Transactions in shares of beneficial interest were as follows:

 

       

  Share Class

     Shares                Amount  

Class A

                         

Year ended October 31, 2023:

                         

Shares sold

     535,744              $ 8,875,073  

Shares issued in reinvestment of dividends and distributions

     597,462                9,499,642  

Shares purchased

     (2,779,584              (46,070,888

Net increase (decrease) in shares outstanding before conversion

     (1,646,378              (27,696,173

Shares issued upon conversion from other share class(es)

     152,757                2,546,276  

Shares purchased upon conversion into other share class(es)

     (120,015              (1,974,533

Net increase (decrease) in shares outstanding

     (1,613,636            $     (27,124,430)  

 

PGIM Quant Solutions Large-Cap Core Fund    43


Notes to Financial Statements   (continued)

 

       

  Share Class

     Shares                Amount  

Year ended October 31, 2022:

                         

Shares sold

     728,579              $ 12,708,622  

Shares issued in reinvestment of dividends and distributions

     4,053,312                74,256,672  

Shares purchased

     (3,441,735              (59,313,796

Net increase (decrease) in shares outstanding before conversion

     1,340,156                27,651,498  

Shares issued upon conversion from other share class(es)

     133,317                2,309,798  

Shares purchased upon conversion into other share class(es)

     (106,980              (1,845,512

Net increase (decrease) in shares outstanding

     1,366,493              $ 28,115,784  

Class C

                         

Year ended October 31, 2023:

                         

Shares sold

     89,439              $ 1,253,172  

Shares issued in reinvestment of dividends and distributions

     23,548                321,896  

Shares purchased

     (153,755              (2,160,660

Net increase (decrease) in shares outstanding before conversion

     (40,768              (585,592

Shares purchased upon conversion into other share class(es)

     (176,273              (2,518,164

Net increase (decrease) in shares outstanding

     (217,041            $ (3,103,756

Year ended October 31, 2022:

                         

Shares sold

     99,883              $ 1,472,695  

Shares issued in reinvestment of dividends and distributions

     218,899                3,460,797  

Shares purchased

     (180,782              (2,754,149

Net increase (decrease) in shares outstanding before conversion

     138,000                2,179,343  

Shares purchased upon conversion into other share class(es)

     (166,582              (2,478,670

Net increase (decrease) in shares outstanding

     (28,582            $ (299,327

Class Z

                         

Year ended October 31, 2023:

                         

Shares sold

     69,891              $ 1,220,580  

Shares issued in reinvestment of dividends and distributions

     31,553                520,632  

Shares purchased

     (224,709                  (3,859,034)  

Net increase (decrease) in shares outstanding before conversion

     (123,265              (2,117,822

Shares issued upon conversion from other share class(es)

     96,062                1,644,906  

Shares purchased upon conversion into other share class(es)

     (9,831              (174,755

Net increase (decrease) in shares outstanding

     (37,034            $ (647,671

 

44


       

  Share Class

     Shares                Amount  

Year ended October 31, 2022:

                         

Shares sold

     132,004              $ 2,380,417  

Shares issued in reinvestment of dividends and distributions

     188,283                3,575,495  

Shares purchased

     (345,859              (6,006,503

Net increase (decrease) in shares outstanding before conversion

     (25,572              (50,591

Shares issued upon conversion from other share class(es)

     108,667                1,922,987  

Net increase (decrease) in shares outstanding

     83,095              $ 1,872,396  

Class R6

                         

Year ended October 31, 2023:

                         

Shares sold

     3,818,309              $     65,986,084  

Shares issued in reinvestment of dividends and distributions

     371,721                6,151,987  

Shares purchased

     (3,578,240              (61,798,340)  

Net increase (decrease) in shares outstanding before conversion

     611,790                10,339,731  

Shares issued upon conversion from other share class(es)

     27,597                477,110  

Shares purchased upon conversion into other share class(es)

     (51              (840

Net increase (decrease) in shares outstanding

     639,336              $ 10,816,001  

Year ended October 31, 2022:

                         

Shares sold

     9,138,234              $ 165,393,560  

Shares issued in reinvestment of dividends and distributions

     1,981,061                37,719,399  

Shares purchased

     (10,749,193              (197,351,132

Net increase (decrease) in shares outstanding before conversion

     370,102                5,761,827  

Shares issued upon conversion from other share class(es)

     4,909                102,158  

Shares purchased upon conversion into other share class(es)

     (577              (10,761

Net increase (decrease) in shares outstanding

     374,434              $ 5,853,224  

 

8.

Borrowings

The RIC, on behalf of the Fund, along with other affiliated registered investment companies (the “Participating 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 table below provides details of the current SCA in effect at the reporting period-end as well as the prior SCA.

 

       
      Current SCA          Prior SCA

Term of Commitment

   9/29/2023 - 9/26/2024       9/30/2022 – 9/28/2023

Total Commitment

   $ 1,200,000,000         $ 1,200,000,000

Annualized Commitment Fee on the

Unused Portion of the SCA

   0.15%       0.15%

Annualized Interest Rate on Borrowings

   1.00% plus the higher of (1) the effective federal funds rate, (2) the daily SOFR rate plus 0.10% or (3) zero percent                1.00% plus the higher of (1) the effective federal funds rate, (2) the daily SOFR rate plus 0.10% or (3) zero percent

 

PGIM Quant Solutions Large-Cap Core Fund    45


Notes to Financial Statements   (continued)

 

Certain 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 Participating Funds in the SCA equitably.

The Fund did not utilize the SCA during the year ended October 31, 2023.

 

9.

Risks of Investing in the Fund

The Fund’s risks include, but are not limited to, some or all of the risks discussed below. For further information on the Fund’s risks, please refer to the Fund’s Prospectus and Statement of Additional Information.

Active Trading Risk: The Fund actively and frequently trades its portfolio securities. High portfolio turnover results in higher transaction costs, which can affect the Fund’s performance and have adverse tax consequences. In addition, high portfolio turnover may also mean that a proportionately greater amount of distributions to shareholders will be taxed as ordinary income rather than long-term capital gains compared to investment companies with lower portfolio turnover.

Blend Style Risk: The Fund’s blend investment style may subject the Fund to risks of both value and growth investing. The portion of the Fund’s portfolio that makes investments pursuant to a growth strategy may be subject to above-average fluctuations as a result of seeking higher than average capital growth. The portion of the Fund’s portfolio that makes investments pursuant to a value strategy may be subject to the risk that the market may not recognize a security’s intrinsic value for long periods of time or at all, or that a stock judged to be undervalued may actually be appropriately priced or overvalued. Issuers of value stocks may have experienced adverse business developments or may be subject to special risks that have caused the stock to be out of favor. If the Fund’s assessment of market conditions or a company’s value is inaccurate, the Fund could suffer losses or produce poor performance relative to other funds. Historically, growth stocks have performed best during later stages of economic expansion and value stocks have performed best during periods of economic recovery. Therefore, both styles may over time go in and out of favor with the markets. At times when a style is out of favor, that portion of the portfolio may lag the other portion of the portfolio, which may cause the Fund to underperform the market in general, its benchmark and other mutual funds. Growth and value stocks have historically produced similar long-term results, though each category has periods when it outperforms the other.

 

46


Economic and Market Events Risk: Events in the U.S. and global financial markets, including actions taken by the U.S. Federal Reserve or foreign central banks to stimulate or stabilize economic growth or the functioning of the securities markets, or otherwise reduce inflation may at times result in unusually high market volatility, which could negatively impact performance. Governmental efforts to curb inflation often have negative effects on the level of economic activity. Relatively reduced liquidity in credit and fixed income markets could adversely affect issuers worldwide.

Equity and Equity-Related Securities Risk: Equity and equity-related securities may be subject to changes in value, and their values may be more volatile than those of other asset classes. In addition to an individual security losing value, the value of the equity markets or a sector in which the Fund invests could go down. Different parts of a market can react differently to adverse issuer, market, regulatory, political and economic developments.

Increase in Expenses Risk: Your actual cost of investing in the Fund may be higher than the expenses shown in the expense table in the Fund’s prospectus for a variety of reasons. For example, expense ratios may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile. Active and frequent trading of Fund securities can increase expenses.

Large Capitalization Company Risk: Companies with large market capitalizations go in and out of favor based on market and economic conditions. Larger companies tend to be less volatile than companies with smaller market capitalizations. In exchange for this potentially lower risk, the Fund’s value may not rise or fall as much as the value of funds that emphasize companies with smaller market capitalizations.

Large Shareholder and Large Scale Redemption Risk: Certain individuals, accounts, funds (including funds affiliated with the Manager) or institutions, including the Manager and its affiliates, may from time to time own or control a substantial amount of the Fund’s shares. There is no requirement that these entities maintain their investment in the Fund. There is a risk that such large shareholders or that the Fund’s shareholders generally may redeem all or a substantial portion of their investments in the Fund in a short period of time, which could have a significant negative impact on the Fund’s NAV, liquidity, and brokerage costs. Large redemptions could also result in tax consequences to shareholders and impact the Fund’s ability to implement its investment strategy. The Fund’s ability to pursue its investment objective after one or more large scale redemptions may be impaired and, as a result, the Fund may invest a larger portion of its assets in cash or cash equivalents.

Management Risk: Actively managed funds are subject to management risk. The subadviser will apply investment techniques and risk analyses in making investment decisions for the Fund, but the subadviser’s judgments about the attractiveness, value or market trends affecting a particular security, industry or sector or about market movements may be

 

PGIM Quant Solutions Large-Cap Core Fund    47


Notes to Financial Statements   (continued)

 

incorrect. Additionally, the investments selected for the Fund may underperform the markets in general, the Fund’s benchmark and other funds with similar investment objectives.

Market Disruption and Geopolitical Risks: Market disruption can be caused by economic, financial or political events and factors, including but not limited to, international wars or conflicts (including Russia’s military invasion of Ukraine), geopolitical developments (including trading and tariff arrangements, sanctions and cybersecurity attacks), instability in regions such as Asia, Eastern Europe and the Middle East, terrorism, natural disasters and public health epidemics (including the outbreak of COVID-19 globally).

The extent and duration of such events and resulting market disruptions cannot be predicted, but could be substantial and could magnify the impact of other risks to the Fund. These and other similar events could adversely affect the U.S. and foreign financial markets and lead to increased market volatility, reduced liquidity in the securities markets, significant negative impacts on issuers and the markets for certain securities and commodities and/or government intervention. They may also cause short- or long-term economic uncertainties in the United States and worldwide. As a result, whether or not the Fund invests in securities of issuers located in or with significant exposure to the countries directly affected, the value and liquidity of the Fund’s investments may be negatively impacted. Further, due to closures of certain markets and restrictions on trading certain securities, the value of certain securities held by the Fund could be significantly impacted, which could lead to such securities being valued at zero.

Market Risk: Securities markets may be volatile and the market prices of the Fund’s securities may decline. Securities fluctuate in price based on changes in an issuer’s financial condition and overall market and economic conditions. If the market prices of the securities owned by the Fund fall, the value of your investment in the Fund will decline.

Model Design Risk: The subadviser uses certain quantitative models to help guide its investment decisions. The design of the underlying models may be flawed or incomplete. The investment models the subadviser uses are based on historical and theoretical underpinnings that it believes are sound. There can be no guarantee, however, that these underpinnings will correlate with security price behavior in the manner assumed by the subadviser’s models. Additionally, the quantitative techniques that underlie the subadviser’s portfolio construction processes may fail to fully anticipate important risks.

Model Implementation Risk: While the subadviser strives to mitigate the likelihood of material implementation errors, it is impossible to completely eliminate the risk of error in the implementation of the computer models that guide the subadviser’s quantitative investment processes. Additionally, it may be difficult to implement model recommendations

 

48


in volatile and rapidly changing market conditions.

 

10.

Recent Regulatory Developments

Effective January 24, 2023, the SEC adopted rule and form amendments to require mutual funds and ETFs to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information deemed important for retail investors to assess and monitor their fund investments (the “Rule”). Other information, including financial statements, will no longer appear in the funds’ streamlined shareholder reports but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The Rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the Rule and its impact to the Fund.

 

PGIM Quant Solutions Large-Cap Core Fund    49


Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Prudential Investment Portfolios 9 and Shareholders of PGIM Quant Solutions Large-Cap Core Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of PGIM Quant Solutions Large-Cap Core Fund (one of the funds constituting Prudential Investment Portfolios 9, referred to hereafter as the “Fund”) as of October 31, 2023, the related statement of operations for the year ended October 31, 2023, the statements of changes in net assets for each of the two years in the period ended October 31, 2023, including the related notes, and the financial highlights for each of the four years in the period ended October 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2023 and the financial highlights for each of the four years in the period ended October 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended October 31, 2019 and the financial highlights for the period ended October 31, 2019 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated December 19, 2019 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2023 by correspondence with the custodian, transfer agent and brokers. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

New York, New York

December 18, 2023

We have served as the auditor of one or more investment companies in the PGIM Retail Funds complex since 2020.

 

50


Tax Information (unaudited)

 

We are advising you that during the fiscal year ended October 31, 2023, the Fund reports the maximum amount allowed per share but not less than $0.18 for Class A, C, Z and R6 shares as a capital gain distribution in accordance with Section 852(b)(3)(C) of the Internal Revenue Code.

For the year ended October 31, 2023, the Fund reports the maximum amount allowable under Section 854 of the Internal Revenue Code, but not less than, the following percentages of the ordinary income dividends paid as 1) qualified dividend income (QDI); and 2) eligible for corporate dividends received deduction (DRD):

 

       

  Fund

     QDI            DRD    

  PGIM Quant Solutions Large-Cap Core Fund

   100.00%               100.00%

In January 2024, you will be advised on IRS Form 1099-DIV or substitute 1099-DIV, as to the federal tax status of dividends and distributions received by you in calendar year 2023.

 

PGIM Quant Solutions Large-Cap Core Fund    51


INFORMATION ABOUT BOARD MEMBERS AND OFFICERS (unaudited)

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

 

Independent Board Members

     

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of
Board Service
     

Ellen S. Alberding

1958

Board Member

Portfolios Overseen: 100

 

Chief Executive Officer and President, The Joyce Foundation (charitable foundation) (since 2002); formerly Vice Chair, City Colleges of Chicago (community college system) (2011-2015); formerly Trustee, National Park Foundation (charitable foundation for national park system) (2009-2018); formerly Trustee, Economic Club of Chicago (2009-2016); Trustee, Loyola University (since 2018).

  None.   Since September 2013
     

Kevin J. Bannon

1952

Board Member

Portfolios Overseen: 101

 

Retired; formerly Managing Director (April 2008-May 2015) and Chief Investment Officer (October 2008-November 2013) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; formerly President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.

 

Director of Urstadt Biddle Properties (equity real estate investment trust) (September 2008-August 2023).

  Since July 2008

 

PGIM Quant Solutions Large-Cap Core Fund


 

Independent Board Members

     

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of
Board Service
     

Linda W. Bynoe

1952

Board Member

Portfolios Overseen: 98

 

President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Limited LLC (formerly Telemat Ltd) (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co. (broker-dealer).

 

Trustee of Equity Residential (residential real estate) (since December 2009); Director of Northern Trust Corporation (financial services) (since April 2006); formerly Director of Anixter International, Inc. (communication products distributor) (January 2006-June 2020).

  Since March 2005
     

Barry H. Evans

1960

Board Member

Portfolios Overseen: 101

 

Retired; formerly President (2005-2016), Global Chief Operating Officer (2014-2016), Chief Investment Officer - Global Head of Fixed Income (1998-2014), and various portfolio manager roles (1986-2006), Manulife Asset Management (asset management).

 

Formerly Director, Manulife Trust Company (2011-2018); formerly Director, Manulife Asset Management Limited (2015-2017); formerly Chairman of the Board of Directors of Manulife Asset Management U.S. (2005-2016); formerly Chairman of the Board, Declaration Investment Management and Research (2008-2016).

  Since September 2017
     

Keith F. Hartstein

1956

Board Member &

Independent Chair

Portfolios Overseen: 101

 

Retired; formerly Member (November 2014-September 2022) of the Governing Council of the Independent Directors Council (IDC) (organization of independent mutual fund directors); formerly Executive Committee of the IDC Board of Governors (October 2019-December 2021); formerly President and Chief Executive Officer (2005-2012), Senior Vice President (2004-2005), Senior Vice President of Sales and Marketing (1997-2004), and various executive management positions (1990-1997), John Hancock Funds, LLC (asset management); formerly Chairman, Investment Company Institute’s Sales Force Marketing Committee (2003-2008).

  None.   Since September 2013

 

Visit our website at pgim.com/investments


 

Independent Board Members

     

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of
Board Service
     

Laurie Simon Hodrick

1962

Board Member

Portfolios Overseen: 98

 

A. Barton Hepburn Professor Emerita of Economics in the Faculty of Business, Columbia Business School (since 2018); Visiting Fellow at the Hoover Institution, Stanford University (since 2015); Sole Member, ReidCourt LLC (since 2008) (a consulting firm); formerly Visiting Professor of Law, Stanford Law School (2015-2021); formerly A. Barton Hepburn Professor of Economics in the Faculty of Business, Columbia Business School (1996-2017); formerly Managing Director, Global Head of Alternative Investment Strategies, Deutsche Bank (2006-2008).

 

Independent Director, Andela (since January 2022) (global talent network); Independent Director, Roku (since December 2020) (communication services); formerly Independent Director, Synnex Corporation (2019-2021) (information technology); formerly Independent Director, Kabbage, Inc. (2018-2020) (financial services); formerly Independent Director, Corporate Capital Trust (2017-2018) (a business development company).

  Since September 2017
     

Brian K. Reid

1961

Board Member

Portfolios Overseen: 101

 

Retired; formerly Chief Economist for the Investment Company Institute (ICI) (2005-2017); formerly Senior Economist and Director of Industry and Financial Analysis at the ICI (1998-2004); formerly Senior Economist, Industry and Financial Analysis at the ICI (1996-1998); formerly Staff Economist at the Federal Reserve Board (1989-1996); formerly Director, ICI Mutual Insurance Company (2012-2017).

 

None.

  Since March 2018

 

 

PGIM Quant Solutions Large-Cap Core Fund


 

Independent Board Members

     

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of
Board Service
     

Grace C. Torres

1959

Board Member

Portfolios Overseen: 101

 

Retired; formerly Treasurer and Principal Financial and Accounting Officer of the PGIM Funds, Target Funds, Advanced Series Trust, Prudential Variable Contract Accounts and The Prudential Series Fund (1998-June 2014); Assistant Treasurer (March 1999-June 2014) and Senior Vice President (September 1999-June 2014) of PGIM Investments LLC; Assistant Treasurer (May 2003-June 2014) and Vice President (June 2005-June 2014) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (May 2003-June 2014) of Prudential Annuities Advisory Services, Inc.

 

Director (since January 2018) of OceanFirst Financial Corp. and OceanFirst Bank; formerly Director (July 2015-January 2018) of Sun Bancorp, Inc. N.A. and Sun National Bank.

  Since November 2014

 

 

Visit our website at pgim.com/investments


 

Interested Board Members

     

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of
Board Service
     

Stuart S. Parker

1962

Board Member &

President

Portfolios Overseen: 101

 

President, Chief Executive Officer, Chief Operating Officer and Officer in Charge of PGIM Investments LLC (formerly known as Prudential Investments LLC) (since January 2012); President and Principal Executive Officer (“PEO”) (since December 2023) of the PGIM Credit Income Fund; President and PEO (since September 2022) of the PGIM Private Credit Fund; President and PEO (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of PGIM Investments LLC (June 2005-December 2011); Investment Company Institute - Board of Governors (since May 2012).

 

None.

  Since January 2012
     

Scott E. Benjamin

1973

Board Member & Vice

President

Portfolios Overseen: 101

 

Executive Vice President (since May 2009) of PGIM Investments LLC; Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, PGIM Investments (since February 2006); Vice President (since December 2023) of the PGIM Credit Income Fund; Vice President (since September 2022) of the PGIM Private Credit Fund; Vice President (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Vice President of Product Development and Product Management, PGIM Investments LLC (2003-2006).

 

None.

  Since March 2010

 

PGIM Quant Solutions Large-Cap Core Fund


 

Fund Officers(a)

     

Name

Year of Birth

Fund Position

  Principal Occupation(s) During Past Five Years  

Length of

Service as Fund

Officer

     

Claudia DiGiacomo

1974

Chief Legal Officer

 

Chief Legal Officer (since December 2023) of the PGIM Credit Income Fund; Chief Legal Officer (since September 2022) of the PGIM Private Credit Fund; Chief Legal Officer (since July 2022) of the PGIM Private Real Estate Fund, Inc.; Chief Legal Officer, Executive Vice President and Secretary of PGIM Investments LLC (since August 2020); Chief Legal Officer of Prudential Mutual Fund Services LLC (since August 2020); Chief Legal Officer of PIFM Holdco, LLC (since August 2020); Vice President and Corporate Counsel (since January 2005) of Prudential; and Corporate Counsel of AST Investment Services, Inc. (since August 2020); formerly Vice President and Assistant Secretary of PGIM Investments LLC (2005-2020); formerly Associate at Sidley Austin Brown & Wood LLP (1999-2004).

  Since December 2005
     

Andrew Donohue

1972

Chief Compliance Officer

 

Chief Compliance Officer (since May 2023) of the PGIM Funds, Target Funds, PGIM ETF Trust, PGIM Global High Yield Fund, Inc., PGIM High Yield Bond Fund, Inc., PGIM Short Duration High Yield Opportunities Fund, Advanced Series Trust, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc., PGIM Private Credit Fund, PGIM Private Real Estate Fund, Inc.; Chief Compliance Officer of AST Investment Services, Inc. (since October 2022); Vice President, Chief Compliance Officer of PGIM Investments LLC (since September 2022); Chief Compliance Officer (since December 2023) of the PGIM Credit Income Fund; formerly various senior compliance roles within Principal Global Investors, LLC., global asset management for Principal Financial (2011-2022), most recently as Global Chief Compliance Officer (2016-2022).

  Since May 2023
     

Andrew R. French

1962

Secretary

 

Vice President (since December 2018) of PGIM Investments LLC; Secretary (since December 2023) of the PGIM Credit Income Fund; Secretary (since September 2022) of the PGIM Private Credit Fund; Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Vice President and Corporate Counsel (2010-2018) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of PGIM Investments LLC; Vice President and Assistant Secretary (since January 2007) of Prudential Mutual Fund Services LLC.

  Since October 2006

 

 

Visit our website at pgim.com/investments


 

Fund Officers(a)

     

Name

Year of Birth

Fund Position

  Principal Occupation(s) During Past Five Years  

Length of

Service as Fund

Officer

     

Melissa Gonzalez

1980

Assistant Secretary

 

Vice President and Corporate Counsel (since September 2018) of Prudential; Vice President and Assistant Secretary (since August 2020) of PGIM Investments LLC; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director and Corporate Counsel (March 2014-September 2018) of Prudential.

  Since March 2020
     

Patrick E. McGuinness

1986

Assistant Secretary

 

Vice President and Assistant Secretary (since August 2020) of PGIM Investments LLC; Director and Corporate Counsel (since February 2017) of Prudential; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.

  Since June 2020
     

Debra Rubano

1975

Assistant Secretary

 

Vice President and Corporate Counsel (since November 2020) of Prudential; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc; formerly Director and Senior Counsel of Allianz Global Investors U.S. Holdings LLC (2010-2020) and Assistant Secretary of numerous funds in the Allianz fund complex (2015-2020).

  Since December 2020
     

George Hoyt

1965

Assistant Secretary

 

Vice President and Corporate Counsel of Prudential (since September 2023); formerly Associate General Counsel of Franklin Templeton and Secretary and Chief Legal Officer of certain funds in the Franklin Templeton complex (2020- 2023) and Managing Director (2016-2020) and Associate General Counsel for Legg Mason, Inc. and its predecessors (2004-2020).

  Since December 2023
     

Devan Goolsby

1991

Assistant Secretary

 

Vice President and Corporate Counsel of Prudential (since May 2023); formerly Associate at Eversheds Sutherland (US) LLP (2021-2023); Compliance Officer at Bloomberg LP (2019-2021); and an Examiner at the Financial Industry Regulatory Authority (2015-2019).

  Since December 2023
     

Kelly A. Coyne

1968

Assistant Secretary

 

Director, Investment Operations of Prudential Mutual Fund Services LLC (since 2010); Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.

  Since March 2015

 

 

PGIM Quant Solutions Large-Cap Core Fund


 

Fund Officers(a)

     

Name

Year of Birth

Fund Position

  Principal Occupation(s) During Past Five Years  

Length of

Service as Fund

Officer

     

Christian J. Kelly

1975

Chief Financial Officer

 

Vice President, Global Head of Fund Administration of PGIM Investments LLC (since November 2018); Chief Financial Officer (since March 2023) of PGIM Investments mutual funds, closed end funds and ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; Chief Financial Officer (since December 2023) of the PGIM Credit Income Fund; Chief Financial Officer of PGIM Private Credit Fund (since September 2022); Chief Financial Officer of PGIM Private Real Estate Fund, Inc. (since July 2022); formerly Treasurer and Principal Financial Officer (January 2019- March 2023) of PGIM Investments mutual funds, closed end funds and ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; formerly Treasurer and Principal Financial Officer (March 2022 – July 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director of Fund Administration of Lord Abbett & Co. LLC (2009-2018), Treasurer and Principal Accounting Officer of the Lord Abbett Family of Funds (2017-2018); Director of Accounting, Avenue Capital Group (2008-2009); Senior Manager, Investment Management Practice of Deloitte & Touche LLP (1998-2007).

  Since January 2019
     

Russ Shupak

1973

Treasurer and Principal Accounting Officer

 

Vice President (since 2017) within PGIM Investments Fund Administration; Treasurer and Principal Accounting Officer of PGIM Investments mutual funds, closed end funds and ETFs (since March 2023); Treasurer and Principal Accounting Officer (since December 2023) of the PGIM Credit Income Fund; Treasurer and Principal Accounting Officer (since July 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer (since September 2022) of the PGIM Private Credit Fund; formerly Assistant Treasurer (March 2022 – July 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer of Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund (since October 2019); formerly Director (2013-2017) within PGIM Investments Fund Administration.

  Since October 2019
     

Lana Lomuti

1967

Assistant Treasurer

 

Vice President (since 2007) within PGIM Investments Fund Administration; formerly Assistant Treasurer (December 2007-February 2014) of The Greater China Fund, Inc.; formerly Director (2005-2007) within PGIM Investments Fund Administration.

  Since April 2014
     

Deborah Conway

1969

Assistant Treasurer

 

Vice President (since 2017) within PGIM Investments Fund Administration; formerly Director (2007-2017) within PGIM Investments Fund Administration.

  Since October 2019

 

Visit our website at pgim.com/investments


 

Fund Officers(a)

     

Name

Year of Birth

Fund Position

  Principal Occupation(s) During Past Five Years  

Length of

Service as Fund

Officer

     

Elyse M. McLaughlin

1974

Assistant Treasurer

  Vice President (since 2017) within PGIM Investments Fund Administration; Treasurer and Principal Accounting Officer of the Advanced Series Trust, the Prudential Series Fund and the Prudential Gibraltar Fund (since March 2023); Assistant Treasurer (since December 2023) of the PGIM Credit Income Fund; Treasurer and Principal Accounting Officer (since September 2022) of the PGIM Private Credit Fund; Assistant Treasurer (since March 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer of PGIM Investments mutual funds, closed end funds and ETFs (since October 2019); formerly Director (2011-2017) within PGIM Investments Fund Administration.   Since October 2019
     

Robert W. McCormack

1973

Assistant Treasurer

  Vice President (since 2019) within PGIM Investments Fund Administration; Assistant Treasurer (since March 2023) of PGIM Investments mutual funds, closed end funds, ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; Assistant Treasurer (since December 2023) of the PGIM Credit Income Fund; Assistant Treasurer (since September 2022) of the PGIM Private Credit Fund; Assistant Treasurer (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director (2016-2019) within PGIM Investments Fund Administration; formerly Vice President within Goldman, Sachs & Co. Investment Management Controllers (2008-2016), Assistant Treasurer of Goldman Sachs Family of Funds (2015-2016).   Since March 2023
     

Kelly Florio

1978

Anti-Money Laundering Compliance Officer

  Vice President, Corporate Compliance, Global Compliance Programs and Compliance Risk Management (since December 2021) of Prudential; formerly Head of Fraud Risk Management (October 2019-December 2021) at New York Life Insurance Company; formerly Head of Key Risk Area Operations (November 2018-October 2019), Director of the US Anti-Money Laundering Compliance Unit (2009-2018) and Bank Loss Prevention Associate (2006-2009) at MetLife.   Since June 2022

 

(a) 

Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

Explanatory Notes to Tables:

 

 

Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with PGIM Investments LLC and/or an affiliate of PGIM Investments LLC.

 

Unless otherwise noted, the address of all Board Members and Officers is c/o PGIM Investments LLC, 655 Broad Street, Newark, New Jersey 07102-4410.

 

There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.

 

“Other Directorships Held” includes all directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.

 

PGIM Quant Solutions Large-Cap Core Fund


 

“Portfolios Overseen” includes such applicable investment companies managed by PGIM Investments LLC and overseen by the Board Member. The investment companies for which PGIM Investments LLC serves as manager include the PGIM Mutual Funds, Target Funds, PGIM ETF Trust, PGIM Private Real Estate Fund, Inc., PGIM Private Credit Fund, PGIM Credit Income Fund, PGIM High Yield Bond Fund, Inc., PGIM Global High Yield Fund, Inc., PGIM Short Duration High Yield Opportunities Fund, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

 

As used in the Fund Officers table “Prudential” means The Prudential Insurance Company of America.

 

Visit our website at pgim.com/investments


Approval of Advisory Agreements (unaudited)

The Fund’s Board of Trustees

The Board of Trustees (the “Board”) of PGIM Quant Solutions Large-Cap Core Fund (the “Fund”)1 consists of ten individuals, eight of whom are not “interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Trustees have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Trustee. The Board has established five standing committees: the Audit Committee, the Nominating and Governance Committee, the Compliance Committee and two Investment Committees. Each committee is chaired by, and composed of, Independent Trustees.

Annual Approval of the Fund’s Advisory Agreements

As required under the 1940 Act, the Board determines annually whether to renew the Fund’s management agreement with PGIM Investments LLC (“PGIM Investments”) and the Fund’s subadvisory agreement with PGIM Quantitative Solutions LLC (“PGIM Quantitative Solutions”). In considering the renewal of the agreements, the Board, including all of the Independent Trustees, met on May 25 and June 6-8, 2023 (the “Board Meeting”) and approved the renewal of the agreements through July 31, 2024, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PGIM Investments and PGIM Quantitative Solutions. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.

In approving the agreements, the Board, including the Independent Trustees advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PGIM Investments and the subadviser, the performance of the Fund, the profitability of PGIM Investments and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its shareholders as the Fund’s assets grow. In their deliberations, the Trustees did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund. In connection with its deliberations, the Board considered information provided by PGIM Investments throughout the year at regular Board meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the Board Meeting.

 

1 

PGIM Quant Solutions Large-Cap Core Fund is a series of Prudential Investment Portfolios 9.

 

PGIM Quant Solutions Large-Cap Core Fund


Approval of Advisory Agreements  (continued)

 

The Trustees determined that the overall arrangements between the Fund and PGIM Investments, which serves as the Fund’s investment manager pursuant to a management agreement, and between PGIM Investments and PGIM Quantitative Solutions, which serves as the Fund’s subadviser pursuant to the terms of a subadvisory agreement with PGIM Investments, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Trustees considered relevant in the exercise of their business judgment.

The material factors and conclusions that formed the basis for the Trustees’ reaching their determinations to approve the continuance of the agreements are separately discussed below.

Nature, Quality and Extent of Services

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PGIM Investments and PGIM Quantitative Solutions. The Board noted that PGIM Quantitative Solutions is affiliated with PGIM Investments. The Board considered the services provided by PGIM Investments, including but not limited to the oversight of the subadviser for the Fund, as well as the provision of fund recordkeeping, compliance and other services to the Fund, and PGIM Investments’ role as administrator for the Fund’s liquidity risk management program. With respect to PGIM Investments’ oversight of the subadviser, the Board noted that PGIM Investments’ Strategic Investment Research Group (“SIRG”), which is a business unit of PGIM Investments, is responsible for monitoring and reporting to PGIM Investments’ senior management on the performance and operations of the subadviser. The Board also considered that PGIM Investments pays the salaries of all of the officers and interested Trustees of the Fund who are part of Fund management. The Board also considered the investment subadvisory services provided by PGIM Quantitative Solutions, including investment research and security selection, as well as adherence to the Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PGIM Investments’ evaluation of the subadviser, as well as PGIM Investments’ recommendation, based on its review of the subadviser, to renew the subadvisory agreement.

The Board considered the qualifications, backgrounds and responsibilities of PGIM Investments’ senior management responsible for the oversight of the Fund and PGIM Quantitative Solutions, and also considered the qualifications, backgrounds and responsibilities of the PGIM Quantitative Solutions portfolio managers who are responsible for the day-to-day management of the Fund’s portfolio. The Board was provided with information pertaining to PGIM Investments’ and PGIM Quantitative Solutions’ organizational structure, senior management, investment operations, and other relevant information pertaining to PGIM Investments and PGIM Quantitative Solutions. The Board also noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer (“CCO”) as to PGIM Investments and PGIM Quantitative Solutions.

 

Visit our website at pgim.com/investments


    

 

The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PGIM Investments and the subadvisory services provided to the Fund by PGIM Quantitative Solutions, and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PGIM Investments and PGIM Quantitative Solutions under the management and subadvisory agreements.

Costs of Services and Profits Realized by PGIM Investments

The Board was provided with information on the profitability of PGIM Investments and its affiliates in serving as the Fund’s investment manager. The Board discussed with PGIM Investments the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. Taking these factors into account, the Board concluded that the profitability of PGIM Investments and its affiliates in relation to the services rendered was not unreasonable.

Economies of Scale

The Board received and discussed information concerning economies of scale that PGIM Investments may realize as the Fund’s assets grow beyond current levels. The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase. During the course of time, the Board has considered information regarding the launch date of the Fund, the management fees of the Fund compared to those of similarly managed funds and PGIM Investments’ investment in the Fund over time. The Board noted that economies of scale can be shared with the Fund in other ways, including low management fees from inception, additional technological and personnel investments to enhance shareholder services, and maintaining existing expense structures in the face of a rising cost environment. The Board also considered PGIM Investments’ assertion that it continually evaluates the management fee schedule of the Fund and the potential to share economies of scale through breakpoints or fee waivers as asset levels increase.

The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PGIM Investments’ costs are not specific to individual funds, but rather are incurred across a variety of products and services.

Other Benefits to PGIM Investments and PGIM Quantitative Solutions

The Board considered potential ancillary benefits that might be received by PGIM Investments, PGIM Quantitative Solutions and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PGIM Investments included transfer agency fees received by the Fund’s transfer agent

 

 

PGIM Quant Solutions Large-Cap Core Fund


Approval of Advisory Agreementst (continued)

 

(which is affiliated with PGIM Investments), and benefits to its reputation as well as other intangible benefits resulting from PGIM Investments’ association with the Fund. The Board concluded that the potential benefits to be derived by PGIM Quantitative Solutions included its ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PGIM Investments and PGIM Quantitative Solutions were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

Performance of the Fund / Fees and Expenses

The Board considered certain additional factors and made related conclusions relating to the historical performance of the Fund for the one-, three-, five- and ten-year periods ended December 31, 2022.

The Board also considered the Fund’s actual management fee, as well as the Fund’s net total expense ratio, for the fiscal year ended October 31, 2022. The Board considered the management fee for the Fund as compared to the management fee charged by PGIM Investments to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

The mutual funds included in the Peer Universe, which was used to consider performance, and the Peer Group, which was used to consider expenses and fees, were objectively determined by Broadridge, an independent provider of mutual fund data. In certain circumstances, PGIM Investments also provided supplemental Peer Universe or Peer Group information for reasons addressed with the Board. The comparisons placed the Fund in various quartiles over various periods, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

The section below summarizes key factors considered by the Board and the Board’s conclusions regarding the Fund’s performance, fees and overall expenses. The table sets forth net performance comparisons (which reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the impact of any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.

 

Visit our website at pgim.com/investments


    

 

Net Performance

 

   1 Year    3 Years    5 Years    10 Years
   2nd Quartile            3rd Quartile            4th Quartile            3rd Quartile        

Actual Management Fees: 1st Quartile

Net Total Expenses: 1st Quartile

 

  ·  

The Board noted that the Fund outperformed its benchmark index over the one-year period and underperformed over the three-, five-, and ten-year periods.

 

  ·  

The Board and PGIM Investments agreed to retain the existing contractual expense cap, which (exclusive of certain fees and expenses) caps the Fund’s net annual operating expenses at 0.35% for each class of the Fund’s shares through February 29, 2024.

 

  ·  

The Board and PGIM Investments also agreed to retain the existing contractual expense cap that (exclusive of certain fees and expenses) limits the Fund’s total annual operating expenses to 0.72% of the average daily net assets for Class A shares, and 1.44% of the average daily net assets for Class C shares through February 29, 2024.

 

  ·  

In addition, PGIM Investments will waive management fees or shared operating expenses on any share class to the same extent that it waives such expenses on any other share class and has agreed that total annual fund operating expenses for Class R6 shares will not exceed total annual fund operating expenses for Class Z shares.

 

  ·  

The Board concluded that, in light of the above, it would be in the best interests of the Fund and its shareholders to renew the agreements.

 

  ·  

The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

*  *  *

After full consideration of these factors, the Board concluded that the approval of the agreements was in the best interests of the Fund and its shareholders.

 

PGIM Quant Solutions Large-Cap Core Fund


     

  MAIL

 

   655 Broad Street

 

   Newark, NJ 07102

 

  TELEPHONE

 

   (800) 225-1852

 

  WEBSITE

 

     pgim.com/investments

 

PROXY VOTING

The Board of Trustees of the Fund has delegated to the Fund’s 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 or by visiting the Securities and Exchange Commission’s website at sec.gov. 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 Stuart S. Parker Brian K. Reid Grace C. Torres

 

OFFICERS

Stuart S. Parker, President Scott E. Benjamin, Vice President Christian J. Kelly, Chief Financial Officer Claudia DiGiacomo, Chief Legal Officer Andrew Donohue, Chief Compliance Officer Russ Shupak, Treasurer and Principal Accounting Officer Kelly Florio, Anti-Money Laundering Compliance Officer Andrew R. French, Secretary Melissa Gonzalez, Assistant Secretary Kelly A. Coyne, Assistant Secretary Patrick E. McGuinness, Assistant Secretary Debra Rubano, Assistant Secretary George Hoyt, Assistant Secretary Devan Goolsby, Assistant Secretary Lana Lomuti, Assistant Treasurer Elyse M. McLaughlin, Assistant Treasurer Deborah Conway, Assistant Treasurer Robert W. McCormack, Assistant Treasurer

 

MANAGER

   PGIM Investments LLC   

655 Broad Street

Newark, NJ 07102

SUBADVISER

   PGIM Quantitative Solutions LLC   

655 Broad Street

16th Floor

Newark, NJ 07102

DISTRIBUTOR

   Prudential Investment Management Services LLC   

655 Broad Street

Newark, NJ 07102

CUSTODIAN

   The Bank of New York Mellon   

240 Greenwich Street

New York, NY 10286

TRANSFER AGENT

   Prudential Mutual Fund Services LLC   

PO Box 534432

Pittsburgh, PA 15253

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM    PricewaterhouseCoopers LLP   

300 Madison Avenue

New York, NY 10017

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 the prospectus and summary prospectus by visiting our website at pgim.com/investments 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 pgim.com/investments/resource/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 Quant Solutions Large-Cap Core Fund, PGIM Investments, Attn: Board of Trustees, 655 Broad Street, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee by writing to that Trustee at the same address. Communications are not screened before being delivered to the addressee.

 

AVAILABILITY OF PORTFOLIO HOLDINGS

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 as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT filings are available on the Commission’s website at sec.gov.

 

The Fund’s Statement of Additional Information contains additional information about the Fund’s Trustees and is available without charge, upon request, by calling (800) 225-1852.

  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 QUANT SOLUTIONS LARGE-CAP CORE FUND

 

  SHARE CLASS           A    C    Z    R6

  NASDAQ

      PTMAX    PTMCX    PTEZX    PTMQX

  CUSIP

                   74441J100      74441J308      74441J407      74441J688  

MF187E


 

LOGO

PGIM REAL ESTATE INCOME FUND

 

    

ANNUAL REPORT

OCTOBER 31, 2023

 

 

LOGO

To enroll in e-delivery, go to pgim.com/investments/resource/edelivery


Table of Contents

 

Letter from the President      3      
Your Fund’s Performance      4      
Growth of a $10,000 Investment      5      
Strategy and Performance Overview      8      
Fees and Expenses      13      
Holdings and Financial Statements      15      
Approval of Advisory Agreements         

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

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

Mutual funds are distributed by Prudential Investment Management Services LLC (PIMS), member SIPC. PGIM Real Estate is a unit of PGIM, Inc. (PGIM), a registered investment adviser. PIMS and PGIM are Prudential Financial companies. © 2023 Prudential Financial, Inc. and its related entities. 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 pgim.com/investments


Letter from the President

 

LOGO       

 

Dear Shareholder:

 

We hope you find the annual report for the PGIM Real Estate Income Fund informative and useful. The report covers performance for the 12-month period that ended October 31, 2023.

 

Although central banks raised interest rates aggressively to tame surging inflation during the period, the global economy and financial markets demonstrated resilience. Employers continued hiring, consumers continued spending, home prices rose, and recession fears receded.

Early in the period, stocks began a rally that eventually ended a bear market and continued to rise globally for much of 2023 as inflation cooled and the Federal Reserve (the Fed) slowed the pace of its rate hikes. However, stocks declined late in the period when the Fed signaled that rates may remain elevated longer than investors had expected. For the entire period, large-cap US stocks and equities in international markets posted gains, while small-cap US stocks declined.

Bond markets benefited during the period as the Fed moderated its rate-hiking cycle, and the higher level of interest rates offered investors an additional cushion from fixed income volatility. US and global investment-grade bonds, along with US high yield corporate bonds and emerging market debt, all posted gains.

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 provide access to active investment strategies across the global markets in the pursuit of consistent outperformance for investors. PGIM is the world’s 14th-largest investment manager with more than $1.3 trillion in assets under management. Our scale and investment expertise allow us to deliver a diversified suite of actively managed solutions across a broad spectrum of asset classes and investment styles.

Thank you for choosing our family of funds.

Sincerely,

 

 

LOGO

 

Stuart S. Parker, President

PGIM Real Estate Income Fund

December 15, 2023

 

PGIM Real Estate Income Fund    3


Your Fund’s Performance (unaudited)

Performance data quoted represent 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 pgim.com/investments or by calling (800) 225-1852.

 

        Average Annual Total Returns as of 10/31/23    
     One Year (%)      Five Years (%)    Since Inception (%) 

Class A

     

(with sales charges)

    -6.68     0.56   0.98 (6/3/2015)

(without sales charges)

    -1.24     1.70   1.66 (6/3/2015)

Class C

     

(with sales charges)

    -2.96     0.93   0.90 (6/3/2015)

(without sales charges)

    -2.01     0.93   0.90 (6/3/2015)

Class Z

     

(without sales charges)

    -0.99     1.95   1.93 (6/3/2015)

Class R6

     

(without sales charges)

    -0.98     1.96   2.07 (12/28/2016)

Custom Blend Index

 
      -3.53     -1.13  

 

Average Annual Total Returns as of 10/31/23 Since Inception  (%)        

 

     Class A, Class C, Class Z
(6/3/2015)
   Class R6
 (12/28/2016) 

Custom Blend Index

  0.51   0.15

Since Inception returns are provided since the Fund has less than 10 fiscal years of returns. Since Inception returns for the Index are measured from the closest month-end to the class’s inception date.

 

4    Visit our website at pgim.com/investments


Growth of a $10,000 Investment (unaudited)

 

LOGO

The graph compares a $10,000 investment in the Fund’s Class Z shares with a similar investment in the Custom Blend Index by portraying the initial account values at the commencement of operations for Class Z shares (June 3, 2015) and the account values at the end of the current fiscal year (October 31, 2023) as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) all recurring fees (including management fees) were deducted and (b) all dividends and distributions were reinvested. The line graph provides information for Class Z shares only. As indicated in the tables provided earlier, performance for other share classes will vary due to the differing fees and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursements, if any, the returns would have been lower.

Past performance does not predict future performance. Total returns and the ending account values in the graphs include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

PGIM Real Estate Income Fund    5


Your Fund’s Performance (continued)

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 C            Class Z            Class R6        
         

Maximum initial sales charge

  

5.50% of the public offering price

  

None

  

None

  

None

         

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

  

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

  

1.00% on sales made within 12 months of purchase

  

None

  

None

         

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

  

0.30% (0.25% currently)

  

1.00%

  

None

  

None

Benchmark Definition

Custom Blend Index—The Custom Blend Index is a model portfolio consisting of the FTSE EPRA/NAREIT Developed Index (80%), which is an unmanaged index and reflects the stock performance of companies engaged in specific aspects of the major real estate markets/regions of the world, and the BofA Merrill Lynch 7% Constrained REIT Preferred Securities Index (20%), which is an unmanaged index that is a subset of the BofA Merrill Lynch Fixed Rate Preferred Securities Index including all REIT-issued preferred securities.

Investors cannot invest directly in an index. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes that may be paid by an investor.

 

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Presentation of Fund Holdings as of 10/31/23

 

  Ten Largest Holdings

 

  

Real Estate Sectors

 

 

% of Net Assets 

 

  Digital Realty Trust, Inc.    Specialized REITs   6.0%
  Brixmor Property Group, Inc.    Retail REITs   5.8%
  Simon Property Group, Inc.    Retail REITs   5.6%
  Omega Healthcare Investors, Inc.    Health Care REITs   5.1%
  Agree Realty Corp., Series A    Retail REITs   4.8%
  Broadstone Net Lease, Inc.    Diversified REITs   4.6%
  LXP Industrial Trust    Industrial REITs   4.5%
  VICI Properties, Inc.    Specialized REITs   4.5%
  EPR Properties    Specialized REITs   4.1%
  Apartment Income REIT Corp.    Residential REITs   4.0%

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

 

PGIM Real Estate Income Fund    7


Strategy and Performance Overview*

(unaudited)

How did the Fund perform?

The PGIM Real Estate Income Fund’s Class Z shares returned –0.99% in the 12-month reporting period that ended October 31, 2023, outperforming the –3.53% return of the Custom Blend Index (the Index). The Index is a model portfolio consisting of the FTSE EPRA/NAREIT Developed Index (80%) and the BofA Merrill Lynch 7% Constrained REIT Preferred Securities Index (20%).

What were conditions like in the global real estate securities market?

 

During the reporting period, the real estate investment trust (REIT) market faced a perfect storm of rising inflation and sustained rate hikes, ushered in by pandemic-related global monetary easing and stimulus. Equity and bond market volatility became the norm, as markets alternated between greater or lesser rate-hike expectations in response to strong or weak inflation data.

 

In the US, the Federal Reserve (Fed) raised rates sharply enough to reduce the risk of a severe inflation spike. Inflation declined from over 7% to just over 3%, despite a persistently strong consumer, an unemployment rate staying below 4% (3.9% currently), and roughly 200,000 new jobs being added each month. A dramatic rise in rates undermined REIT sentiment, with the federal funds rate reaching 5.25%–5.50% and the yield on the 10-year US Treasury note jumping 80 basis points (bps) during the third quarter of 2023, from 4.05% to 4.88%. (One basis point equals 0.01%.)

 

Inflation figures declined in Europe throughout the period. However, as of the end of the period, the level of inflation still remained high relative to other global regions. This was especially true in the UK and Sweden, despite gradually declining figures for both headline and core inflation. Inflation levels in the UK remained materially higher than in continental Europe and much higher than in the US. Government bond yields at both the short and long end of the curve climbed throughout the region and remained elevated. In spite of this, the Bank of England held rates unchanged in its September 2023 decision, while the European Central Bank tightened but indicated an intention to pause. Companies with weak balance sheets remained near record discounts to net and gross asset values, as they were still exposed to refinancing risk and declining cash flows. Capitalization (cap) rates moved up quickly in the second half of 2022, in response to major upward moves in bond yields, and moved out further in the first nine months of 2023, but share prices implied further moves in private market-cap rates. The region experienced a rebound in the third quarter of 2023, despite the generally increasing global bond yield environment, led by sectors and countries that had largely underperformed in the previous 12 months. However, the rebound was fairly limited, with only Germany, Switzerland, and Sweden showing positive returns. The German real estate market produced a total return of 19.3% in the third quarter, thanks to its large, multifamily residential sector. Despite ongoing concerns regarding overextended balance sheets and bond refinancings in the multifamily sector, investors covered shorts and returned to stocks, which they considered oversold following their extended period of major underperformance.

 

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In the Asia-Pacific region, attention centered on how the Fed, the Bank of Japan (BOJ), and the Chinese government appeared likely to move. In China, the central government announced relaxation measures in the property sector in an effort to spur a market rebound. The BOJ adjusted monetary policy in its last meeting during the period, as a result of stronger wage and inflation data, and indicated an expectation that new core Consumer Price Index numbers (excluding fresh food and energy) would come in below 2% in 2024.

What worked and didn’t work?

 

During the reporting period, the Fund outperformed the Index in North America and Asia, while relative performance lagged in Europe.

 

Within North America, the office sector largely drove outperformance, due to strong stock selection and asset allocation; on average, the Fund was underweight the sector relative to the Index. The hotel, mall, and triple-net sectors also contributed meaningfully to relative performance. Weak stock selection in the healthcare sector detracted.

 

The Fund’s underperformance in Europe can be attributed to asset allocation. Lack of exposure to Switzerland, Germany, and France had a negative effect on relative returns.

 

The Asia Pacific region performed well on a relative basis, due to favorable security selection in Hong Kong. Japan detracted due to an underweight position.

Current outlook

 

The prevailing environment of heightened market volatility, driven by shifting rate-hike trends, presents an interesting dilemma wherein bad macroeconomic news could benefit real estate equities, as long as interest rate hikes slow, while net operating income is maintained. With increasing evidence of inflation slowing at the margin (but without a recession looming), the Fed has sounded less hawkish recently. The market expects, at most, a further rate uptick in 2023, followed by a pause in 2024. With 2024 being an election year, the Fed would likely act pragmatically on rates, especially if inflation moderates further. Accordingly, PGIM Real Estate believes the US is nearing the end of its current rate cycle, with headwinds likely to shift into tailwinds for the REIT market into the end of 2023 and throughout 2024. From a historical perspective, REITs have outperformed the S&P 500 Index following the conclusion of the last three Fed-tightening cycles for the following one-year periods.

 

While a “soft landing” narrative seems to be taking root, this would be an unprecedented outcome, given the pace and extent of the Fed’s rate hikes this time around. A more hawkish Fed that implements additional hikes to cool core inflationary pressures remains a risk for 2024. Deglobalization and geopolitics—such as the continuation of the conflict in Ukraine and tensions between the US and China—also warrant concern. However, given the REIT market’s dramatic underperformance since the beginning of 2022 and its discounted valuation, PGIM Real Estate believes these incremental risks are already priced in.

 

PGIM Real Estate Income Fund    9


Strategy and Performance Overview* (continued)

 

Outside of the office sector, US REIT fundamentals remain steady, with roughly 5.5% funds-from-operations (FFO) per-share growth expected in 2024, followed by 6% in 2025. Barring a major economic contraction, PGIM Real Estate expects REIT fundamentals to remain steady for most property types, given long lease durations, low supply risk, and defensive/secular-based demand. The current spread between REIT-implied valuations and private real estate values is at a historically wide spread, roughly 25% on an equally weighted basis. As rates stabilize, this valuation discrepancy is likely to lead to increased merger-and-acquisition opportunities for private equity players looking to deploy capital toward the discounted REIT sector. PGIM Real Estate continues to favor a barbell approach to the Fund’s sector allocation, minimizing unintended factor exposure.

 

Regarding individual sectors of the US REIT market:

 

 

PGIM Real Estate has added to the Fund’s data center overweight, given attractive valuation and defensive net operating income (NOI) growth. Despite the outperformance of data centers year-to-date, the sector remains discounted and represents the only REIT sector to directly benefit from increasing artificial intelligence (AI)-related demand.

 

 

PGIM Real Estate also remains positive on sectors with embedded occupancy upside and limited economic sensitivity, such as healthcare. Senior housing occupancy, overall, remains roughly 4–6% below pre-pandemic levels, which should allow for significant top-line growth as trends continue to normalize.

 

 

The recent decline in retail (both shopping centers and malls) has increased the attractiveness of the sector, given decent growth prospects in 2024 and beyond. Within retail, PGIM Real Estate has become slightly more constructive on the mall sector relative to shopping centers, given relative valuations.

 

 

Despite discounted valuations, PGIM Real Estate remains cautious on the office sector, which appears to be in the early stages of a multi-year secular headwind. PGIM Real Estate has reduced the Fund’s weighting to the sector given its recent outperformance and numerous secular challenges expected in coming years.

 

 

PGIM Real Estate has also reduced the Fund’s industrial and storage weights, reflecting increasing caution regarding the ability of these sectors to sustain above-average growth in 2024.

 

Inflation figures have been on the decline in Europe since November 2022. Although the region’s central banks chose to hold interest rates steady, rather than implement additional increases in their most recent decisions in October 2023, the level of inflation still remains high relative to other global regions. Despite the strong rebound in equity markets, companies with weak balance sheets remain at near-record discounts to net and gross asset values, as they are still exposed to refinancing risk and falling cash flows. PGIM Real Estate’s focus in Europe remains on those companies we believe are better equipped to withstand sustained high interest rates,

 

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as well as potential macroeconomic headwinds. However, PGIM Real Estate has added to selected holdings, gradually moderating the Fund’s defensive regional positioning, as most of Europe may have reached the peak of the current interest rate cycle.

 

In Asia, managing the rising cost of living, while ensuring economic growth, remains the predominant challenge. The path by which China manages its fiscal and monetary policies to boost economic growth, as well as its housing market policies, present an uncertain economic outlook. For the rest of Asia, economic growth and the monetary policy outlook remain largely dependent on Fed policy and global growth. A sharper rise in long-term real interest rates could negatively impact regional REIT valuations. In the event of setbacks on the geopolitical front, and given the severity of a potential US recession, risk appetite could remain in check heading into year-end.

 

Regarding individual Asian markets:

 

 

In China, without a necessary increase in consumer confidence, PGIM Real Estate expects any economic recovery could be short-lived.

 

 

In Japan, PGIM Real Estate believes there could be additional tightening if inflation expectations surprise significantly to the upside. PGIM Real Estate is positive on Japanese developers, preferring names that exhibit strong shareholder returns with greater reopening exposure. Despite caution regarding Japanese REITs (J-REITs), the Fund maintains a sizeable overweight in hospitality names that benefit from tourism reopening relative to the Index. The Fund also holds an overweight relative to the Index to logistic-JREITs, given their strong fundamentals leading to earnings growth.

 

 

PGIM Real Estate is positive on Australian data centers and self-storage. AI, cloud-computing-driven demand, and increasing self-storage penetration trends, respectively, provide structural tailwinds to both sectors.

 

 

In Hong Kong, which is saddled by a weak economic outlook, the Fund holds exposure to the retail sector, as the recovery in tourist travel is the most visible upward trend in the market.

 

 

In Singapore, PGIM Real Estate favors manager/landlord plays, as well as hospitality and industrial names with solid dividend growth underpinned by strong fundamentals.

*This strategy and performance overview, which discusses what strategies or holdings (including derivatives, if applicable) affected the Fund’s performance, is compiled based on how the Fund performed relative to the Index and is viewed for performance attribution purposes at the aggregate Fund level, which in most instances will not directly correlate to the amounts disclosed in the Statement of Operations which conform to US generally accepted accounting principles.

 

PGIM Real Estate Income Fund    11


Comments on Largest Holdings (unaudited)

6.0% Digital Realty Trust, Inc., Specialized REITs

Digital Realty owns, acquires, repositions, and manages technology-related real estate. The company’s properties, located throughout the United States and in England, support the day-to-day operations of technology industry tenants and corporate enterprise data center tenants.

5.8% Brixmor Property Group, Inc., Retail REITs

Brixmor Property owns and operates grocery-anchored community and neighborhood shopping centers in the United States.

5.6% Simon Property Group, Inc., Retail REITs

Simon Property owns, develops, and manages retail real estate properties, including regional malls, outlet centers, community/lifestyle centers, and international properties in the State of Indiana.

5.1% Omega Healthcare Investors, Inc., Health Care REITs

Omega Healthcare Investors invests in and provides financing to the long-term-care industry. Omega owns healthcare facilities in the United States, which are operated by independent healthcare companies.

4.8% Agree Realty Corp., Retail REITs

Agree Realty owns, manages, and develops primarily neighborhood community shopping centers and single-tenant properties located in 12 states and leased under net leases to major retail tenants.

 

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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 October 31, 2023. 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 and the impact of these fees on your ending account value, as these additional expenses are not reflected in the information

 

PGIM Real Estate Income Fund    13


Fees and Expenses (continued)

 

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 Real Estate Income Fund   

Beginning
Account Value

May 1, 2023

   Ending
Account Value
October 31, 2023
  

Annualized

Expense

Ratio Based on

the

Six-Month Period

  

Expenses Paid

During the

Six-Month Period*

       

Class A

  Actual    $1,000.00    $   930.10    1.38%    $  6.71
       
  Hypothetical    $1,000.00    $1,018.25    1.38%    $  7.02
       

Class C

  Actual    $1,000.00    $   926.30    2.13%    $10.34
       
  Hypothetical    $1,000.00    $1,014.47    2.13%    $10.82
       

Class Z

  Actual    $1,000.00    $   930.10    1.13%    $  5.50
       
  Hypothetical    $1,000.00    $1,019.51    1.13%    $  5.75
       

Class R6

  Actual    $1,000.00    $   931.50    1.14%    $  5.55
       
    Hypothetical    $1,000.00    $1,019.46    1.14%    $  5.80

*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 184 days in the six-month period ended October 31, 2023, and divided by the 365 days in the Fund’s fiscal year ended October 31, 2023 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.

 

 

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Schedule of Investments

as of October 31, 2023

 

 Description    Shares      Value  
 LONG-TERM INVESTMENTS    99.5%              
 COMMON STOCKS    79.1%              
 Diversified Real Estate Activities    2.0%              

 

 

Sun Hung Kai Properties Ltd. (Hong Kong)

     58,330      $ 598,973  
 Diversified REITs    6.0%              

 

 

Broadstone Net Lease, Inc.

     95,495        1,351,254  

Land Securities Group PLC (United Kingdom)

     60,053        416,270  
     

 

 

 
            1,767,524  
 Health Care REITs    7.9%              

 

 

Community Healthcare Trust, Inc.

     29,438        843,987  

Omega Healthcare Investors, Inc.

     45,097        1,492,711  
     

 

 

 
            2,336,698  
 Hotel & Resort REITs    3.9%              

 

 

Apple Hospitality REIT, Inc.

     73,150        1,146,992  
 Industrial REITs    13.2%              

 

 

CapitaLand Ascendas REIT (Singapore)

     352,541        669,844  

Frasers Logistics & Commercial Trust (Singapore)

     1,302,064        989,058  

LXP Industrial Trust

     167,906        1,328,136  

Nexus Industrial REIT (Canada)

     191,307        896,698  
     

 

 

 
            3,883,736  
 Office REITs    3.7%              

 

 

Kilroy Realty Corp.

     38,678        1,105,417  
 Residential REITs    4.0%              

 

 

Apartment Income REIT Corp.

     40,322        1,177,806  
 Retail REITs    21.2%              

 

 

Brixmor Property Group, Inc.

     82,974        1,725,029  

Link REIT (Hong Kong)

     109,017        500,295  

Realty Income Corp.

     19,868        941,346  

Region Re Ltd. (Australia)

     318,017        397,646  

Scentre Group (Australia)

     456,872        707,783  

Simon Property Group, Inc.

     14,990        1,647,251  

Supermarket Income REIT PLC (United Kingdom)

     380,807        336,220  
     

 

 

 
                        6,255,570  

 

See Notes to Financial Statements.

PGIM Real Estate Income Fund    15


Schedule of Investments  (continued)

as of October 31, 2023

 

 Description    Shares      Value  
 COMMON STOCKS (Continued)              
 Specialized REITs    17.2%              

 

 

Digital Realty Trust, Inc.

     14,163      $ 1,761,311  

EPR Properties

     28,367        1,211,271  

National Storage Affiliates Trust

     27,637        788,207  

VICI Properties, Inc.

     47,349        1,321,037  
     

 

 

 
            5,081,826  
     

 

 

 
 TOTAL COMMON STOCKS              

(cost $26,225,462)

        23,354,542  
     

 

 

 
 PREFERRED STOCKS    20.4%              
 Diversified REITs    2.7%              

 

 

Gladstone Commercial Corp., Series G, 6.000%, Maturing 06/28/26(oo)

     48,154        810,432  
 Hotel & Resort REITs    3.1%              

 

 

Pebblebrook Hotel Trust, Series H, 5.700%, Maturing 07/27/26(oo)

     56,187        904,049  
 Office REITs    3.4%              

 

 

Vornado Realty Trust, Series M, 5.250%, Maturing 11/30/23(oo)

     72,012        1,008,168  
 Residential REITs    2.1%              

 

 

Centerspace, Series C, 6.625%, Maturing 11/30/23(oo)

     27,484        615,642  
 Retail REITs    4.8%              

 

 

Agree Realty Corp., Series A, 4.250%, Maturing 09/17/26(oo)

     88,181        1,417,950  
 Specialized REITs    4.3%              

 

 

EPR Properties, Series G, 5.750%, Maturing 11/30/23(oo)

     52,652        949,315  

Public Storage, Series H, 5.600%, Maturing 03/11/24(oo)

     14,456        320,779  
     

 

 

 
            1,270,094  
     

 

 

 
 TOTAL PREFERRED STOCKS              

(cost $7,041,211)

        6,026,335  
     

 

 

 
 TOTAL LONG-TERM INVESTMENTS              

(cost $33,266,673)

                    29,380,877  
     

 

 

 

 

See Notes to Financial Statements.

 

16


    

 

 Description    Shares      Value  
 SHORT-TERM INVESTMENT    0.4%              
 AFFILIATED MUTUAL FUND              

PGIM Core Government Money Market Fund

     

(cost $114,668)(wb)

     114,668      $ 114,668  
     

 

 

 
 TOTAL INVESTMENTS    99.9%              

(cost $33,381,341)

        29,495,545  
 Other assets in excess of liabilities    0.1%           26,663  
     

 

 

 
 NET ASSETS    100.0%           $        29,522,208  
     

 

 

 

 

 

Below is a list of the abbreviation(s) used in the annual report:    

REITs—Real Estate Investment Trust    

SOFR—Secured Overnight Financing Rate    

UTS—Unit Trust Security    

 

(oo)

Perpetual security. Maturity date represents next call date.

(wb)

Represents an investment in a Fund affiliated with the Manager.

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 October 31, 2023 in valuing such portfolio securities:

 

                                                     
     Level 1      Level 2     Level 3  

Investments in Securities

       

Assets

       

Long-Term Investments

       

Common Stocks

       

Diversified Real Estate Activities

   $      $ 598,973       $—  

Diversified REITs

     1,351,254        416,270        

Health Care REITs

     2,336,698               

Hotel & Resort REITs

     1,146,992               

Industrial REITs

     2,224,834        1,658,902        

Office REITs

     1,105,417               

Residential REITs

     1,177,806               

Retail REITs

     4,313,626        1,941,944        

Specialized REITs

     5,081,826               

Preferred Stocks

       

Diversified REITs

     810,432               

Hotel & Resort REITs

     904,049               

 

See Notes to Financial Statements.

PGIM Real Estate Income Fund    17


Schedule of Investments  (continued)

as of October 31, 2023

 

     Level 1      Level 2      Level 3  

Investments in Securities (continued)

        

Assets (continued)

        

Long-Term Investments (continued)

        

Preferred Stocks (continued)

        

Office REITs

   $ 1,008,168      $        $—    

Residential REITs

     615,642               —    

Retail REITs

     1,417,950               —    

Specialized REITs

     1,270,094               —    

Short-Term Investment

        

Affiliated Mutual Fund

     114,668               —    
  

 

 

    

 

 

    

 

 

 

Total

   $ 24,879,456      $ 4,616,089        $—    
  

 

 

    

 

 

    

 

 

 

Sector Classification:

The sector classification of investments and other assets in excess of liabilities shown as a percentage of net assets as of October 31, 2023 were as follows:

 

Retail REITs

     26.0

Specialized REITs

     21.5  

Industrial REITs

     13.2  

Diversified REITs

     8.7  

Health Care REITs

     7.9  

Office REITs

     7.1  

Hotel & Resort REITs

     7.0  

Residential REITs

     6.1  

Diversified Real Estate Activities

     2.0

Affiliated Mutual Fund

     0.4  
  

 

 

 
     99.9  

Other assets in excess of liabilities

     0.1  
  

 

 

 
     100.0
  

 

 

 
 

 

See Notes to Financial Statements.

 

18


Statement of Assets and Liabilities  

as of October 31, 2023

 

Assets

        

Investments at value:

  

Unaffiliated investments (cost $33,266,673)

   $ 29,380,877  

Affiliated investments (cost $114,668)

     114,668  

Foreign currency, at value (cost $475)

     473  

Receivable for investments sold

     3,872,994  

Dividends receivable

     64,515  

Receivable for Fund shares sold

     19,336  

Tax reclaim receivable

     17,694  

Prepaid expenses

     939  
  

 

 

 

Total Assets

     33,471,496  
  

 

 

 

Liabilities

        

Payable for investments purchased

     3,866,322  

Accrued expenses and other liabilities

     53,485  

Payable for Fund shares purchased

     18,205  

Management fee payable

     9,748  

Trustees’ fees payable

     841  

Affiliated transfer agent fee payable

     429  

Distribution fee payable

     258  
  

 

 

 

Total Liabilities

     3,949,288  
  

 

 

 

Net Assets

   $ 29,522,208  
  

 

 

 
          

Net assets were comprised of:

  

Shares of beneficial interest, at par

   $ 5,041  

Paid-in capital in excess of par

     35,531,344  

Total distributable earnings (loss)

     (6,014,177
  

 

 

 

Net assets, October 31, 2023

   $ 29,522,208  
  

 

 

 

 

See Notes to Financial Statements.

PGIM Real Estate Income Fund    19


Statement of Assets and Liabilities

as of October 31, 2023

 

Class A

                 

Net asset value and redemption price per share,

($524,366 ÷ 89,651 shares of beneficial interest issued and outstanding)

   $ 5.85     

Maximum sales charge (5.50% of offering price)

     0.34     
  

 

 

    

Maximum offering price to public

   $ 6.19     
  

 

 

    

Class C

                 

Net asset value, offering price and redemption price per share,

($166,788 ÷ 28,504 shares of beneficial interest issued and outstanding)

   $ 5.85     
  

 

 

    

Class Z

                 

Net asset value, offering price and redemption price per share,

($450,517 ÷ 76,709 shares of beneficial interest issued and outstanding)

   $ 5.87     
  

 

 

    

Class R6

                 

Net asset value, offering price and redemption price per share,

($28,380,537 ÷ 4,846,319 shares of beneficial interest issued and outstanding)

   $ 5.86     
  

 

 

    

 

See Notes to Financial Statements.

 

20


Statement of Operations  

Year Ended October 31, 2023

 

Net Investment Income (Loss)

        

Income

  

Unaffiliated dividend income (net of $32,060 foreign withholding tax)

   $ 1,200,454  

Affiliated dividend income

     10,722  

Income from securities lending, net (including affiliated income of $840)

     2,059  
  

 

 

 

Total income

     1,213,235  
  

 

 

 

Expenses

  

Management fee

     201,330  

Distribution fee(a)

     4,325  

Professional fees

     44,748  

Custodian and accounting fees

     38,056  

Audit fee

     33,814  

Registration fees(a)

     21,867  

Shareholders’ reports

     18,276  

Trustees’ fees

     9,881  

Transfer agent’s fees and expenses (including affiliated expense of $2,552)(a)

     5,126  

Commitment fees

     4,580  

Miscellaneous

     18,180  
  

 

 

 

Total expenses

     400,183  

Less: Fee waiver and/or expense reimbursement(a)

     (114,063

Distribution fee waiver(a)

     (352
  

 

 

 

Net expenses

     285,768  
  

 

 

 

Net investment income (loss)

     927,467  
  

 

 

 

Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions

        

Net realized gain (loss) on:

  

Investment transactions (including affiliated of $47)

     (1,830,036

In-kind redemptions(1)

     (971,423

Foreign currency transactions

     (3,050
  

 

 

 
     (2,804,509
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments

     1,511,385  

Foreign currencies

     459  
  

 

 

 
     1,511,844  
  

 

 

 

Net gain (loss) on investment and foreign currency transactions

     (1,292,665
  

 

 

 

Net Increase (Decrease) In Net Assets Resulting From Operations

   $ (365,198
  

 

 

 

 

(1)

See Note 9, Redemption In-kind, in Notes to Financial Statements    

(a)

Class specific expenses and waivers were as follows:    

 

     Class A     Class C     Class Z     Class R6  

 Distribution fee

     2,113       2,212              

 Registration fees

     5,532       5,782       6,322       4,231  

 Transfer agent’s fees and expenses

     1,880       541       2,333       372  

 Fee waiver and/or expense reimbursement

     (9,727     (7,059     (11,474     (85,803

 Distribution fee waiver

     (352                  

 

See Notes to Financial Statements.

PGIM Real Estate Income Fund    21


Statements of Changes in Net Assets  

 

    

Year Ended

October 31,

     
     2023     2022      

Increase (Decrease) in Net Assets

                  

Operations

      

Net investment income (loss)

     $     927,467       $   1,267,169    

Net realized gain (loss) on investment and foreign currency transactions

     (2,804,509     (280,806  

Net change in unrealized appreciation (depreciation) on investments and foreign currencies

     1,511,844       (8,315,357  
  

 

 

   

 

 

   

Net increase (decrease) in net assets resulting from operations

     (365,198     (7,328,994  
  

 

 

   

 

 

   

Dividends and Distributions

      

Distributions from distributable earnings

      

Class A

     (23,535     (342,173  

Class C

     (6,131     (63,156  

Class Z

     (24,610     (1,890,345  

Class R6

     (869,841     (6,496,377  
  

 

 

   

 

 

   
     (924,117     (8,792,051  
  

 

 

   

 

 

   

Tax return of capital distributions

      

Class A

     (4,438     (18,151  

Class C

     (1,156     (3,350  

Class Z

     (4,641     (100,276  

Class R6

     (164,033     (344,611  
  

 

 

   

 

 

   
     (174,268     (466,388  
  

 

 

   

 

 

   

Fund share transactions (Net of share conversions)

      

Net proceeds from shares sold

     12,658,309       7,132,240    

Net asset value of shares issued in reinvestment of dividends and distributions

     1,096,923       9,242,174    

Cost of shares purchased

     (10,859,789     (14,139,352  
  

 

 

   

 

 

   

 

Net increase (decrease) in net assets from Fund share transactions

     2,895,443       2,235,062    
  

 

 

   

 

 

   

Total increase (decrease)

     1,431,860       (14,352,371  

Net Assets:

                    

Beginning of year

     28,090,348       42,442,719    
  

 

 

   

 

 

   

End of year

     $29,522,208       $28,090,348    
  

 

 

   

 

 

   

 

See Notes to Financial Statements.

 

22    


Financial Highlights

 

 
Class A Shares  
     Year Ended October 31,  
  2023     2022     2021     2020     2019  
   
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning of Year     $6.18       $10.26       $7.67       $10.66       $8.76  
Income (loss) from investment operations:                                        
Net investment income (loss)     0.22       0.32       0.25       0.27       0.28  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     (0.29     (1.99     2.70       (2.43     1.97  
Total from investment operations     (0.07     (1.67     2.95       (2.16     2.25  
Less Dividends and Distributions:                                        
Dividends from net investment income     (0.22     (0.29     (0.36     (0.63     (0.35
Tax return of capital distributions     (0.04     (0.10     -       (0.14     -  
Distributions from net realized gains     -       (2.02     -       (0.06     -  
Total dividends and distributions     (0.26     (2.41     (0.36     (0.83     (0.35
Net asset value, end of year     $5.85       $6.18       $10.26       $7.67       $10.66  
Total Return(b):     (1.24 )%      (20.18 )%      38.84     (21.25 )%      26.26
                                            
           
Ratios/Supplemental Data:                              
Net assets, end of year (000)     $524       $738       $1,582       $866       $915  
Average net assets (000)     $705       $1,190       $1,428       $796       $677  
Ratios to average net assets(c):                                        
Expenses after waivers and/or expense reimbursement     1.36 %(d)      1.35     1.35     1.36     1.35
Expenses before waivers and/or expense reimbursement     2.79     2.39     2.16     4.78     4.65
Net investment income (loss)     3.40     4.16     2.56     3.18     2.91
Portfolio turnover rate(e)     92     90     201     235     257

 

(a)

Calculated based on average shares outstanding during the year.

(b)

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 year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

Includes certain non-recurring expenses of 0.01% which are being excluded from the Fund’s contractual waiver for the year ended October 31, 2023.

(e)

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

 

See Notes to Financial Statements.

PGIM Real Estate Income Fund    23


Financial Highlights (continued)

 

 
Class C Shares  
     Year Ended October 31,  
  2023     2022     2021     2020     2019  
   
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning of Year     $6.18       $10.26       $7.67       $10.66       $8.76  
Income (loss) from investment operations:                                        
Net investment income (loss)     0.17       0.20       0.18       0.23       0.21  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     (0.29     (1.93     2.70       (2.45     1.97  
Total from investment operations     (0.12     (1.73     2.88       (2.22     2.18  
Less Dividends and Distributions:                                        
Dividends from net investment income     (0.17     (0.23     (0.29     (0.57     (0.28
Tax return of capital distributions     (0.04     (0.10     -       (0.14     -  
Distributions from net realized gains     -       (2.02     -       (0.06     -  
Total dividends and distributions     (0.21     (2.35     (0.29     (0.77     (0.28
Net asset value, end of year     $5.85       $6.18       $10.26       $7.67       $10.66  
Total Return(b):     (2.01 )%      (20.81 )%      37.84     (21.86 )%      25.34
                                            
           
Ratios/Supplemental Data:                              
Net assets, end of year (000)     $167       $178       $277       $268       $639  
Average net assets (000)     $221       $240       $302       $500       $510  
Ratios to average net assets(c):                                        
Expenses after waivers and/or expense reimbursement     2.11 %(d)      2.10     2.10     2.11     2.10
Expenses before waivers and/or expense reimbursement     5.30     5.03     4.27     6.45     5.86
Net investment income (loss)     2.63     2.65     1.92     2.62     2.21
Portfolio turnover rate(e)     92     90     201     235     257

 

(a)

Calculated based on average shares outstanding during the year.

(b)

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 year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

Includes certain non-recurring expenses of 0.01% which are being excluded from the Fund’s contractual waiver for the year ended October 31, 2023.

(e)

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

 

See Notes to Financial Statements.

 

24


    

 

 
Class Z Shares  
     Year Ended October 31,  
  2023     2022     2021     2020     2019  
   
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning of Year     $6.20       $10.29       $7.69       $10.69       $8.78  
Income (loss) from investment operations:                                        
Net investment income (loss)     0.26       0.28       0.28       0.34       0.31  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     (0.31     (1.94     2.71       (2.49     1.98  
Total from investment operations     (0.05     (1.66     2.99       (2.15     2.29  
Less Dividends and Distributions:                                        
Dividends from net investment income     (0.24     (0.31     (0.39     (0.65     (0.38
Tax return of capital distributions     (0.04     (0.10     -       (0.14     -  
Distributions from net realized gains     -       (2.02     -       (0.06     -  
Total dividends and distributions     (0.28     (2.43     (0.39     (0.85     (0.38
Net asset value, end of year     $5.87       $6.20       $10.29       $7.69       $10.69  
Total Return(b):     (0.99 )%      (20.03 )%      39.19     (21.08 )%      26.62
                                            
           
Ratios/Supplemental Data:                              
Net assets, end of year (000)     $451       $7,024       $10,941       $7,797       $16,451  
Average net assets (000)     $1,033       $7,858       $11,287       $9,743       $12,060  
Ratios to average net assets(c):                                        
Expenses after waivers and/or expense reimbursement     1.11 %(d)      1.10     1.10     1.11     1.10
Expenses before waivers and/or expense reimbursement     2.22     1.34     1.38     2.54     2.31
Net investment income (loss)     4.08     3.67     2.92     3.81     3.17
Portfolio turnover rate(e)     92     90     201     235     257

 

(a)

Calculated based on average shares outstanding during the year.

(b)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

Includes certain non-recurring expenses of 0.01% which are being excluded from the Fund’s contractual waiver for the year ended October 31, 2023.

(e)

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

 

See Notes to Financial Statements.

PGIM Real Estate Income Fund    25


Financial Highlights (continued)

 

 
Class R6 Shares  
     Year Ended October 31,  
  2023     2022     2021     2020     2019  
   
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning of Year     $6.19       $10.27       $7.68       $10.67       $8.76  
Income (loss) from investment operations:                                        
Net investment income (loss)     0.24       0.28       0.27       0.12       0.31  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     (0.29     (1.93     2.71       (2.26     1.98  
Total from investment operations     (0.05     (1.65     2.98       (2.14     2.29  
Less Dividends and Distributions:                                        
Dividends from net investment income     (0.24     (0.31     (0.39     (0.65     (0.38
Tax return of capital distributions     (0.04     (0.10     -       (0.14     -  
Distributions from net realized gains     -       (2.02     -       (0.06     -  
Total dividends and distributions     (0.28     (2.43     (0.39     (0.85     (0.38
Net asset value, end of year     $5.86       $6.19       $10.27       $7.68       $10.67  
Total Return(b):     (0.98 )%      (19.95 )%      39.11     (21.03 )%      26.54
                                            
           
Ratios/Supplemental Data:                              
Net assets, end of year (000)     $28,381       $20,150       $29,642       $23,216       $158  
Average net assets (000)     $23,207       $24,849       $33,597       $675       $115  
Ratios to average net assets(c):                                        
Expenses after waivers and/or expense reimbursement     1.12 %(d)      1.10     1.10     1.10     1.10
Expenses before waivers and/or expense reimbursement     1.49     1.24     1.15     3.80     8.55
Net investment income (loss)     3.69     3.72     2.82     1.36     3.15
Portfolio turnover rate(e)     92     90     201     235     257

 

(a)

Calculated based on average shares outstanding during the year.

(b)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(c)

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

(d)

Includes certain non-recurring expenses of 0.02% which are being excluded from the Fund’s contractual waiver for the year ended October 31, 2023.

(e)

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

 

See Notes to Financial Statements.

 

26


Notes to Financial Statements  

 

1.

Organization

Prudential Investment Portfolios 9 (the “Registered Investment Company” or “RIC”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company. The RIC is organized as a Delaware Statutory Trust. These financial statements relate only to the PGIM Real Estate Income Fund (the “Fund”), a series of the RIC. The Fund is classified as a non-diversified fund for purposes of the 1940 Act.

The investment objective of the Fund is to seek income and capital appreciation.

 

2.

Accounting Policies

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services — Investment Companies. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform to U.S. generally accepted accounting principles (“GAAP”). 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 as of the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. As described in further detail below, the Fund’s investments are valued daily based on a number of factors, including the type of investment and whether market quotations are readily available. The RIC’s Board of Trustees (the “Board”) has approved the Fund’s valuation policies and procedures for security valuation and designated PGIM Investments LLC (“PGIM Investments” or the “Manager”) as the “Valuation Designee,” as defined by Rule 2a-5(b) under the 1940 Act, to perform the fair value determination relating to all Fund investments. Pursuant to the Board’s oversight, the Valuation Designee has established a Valuation Committee to perform the duties and responsibilities as Valuation Designee under Rule 2a-5. 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. Fair value is the estimated 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.

For the fiscal reporting year-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

 

PGIM Real Estate Income Fund    27


Notes to Financial Statements (continued)

 

Fund’s foreign investments may change on days when investors cannot purchase or redeem Fund shares.

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 and referred to herein as the “fair value hierarchy” in accordance with FASB ASC Topic 820 — Fair Value Measurement.

Common or preferred stocks, exchange-traded funds (ETFs) and derivative instruments, if applicable, 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 a 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 up to the time the Fund is valued. 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 funds (other than ETFs) 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.

Securities and other assets that cannot be priced according to the methods described above are valued based on policies and procedures 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. Altering one or more unobservable inputs may result in a significant change to a Level 3 security’s fair value measurement.

 

28


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; and any available analyst media or other reports or information deemed reliable by the Valuation Designee 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 exchange rate as of the valuation date;

(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 unrealized and realized foreign currency gains (losses) are included in the reported net change in unrealized appreciation (depreciation) on investments and net realized gains (losses) on investment transactions on the Statements of Operations.

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 investment 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) arise from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates.

Master Netting Arrangements: The RIC, 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 all or a portion 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

 

PGIM Real Estate Income Fund    29


Notes to Financial Statements (continued)

 

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.

Securities Lending: The Fund lends 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 the 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. The remaining open loans of the securities lending transactions are considered overnight and continuous. 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, which are reflected in interest income or unaffiliated dividend income based on the nature of the payment on the Statement of Operations. 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 in the Statement of Operations.

Equity and Mortgage Real Estate Investment Trusts (collectively REITs): The Fund invested in REITs, which report information on the source of their distributions annually. Based on current and historical information, a portion of distributions received from 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 REITs.

 

30


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, or for certain foreign securities, when the Fund becomes aware of such dividends. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual expense amounts. 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. Such class specific expenses and waivers include distribution fees and distribution fee waivers, shareholder servicing fees, transfer agent’s fees and expenses, registration fees and fee waivers and/or expense reimbursements, as applicable.

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.

Between 2018 and 2025, tax reform legislation commonly referred to as the Tax Cuts and Jobs Act permits a direct REIT shareholder to claim a 20% “qualified business income” deduction for ordinary REIT dividends. The tax legislation did not expressly permit regulated investment companies (“RICs”) paying dividends attributable to such income to pass through this special treatment to its shareholders. On January 18, 2019, the Internal Revenue Service issued final regulations that permit RICs to pass through “qualified REIT dividends” to their shareholders.

Dividends and Distributions: Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified between total distributable earnings (loss) and paid-in capital in excess of par, as appropriate. The chart below sets forth the expected frequency of dividend and capital gains distributions to shareholders. Various factors may impact the frequency of dividend distributions to shareholders, including but not limited to adverse market conditions or portfolio holding-specific events.

 

   
  Expected Distribution Schedule to Shareholders*    Frequency 

Net Investment Income

   Quarterly 

Short-Term Capital Gains

   Annually 

Long-Term Capital Gains

   Annually 

 

*

Under certain circumstances, the Fund may make more than one distribution of short-term and/or long-term capital gains during a fiscal year.

 

PGIM Real Estate Income Fund    31


Notes to Financial Statements (continued)

 

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.

 

3.

Agreements

The RIC, on behalf of the Fund, has a management agreement with the Manager pursuant to which it has responsibility for all investment advisory services, including supervision of the subadviser’s performance of such services, and for rendering administrative services.

The Manager has entered into a subadvisory agreement with PGIM, Inc., which provides subadvisory services to the Fund through its business unit, PGIM Real Estate, and PGIM Real Estate (UK) Limited, an indirect wholly-owned subsidiary of PGIM, Inc. (collectively referred to herein as the “subadviser”). The Manager pays for the services of the subadviser.

Fees payable under the management agreement are computed daily and paid monthly. For the reporting period ended October 31, 2023, the contractual and effective management fee rates were as follows:

 

   
  Contractual Management Rate   

Effective Management Fee, before any waivers  

and/or expense reimbursements

0.80% on average daily net assets up to and including $1 billion;

   0.80%

0.78% on the next $2 billion of average daily net assets;

    

0.76% on the next $2 billion of average daily net assets;

    

0.75% on the next $5 billion of average daily net assets;

    

0.74% on average daily net assets exceeding $10 billion.

    

The Manager has contractually agreed, through February 28, 2025, to limit total annual operating expenses after fee waivers and/or expense reimbursements. This contractual waiver 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.

Where applicable, the Manager agrees to waive management fees or shared operating expenses on any share class to the same extent that it waives such expenses on any other share class. In addition, total annual operating expenses for Class R6 shares will not exceed total annual operating expenses for Class Z shares. Fees and/or expenses waived and/or reimbursed by the Manager for the purpose of preventing the expenses from exceeding a certain expense ratio limit 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

 

32


realized without exceeding the expense limit in effect at the time of the recoupment for that fiscal year. The expense limitations attributable to each class are as follows:

 

   
  Class   

Expense

Limitations 

A

       1.35 %

C

       2.10

Z

       1.10

R6

       1.10

The RIC, 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 C, Class Z and Class R6 shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund’s Class A and Class C shares, pursuant to the plans of distribution (the “Distribution Plans”), regardless of expenses actually incurred by PIMS.

Pursuant to the Distribution Plans, the Fund compensates PIMS for distribution related activities at an annual rate based on average daily net assets per class. PIMS has contractually agreed through February 28, 2025 to limit such fees on certain classes based on the average daily net assets. The distribution fees are accrued daily and payable monthly.

The Fund’s annual gross and net distribution rates, where applicable, are as follows:

 

     
  Class    Gross Distribution Fee     Net Distribution  Fee

A

       0.30 %       0.25 %

C

       1.00       1.00

Z

       N/A       N/A

R6

       N/A       N/A

For the year ended October 31, 2023, PIMS received front-end sales charges (“FESL”) resulting from sales of certain class shares. Additionally, for the year ended October 31, 2023, PIMS did not receive any contingent deferred sales charges (“CDSC”) imposed upon redemptions by certain shareholders.

 

     
  Class    FESL    CDSC 

A

   $339    $—  

C

     —      —  

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

 

4.

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 and shareholder servicing agent. Transfer agent’s fees and expenses in the Statement of Operations include certain out-of-pocket expenses paid to non-affiliates, where applicable.

 

PGIM Real Estate Income Fund    33


Notes to Financial Statements (continued)

 

The Fund may invest its overnight sweep cash in the PGIM Core Government Money Market Fund (the “Core Government Fund”), a series of the Prudential Government Money Market Fund, Inc., and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), a series of Prudential Investment Portfolios 2, each registered under the 1940 Act and managed by PGIM Investments. PGIM Investments and/or its affiliates are paid fees or reimbursed for providing their services to the Core Government Fund and the Money Market Fund. In addition to the realized and unrealized gains on investments in the Core Government Fund and the Money Market Fund, earnings from such investments are disclosed on the Statement of Operations as “Affiliated dividend income” and “Income from securities lending, net”, respectively.

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, subject to certain conditions, 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/trustees, and/or common officers. For the year ended October 31, 2023, no Rule 17a-7 transactions were entered into by the Fund.

 

5.

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 reporting period ended October 31, 2023, were as follows:

 

   
Cost of Purchases    Proceeds from Sales

$33,038,673

   $23,641,757

A summary of the cost of purchases and proceeds from sales of shares of affiliated mutual funds for the year ended October 31, 2023, is presented as follows:

 

               
 Value,
 Beginning
 of Year
  Cost of
Purchases
  Proceeds
from Sales
  Change in
Unrealized
Gain
(Loss)
  Realized
Gain
(Loss)
  

Value,

End of Year

   Shares,
End
of Year
   Income 

 Short-Term Investments - Affiliated Mutual Funds:

 PGIM Core Government Money Market Fund(1)(wb)

 $  —   $10,015,208   $9,900,540   $—   $—    $114,668    114,668    $10,722 

 

34


               
 Value,
 Beginning
 of Year
  Cost of
Purchases
  Proceeds
from Sales
  Change in
Unrealized
Gain
(Loss)
  Realized
Gain
(Loss)
  

Value,

End of Year

   Shares,
End
of Year
   Income   

 PGIM Institutional Money Market Fund(1)(b)(wb)

 
 $9,696   $  2,034,214   $  2,043,957   $—   $47    $         —         $     840 (2) 
 $9,696   $12,049,422   $11,944,497   $—   $47    $114,668           $11,562  

 

(1)

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

(2)

The amount, or a portion thereof, represents the affiliated securities lending income shown on the Statement of Operations.

(b)

Represents security, or portion thereof, purchased with cash collateral received for securities on loan and includes dividend reinvestment.

(wb)

Represents an investment in a Fund affiliated with the Manager.

 

6.

Distributions and Tax Information

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date. In order to present total distributable earnings (loss) and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to total distributable earnings (loss) and paid-in capital in excess of par for the Fund. The adjustments were due to redemption in-kind transactions and prior year post-financial statement adjustments.

For the year ended October 31, 2023, the adjustments were as follows:

 

         
     Total Distributable
Earnings (Loss)
       Paid-in
Capital in
Excess of Par
    
    $1,148,013       $(1,148,013)    

For the year ended October 31, 2023, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

 

       
         Ordinary
         Income
  Long-Term
Capital Gains
  Tax Return
of Capital
  Total Dividends        
and Distributions        
         $924,117   $—   $174,268   $1,098,385        

For the year ended October 31, 2022, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

 

       
         Ordinary
         Income
  Long-Term
Capital Gains
  Tax Return
of Capital
  Total Dividends        
and Distributions        
         $8,792,051   $—   $466,388   $9,258,439        

 

PGIM Real Estate Income Fund    35


Notes to Financial Statements (continued)

 

The United States federal income tax basis of the Fund’s investments and the net unrealized depreciation as of October 31, 2023 were as follows:

 

       
Tax Basis   Gross
Unrealized
Appreciation
  Gross
Unrealized
Depreciation
  Net
Unrealized
Depreciation
$33,603,068   $374,037   $(4,481,560)   $(4,107,523)

The difference between GAAP and tax basis were primarily due to deferred losses on wash sales.

For federal income tax purposes, the Fund had an approximated capital loss carryforward as of October 31, 2023 which can be carried forward for an unlimited period. No capital gains distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses.

 

         
     Capital Loss
Carryforward
       Capital Loss
Carryforward Utilized
    
    $1,903,000       $—    

The Manager 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. Since tax authorities can examine previously filed tax returns, the Fund’s U.S. federal and state tax returns for each of the four fiscal years up to the most recent fiscal year ended October 31, 2023 are subject to such review.

 

7.

Capital and Ownership

The Fund offers Class A, Class C, 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 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 C shares are sold with a CDSC of 1% on sales made within 12 months of purchase. Class C shares will automatically convert to Class A shares on a monthly basis approximately eight years (ten years prior to January 22, 2021) after purchase. Class Z and Class R6 shares are not subject to any sales or redemption charges and are available exclusively for sale to a limited group of investors.

 

36


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, below.

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

As of October 31, 2023, Prudential, through its affiliated entities, including affiliated funds (if applicable), owned shares of the Fund as follows:

 

     
  Class    Number of Shares    Percentage of Outstanding Shares

 Z

        11,418        14.9 %

 R6

   3,765,376        77.7

At the reporting period end, the number of shareholders holding greater than 5% of the Fund are as follows:

 

     
      Number of Shareholders    Percentage of Outstanding Shares

Affiliated

   1        74.7 %

Unaffiliated

   1        22.7

Transactions in shares of beneficial interest were as follows:

 

     
  Share Class    Shares     Amount  

Class A

                

Year ended October 31, 2023:

                

Shares sold

     14,594     $ 95,679   

Shares issued in reinvestment of dividends and distributions

     4,374       27,806   

Shares purchased

     (47,480     (303,028)  

Net increase (decrease) in shares outstanding before conversion

     (28,512     (179,543)  

Shares purchased upon conversion into other share class(es)

     (1,329     (8,359)  

Net increase (decrease) in shares outstanding

     (29,841   $ (187,902)  

Year ended October 31, 2022:

                

Shares sold

     23,992     $ 207,103   

Shares issued in reinvestment of dividends and distributions

     46,023       355,748   

Shares purchased

     (104,941     (795,676)  

Net increase (decrease) in shares outstanding before conversion

     (34,926     (232,825)  

Shares issued upon conversion from other share class(es)

     258       2,020   

Net increase (decrease) in shares outstanding

     (34,668   $ (230,805)  

 

PGIM Real Estate Income Fund    37


Notes to Financial Statements (continued)

 

     
  Share Class    Shares     Amount  

Class C

                

Year ended October 31, 2023:

                

Shares sold

     11,910     $ 80,031   

Shares issued in reinvestment of dividends and distributions

     1,142       7,287   

Shares purchased

     (13,408     (85,394)  

Net increase (decrease) in shares outstanding

     (356   $ 1,924   

Year ended October 31, 2022:

                

Shares sold

     2,956     $ 24,300   

Shares issued in reinvestment of dividends and distributions

     8,622       66,506   

Shares purchased

     (9,484     (68,123)  

Net increase (decrease) in shares outstanding before conversion

     2,094       22,683   

Shares purchased upon conversion into other share class(es)

     (258     (2,020)  

Net increase (decrease) in shares outstanding

     1,836     $ 20,663   

Class Z

                

Year ended October 31, 2023:

                

Shares sold

     52,996     $ 352,376   

Shares issued in reinvestment of dividends and distributions

     4,353       27,956   

Shares purchased

     (1,113,926     (7,255,107)  

Net increase (decrease) in shares outstanding before conversion

     (1,056,577     (6,874,775)  

Shares issued upon conversion from other share class(es)

     1,323       8,359   

Net increase (decrease) in shares outstanding

     (1,055,254   $ (6,866,416)  

Year ended October 31, 2022:

                

Shares sold

     128,475     $ 975,580   

Shares issued in reinvestment of dividends and distributions

     257,914       1,978,932   

Shares purchased

     (317,510     (3,032,469)  

Net increase (decrease) in shares outstanding

     68,879     $ (77,957)  

Class R6

                

Year ended October 31, 2023:

                

Shares sold

     1,918,443     $ 12,130,223   

Shares issued in reinvestment of dividends and distributions

     164,171       1,033,874   

Shares purchased

     (492,582     (3,216,260)  

Net increase (decrease) in shares outstanding

     1,590,032     $ 9,947,837   

 

38


     
  Share Class    Shares     Amount  

Year ended October 31, 2022:

                

Shares sold

     813,769     $ 5,925,257   

Shares issued in reinvestment of dividends and distributions

     890,352       6,840,988   

Shares purchased

     (1,334,054     (10,243,084)  

Net increase (decrease) in shares outstanding

     370,067     $ 2,523,161   

 

8.

Borrowings

The RIC, on behalf of the Fund, along with other affiliated registered investment companies (the “Participating 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 table below provides details of the current SCA in effect at the reporting period-end as well as the prior SCA.

 

     
     Current SCA    Prior SCA

Term of Commitment

 

9/29/2023 - 9/26/2024

   9/30/2022 – 9/28/2023

Total Commitment

 

$1,200,000,000

   $1,200,000,000

Annualized Commitment Fee on

the Unused Portion of the SCA

 

0.15%

   0.15%

Annualized Interest Rate on Borrowings

 

1.00% plus the higher of (1)

the effective federal funds

rate, (2) the daily SOFR

rate plus 0.10% or (3) zero

percent

  

1.00% plus the higher of (1)

the effective federal funds

rate, (2) the daily SOFR

rate plus 0.10% or (3) zero

percent

Certain 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 Participating Funds in the SCA equitably.

The Fund utilized the SCA during the year ended October 31, 2023. The average daily balance for the 5 days that the Fund had loans outstanding during the period was approximately $288,800, borrowed at a weighted average interest rate of 5.84%. The maximum loan outstanding amount during the period was $554,000. At October 31, 2023, the Fund did not have an outstanding loan amount.

 

9.

Purchases & Redemption In-kind

As of the close of business on November 15, 2022, the Fund settled the redemption of fund Class Z shares by delivering to an affiliate portfolio securities and other assets. The value of such securities and other assets that were transferred in-kind was $6,247,174.

 

PGIM Real Estate Income Fund    39


Notes to Financial Statements (continued)

 

In-kind redemption gains and losses are excluded in the calculation of taxable gain (loss) for federal income tax purposes.

 

10.

Risks of Investing in the Fund

The Fund’s risks include, but are not limited to, some or all of the risks discussed below. For further information on the Fund’s risks, please refer to the Fund’s Prospectus and Statement of Additional Information.

Active Trading Risk: The Fund actively and frequently trades its portfolio securities. High portfolio turnover results in higher transaction costs, which can affect the Fund’s performance and have adverse tax consequences. In addition, high portfolio turnover may also mean that a proportionately greater amount of distributions to shareholders will be taxed as ordinary income rather than long-term capital gains compared to investment companies with lower portfolio turnover.

Distribution Risk: The Fund’s distributions may consist of net investment income, if any, and net realized gains, if any, from the sale of investments and/or return of capital. The Fund will provide to shareholders early in each calendar year the final tax character of the Fund’s distributions for the previous year. Also, at such time that the Fund distribution is expected to be from sources other than current or accumulated net income, a notice to shareholders may be required.

Economic and Market Events Risk: Events in the U.S. and global financial markets, including actions taken by the U.S. Federal Reserve or foreign central banks to stimulate or stabilize economic growth or the functioning of the securities markets, or otherwise reduce inflation, may at times result in unusually high market volatility, which could negatively impact performance. Governmental efforts to curb inflation often have negative effects on the level of economic activity. Relatively reduced liquidity in credit and fixed income markets could adversely affect issuers worldwide.

Emerging Markets Risk: The risks of foreign investments are greater for investments in or exposed to emerging markets. Emerging market countries typically have economic and political systems that are less fully developed, and can be expected to be less stable, than those of more developed countries. For example, the economies of such countries can be subject to rapid and unpredictable rates of inflation or deflation. Low trading volumes may result in a lack of liquidity and price volatility. Emerging market countries may have policies that restrict investment by non-U.S. investors, or that prevent non-U.S. investors from withdrawing their money at will.

 

40


The Fund may invest in some emerging markets that subject it to risks such as those associated with illiquidity, custody of assets, different settlement and clearance procedures and asserting legal title under a developing legal and regulatory regime to a greater degree than in developed markets or even in other emerging markets.

Equity and Equity-Related Securities Risk: Equity and equity-related securities may be subject to changes in value, and their values may be more volatile than those of other asset classes. In addition to an individual security losing value, the value of the equity markets or a sector in which the Fund invests could go down. Different parts of a market can react differently to adverse issuer, market, regulatory, political and economic developments.

Foreign Securities Risk: Investments in securities of non-U.S. issuers (including those denominated in U.S. dollars) may involve more risk than investing in securities of U.S. issuers. Foreign political, economic and legal systems, especially those in developing and emerging market countries, may be less stable and more volatile than in the United States. Foreign legal systems generally have fewer regulatory requirements than the U.S. legal system, particularly those of emerging markets. In general, less information is publicly available with respect to non-U.S. companies than U.S. companies. Non-U.S. companies generally are not subject to the same accounting, auditing, and financial reporting standards as are U.S. companies. Additionally, the changing value of foreign currencies and changes in exchange rates could also affect the value of the assets the Fund holds and the Fund’s performance. Certain foreign countries may impose restrictions on the ability of issuers of foreign securities to make payment of principal and interest or dividends to investors located outside the country, due to blockage of foreign currency exchanges or otherwise. Investments in emerging markets are subject to greater volatility and price declines.

In addition, the Fund’s investments in non-U.S. securities may be subject to the risks of nationalization or expropriation of assets, imposition of currency exchange controls or restrictions on the repatriation of non-U.S. currency, confiscatory taxation and adverse diplomatic developments. Special U.S. tax considerations may apply.

Increase in Expenses Risk: Your actual cost of investing in the Fund may be higher than the expenses shown in the expense table in the Fund’s prospectus for a variety of reasons. For example, expense ratios may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile. Active and frequent trading of Fund securities can increase expenses.

Large Shareholder and Large Scale Redemption Risk: Certain individuals, accounts, funds (including funds affiliated with the Manager) or institutions, including the Manager and its affiliates, may from time to time own or control a substantial amount of the Fund’s shares. There is no requirement that these entities maintain their investment in the Fund. There is a risk that such large shareholders or that the Fund’s shareholders generally may redeem all or a substantial portion of their investments in the Fund in a short period of time, which could have a significant negative impact on the Fund’s NAV, liquidity, and brokerage costs.

 

PGIM Real Estate Income Fund    41


Notes to Financial Statements (continued)

 

Large redemptions could also result in tax consequences to shareholders and impact the Fund’s ability to implement its investment strategy. The Fund’s ability to pursue its investment objective after one or more large scale redemptions may be impaired and, as a result, the Fund may invest a larger portion of its assets in cash or cash equivalents.

Market Capitalization Risk: The Fund may invest in companies of any market capitalization. Generally, the stock prices of small- and mid-cap companies are less stable than the prices of large-cap stocks and may present greater risks. Large capitalization companies as a group could fall out of favor with the market, causing the Fund to underperform compared to investments that focus on smaller capitalized companies.

Market Disruption and Geopolitical Risks: Market disruption can be caused by economic, financial or political events and factors, including but not limited to, international wars or conflicts (including Russia’s military invasion of Ukraine), geopolitical developments (including trading and tariff arrangements, sanctions and cybersecurity attacks), instability in regions such as Asia, Eastern Europe and the Middle East, terrorism, natural disasters and public health epidemics (including the outbreak of COVID-19 globally).

The extent and duration of such events and resulting market disruptions cannot be predicted, but could be substantial and could magnify the impact of other risks to the Fund. These and other similar events could adversely affect the U.S. and foreign financial markets and lead to increased market volatility, reduced liquidity in the securities markets, significant negative impacts on issuers and the markets for certain securities and commodities and/or government intervention. They may also cause short- or long-term economic uncertainties in the United States and worldwide. As a result, whether or not the Fund invests in securities of issuers located in or with significant exposure to the countries directly affected, the value and liquidity of the Fund’s investments may be negatively impacted. Further, due to closures of certain markets and restrictions on trading certain securities, the value of certain securities held by the Fund could be significantly impacted, which could lead to such securities being valued at zero.

Market Risk: Securities markets may be volatile and the market prices of the Fund’s securities may decline. Securities fluctuate in price based on changes in an issuer’s financial condition and overall market and economic conditions. If the market prices of the securities owned by the Fund fall, the value of your investment in the Fund will decline.

Non-Diversified Investment Company Risk: The Fund is non-diversified for purposes of the 1940 Act. This means that the Fund may invest a greater percentage of its assets in the securities of a single company or other issuer than a diversified fund. Investing in a non-diversified fund involves greater risk than investing in a diversified fund because a loss

 

42


resulting from the decline in value of any one security may represent a greater portion of the total assets of a non-diversified fund.

Real Estate Investment Trust (“REIT”) Risk: Investing in REITs involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. 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.

REITs must also meet certain requirements under the Internal Revenue Code of 1986, as amended (the Code) to avoid entity level tax and be eligible to pass-through certain tax attributes of their income to shareholders. REITs are consequently subject to the risk of failing to meet these requirements for favorable tax treatment and of failing to maintain their exemptions from registration under the Investment Company Act of 1940. REITs are subject to the risks of changes in the Code affecting their tax status.

Real Estate Related Securities Risk: Because the Fund invests in real estate securities, including REITs, the Fund is subject to the risks of investing in the real estate industry, such as changes in general and local economic conditions, the supply and demand for real estate and changes in zoning and tax laws. Since the Fund concentrates in the real estate industry, its holdings can vary significantly from broad market indices. As a result, the Fund’s performance can deviate from the performance of such indices. Because the Fund invests in stocks, there is the risk that the price of a particular stock owned by the Fund could go down or pay lower-than-expected or no dividends. In addition to an individual stock losing value, the value of the equity markets or of companies comprising the real estate industry could go down.

An investment in the Fund will be closely linked to the performance of the real estate markets. Real estate securities are subject to the same risks as direct investments in real estate and mortgages, and their value will depend on the value of the 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.

 

PGIM Real Estate Income Fund    43


Notes to Financial Statements (continued)

 

Selection Risk: Selection risk is the risk that the securities selected by the subadviser will underperform the market, the relevant indices, or other funds with similar investment objectives and investment strategies. Individual REIT prices may drop because of the failure of borrowers to pay their loans, a dividend reduction, a disruption to the real estate investment sales market, changes in federal or state taxation policies affecting REITs, or poor management of a REIT.

Value Style Risk: Since the Fund follows a value investment style, there is the risk that the value style may be out of favor for long periods of time, that the market will not recognize a security’s intrinsic value for a long time or at all, or that a stock judged to be undervalued may actually be appropriately priced or overvalued. Issuers of value stocks may have experienced adverse business developments or may be subject to special risks that have caused the stock to be out of favor. In addition, the Fund’s value investment style may go out of favor with investors, negatively affecting the Fund’s performance. If the Fund’s assessment of market conditions or a company’s value is inaccurate, the Fund could suffer losses or produce poor performance relative to other funds.

 

11.

Recent Regulatory Developments

Effective January 24, 2023, the SEC adopted rule and form amendments to require mutual funds and ETFs to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information deemed important for retail investors to assess and monitor their fund investments (the “Rule”). Other information, including financial statements, will no longer appear in the funds’ streamlined shareholder reports but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The Rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the Rule and its impact to the Fund.

 

44


Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Prudential Investment Portfolios 9 and Shareholders of PGIM Real Estate Income Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of PGIM Real Estate Income Fund (one of the funds constituting Prudential Investment Portfolios 9, referred to hereafter as the “Fund”) as of October 31, 2023, the related statement of operations for the year ended October 31, 2023, the statements of changes in net assets for each of the two years in the period ended October 31, 2023, including the related notes, and the financial highlights for each of the four years in the period ended October 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2023 and the financial highlights for each of the four years in the period ended October 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended October 31, 2019 and the financial highlights for the period ended October 31, 2019 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated December 16, 2019 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2023 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

New York, New York

December 18, 2023

We have served as the auditor of one or more investment companies in the PGIM Retail Funds complex since 2020.

 

PGIM Real Estate Income Fund    45


Tax Information (unaudited)

For the year ended October 31, 2023, the Fund reports the maximum amount allowable under Section 854 of the Internal Revenue Code, but not less than, the following percentages of the ordinary income dividends paid as: 1) qualified dividend income (QDI); and 2) eligible for corporate dividends received deduction (DRD):

 

       
  Fund    QDI          DRD

PGIM Real Estate Income Fund

   37.65%         37.07%

In January 2024, you will be advised on IRS Form 1099-DIV or substitute 1099-DIV as to the federal tax status of the dividends received by you in calendar year 2023.

 

46


INFORMATION ABOUT BOARD MEMBERS AND OFFICERS (unaudited)

 

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

    Independent Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

 

Length of

Board Service

       

Ellen S. Alberding

1958

Board Member

Portfolios Overseen:

100

  Chief Executive Officer and President, The Joyce Foundation (charitable foundation) (since 2002); formerly Vice Chair, City Colleges of Chicago (community college system) (2011-2015); formerly Trustee, National Park Foundation (charitable foundation for national park system) (2009-2018); formerly Trustee, Economic Club of Chicago (2009-2016); Trustee, Loyola University (since 2018).   None.   Since September 2013
       

Kevin J. Bannon

1952

Board Member

Portfolios Overseen:

101

  Retired; formerly Managing Director (April 2008-May 2015) and Chief Investment Officer (October 2008-November 2013) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; formerly President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.   Director of Urstadt Biddle Properties (equity real estate investment trust) (September 2008-August 2023).   Since July 2008

 

PGIM Real Estate Income Fund


    Independent Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of Board Service
       

Linda W. Bynoe

1952

Board Member

Portfolios Overseen: 98

  President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Limited LLC (formerly Telemat Ltd) (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co. (broker-dealer).   Trustee of Equity Residential (residential real estate) (since December 2009); Director of Northern Trust Corporation (financial services) (since April 2006); formerly Director of Anixter International, Inc. (communication products distributor) (January 2006-June 2020).   Since March 2005
       

Barry H. Evans

1960

Board Member

Portfolios Overseen:

101

  Retired; formerly President (2005-2016), Global Chief Operating Officer (2014-2016), Chief Investment Officer - Global Head of Fixed Income (1998-2014), and various portfolio manager roles (1986-2006), Manulife Asset Management (asset management).   Formerly Director, Manulife Trust Company (2011-2018); formerly Director, Manulife Asset Management Limited (2015-2017); formerly Chairman of the Board of Directors of Manulife Asset Management U.S. (2005-2016); formerly Chairman of the Board, Declaration Investment Management and Research (2008-2016).   Since September 2017
       

Keith F. Hartstein

1956

Board Member &

Independent Chair

Portfolios Overseen:

101

  Retired; formerly Member (November 2014-September 2022) of the Governing Council of the Independent Directors Council (IDC) (organization of independent mutual fund directors); formerly Executive Committee of the IDC Board of Governors (October 2019-December 2021); formerly President and Chief Executive Officer (2005-2012), Senior Vice President (2004-2005), Senior Vice President of Sales and Marketing (1997-2004), and various executive management positions (1990-1997), John Hancock Funds, LLC (asset management); formerly Chairman, Investment Company Institute’s Sales Force Marketing Committee (2003-2008).   None.   Since September 2013

 

Visit our website at pgim.com/investments


    Independent Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of Board Service
       

Laurie Simon Hodrick

1962

Board Member

Portfolios Overseen: 98

  A. Barton Hepburn Professor Emerita of Economics in the Faculty of Business, Columbia Business School (since 2018); Visiting Fellow at the Hoover Institution, Stanford University (since 2015); Sole Member, ReidCourt LLC (since 2008) (a consulting firm); formerly Visiting Professor of Law, Stanford Law School (2015-2021); formerly A. Barton Hepburn Professor of Economics in the Faculty of Business, Columbia Business School (1996-2017); formerly Managing Director, Global Head of Alternative Investment Strategies, Deutsche Bank (2006-2008).   Independent Director, Andela (since January 2022) (global talent network); Independent Director, Roku (since December 2020) (communication services); formerly Independent Director, Synnex Corporation (2019-2021) (information technology); formerly Independent Director, Kabbage, Inc. (2018-2020) (financial services); formerly Independent Director, Corporate Capital Trust (2017-2018) (a business development company).   Since September 2017
       

Brian K. Reid

1961

Board Member

Portfolios Overseen:

101

  Retired; formerly Chief Economist for the Investment Company Institute (ICI) (2005-2017); formerly Senior Economist and Director of Industry and Financial Analysis at the ICI (1998-2004); formerly Senior Economist, Industry and Financial Analysis at the ICI (1996-1998); formerly Staff Economist at the Federal Reserve Board (1989-1996); formerly Director, ICI Mutual Insurance Company (2012-2017).   None.   Since March 2018

 

PGIM Real Estate Income Fund


    Independent Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of Board Service
       

Grace C. Torres

1959

Board Member

Portfolios Overseen:

101

  Retired; formerly Treasurer and Principal Financial and Accounting Officer of the PGIM Funds, Target Funds, Advanced Series Trust, Prudential Variable Contract Accounts and The Prudential Series Fund (1998-June 2014); Assistant Treasurer (March 1999-June 2014) and Senior Vice President (September 1999-June 2014) of PGIM Investments LLC; Assistant Treasurer (May 2003-June 2014) and Vice President (June 2005-June 2014) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (May 2003-June 2014) of Prudential Annuities Advisory Services, Inc.   Director (since January 2018) of OceanFirst Financial Corp. and OceanFirst Bank; formerly Director (July 2015-January 2018) of Sun Bancorp, Inc. N.A. and Sun National Bank.   Since November 2014

 

Visit our website at pgim.com/investments


    Interested Board Members

       

Name

Year of Birth

Position(s)

Portfolios Overseen

 

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  Length of Board Service
       

Stuart S. Parker

1962

Board Member &

President

Portfolios Overseen:

101

  President, Chief Executive Officer, Chief Operating Officer and Officer in Charge of PGIM Investments LLC (formerly known as Prudential Investments LLC) (since January 2012); President and Principal Executive Officer (“PEO”) (since December 2023) of the PGIM Credit Income Fund; President and PEO (since September 2022) of the PGIM Private Credit Fund; President and PEO (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of PGIM Investments LLC (June 2005-December 2011); Investment Company Institute - Board of Governors (since May 2012).   None.   Since January 2012
       

Scott E. Benjamin

1973

Board Member & Vice

President

Portfolios Overseen:

101

  Executive Vice President (since May 2009) of PGIM Investments LLC; Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, PGIM Investments (since February 2006); Vice President (since December 2023) of the PGIM Credit Income Fund; Vice President (since September 2022) of the PGIM Private Credit Fund; Vice President (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Vice President of Product Development and Product Management, PGIM Investments LLC (2003-2006).   None.   Since March 2010

 

PGIM Real Estate Income Fund


    Fund Officers(a)

     

Name

Year of Birth

Fund Position

  Principal Occupation(s) During Past Five Years  

Length of

Service as Fund    

Officer

     

Claudia DiGiacomo

1974

Chief Legal Officer

  Chief Legal Officer (since December 2023) of the PGIM Credit Income Fund; Chief Legal Officer (since September 2022) of the PGIM Private Credit Fund; Chief Legal Officer (since July 2022) of the PGIM Private Real Estate Fund, Inc.; Chief Legal Officer, Executive Vice President and Secretary of PGIM Investments LLC (since August 2020); Chief Legal Officer of Prudential Mutual Fund Services LLC (since August 2020); Chief Legal Officer of PIFM Holdco, LLC (since August 2020); Vice President and Corporate Counsel (since January 2005) of Prudential; and Corporate Counsel of AST Investment Services, Inc. (since August 2020); formerly Vice President and Assistant Secretary of PGIM Investments LLC (2005-2020); formerly Associate at Sidley Austin Brown & Wood LLP (1999-2004).   Since December 2005
     

Andrew Donohue

1972

Chief Compliance Officer

  Chief Compliance Officer (since May 2023) of the PGIM Funds, Target Funds, PGIM ETF Trust, PGIM Global High Yield Fund, Inc., PGIM High Yield Bond Fund, Inc., PGIM Short Duration High Yield Opportunities Fund, Advanced Series Trust, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc., PGIM Private Credit Fund, PGIM Private Real Estate Fund, Inc.; Chief Compliance Officer of AST Investment Services, Inc. (since October 2022); Vice President, Chief Compliance Officer of PGIM Investments LLC (since September 2022); Chief Compliance Officer (since December 2023) of the PGIM Credit Income Fund; formerly various senior compliance roles within Principal Global Investors, LLC., global asset management for Principal Financial (2011-2022), most recently as Global Chief Compliance Officer (2016-2022).   Since May 2023
     

Andrew R. French

1962

Secretary

  Vice President (since December 2018) of PGIM Investments LLC; Secretary (since December 2023) of the PGIM Credit Income Fund; Secretary (since September 2022) of the PGIM Private Credit Fund; Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Vice President and Corporate Counsel (2010-2018) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of PGIM Investments LLC; Vice President and Assistant Secretary (since January 2007) of Prudential Mutual Fund Services LLC.   Since October 2006

 

Visit our website at pgim.com/investments


    Fund Officers(a)

     

Name

Year of Birth

Fund Position

  Principal Occupation(s) During Past Five Years  

Length of

Service as Fund    

Officer

     

Melissa Gonzalez

1980

Assistant Secretary

  Vice President and Corporate Counsel (since September 2018) of Prudential; Vice President and Assistant Secretary (since August 2020) of PGIM Investments LLC; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director and Corporate Counsel (March 2014-September 2018) of Prudential.   Since March 2020
     

Patrick E. McGuinness

1986

Assistant Secretary

  Vice President and Assistant Secretary (since August 2020) of PGIM Investments LLC; Director and Corporate Counsel (since February 2017) of Prudential; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.   Since June 2020
     

Debra Rubano

1975

Assistant Secretary

  Vice President and Corporate Counsel (since November 2020) of Prudential; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc; formerly Director and Senior Counsel of Allianz Global Investors U.S. Holdings LLC (2010-2020) and Assistant Secretary of numerous funds in the Allianz fund complex (2015-2020).   Since December 2020
     

George Hoyt

1965

Assistant Secretary

  Vice President and Corporate Counsel of Prudential (since September 2023); formerly Associate General Counsel of Franklin Templeton and Secretary and Chief Legal Officer of certain funds in the Franklin Templeton complex (2020- 2023) and Managing Director (2016-2020) and Associate General Counsel for Legg Mason, Inc. and its predecessors (2004-2020).   Since December 2023
     

Devan Goolsby

1991

Assistant Secretary

  Vice President and Corporate Counsel of Prudential (since May 2023); formerly Associate at Eversheds Sutherland (US) LLP (2021-2023); Compliance Officer at Bloomberg LP (2019-2021); and an Examiner at the Financial Industry Regulatory Authority (2015-2019).   Since December 2023
     

Kelly A. Coyne

1968

Assistant Secretary

  Director, Investment Operations of Prudential Mutual Fund Services LLC (since 2010); Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.   Since March 2015

 

PGIM Real Estate Income Fund


    Fund Officers(a)

     

Name

Year of Birth

Fund Position

  Principal Occupation(s) During Past Five Years  

Length of

Service as Fund    

Officer

     

Christian J. Kelly

1975

Chief Financial Officer

  Vice President, Global Head of Fund Administration of PGIM Investments LLC (since November 2018); Chief Financial Officer (since March 2023) of PGIM Investments mutual funds, closed end funds and ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; Chief Financial Officer (since December 2023) of the PGIM Credit Income Fund; Chief Financial Officer of PGIM Private Credit Fund (since September 2022); Chief Financial Officer of PGIM Private Real Estate Fund, Inc. (since July 2022); formerly Treasurer and Principal Financial Officer (January 2019-March 2023) of PGIM Investments mutual funds, closed end funds and ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; formerly Treasurer and Principal Financial Officer (March 2022 – July 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director of Fund Administration of Lord Abbett & Co. LLC (2009-2018), Treasurer and Principal Accounting Officer of the Lord Abbett Family of Funds (2017-2018); Director of Accounting, Avenue Capital Group (2008-2009); Senior Manager, Investment Management Practice of Deloitte & Touche LLP (1998-2007).   Since January 2019
     

Russ Shupak

1973

Treasurer and Principal

Accounting Officer

  Vice President (since 2017) within PGIM Investments Fund Administration; Treasurer and Principal Accounting Officer of PGIM Investments mutual funds, closed end funds and ETFs (since March 2023); Treasurer and Principal Accounting Officer (since December 2023) of the PGIM Credit Income Fund; Treasurer and Principal Accounting Officer (since July 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer (since September 2022) of the PGIM Private Credit Fund; formerly Assistant Treasurer (March 2022 – July 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer of Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund (since October 2019); formerly Director (2013-2017) within PGIM Investments Fund Administration.   Since October 2019
     

Lana Lomuti

1967

Assistant Treasurer

  Vice President (since 2007) within PGIM Investments Fund Administration; formerly Assistant Treasurer (December 2007-February 2014) of The Greater China Fund, Inc.; formerly Director (2005-2007) within PGIM Investments Fund Administration.   Since April 2014
     

Deborah Conway

1969

Assistant Treasurer

  Vice President (since 2017) within PGIM Investments Fund Administration; formerly Director (2007-2017) within PGIM Investments Fund Administration.   Since October 2019

 

Visit our website at pgim.com/investments


    Fund Officers(a)

     

Name

Year of Birth

Fund Position

  Principal Occupation(s) During Past Five Years  

Length of

Service as Fund    

Officer

     

Elyse M. McLaughlin

1974

Assistant Treasurer

  Vice President (since 2017) within PGIM Investments Fund Administration; Treasurer and Principal Accounting Officer of the Advanced Series Trust, the Prudential Series Fund and the Prudential Gibraltar Fund (since March 2023); Assistant Treasurer (since December 2023) of the PGIM Credit Income Fund; Treasurer and Principal Accounting Officer (since September 2022) of the PGIM Private Credit Fund; Assistant Treasurer (since March 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer of PGIM Investments mutual funds, closed end funds and ETFs (since October 2019); formerly Director (2011-2017) within PGIM Investments Fund Administration.   Since October 2019
     

Robert W. McCormack

1973

Assistant Treasurer

  Vice President (since 2019) within PGIM Investments Fund Administration; Assistant Treasurer (since March 2023) of PGIM Investments mutual funds, closed end funds, ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; Assistant Treasurer (since December 2023) of the PGIM Credit Income Fund; Assistant Treasurer (since September 2022) of the PGIM Private Credit Fund; Assistant Treasurer (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director (2016-2019) within PGIM Investments Fund Administration; formerly Vice President within Goldman, Sachs & Co. Investment Management Controllers (2008-2016), Assistant Treasurer of Goldman Sachs Family of Funds (2015-2016).   Since March 2023
     

Kelly Florio

1978

Anti-Money Laundering

Compliance Officer

  Vice President, Corporate Compliance, Global Compliance Programs and Compliance Risk Management (since December 2021) of Prudential; formerly Head of Fraud Risk Management (October 2019-December 2021) at New York Life Insurance Company; formerly Head of Key Risk Area Operations (November 2018-October 2019), Director of the US Anti-Money Laundering Compliance Unit (2009-2018) and Bank Loss Prevention Associate (2006-2009) at MetLife.   Since June 2022

(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

Explanatory Notes to Tables:

 

Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with PGIM Investments LLC and/or an affiliate of PGIM Investments LLC.

Unless otherwise noted, the address of all Board Members and Officers is c/o PGIM Investments LLC, 655 Broad Street, Newark, New Jersey 07102-4410.

There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.

‘Other Directorships Held” includes all directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.

 

PGIM Real Estate Income Fund


“Portfolios Overseen” includes such applicable investment companies managed by PGIM Investments LLC and overseen by the Board Member. The investment companies for which PGIM Investments LLC serves as manager include the PGIM Mutual Funds, Target Funds, PGIM ETF Trust, PGIM Private Real Estate Fund, Inc., PGIM Private Credit Fund, PGIM Credit Income Fund, PGIM High Yield Bond Fund, Inc., PGIM Global High Yield Fund, Inc., PGIM Short Duration High Yield Opportunities Fund, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

As used in the Fund Officers table “Prudential” means The Prudential Insurance Company of America.

 

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Approval of Advisory Agreements (unaudited)

The Fund’s Board of Trustees

The Board of Trustees (the “Board”) of PGIM Real Estate Income Fund (the “Fund”)1 consists of ten individuals, eight of whom are not “interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Trustees have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Trustee. The Board has established five standing committees: the Audit Committee, the Nominating and Governance Committee, the Compliance Committee and two Investment Committees. Each committee is chaired by, and composed of, Independent Trustees.

Annual Approval of the Fund’s Advisory Agreements

As required under the 1940 Act, the Board determines annually whether to renew the Fund’s management agreement with PGIM Investments LLC (“PGIM Investments”) and the Fund’s subadvisory agreement with PGIM Real Estate (UK) Limited (“PGIM RE (UK)”) and PGIM, Inc. (“PGIM”) on behalf of its PGIM Real Estate unit (“PGIM Real Estate”). In considering the renewal of the agreements, the Board, including all of the Independent Trustees, met on May 25 and June 6-8, 2023 (the “Board Meeting”) and approved the renewal of the agreements through July 31, 2024, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PGIM Investments, PGIM RE (UK) and PGIM. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.

In approving the agreements, the Board, including the Independent Trustees advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PGIM Investments and the subadvisers, the performance of the Fund, the profitability of PGIM Investments and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its shareholders as the Fund’s assets grow. In their deliberations, the Trustees did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund. In connection with its deliberations, the Board considered information provided by PGIM Investments throughout the year at regular Board meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the Board Meeting.

 

1PGIM Real Estate Income Fund is a series of Prudential Investment Portfolios 9.

 

PGIM Real Estate Income Fund


Approval of Advisory Agreements (continued)

The Trustees determined that the overall arrangements between the Fund and PGIM Investments, which serves as the Fund’s investment manager pursuant to a management agreement, and between PGIM Investments and each of PGIM RE (UK) and PGIM, which serve as the Fund’s subadvisers pursuant to the terms of a subadvisory agreement with PGIM Investments, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Trustees considered relevant in the exercise of their business judgment.

The material factors and conclusions that formed the basis for the Trustees’ reaching their determinations to approve the continuance of the agreements are separately discussed below.

Nature, Quality and Extent of Services

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PGIM Investments, PGIM RE (UK) and PGIM Real Estate. The Board noted that PGIM Real Estate and PGIM RE (UK) are affiliated with PGIM Investments. The Board considered the services provided by PGIM Investments, including but not limited to the oversight of the subadvisers for the Fund, as well as the provision of fund recordkeeping, compliance and other services to the Fund and PGIM Investments’ role as the administrator for the Fund’s liquidity risk management program. With respect to PGIM Investments’ oversight of the subadvisers, the Board noted that PGIM Investments’ Strategic Investment Research Group (“SIRG”), which is a business unit of PGIM Investments, is responsible for monitoring and reporting to PGIM Investments’ senior management on the performance and operations of the subadvisers. The Board also considered that PGIM Investments pays the salaries of all of the officers and interested Trustees of the Fund who are part of Fund management. The Board also considered the investment subadvisory services provided by PGIM Real Estate and PGIM RE (UK), including investment research and security selection, as well as adherence to the Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PGIM Investments’ evaluation of the subadvisers, as well as PGIM Investments’ recommendation, based on its review of the subadvisers, to renew the subadvisory agreement.

The Board considered the qualifications, backgrounds and responsibilities of PGIM Investments’ senior management responsible for the oversight of the Fund, PGIM RE (UK) and PGIM Real Estate, and also considered the qualifications, backgrounds and responsibilities of the PGIM RE (UK) and PGIM Real Estate portfolio managers who are responsible for the day-to-day management of the Fund’s portfolio. The Board was provided with information pertaining to PGIM Investments’, PGIM Real Estate’s, PGIM RE (UK)’s and PGIM’s organizational structure, senior management, investment operations, and other relevant information pertaining to PGIM Investments, PGIM Real Estate, PGIM RE (UK) and PGIM. The Board also noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer (“CCO”) as to PGIM Investments, PGIM Real Estate, PGIM RE (UK) and PGIM.

 

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The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PGIM Investments and the subadvisory services provided to the Fund by PGIM Real Estate and PGIM RE (UK), and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PGIM Investments, PGIM RE (UK) and PGIM Real Estate under the management and subadvisory agreements.

Costs of Services and Profits Realized by PGIM Investments

The Board was provided with information on the profitability of PGIM Investments and its affiliates in serving as the Fund’s investment manager. The Board discussed with PGIM Investments the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. However, the Board considered that the cost of services provided by PGIM Investments to the Fund during the year ended December 31, 2022 exceeded the management fees paid by the Fund, resulting in an operating loss to PGIM Investments. Taking these factors into account, the Board concluded that the profitability of PGIM Investments and its affiliates in relation to the services rendered was not unreasonable.

Economies of Scale

The Board received and discussed information concerning economies of scale that PGIM Investments may realize as the Fund’s assets grow beyond current levels. The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase. During the course of time, the Board has considered information regarding the launch date of the Fund, the management fees of the Fund compared to those of similarly managed funds and PGIM Investments’ investment in the Fund over time. The Board noted that economies of scale can be shared with the Fund in other ways, including low management fees from inception, additional technological and personnel investments to enhance shareholder services, and maintaining existing expense structures in the face of a rising cost environment. The Board also considered PGIM Investments’ assertion that it continually evaluates the management fee schedule of the Fund and the potential to share economies of scale through breakpoints or fee waivers as asset levels increase.

The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PGIM Investments’ costs are not specific to individual funds, but rather are incurred across a variety of products and services.

 

PGIM Real Estate Income Fund


Approval of Advisory Agreements (continued)

Other Benefits to PGIM Investments, PGIM RE (UK) and PGIM Real Estate

The Board considered potential ancillary benefits that might be received by PGIM Investments, PGIM Real Estate, PGIM RE (UK) and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PGIM Investments included transfer agency fees received by the Fund’s transfer agent (which is affiliated with PGIM Investments), and benefits to its reputation as well as other intangible benefits resulting from PGIM Investments’ association with the Fund. The Board concluded that the potential benefits to be derived by PGIM Real Estate and PGIM RE (UK) included the ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PGIM Investments, PGIM Real Estate and PGIM RE (UK) were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

Performance of the Fund / Fees and Expenses

The Board considered certain additional factors and made related conclusions relating to the historical performance of the Fund for the one-, three- and five-year periods ended December 31, 2022. The Board considered that the Fund commenced operations on June 3, 2015 and that longer-term performance was not yet available.

The Board also considered the Fund’s actual management fee, as well as the Fund’s net total expense ratio, for the fiscal year ended October 31, 2022. The Board considered the management fee for the Fund as compared to the management fee charged by PGIM Investments to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

The mutual funds included in the Peer Universe, which was used to consider performance, and the Peer Group, which was used to consider expenses and fees, were objectively determined by Broadridge, an independent provider of mutual fund data. In certain circumstances, PGIM Investments also provided supplemental Peer Universe or Peer Group information for reasons addressed with the Board. The comparisons placed the Fund in various quartiles over various periods, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

The section below summarizes key factors considered by the Board and the Board’s conclusions regarding the Fund’s performance, fees and overall expenses. The table sets forth net performance comparisons (which reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the

 

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impact of any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.

 

         
Net Performance    1 Year    3 Years    5 Years    10 Years
       
     1st Quartile    2nd Quartile    1st Quartile    N/A
 
Actual Management Fees: 2nd Quartile
 
Net Total Expenses: 4th Quartile

 

The Board noted that the Fund outperformed its benchmark index over all periods.

 

The Board and PGIM Investments agreed to retain the Fund’s existing contractual expense cap, which (exclusive of certain fees and expenses) caps the Fund’s annual operating expenses at 1.35% for Class A shares, 2.10% for Class C shares, 1.10% for Class R6 shares, and 1.10% for Class Z shares through February 29, 2024.

 

In addition, PGIM Investments will waive management fees or shared operating expenses on any share class to the same extent that it waives such expenses on any other share class and has agreed that total annual fund operating expenses for Class R6 shares will not exceed total annual fund operating expenses for Class Z shares.

 

The Board concluded that, in light of the above, it would be in the best interests of the Fund and its shareholders to renew the agreements.

 

The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

* * *

After full consideration of these factors, the Board concluded that the approval of the agreements was in the best interests of the Fund and its shareholders.

 

PGIM Real Estate Income Fund


 MAIL    TELEPHONE     WEBSITE

655 Broad Street

Newark, NJ 07102

 

 (800) 225-1852

  

 pgim.com/investments

 

PROXY VOTING

The Board of Trustees of the Fund has delegated to the Fund’s 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 or by visiting the Securities and Exchange Commission’s website at sec.gov. 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 · Stuart S. Parker · Brian K. Reid · Grace C. Torres

 

OFFICERS

Stuart S. Parker, President · Scott E. Benjamin, Vice President · Christian J. Kelly, Chief Financial Officer · Claudia DiGiacomo, Chief Legal Officer · Andrew Donohue, Chief Compliance Officer · Russ Shupak, Treasurer and Principal Accounting Officer · Kelly Florio, Anti-Money Laundering Compliance Officer · Andrew R. French, Secretary · Melissa Gonzalez, Assistant Secretary · Kelly A. Coyne, Assistant Secretary · Patrick E. McGuinness, Assistant Secretary · Debra Rubano, Assistant Secretary · George Hoyt, Assistant Secretary · Devan Goolsby, Assistant Secretary · Lana Lomuti, Assistant Treasurer · Elyse M. McLaughlin, Assistant Treasurer · Deborah Conway, Assistant Treasurer · Robert W. McCormack, Assistant Treasurer

 

MANAGER   

PGIM Investments LLC

  

655 Broad Street

Newark, NJ 07102

SUBADVISERS   

PGIM Real Estate

  

655 Broad Street

14th Floor

Newark, NJ 07102

    

PGIM Real Estate (UK) Limited

  

Grand Buildings, 1-3 Strand

Trafalgar Square

London, WC2N 5HR

United Kingdom

DISTRIBUTOR   

Prudential Investment Management Services LLC

  

655 Broad Street

Newark, NJ 07102

CUSTODIAN   

The Bank of New York Mellon

  

240 Greenwich Street

New York, NY 10286

TRANSFER AGENT   

Prudential Mutual Fund Services LLC

  

PO Box 534432

Pittsburgh, PA 15253

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   

PricewaterhouseCoopers LLP

  

300 Madison Avenue

New York, NY 10017

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 the prospectus and summary prospectus by visiting our website at pgim.com/investments 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 pgim.com/investments/resource/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 Real Estate Income Fund, PGIM Investments, Attn: Board of Trustees, 655 Broad Street, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee by writing to that Trustee at the same address. Communications are not screened before being delivered to the addressee.

 

AVAILABILITY OF PORTFOLIO HOLDINGS

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 as an exhibit to its reports on Form N-PORT.The Fund’s Form N-PORT filings are available on the Commission’s website at sec.gov.

 

The Fund’s Statement of Additional Information contains additional information about the Fund’s Trustees and is available without charge, upon request, by calling (800) 225-1852.

 

 

    Mutual Funds:      

 

ARE NOT INSURED BY THE FDIC OR ANY

   MAY LOSE VALUE       

 

ARE NOT A DEPOSIT OF OR GUARANTEED

FEDERAL GOVERNMENT AGENCY

 

  

BY ANY BANK OR ANY BANK AFFILIATE

 


LOGO

 

 

PGIM REAL ESTATE INCOME FUND

 

 SHARE CLASS

     A    C    Z    R6

 NASDAQ

     PRKAX    PRKCX    PRKZX    PRKQX

 CUSIP

              74441J761        74441J753        74441J746        74441J670    

MF228E


LOGO

PGIM SELECT REAL ESTATE FUND

 

    

ANNUAL REPORT

OCTOBER 31, 2023

 

 

 

LOGO

To enroll in e-delivery, go to pgim.com/investments/resource/edelivery


Table of Contents

 

Letter from the President

         3  

Your Fund’s Performance

         4  

Growth of a $10,000 Investment

         5  

Strategy and Performance Overview

         8  

Fees and Expenses

         13  

Holdings and Financial Statements

         15  

Approval of Advisory Agreements

        

 

 

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

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

Mutual funds are distributed by Prudential Investment Management Services LLC (PIMS), member SIPC. PGIM Real Estate is a unit of PGIM, Inc. (PGIM), a registered investment adviser. PIMS and PGIM are Prudential Financial companies. ©2023 Prudential Financial, Inc. and its related entities. PGIM Real Estate, PGIM, and the PGIM logo are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

 

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Letter from the President

 

LOGO   

Dear Shareholder:

 

We hope you find the annual report for the PGIM Select Real Estate Fund informative and useful. The report covers performance for the 12-month period that ended October 31, 2023.

 

Although central banks raised interest rates aggressively to tame surging inflation during the period, the global economy and financial markets demonstrated resilience. Employers continued hiring, consumers continued spending, home prices rose, and recession fears receded.

Early in the period, stocks began a rally that eventually ended a bear market and continued to rise globally for much of 2023 as inflation cooled and the Federal Reserve (the Fed) slowed the pace of its rate hikes. However, stocks declined late in the period when the Fed signaled that rates may remain elevated longer than investors had expected. For the entire period, large-cap US stocks and equities in international markets posted gains, while small-cap US stocks declined.

Bond markets benefited during the period as the Fed moderated its rate-hiking cycle, and the higher level of interest rates offered investors an additional cushion from fixed income volatility. US and global investment-grade bonds, along with US high yield corporate bonds and emerging market debt, all posted gains.

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 provide access to active investment strategies across the global markets in the pursuit of consistent outperformance for investors. PGIM is the world’s 14th-largest investment manager with more than $1.3 trillion in assets under management. Our scale and investment expertise allow us to deliver a diversified suite of actively managed solutions across a broad spectrum of asset classes and investment styles.

Thank you for choosing our family of funds.

Sincerely,

 

LOGO

Stuart S. Parker, President

PGIM Select Real Estate Fund

December 15, 2023

 

PGIM Select Real Estate Fund    3


Your Fund’s Performance (unaudited)

 

Performance data quoted represent 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 pgim.com/investments or by calling (800) 225-1852.

 

     Average Annual Total Returns as of 10/31/23  
     One Year (%)    Five Years (%)      Since Inception (%)  

Class A

          

(with sales charges)

     -6.09      2.96        3.45 (8/1/2014)

(without sales charges)

     -0.62      4.13        4.08 (8/1/2014)

Class C

          

(with sales charges)

     -2.28      3.37        3.30 (8/1/2014)

(without sales charges)

     -1.30      3.37        3.30 (8/1/2014)

Class Z

          

(without sales charges)

     -0.37      4.42        4.35 (8/1/2014)

Class R6

          

(without sales charges)

     -0.27      4.48        4.37 (8/1/2014)

FTSE EPRA/NAREIT Developed Index

          
     -6.03    -1.46        0.50

S&P 500 Index

          
     10.14    11.01      10.81

Since Inception returns are provided since the Fund has less than 10 fiscal years of returns. Since Inception returns for the Indexes are measured from the closest month-end to the Fund’s inception date.

 

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Growth of a $10,000 Investment (unaudited)

 

LOGO

The graph compares a $10,000 investment in the Fund’s Class Z shares with a similar investment in the FTSE EPRA/NAREIT Developed Index, by portraying the initial account values at the commencement of operations for Class Z shares (August 1, 2014) and the account values at the end of the current fiscal year (October 31, 2023) as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) all recurring fees (including management fees) were deducted and (b) all dividends and distributions were reinvested. The line graph provides information for Class Z shares only. As indicated in the tables provided earlier, performance for other share classes will vary due to the differing fees and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursements, if any, the returns would have been lower.

Past performance does not predict future performance. Total returns and the ending account values in the graphs include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

PGIM Select Real Estate Fund    5


Your Fund’s Performance (continued)

 

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 C    Class Z     Class R6  
       
Maximum initial sales charge    5.50% of the public offering price    None    None    None
       

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

   1.00% on sales of $1 million or more made within 12 months of purchase    1.00% on sales made within 12 months of   purchase    None    None
       

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

   0.30% (0.25% currently)      1.00%    None    None

Benchmark Definitions

FTSE EPRA/NAREIT Developed Index—The Financial Times Stock Exchange European Public Real Estate Association/National Association of Real Estate Investment Trusts (FTSE EPRA/NAREIT) Developed Index reflects the stock performance of companies engaged in specific aspects of the major real estate markets/regions of the world.

S&P 500 Index*—The S&P 500 Index is an unmanaged index of over 500 stocks of large US public companies. It gives a broad look at how large company stocks in the United States have performed.

*The S&P 500 Index is a product of S&P Dow Jones Indices LLC and/or its affiliates and has been licensed for use by PGIM, Inc. and/or its affiliates. Copyright © 2023 S&P Dow Jones Indices LLC, a division of S&P Global, Inc., and/or its affiliates. All rights reserved. Redistribution or reproduction in whole or in part are prohibited without written permission of S&P Dow Jones Indices LLC. For more information on any of S&P Dow Jones Indices LLC’s indices please visit www.spdji.com. S&P® is a registered trademark of S&P Global and Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC.

Investors cannot invest directly in an index. The returns for the Indexes would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes that may be paid by an investor.

 

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Presentation of Fund Holdings as of 10/31/23

 

 

  Ten Largest Holdings    Real Estate Sectors    % of Net Assets  

Welltower, Inc.

   Health Care REITs    8.0%

Digital Realty Trust, Inc.

   Specialized REITs    7.3%

Prologis, Inc.

   Industrial REITs    6.9%

Equinix, Inc.

   Specialized REITs    5.0%

Simon Property Group, Inc.

   Retail REITs    4.1%

Ventas, Inc.

   Health Care REITs    4.0%

Mitsui Fudosan Co. Ltd. (Japan)

   Diversified Real Estate Activities    3.4%

Americold Realty Trust, Inc.

   Industrial REITs    2.8%

Veris Residential, Inc.

   Residential REITs    2.7%

Equity Residential

   Residential REITs    2.6%

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

 

PGIM Select Real Estate Fund    7


Strategy and Performance Overview* (unaudited)

How did the Fund perform?

The PGIM Select Real Estate Fund’s Class Z shares returned –0.37% in the 12-month reporting period that ended October 31, 2023, outperforming the –6.03% return of the FTSE EPRA/NAREIT Developed Index (the Index).

What were conditions like in the global real estate securities market?

 

·  

During the reporting period, the real estate investment trust (REIT) market faced a perfect storm of rising inflation and sustained rate hikes, ushered in by pandemic-related global monetary easing and stimulus. Equity and bond market volatility became the norm, as markets alternated between greater or lesser rate-hike expectations in response to strong or weak inflation data.

 

·  

In the US, the Federal Reserve (Fed) raised rates sharply enough to reduce the risk of a severe inflation spike. Inflation declined from over 7% to just over 3%, despite a persistently strong consumer, an unemployment rate staying below 4% (3.9% currently), and roughly 200,000 new jobs being added each month. A dramatic rise in rates undermined REIT sentiment, with the federal funds rate reaching 5.25%– 5.50% and the yield on the 10-year US Treasury note jumping 80 basis points (bps) during the third quarter of 2023, from 4.05% to 4.88%. (One basis point equals 0.01%.)

 

·  

Inflation figures declined in Europe throughout the period. However, as of the end of the period, the level of inflation still remained high relative to other global regions. This was especially true in the UK and Sweden, despite gradually declining figures for both headline and core inflation. Inflation levels in the UK remained materially higher than in continental Europe and much higher than in the US. Government bond yields at both the short and long end of the curve climbed throughout the region and remained elevated. In spite of this, the Bank of England held rates unchanged in its September 2023 decision, while the European Central Bank tightened but indicated an intention to pause. Companies with weak balance sheets remained near-record discounts to net and gross asset values, as they were still exposed to refinancing risk and declining cash flows. Capitalization (cap) rates moved up quickly in the second half of 2022, in response to major upward moves in bond yields, and moved out further in the first nine months of 2023, but share prices implied further moves in private market-cap rates. The region experienced a rebound in the third quarter of 2023, despite the generally increasing global bond yield environment, led by sectors and countries that had largely underperformed in the previous 12 months. However, the rebound was fairly limited, with only Germany, Switzerland, and Sweden showing positive returns. The German real estate market produced a total return of 19.3% in the third quarter, thanks to its large, multifamily residential sector. Despite ongoing concerns regarding overextended balance sheets and bond refinancings in the multifamily sector, investors covered shorts and returned to stocks, which they considered oversold following their extended period of major underperformance.

 

·  

In the Asia-Pacific region, attention centered on how the Fed, the Bank of Japan (BOJ), and the Chinese government appeared likely to move. In China, the central

 

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government announced relaxation measures in the property sector in an effort to spur a market rebound. The BOJ adjusted monetary policy in its last meeting during the period, as a result of stronger wage and inflation data, and indicated an expectation that new core Consumer Price Index numbers (excluding fresh food and energy) would come in below 2% in 2024.

What worked and didn’t work?

 

·  

During the reporting period, the Fund outperformed the Index in North America, while relative performance lagged in Europe and the Asia Pacific region.

 

·  

Within North America, stock selection in the US healthcare and triple-net sectors drove outperformance, along with underweight allocation, relative to the Index, to the office sector. The data center sector also contributed, due to favorable stock selection and asset allocation. Stock selection in Canada further added to relative returns.

 

·  

Europe marginally underperformed, primarily due to underperformance in Sweden and Switzerland. Belgium also slightly detracted.

 

·  

The Asia Pacific region underperformed, largely due to weak stock selection in and an underweight allocation, relative to the Index, to, Hong Kong.

Current outlook

 

·  

The prevailing environment of heightened market volatility, driven by shifting rate-hike trends, presents an interesting dilemma wherein bad macroeconomic news could benefit real estate equities, as long as interest rate hikes slow, while net operating income is maintained. With increasing evidence of inflation slowing at the margin (but without a recession looming), the Fed has sounded less hawkish recently. The market expects, at most, a further rate uptick in 2023, followed by a pause in 2024. With 2024 being an election year, the Fed would likely act pragmatically on rates, especially if inflation moderates further. Accordingly, PGIM Real Estate believes the US is nearing the end of its current rate cycle, with headwinds likely to shift into tailwinds for the REIT market into the end of 2023 and throughout 2024. From a historical perspective, REITs have outperformed the S&P 500 Index following the conclusion of the last three Fed-tightening cycles for the following one-year periods.

 

·  

While a “soft landing” narrative seems to be taking root, this would be an unprecedented outcome, given the pace and extent of the Fed’s rate hikes this time around. A more hawkish Fed that implements additional hikes to cool core inflationary pressures remains a risk for 2024. Deglobalization and geopolitics—such as the continuation of the conflict in Ukraine and tensions between the US and China—also warrant concern. However, given the REIT market’s dramatic underperformance since the beginning of 2022 and its discounted valuation, PGIM Real Estate believes these incremental risks are already priced in.

 

·  

Outside of the office sector, US REIT fundamentals remain steady, with roughly 5.5% funds-from-operations (FFO) per-share growth expected in 2024, followed by 6% in 2025. Barring a major economic contraction, PGIM Real Estate expects REIT fundamentals to remain steady for most property types, given long lease durations,

 

PGIM Select Real Estate Fund    9


Strategy and Performance Overview* (continued)

 

 

low supply risk, and defensive/secular-based demand. The current spread between REIT-implied valuations and private real estate values is at a historically wide spread, roughly 25% on an equally weighted basis. As rates stabilize, this valuation discrepancy is likely to lead to increased merger-and-acquisition opportunities for private equity players looking to deploy capital toward the discounted REIT sector. PGIM Real Estate continues to favor a barbell approach to the Fund’s sector allocation, minimizing unintended factor exposure.

 

·  

Regarding individual sectors of the US REIT market:

 

  ·  

PGIM Real Estate has added to the Fund’s data center overweight, given attractive valuation and defensive net operating income (NOI) growth. Despite the outperformance of data centers year-to-date, the sector remains discounted and represents the only REIT sector to directly benefit from increasing artificial intelligence (AI)-related demand.

 

  ·  

PGIM Real Estate also remains positive on sectors with embedded occupancy upside and limited economic sensitivity, such as healthcare. Senior housing occupancy, overall, remains roughly 4%–6% below pre-pandemic levels, which should allow for significant top-line growth as trends continue to normalize.

 

  ·  

The recent decline in retail (both shopping centers and malls) has increased the attractiveness of the sector, given decent growth prospects in 2024 and beyond. Within retail, PGIM Real Estate has become slightly more constructive on the mall sector relative to shopping centers, given relative valuations.

 

  ·  

Despite discounted valuations, PGIM Real Estate remains cautious on the office sector, which appears to be in the early stages of a multi-year secular headwind. PGIM Real Estate has reduced the Fund’s weighting to the sector, given its recent outperformance and numerous secular challenges expected in coming years.

 

  ·  

PGIM Real Estate has also reduced the Fund’s industrial and storage weights, reflecting increasing caution regarding the ability of these sectors to sustain above-average growth in 2024.

 

·  

Inflation figures have been on the decline in Europe since November 2022. Although the region’s central banks chose to hold interest rates steady rather than implement additional increases in their most recent decisions in October 2023, the level of inflation still remains high relative to other global regions. Despite the strong rebound in equity markets, companies with weak balance sheets remain at near-record discounts to net and gross asset values, as they are still exposed to refinancing risk and falling cash flows. PGIM Real Estate’s focus in Europe remains on those companies we believe are better equipped to withstand sustained high interest rates, as well as potential macroeconomic headwinds. However, PGIM Real Estate has added to selected holdings, gradually moderating the Fund’s defensive regional positioning, as it believes most of Europe may have reached the peak of the current interest rate cycle.

 

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·  

In Asia, managing the rising cost of living, while ensuring economic growth, remains the predominant challenge. The path by which China manages its fiscal and monetary policies to boost economic growth, as well as its housing market policies, present an uncertain economic outlook. For the rest of Asia, economic growth and the monetary policy outlook remain largely dependent on Fed policy and global growth. A sharper rise in long-term real interest rates could negatively impact regional REIT valuations. In the event of setbacks on the geopolitical front, and given the severity of a potential US recession, risk appetite could remain in check heading into year-end.

 

·  

Regarding individual Asian markets:

 

  ·  

In China, without a necessary increase in consumer confidence, PGIM Real Estate expects any economic recovery could be short-lived.

 

  ·  

In Japan, PGIM Real Estate believes there could be additional tightening, if inflation expectations surprise significantly to the upside. PGIM Real Estate is positive on Japanese developers, preferring names that exhibit strong shareholder returns with greater reopening exposure. Despite caution regarding Japanese REITs (J-REITs), the Fund maintains a sizeable overweight, relative to the Index, in hospitality names that benefit from tourism reopening. The Fund also holds an overweight, relative to the Index, to logistic J-REITs, given their strong fundamentals leading to earnings growth.

 

  ·  

PGIM Real Estate is positive on Australian data centers and self-storage. AI, cloud-computing-driven demand, and increasing self-storage penetration trends, respectively, provide structural tailwinds to both sectors.

 

  ·  

In Hong Kong, which is saddled by a weak economic outlook, the Fund holds exposure to the retail sector, as the recovery in tourist travel is the most visible upward trend in the market.

 

  ·  

In Singapore, PGIM Real Estate favors manager/landlord plays, as well as hospitality and industrial names with solid dividend growth underpinned by strong fundamentals.

*This strategy and performance overview, which discusses what strategies or holdings (including derivatives, if applicable) affected the Fund’s performance, is compiled based on how the Fund performed relative to the Index and is viewed for performance attribution purposes at the aggregate Fund level, which in most instances will not directly correlate to the amounts disclosed in the Statement of Operations which conform to US generally accepted accounting principles.

 

PGIM Select Real Estate Fund    11


Comments on Largest Holdings (unaudited)

 

8.0% Welltower, Inc., Health Care REITs

Welltower invests in senior housing operators, post-acute providers, and health systems, and delivers the healthcare infrastructure necessary to facilitate better treatment. Welltower serves customers in the US, Canada, and the UK.

7.3% Digital Realty Trust, Inc., Specialized REITs

Digital Realty owns, acquires, repositions, and manages technology-related real estate. The company’s properties, located throughout the United States and in England, support the day-to-day operations of technology industry tenants and corporate enterprise data center tenants.

6.9% Prologis, Inc., Industrial REITs

Prologis is an owner, operator, and developer of industrial real estate, focused on global and regional markets across the Americas, Europe, and Asia. The company also leases modern distribution facilities to customers, including manufacturers, retailers, transportation companies, third-party logistics providers, and other enterprises.

5.0% Equinix, Inc., Specialized REITs

Equinix invests in interconnected data centers, focusing on developing network and cloud-neutral, data center platforms for cloud and information technology, enterprises, network, and mobile services providers, as well as for financial companies.

4.1% Simon Property Group, Inc., Retail REITs

Simon Property owns, develops, and manages retail real estate properties, including regional malls, outlet centers, community/lifestyle centers, and international properties in the state of Indiana.

 

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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 October 31, 2023. 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 and the impact of these fees on your ending account value, as these additional expenses are not reflected in the information

 

PGIM Select Real Estate Fund    13


Fees and Expenses (continued)

 

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 Select Real Estate Fund  

    Beginning    

        Account Value         

    May 1, 2023    

 

Ending

Account Value
  October 31, 2023  

 

Annualized

Expense

Ratio Based on

the

  Six-Month Period  

 

Expenses Paid

During the

  Six-Month Period*  

     

Class A

  Actual   $ 1,000.00   $   894.00   1.33%   $  6.35
     
  Hypothetical   $1,000.00   $1,018.50   1.33%   $  6.77
     

Class C

  Actual   $ 1,000.00   $   890.70   2.08%   $  9.91
     
  Hypothetical   $1,000.00   $1,014.72   2.08%   $10.56
     

Class Z

  Actual   $1,000.00   $   895.40   1.10%   $  5.26
     
  Hypothetical   $1,000.00   $1,019.66   1.10%   $  5.60
     

Class R6        

  Actual   $ 1,000.00   $   895.60   1.01%   $  4.83
     
    Hypothetical   $1,000.00   $1,020.11   1.01%   $  5.14

*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 184 days in the six-month period ended October 31, 2023, and divided by the 365 days in the Fund’s fiscal year ended October 31, 2023 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.

 

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Schedule of Investments

as of October 31, 2023

 

  Description    Shares              Value          

LONG-TERM INVESTMENTS     99.1%

     

COMMON STOCKS

     

Diversified Real Estate Activities     6.0%

                 

Mitsui Fudosan Co. Ltd. (Japan)

     272,184      $ 5,899,551  

Sun Hung Kai Properties Ltd. (Hong Kong)

     325,963        3,347,218  

Tokyu Fudosan Holdings Corp. (Japan)

     187,437        1,092,069  
     

 

 

 
                10,338,838  

Diversified REITs     3.0%

                 

Broadstone Net Lease, Inc.

     140,849        1,993,013  

Essential Properties Realty Trust, Inc.

     145,739        3,198,971  
     

 

 

 
        5,191,984  

Health Care Facilities     0.5%

                 

Chartwell Retirement Residences (Canada), UTS

     120,563        883,303  

Health Care REITs     13.9%

                 

Omega Healthcare Investors, Inc.

     98,206        3,250,619  

Ventas, Inc.

     163,079        6,924,334  

Welltower, Inc.

     166,432        13,915,379  
     

 

 

 
        24,090,332  

Hotel & Resort REITs     6.4%

                 

CapitaLand Ascott Trust (Singapore), UTS

           4,961,987        3,262,535  

Host Hotels & Resorts, Inc.

     237,330        3,673,869  

Invincible Investment Corp. (Japan)

     5,972        2,296,833  

Japan Hotel REIT Investment Corp. (Japan)

     4,281        1,946,285  
     

 

 

 
        11,179,522  

Industrial REITs     15.5%

                 

Americold Realty Trust, Inc.

     185,992        4,876,710  

CapitaLand Ascendas REIT (Singapore)

     1,465,210        2,783,965  

GLP J-REIT (Japan)

     3,402        3,047,028  

Mitsui Fudosan Logistics Park, Inc. (Japan)

     506        1,529,755  

Prologis, Inc.

     118,421        11,930,916  

Tritax Big Box REIT PLC (United Kingdom)

     1,550,099        2,580,791  

Warehouses De Pauw CVA (Belgium)

     7,903        195,540  
     

 

 

 
        26,944,705  

Internet Services & Infrastructure     0.9%

                 

NEXTDC Ltd. (Australia)*

     201,387        1,512,188  

 

See Notes to Financial Statements.

PGIM Select Real Estate Fund    15


Schedule of Investments  (continued)

as of October 31, 2023

 

  Description    Shares              Value          

COMMON STOCKS (Continued)

     

Office REITs     2.2%

                 

Great Portland Estates PLC (United Kingdom)

     331,131      $ 1,572,070  

Kilroy Realty Corp.

     78,986        2,257,420  
     

 

 

 
        3,829,490  

Real Estate Operating Companies     7.7%

                 

CapitaLand Investment Ltd. (Singapore)

     588,341        1,263,276  

Castellum AB (Sweden)

     193,444        1,853,922  

Grainger PLC (United Kingdom)

     689,905        1,909,469  

Sagax AB (Sweden) (Class B Stock)

     63,958        1,157,827  

Shurgard Self Storage Ltd. (Belgium)

     67,171        2,513,854  

TAG Immobilien AG (Germany)*

     203,419        2,224,183  

Wharf Real Estate Investment Co. Ltd. (Hong Kong)

           716,218        2,505,359  
     

 

 

 
                13,427,890  

Residential REITs     12.4%

                 

Apartment Income REIT Corp.

     122,549        3,579,656  

Boardwalk Real Estate Investment Trust (Canada)

     59,529        2,779,952  

Equity Residential

     82,232        4,549,897  

InterRent Real Estate Investment Trust (Canada)

     234,864        1,991,708  

Sun Communities, Inc.

     15,368        1,709,536  

UNITE Group PLC (The) (United Kingdom)

     213,853        2,263,105  

Veris Residential, Inc.

     351,438        4,705,755  
     

 

 

 
        21,579,609  

Retail REITs     11.9%

                 

Brixmor Property Group, Inc.

     198,334        4,123,364  

Scentre Group (Australia)

     2,604,163        4,034,351  

Simon Property Group, Inc.

     64,700        7,109,883  

SITE Centers Corp.

     150,373        1,753,349  

Unibail-Rodamco-Westfield (France)*

     74,336        3,683,289  
     

 

 

 
        20,704,236  

Specialized REITs     18.7%

                 

Digital Realty Trust, Inc.

     102,503        12,747,273  

EPR Properties

     66,298        2,830,925  

Equinix, Inc.

     11,833        8,633,830  

Extra Space Storage, Inc.

     25,435        2,634,812  

 

See Notes to Financial Statements.

 

16


    

    

 

  Description    Shares              Value          

COMMON STOCKS (Continued)

     

Specialized REITs (cont’d.)

                 

Iron Mountain, Inc.

     63,865      $ 3,772,505  

National Storage REIT (Australia)

           1,446,104        1,843,760  
     

 

 

 
        32,463,105  
     

 

 

 

TOTAL LONG-TERM INVESTMENTS

     

(cost $177,418,497)

                172,145,202  
     

 

 

 

SHORT-TERM INVESTMENT     0.0%

     

AFFILIATED MUTUAL FUND

     

PGIM Core Government Money Market Fund
(cost $420)(wb)

     420        420  
     

 

 

 

TOTAL INVESTMENTS     99.1%

     

(cost $177,418,917)

        172,145,622  

Other assets in excess of liabilities     0.9%

        1,607,056  
     

 

 

 

NET ASSETS     100.0%

      $ 173,752,678  
     

 

 

 

 

 

Below is a list of the abbreviation(s) used in the annual report:

REITs—Real Estate Investment Trust

SOFR—Secured Overnight Financing Rate

UTS—Unit Trust Security

 

*

Non-income producing security.

(wb)

Represents an investment in a Fund affiliated with the Manager.

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 October 31, 2023 in valuing such portfolio securities:

 

     Level 1          Level 2        

Level 3

 

Investments in Securities

                  

Assets

                      

Long-Term Investments

                      

Common Stocks

                

Australia

   $                  —        $  7,390,299          $    

 

See Notes to Financial Statements.

PGIM Select Real Estate Fund    17


Schedule of Investments  (continued)

as of October 31, 2023

 

     Level 1          Level 2        

Level 3

 

Investments in Securities (continued)

                

Assets (continued)

                

Long-Term Investments (continued)

                

Common Stocks (continued)

                

Belgium

   $          $ 2,709,394                  $    

Canada

     5,654,963                        

France

              3,683,289               

Germany

              2,224,183               

Hong Kong

              5,852,577               

Japan

              15,811,521               

Singapore

              7,309,776               

Sweden

              3,011,749               

United Kingdom

              8,325,435               

United States

     110,172,016                        

Short-Term Investment

                

Affiliated Mutual Fund

     420                        
  

 

 

      

 

 

        

 

 

   

Total

   $ 115,827,399        $ 56,318,223          $    
  

 

 

      

 

 

     

 

 

 

Country Allocation:

The country allocation of portfolio holdings and other assets in excess of liabilities shown as a percentage of net assets as of October 31, 2023 were as follows:

 

United States

     63.5

Japan

     9.1  

United Kingdom

     4.8  

Australia

     4.3  

Singapore

     4.2  

Hong Kong

     3.3  

Canada

     3.2  

France

     2.1  

Sweden

     1.8

Belgium

     1.5  

Germany

     1.3  
  

 

 

 
     99.1  

Other assets in excess of liabilities

     0.9  
  

 

 

 
     100.0
  

 

 

 
 

 

See Notes to Financial Statements.

 

18


Statement of Assets and Liabilities

as of October 31, 2023

 

Assets

        

Investments at value:

  

Unaffiliated investments (cost $177,418,497)

   $ 172,145,202  

Affiliated investments (cost $420)

     420  

Foreign currency, at value (cost $192)

     191  

Receivable for investments sold

     10,765,429  

Receivable for Fund shares sold

     503,484  

Dividends receivable

     275,332  

Tax reclaim receivable

     256,074  

Prepaid expenses

     2,247  
  

 

 

 

Total Assets

     183,948,379  
  

 

 

 

Liabilities

        

Loan payable

     8,596,000  

Payable for investments purchased

     884,106  

Payable for Fund shares purchased

     485,702  

Management fee payable

     128,468  

Accrued expenses and other liabilities

     96,103  

Distribution fee payable

     2,602  

Affiliated transfer agent fee payable

     1,376  

Trustees’ fees payable

     1,344  
  

 

 

 

Total Liabilities

     10,195,701  
  

 

 

 

Net Assets

   $ 173,752,678  
  

 

 

 

    

        

Net assets were comprised of:

  

Shares of beneficial interest, at par

   $ 16,452  

Paid-in capital in excess of par

     249,662,953  

Total distributable earnings (loss)

     (75,926,727
  

 

 

 

Net assets, October 31, 2023

   $ 173,752,678  
  

 

 

 

 

See Notes to Financial Statements.

PGIM Select Real Estate Fund    19


Statement of Assets and Liabilities

as of October 31, 2023

 

Class A

                

Net asset value and redemption price per share,

          

($5,278,067 ÷ 499,387 shares of beneficial interest issued and outstanding)

   $ 10.57    

Maximum sales charge (5.50% of offering price)

     0.62    
  

 

 

   

Maximum offering price to public

   $ 11.19    
  

 

 

   

Class C

                

Net asset value, offering price and redemption price per share,

    

($1,616,821 ÷ 155,054 shares of beneficial interest issued and outstanding)

   $ 10.43    
  

 

 

   

Class Z

                

Net asset value, offering price and redemption price per share,

    

($147,175,783 ÷ 13,904,901 shares of beneficial interest issued and outstanding)

   $ 10.58    
  

 

 

   

Class R6

                

Net asset value, offering price and redemption price per share,

    

($19,682,007 ÷ 1,892,960 shares of beneficial interest issued and outstanding)

   $ 10.40    
  

 

 

   

 

See Notes to Financial Statements.

 

20


Statement of Operations

Year Ended October 31, 2023

 

Net Investment Income (Loss)

        

Income

  

Unaffiliated dividend income (net of $255,843 foreign withholding tax)

   $ 7,298,822  

Affiliated dividend income

     53,229  

Affiliated income from securities lending, net

     11,485  
  

 

 

 

Total income

     7,363,536  
  

 

 

 

Expenses

  

Management fee

     1,938,814  

Distribution fee(a)

     48,194  

Transfer agent’s fees and expenses (including affiliated expense of $7,921)(a)

     250,805  

Custodian and accounting fees

     79,516  

Professional fees

     46,688  

Registration fees(a)

     46,606  

Shareholders’ reports

     34,838  

Audit fee

     33,920  

Trustees’ fees

     13,104  

Miscellaneous

     91,669  
  

 

 

 

Total expenses

     2,584,154  

Less: Fee waiver and/or expense reimbursement(a)

     (20,310

Distribution fee waiver(a)

     (4,898
  

 

 

 

Net expenses

     2,558,946  
  

 

 

 

Net investment income (loss)

     4,804,590  
  

 

 

 

Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions

        

Net realized gain (loss) on:

  

Investment transactions (including affiliated of $13,498)

     (29,345,139

Foreign currency transactions

     15,861  
  

 

 

 
     (29,329,278
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments (including affiliated of $(793))

     31,032,178  

Foreign currencies

     15,748  
  

 

 

 
     31,047,926  
  

 

 

 

Net gain (loss) on investment and foreign currency transactions

     1,718,648  
  

 

 

 

Net Increase (Decrease) In Net Assets Resulting From Operations

   $ 6,523,238  
  

 

 

 

 

 

(a)

Class specific expenses and waivers were as follows:

 

     Class A     Class C     Class Z     Class R6  

Distribution fee

     29,389       18,805              

Transfer agent’s fees and expenses

     13,010       3,155       231,133       3,507  

Registration fees

     7,504       7,234       18,562       13,306  

Fee waiver and/or expense reimbursement

     (5,988     (7,792     (6,530      

Distribution fee waiver

     (4,898                  

 

See Notes to Financial Statements.

PGIM Select Real Estate Fund    21


Statements of Changes in Net Assets

 

     Year Ended
October 31,
 
     2023     2022  

Increase (Decrease) in Net Assets

                

Operations

    

Net investment income (loss)

   $ 4,804,590     $ 4,457,662  

Net realized gain (loss) on investment and foreign currency transactions

     (29,329,278     (38,704,294

Net change in unrealized appreciation (depreciation) on investments and foreign currencies

     31,047,926       (70,987,377
  

 

 

   

 

 

 

Net increase (decrease) in net assets resulting from operations

     6,523,238       (105,234,009
  

 

 

   

 

 

 

Dividends and Distributions

    

Distributions from distributable earnings

    

Class A

     (171,028     (414,882

Class C

     (21,353     (91,196

Class Z

     (3,811,369     (10,983,011

Class R6

     (1,011,529     (5,037,561
  

 

 

   

 

 

 
     (5,015,279     (16,526,650
  

 

 

   

 

 

 

Tax return of capital distributions

    

Class A

           (24,202

Class C

           (5,320

Class Z

           (640,682

Class R6

           (293,861
  

 

 

   

 

 

 
           (964,065
  

 

 

   

 

 

 

Fund share transactions (Net of share conversions)

    

Net proceeds from shares sold

     96,110,698       188,423,446  

Net asset value of shares issued in reinvestment of dividends and distributions

     5,008,295       17,480,857  

Cost of shares purchased

     (188,872,508     (151,688,740
  

 

 

   

 

 

 

Net increase (decrease) in net assets from Fund share transactions

     (87,753,515     54,215,563  
  

 

 

   

 

 

 

Total increase (decrease)

     (86,245,556     (68,509,161

Net Assets:

                

Beginning of year

     259,998,234       328,507,395  
  

 

 

   

 

 

 

End of year

   $ 173,752,678     $ 259,998,234  
  

 

 

   

 

 

 

 

See Notes to Financial Statements.

 

22


Financial Highlights

 

 
Class A Shares

 

     

Year Ended October 31,

 
   
      2023     2022     2021     2020     2019  
Per Share Operating Performance(a):                                         
Net Asset Value, Beginning of Year      $10.84       $15.54       $11.48       $13.18       $10.33  
Income (loss) from investment operations:                                         
Net investment income (loss)      0.20 (b)       0.14       0.10       0.15       0.16  
Net realized and unrealized gain (loss) on investment and foreign currency transactions      (0.25 )(c)      (4.12     4.18       (1.16     3.10  
Total from investment operations      (0.05     (3.98     4.28       (1.01     3.26  
Less Dividends and Distributions:                                         
Dividends from net investment income      (0.22     (0.22     (0.22     (0.43     (0.21
Tax return of capital distributions      -       (0.04     -       -       -  
Distributions from net realized gains      -       (0.46     -       (0.26     (0.20
Total dividends and distributions      (0.22     (0.72     (0.22     (0.69     (0.41
Net asset value, end of year      $10.57       $10.84       $15.54       $11.48       $13.18  
Total Return(d):      (0.62 )%      (26.71 )%      37.61     (7.90 )%      32.64
                                          
Ratios/Supplemental Data:                                         
Net assets, end of year (000)      $5,278       $10,982       $6,733       $3,878       $4,447  
Average net assets (000)      $9,796       $11,632       $4,803       $4,534       $3,205  
Ratios to average net assets(e):                                         
Expenses after waivers and/or expense reimbursement      1.32 %(f)      1.30     1.30     1.30     1.30
Expenses before waivers and/or expense reimbursement      1.43     1.44     1.57     2.11     3.04
Net investment income (loss)      1.73     1.05     0.74     1.26     1.36
Portfolio turnover rate(g)      121     137     165     313     242

 

(a)

Calculated based on average shares outstanding during the year.

(b)

The per share amount of net investment income (loss) does not directly correlate to the amounts reported in the Statement of Operations due to class specific expenses.

(c)

The per share amount of realized and unrealized gain (loss) on investments does not directly correlate to the amounts reported in the Statement of Operations due to the timing of portfolio share transactions in relation to fluctuating market values.

(d)

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 year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(e)

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

(f)

Includes interest expense on borrowings from the Syndicated Credit Agreement and certain non-recurring expenses of 0.02% which are being excluded from the Fund’s contractual waiver for the year ended October 31, 2023.

(g)

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

 

See Notes to Financial Statements.

PGIM Select Real Estate Fund    23


Financial Highlights (continued)

 

 
Class C Shares

 

     Year Ended October 31,  
   
     2023     2022     2021     2020     2019  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning of Year     $10.69       $15.33       $11.35       $13.03       $10.23  
Income (loss) from investment operations:                                        
Net investment income (loss)     0.11 (b)      0.03       (0.01 )(b)      0.06       0.06  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     (0.24 )(c)      (4.05     4.12       (1.13     3.08  
Total from investment operations     (0.13     (4.02     4.11       (1.07     3.14  
Less Dividends and Distributions:                                        
Dividends from net investment income     (0.13     (0.12     (0.13     (0.35     (0.14
Tax return of capital distributions     -       (0.04     -       -       -  
Distributions from net realized gains     -       (0.46     -       (0.26     (0.20
Total dividends and distributions     (0.13     (0.62     (0.13     (0.61     (0.34
Net asset value, end of year     $10.43       $10.69       $15.33       $11.35       $13.03  
Total Return(d):     (1.30 )%      (27.25 )%      36.64     (8.60 )%      31.59
                                         
Ratios/Supplemental Data:                                        
Net assets, end of year (000)     $1,617       $1,754       $1,636       $605       $351  
Average net assets (000)     $1,880       $2,168       $1,021       $532       $148  
Ratios to average net assets(e):                                        
Expenses after waivers and/or expense reimbursement     2.07 %(f)      2.05     2.05     2.05     2.05
Expenses before waivers and/or expense reimbursement     2.48     2.56     2.95     5.31     11.73
Net investment income (loss)     0.96     0.26     (0.06 )%      0.55     0.54
Portfolio turnover rate(g)     121     137     165     313     242

 

(a)

Calculated based on average shares outstanding during the year.

(b)

The per share amount of net investment income (loss) does not directly correlate to the amounts reported in the Statement of Operations due to class specific expenses.

(c)

The per share amount of realized and unrealized gain (loss) on investments does not directly correlate to the amounts reported in the Statement of Operations due to the timing of portfolio share transactions in relation to fluctuating market values.

(d)

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 year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(e)

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

(f)

Includes interest expense on borrowings from the Syndicated Credit Agreement and certain non-recurring expenses of 0.02% which are being excluded from the Fund’s contractual waiver for the year ended October 31, 2023.

(g)

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

 

See Notes to Financial Statements.

 

24


 

 
Class Z Shares

 

     Year Ended October 31,  
   
     2023     2022     2021     2020     2019  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning of Year     $10.86       $15.56       $11.49       $13.20       $10.34  
Income (loss) from investment operations:                                        
Net investment income (loss)     0.23 (b)       0.18       0.13       0.16       0.19  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     (0.26 )(c)       (4.12     4.19       (1.15     3.11  
Total from investment operations     (0.03     (3.94     4.32       (0.99     3.30  
Less Dividends and Distributions:                                        
Dividends from net investment income     (0.25     (0.26     (0.25     (0.46     (0.24
Tax return of capital distributions     -       (0.04     -       -       -  
Distributions from net realized gains     -       (0.46     -       (0.26     (0.20
Total dividends and distributions     (0.25     (0.76     (0.25     (0.72     (0.44
Net asset value, end of year     $10.58       $10.86       $15.56       $11.49       $13.20  
Total Return(d):     (0.37 )%      (26.46 )%      38.04     (7.73 )%      33.02
                                         
Ratios/Supplemental Data:                                        
Net assets, end of year (000)     $147,176       $171,629       $226,286       $29,056       $6,366  
Average net assets (000)     $177,323       $235,834       $126,992       $14,227       $1,621  
Ratios to average net assets(e):                                        
Expenses after waivers and/or expense reimbursement     1.07 %(f)      1.01     1.04     1.05     1.05
Expenses before waivers and/or expense reimbursement     1.07     1.01     1.04     1.61     2.85
Net investment income (loss)     1.97     1.29     0.92     1.40     1.48
Portfolio turnover rate(g)     121     137     165     313     242

 

(a)

Calculated based on average shares outstanding during the year.

(b)

The per share amount of net investment income (loss) does not directly correlate to the amounts reported in the Statement of Operations due to class specific expenses.

(c)

The per share amount of realized and unrealized gain (loss) on investments does not directly correlate to the amounts reported in the Statement of Operations due to the timing of portfolio share transactions in relation to fluctuating market values.

(d)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(e)

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

(f)

Includes interest expense on borrowings from the Syndicated Credit Agreement and certain non-recurring expenses of 0.02% which are being excluded from the Fund’s contractual waiver for the year ended October 31, 2023.

(g)

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

 

See Notes to Financial Statements.

PGIM Select Real Estate Fund    25


Financial Highlights (continued)

 

 
Class R6 Shares

 

     Year Ended October 31,  
   
     2023     2022     2021     2020     2019  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning of Year     $10.67       $15.31       $11.31       $13.00       $10.19  
Income (loss) from investment operations:                                        
Net investment income (loss)     0.24 (b)       0.19       0.15       0.18       0.18  
Net realized and unrealized gain (loss) on investment and foreign currency transactions     (0.25 )(c)      (4.06     4.11       (1.15     3.07  
Total from investment operations     (0.01     (3.87     4.26       (0.97     3.25  
Less Dividends and Distributions:                                        
Dividends from net investment income     (0.26     (0.27     (0.26     (0.46     (0.24
Tax return of capital distributions     -       (0.04     -       -       -  
Distributions from net realized gains     -       (0.46     -       (0.26     (0.20
Total dividends and distributions     (0.26     (0.77     (0.26     (0.72     (0.44
Net asset value, end of year     $10.40       $10.67       $15.31       $11.31       $13.00  
Total Return(d):     (0.27 )%      (26.39 )%      38.10     (7.70 )%      33.02
                                         
Ratios/Supplemental Data:                                        
Net assets, end of year (000)     $19,682       $75,634       $93,853       $15,686       $17,138  
Average net assets (000)     $53,351       $92,466       $57,833       $16,060       $8,739  
Ratios to average net assets(e):                                        
Expenses after waivers and/or expense reimbursement     0.93     0.89     0.94     1.05     1.05
Expenses before waivers and/or expense reimbursement     0.93     0.89     0.94     1.42     2.25
Net investment income (loss)     2.11     1.40     1.06     1.56     1.56
Portfolio turnover rate(f)     121     137     165     313     242

 

(a)

Calculated based on average shares outstanding during the year.

(b)

The per share amount of net investment income (loss) does not directly correlate to the amounts reported in the Statement of Operations due to class specific expenses.

(c)

The per share amount of realized and unrealized gain (loss) on investments does not directly correlate to the amounts reported in the Statement of Operations due to the timing of portfolio share transactions in relation to fluctuating market values.

(d)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

(e)

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

(f)

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

 

See Notes to Financial Statements.

 

26


Notes to Financial Statements

 

1.

Organization

Prudential Investment Portfolios 9 (the “Registered Investment Company” or “RIC”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company. The RIC is organized as a Delaware Statutory Trust. These financial statements relate only to the PGIM Select Real Estate Fund (the “Fund”), a series of the RIC. The Fund is classified as a diversified fund for purposes of the 1940 Act.

The investment objective of the Fund is to seek income and capital appreciation.

 

2.

Accounting Policies

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services — Investment Companies. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform to U.S. generally accepted accounting principles (“GAAP”). 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 as of the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. As described in further detail below, the Fund’s investments are valued daily based on a number of factors, including the type of investment and whether market quotations are readily available. The RIC’s Board of Trustees (the “Board”) has approved the Fund’s valuation policies and procedures for security valuation and designated PGIM Investments LLC (“PGIM Investments” or the “Manager”) as the “Valuation Designee,” as defined by Rule 2a-5(b) under the 1940 Act, to perform the fair value determination relating to all Fund investments. Pursuant to the Board’s oversight, the Valuation Designee has established a Valuation Committee to perform the duties and responsibilities as Valuation Designee under Rule 2a-5. 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. Fair value is the estimated 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.

For the fiscal reporting year-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

 

PGIM Select Real Estate Fund    27


Notes to Financial Statements (continued)

 

Fund’s foreign investments may change on days when investors cannot purchase or redeem Fund shares.

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 and referred to herein as the “fair value hierarchy” in accordance with FASB ASC Topic 820 — Fair Value Measurement.

Common or preferred stocks, exchange-traded funds (ETFs) and derivative instruments, if applicable, 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 a 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 up to the time the Fund is valued. 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 funds (other than ETFs) 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.

Securities and other assets that cannot be priced according to the methods described above are valued based on policies and procedures 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. Altering one or more unobservable inputs may result in a significant change to a Level 3 security’s fair value measurement.

 

28


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; and any available analyst media or other reports or information deemed reliable by the Valuation Designee 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 exchange rate as of the valuation date;

(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 unrealized and realized foreign currency gains (losses) are included in the reported net change in unrealized appreciation (depreciation) on investments and net realized gains (losses) on investment transactions on the Statements of Operations.

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 investment 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) arise from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates.

Master Netting Arrangements: The RIC, 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 all or a portion 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

 

PGIM Select Real Estate Fund    29


Notes to Financial Statements (continued)

 

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.

Securities Lending: The Fund lends 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 the 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. The remaining open loans of the securities lending transactions are considered overnight and continuous. 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, which are reflected in interest income or unaffiliated dividend income based on the nature of the payment on the Statement of Operations. 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 in the Statement of Operations.

Equity and Mortgage Real Estate Investment Trusts (collectively REITs): The Fund invested in REITs, which report information on the source of their distributions annually. Based on current and historical information, a portion of distributions received from 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 REITs.

 

30


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, or for certain foreign securities, when the Fund becomes aware of such dividends. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual expense amounts. 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. Such class specific expenses and waivers include distribution fees and distribution fee waivers, shareholder servicing fees, transfer agent’s fees and expenses, registration fees and fee waivers and/or expense reimbursements, as applicable.

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.

Between 2018 and 2025, tax reform legislation commonly referred to as the Tax Cuts and Jobs Act permits a direct REIT shareholder to claim a 20% “qualified business income” deduction for ordinary REIT dividends. The tax legislation did not expressly permit regulated investment companies (“RICs”) paying dividends attributable to such income to pass through this special treatment to its shareholders. On January 18, 2019, the Internal Revenue Service issued final regulations that permit RICs to pass through “qualified REIT dividends” to their shareholders.

Dividends and Distributions: Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified between total distributable earnings (loss) and paid-in capital in excess of par, as appropriate. The chart below sets forth the expected frequency of dividend and capital gains distributions to shareholders. Various factors may impact the frequency of dividend distributions to shareholders, including but not limited to adverse market conditions or portfolio holding-specific events.

 

   

Expected Distribution Schedule to Shareholders*

   Frequency 

Net Investment Income

   Quarterly 

Short-Term Capital Gains

   Annually 

Long-Term Capital Gains

   Annually 

 

*

Under certain circumstances, the Fund may make more than one distribution of short-term and/or long-term capital gains during a fiscal year.

 

PGIM Select Real Estate Fund    31


Notes to Financial Statements (continued)

 

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.

 

3.

Agreements

The RIC, on behalf of the Fund, has a management agreement with the Manager pursuant to which it has responsibility for all investment advisory services, including supervision of the subadviser’s performance of such services, and for rendering administrative services.

The Manager has entered into a subadvisory agreement with PGIM, Inc., which provides subadvisory services to the Fund through its business unit, PGIM Real Estate, and PGIM Real Estate (UK) Limited, an indirect wholly-owned subsidiary of PGIM, Inc. (collectively referred to herein as the “subadviser”). The Manager pays for the services of subadviser.

Fees payable under the management agreement are computed daily and paid monthly. For the reporting period ended October 31, 2023, the contractual and effective management fee rates were as follows:

 

   

Contractual Management Rate

  

Effective Management Fee, before any waivers

and/or expense reimbursements

0.80% on average daily net assets up to and including $1 billion;

   0.80%

0.78% on the next $2 billion of average daily net assets;

    

0.76% on the next $2 billion of average daily net assets;

    

0.75% on the next $5 billion of average daily net assets;

    

0.74% on average daily net assets exceeding $10 billion.

    

The Manager has contractually agreed, through February 28, 2025, to limit total annual operating expenses after fee waivers and/or expense reimbursements. This contractual waiver 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.

Where applicable, the Manager agrees to waive management fees or shared operating expenses on any share class to the same extent that it waives such expenses on any other share class. In addition, total annual operating expenses for Class R6 shares will not exceed total annual operating expenses for Class Z shares. Fees and/or expenses waived and/or reimbursed by the Manager for the purpose of preventing the expenses from exceeding a certain expense ratio limit 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

 

32


realized without exceeding the expense limit in effect at the time of the recoupment for that fiscal year. The expense limitations attributable to each class are as follows:

 

   

Class

   Expense

 Limitations 

A

   1.30%

C

   2.05   

Z

   1.05   

R6

   1.05   

The RIC, 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 C, Class Z and Class R6 shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund’s Class A and Class C shares, pursuant to the plans of distribution (the “Distribution Plans”), regardless of expenses actually incurred by PIMS.

Pursuant to the Distribution Plans, the Fund compensates PIMS for distribution related activities at an annual rate based on average daily net assets per class. PIMS has contractually agreed through February 28, 2025 to limit such fees on certain classes based on the average daily net assets. The distribution fees are accrued daily and payable monthly.

The Fund’s annual gross and net distribution rates, where applicable, are as follows:

 

     

Class

    Gross Distribution Fee      Net Distribution Fee 

A

   0.30%    0.25%

C

   1.00       1.00   

Z

   N/A     N/A 

R6

   N/A     N/A 

For the year ended October 31, 2023, PIMS received front-end sales charges (“FESL”) resulting from sales of certain class shares and contingent deferred sales charges (“CDSC”) imposed upon redemptions by certain shareholders. From these fees, PIMS paid such sales charges to broker-dealers, who in turn paid commissions to salespersons and incurred other distribution costs. The sales charges are as follows where applicable:

 

     

Class

     FESL        CDSC  

A

   $ 15,892      $  

C

            444    

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

 

4.

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 and shareholder servicing agent. Transfer agent’s fees and expenses in the Statement of Operations include certain out-of-pocket expenses paid to non-affiliates, where applicable.

 

PGIM Select Real Estate Fund    33


Notes to Financial Statements (continued)

 

The Fund may invest its overnight sweep cash in the PGIM Core Government Money Market Fund (the “Core Government Fund”), a series of the Prudential Government Money Market Fund, Inc., and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), a series of Prudential Investment Portfolios 2, each registered under the 1940 Act and managed by PGIM Investments. PGIM Investments and/or its affiliates are paid fees or reimbursed for providing their services to the Core Government Fund and the Money Market Fund. In addition to the realized and unrealized gains on investments in the Core Government Fund and the Money Market Fund, earnings from such investments are disclosed on the Statement of Operations as “Affiliated dividend income” and “Affiliated income from securities lending, net”, respectively.

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, subject to certain conditions, 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/trustees, and/or common officers. For the year ended October 31, 2023, no Rule 17a-7 transactions were entered into by the Fund.

 

5.

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 reporting period ended October 31, 2023, were as follows:

 

   
Cost of Purchases    Proceeds from Sales

$290,217,415

   $375,523,440

A summary of the cost of purchases and proceeds from sales of shares of affiliated mutual funds for the year ended October 31, 2023, is presented as follows:

 

               
Value,
Beginning
of Year
  

Cost of

Purchases

    

Proceeds

from Sales

    

Change in

Unrealized

Gain

(Loss)

  

Realized

Gain

(Loss)

  

Value,

End of Year

    

Shares,

End

of Year

     Income  

Short-Term Investments - Affiliated Mutual Funds:

                          

PGIM Core Government Money Market Fund(1)(wb)

 

$            —

   $ 46,367,928      $ 46,367,508      $  —    $      —      $420        420        $53,229  

 

34


               
Value,
Beginning
of Year
  Cost of
Purchases
  Proceeds
from Sales
 

Change in
Unrealized
Gain

(Loss)

 

Realized

Gain

(Loss)

  

Value,

End of Year

  

Shares,

End

of Year

   Income

 PGIM Institutional Money Market Fund(1)(b)(wb)

 $15,193,517   $239,765,618   $254,971,840   $(793)   $13,498    $  —        $11,485(2)
 $15,193,517   $286,133,546   $301,339,348   $(793)   $13,498    $420         $64,714   

 

(1)

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

(2)

The amount, or a portion thereof, represents the affiliated securities lending income shown on the Statement of Operations.

(b)

Represents security, or portion thereof, purchased with cash collateral received for securities on loan and includes dividend reinvestment.

(wb)

Represents an investment in a Fund affiliated with the Manager.

 

6.

Distributions and Tax Information

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date. In order to present total distributable earnings (loss) and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to total distributable earnings (loss) and paid-in capital in excess of par for the Fund.

For the year ended October 31, 2023, the adjustments were as follows:

 

   
Total Distributable
Earnings (Loss)
  

Paid-in

Capital in

Excess of Par

$50,245

   $(50,245)

For the year ended October 31, 2023, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

 

       
Ordinary
Income
  

Long-Term

Capital Gains

  

Tax Return

of Capital

  

Total Dividends

and Distributions

$5,015,279

   $—    $—    $5,015,279

For the year ended October 31, 2022, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

 

       
Ordinary
Income
  

Long-Term

Capital Gains

  

Tax Return

of Capital

  

Total Dividends

and Distributions

$14,767,334

   $1,759,316    $964,065    $17,490,715

 

PGIM Select Real Estate Fund    35


Notes to Financial Statements (continued)

 

For the year ended October 31, 2023, the Fund had the following amounts of accumulated undistributed earnings on a tax basis:

 

   
Undistributed
Ordinary
Income
  

Undistributed

Long-Term

Capital Gains

$1,028,834

   $—

The United States federal income tax basis of the Fund’s investments and the net unrealized depreciation as of October 31, 2023 were as follows:

 

       
Tax Basis   

Gross

Unrealized

Appreciation

  

Gross

Unrealized

Depreciation

    

Net  

Unrealized  

Depreciation  

$183,862,620

   $9,213,638    $(20,930,636)      $(11,716,998) 

The GAAP basis differs from tax basis primarily due to deferred losses on wash sales and investments in passive foreign investment companies.

For federal income tax purposes, the Fund had an approximated capital loss carryforward as of October 31, 2023 which can be carried forward for an unlimited period. No capital gains distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses.

 

   
Capital Loss
Carryforward
  

Capital Loss

Carryforward Utilized

$65,188,000

   $—

The Manager 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. Since tax authorities can examine previously filed tax returns, the Fund’s U.S. federal and state tax returns for each of the four fiscal years up to the most recent fiscal year ended October 31, 2023 are subject to such review.

 

7.

Capital and Ownership

The Fund offers Class A, Class C, 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 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 C shares are sold with a CDSC of 1% on sales made within 12 months of purchase. Class C shares will

 

36


automatically convert to Class A shares on a monthly basis approximately eight years (ten years prior to January 22, 2021) after purchase. Class Z and Class R6 shares are not subject to any sales or redemption charges and are available 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, below.

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

As of October 31, 2023, Prudential, through its affiliated entities, including affiliated funds (if applicable), owned shares of the Fund as follows:

 

     

Class

   Number of Shares     Percentage of Outstanding Shares 

C

          1,295    0.8%

R6

   1,552,463    82.0    

At the reporting period end, the number of shareholders holding greater than 5% of the Fund are as follows:

 

     
      Number of Shareholders     Percentage of Outstanding Shares 

Affiliated

   1    9.3%

Unaffiliated

   3    75.7    

Transactions in shares of beneficial interest were as follows:

 

     
  Share Class    Shares     Amount  

Class A

                

Year ended October 31, 2023:

                

Shares sold

     98,715     $      1,153,903  

Shares issued in reinvestment of dividends and distributions

     14,810       170,993  

Shares purchased

     (621,093 )          (7,305,097

Net increase (decrease) in shares outstanding before conversion

     (507,568     (5,980,201

Shares issued upon conversion from other share class(es)

     6,087       70,327  

Shares purchased upon conversion into other share class(es)

     (12,103     (140,249

Net increase (decrease) in shares outstanding

     (513,584   $ (6,050,123

 

PGIM Select Real Estate Fund    37


Notes to Financial Statements (continued)

 

     

Share Class

     Shares       Amount  

Year ended October 31, 2022:

                

Shares sold

     729,508     $    10,506,840  

Shares issued in reinvestment of dividends and distributions

     31,595       438,849  

Shares purchased

     (187,168     (2,503,324

Net increase (decrease) in shares outstanding before conversion

     573,935       8,442,365  

Shares issued upon conversion from other share class(es)

     7,131       78,490  

Shares purchased upon conversion into other share class(es)

     (1,433     (21,124

Net increase (decrease) in shares outstanding

     579,633     $ 8,499,731  

Class C

                

Year ended October 31, 2023:

                

Shares sold

     47,930     $ 545,368  

Shares issued in reinvestment of dividends and distributions

     1,875       21,318  

Shares purchased

     (53,248 )          (609,473

Net increase (decrease) in shares outstanding before conversion

     (3,443     (42,787

Shares purchased upon conversion into other share class(es)

     (5,474     (62,252

Net increase (decrease) in shares outstanding

     (8,917   $ (105,039

Year ended October 31, 2022:

                

Shares sold

     122,024     $ 1,749,306  

Shares issued in reinvestment of dividends and distributions

     6,629       94,764  

Shares purchased

     (64,019     (849,402

Net increase (decrease) in shares outstanding before conversion

     64,634       994,668  

Shares purchased upon conversion into other share class(es)

     (7,369     (80,418

Net increase (decrease) in shares outstanding

     57,265     $ 914,250  

Class Z

                

Year ended October 31, 2023:

                

Shares sold

     6,472,628     $ 74,952,042  

Shares issued in reinvestment of dividends and distributions

     331,388       3,805,130  

Shares purchased

     (8,718,343     (99,098,086

Net increase (decrease) in shares outstanding before conversion

     (1,914,327     (20,340,914

Shares issued upon conversion from other share class(es)

     12,484       144,855  

Shares purchased upon conversion into other share class(es)

     (3,338     (38,972

Net increase (decrease) in shares outstanding

     (1,905,181   $ (20,235,031

 

38


     
  Share Class    Shares     Amount  

Year ended October 31, 2022:

                

Shares sold

     8,857,165     $ 124,834,508  

Shares issued in reinvestment of dividends and distributions

     819,289       11,616,446  

Shares purchased

     (8,410,286     (106,630,767

Net increase (decrease) in shares outstanding before conversion

     1,266,168       29,820,187  

Shares issued upon conversion from other share class(es)

     1,826       26,512  

Net increase (decrease) in shares outstanding

     1,267,994     $ 29,846,699  

Class R6

                

Year ended October 31, 2023:

                

Shares sold

     1,674,290     $ 19,459,385  

Shares issued in reinvestment of dividends and distributions

     89,449       1,010,854  

Shares purchased

     (6,962,409     (81,859,852

Net increase (decrease) in shares outstanding before conversion

     (5,198,670 )          (61,389,613

Shares issued upon conversion from other share class(es)

     2,696       30,897  

Shares purchased upon conversion into other share class(es)

     (408     (4,606

Net increase (decrease) in shares outstanding

     (5,196,382   $ (61,363,322

Year ended October 31, 2022:

                

Shares sold

     3,629,909     $ 51,332,792  

Shares issued in reinvestment of dividends and distributions

     383,091       5,330,798  

Shares purchased

     (3,053,513     (41,705,247

Net increase (decrease) in shares outstanding before conversion

     959,487       14,958,343  

Shares purchased upon conversion into other share class(es)

     (263     (3,460

Net increase (decrease) in shares outstanding

     959,224     $ 14,954,883  

 

8.

Borrowings

The RIC, on behalf of the Fund, along with other affiliated registered investment companies (the “Participating 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 table below provides details of the current SCA in effect at the reporting period-end as well as the prior SCA.

 

     
      Current SCA      Prior SCA

Term of Commitment

   9/29/2023 - 9/26/2024      9/30/2022 – 9/28/2023

Total Commitment

   $ 1,200,000,000      $ 1,200,000,000

Annualized Commitment Fee on the Unused Portion of the SCA

   0.15%      0.15%

Annualized Interest Rate on Borrowings

   1.00% plus the higher of (1)
the effective federal funds rate, (2) the daily SOFR rate plus 0.10% or (3) zero percent
    

1.00% plus the higher of (1) the effective federal funds rate, (2) the daily SOFR rate plus 0.10% or (3) zero percent

Certain affiliated registered investment companies that are parties to the SCA include portfolios that are subject to a predetermined mathematical formula used to manage certain

 

PGIM Select Real Estate Fund    39


Notes to Financial Statements (continued)

 

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 Participating Funds in the SCA equitably.

The Fund utilized the SCA during the year ended October 31, 2023. The average daily balance for the 67 days that the Fund had loans outstanding during the period was approximately $3,051,194, borrowed at a weighted average interest rate of 5.99%. The maximum loan outstanding amount during the period was $57,496,000. At October 31, 2023, the Fund had an outstanding loan balance of $8,596,000.

 

9.

Risks of Investing in the Fund

The Fund’s risks include, but are not limited to, some or all of the risks discussed below. For further information on the Fund’s risks, please refer to the Fund’s Prospectus and Statement of Additional Information.

Active Trading Risk: The Fund actively and frequently trades its portfolio securities. High portfolio turnover results in higher transaction costs, which can affect the Fund’s performance and have adverse tax consequences. In addition, high portfolio turnover may also mean that a proportionately greater amount of distributions to shareholders will be taxed as ordinary income rather than long-term capital gains compared to investment companies with lower portfolio turnover.

Distribution Risk: The Fund’s distributions may consist of net investment income, if any, and net realized gains, if any, from the sale of investments and/or return of capital. The Fund will provide to shareholders early in each calendar year the final tax character of the Fund’s distributions for the previous year. Also, at such time that the Fund distribution is expected to be from sources other than current or accumulated net income, a notice to shareholders may be required.

Economic and Market Events Risk: Events in the U.S. and global financial markets, including actions taken by the U.S. Federal Reserve or foreign central banks to stimulate or stabilize economic growth or the functioning of the securities markets, or otherwise reduce inflation, may at times result in unusually high market volatility, which could negatively impact performance. Governmental efforts to curb inflation often have negative effects on the level of economic activity. Relatively reduced liquidity in credit and fixed income markets could adversely affect issuers worldwide.

 

40


Emerging Markets Risk: The risks of foreign investments are greater for investments in or exposed to emerging markets. Emerging market countries typically have economic and political systems that are less fully developed, and can be expected to be less stable, than those of more developed countries. For example, the economies of such countries can be subject to rapid and unpredictable rates of inflation or deflation. Low trading volumes may result in a lack of liquidity and price volatility. Emerging market countries may have policies that restrict investment by non-U.S. investors, or that prevent non-U.S. investors from withdrawing their money at will.

The Fund may invest in some emerging markets that subject it to risks such as those associated with illiquidity, custody of assets, different settlement and clearance procedures and asserting legal title under a developing legal and regulatory regime to a greater degree than in developed markets or even in other emerging markets.

Equity and Equity-Related Securities Risk: Equity and equity-related securities may be subject to changes in value, and their values may be more volatile than those of other asset classes. In addition to an individual security losing value, the value of the equity markets or a sector in which the Fund invests could go down. Different parts of a market can react differently to adverse issuer, market, regulatory, political and economic developments.

Foreign Securities Risk: Investments in securities of non-U.S. issuers (including those denominated in U.S. dollars) may involve more risk than investing in securities of U.S. issuers. Foreign political, economic and legal systems, especially those in developing and emerging market countries, may be less stable and more volatile than in the United States. Foreign legal systems generally have fewer regulatory requirements than the U.S. legal system, particularly those of emerging markets. In general, less information is publicly available with respect to non-U.S. companies than U.S. companies. Non-U.S. companies generally are not subject to the same accounting, auditing, and financial reporting standards as are U.S. companies. Additionally, the changing value of foreign currencies and changes in exchange rates could also affect the value of the assets the Fund holds and the Fund’s performance. Certain foreign countries may impose restrictions on the ability of issuers of foreign securities to make payment of principal and interest or dividends to investors located outside the country, due to blockage of foreign currency exchanges or otherwise. Investments in emerging markets are subject to greater volatility and price declines.

In addition, the Fund’s investments in non-U.S. securities may be subject to the risks of nationalization or expropriation of assets, imposition of currency exchange controls or restrictions on the repatriation of non-U.S. currency, confiscatory taxation and adverse diplomatic developments. Special U.S. tax considerations may apply.

Increase in Expenses Risk: Your actual cost of investing in the Fund may be higher than the expenses shown in the expense table in the Fund’s prospectus for a variety of reasons. For example, expense ratios may be higher than those shown if average net assets decrease.

 

PGIM Select Real Estate Fund    41


Notes to Financial Statements (continued)

 

Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile. Active and frequent trading of Fund securities can increase expenses.

Large Shareholder and Large Scale Redemption Risk: Certain individuals, accounts, funds (including funds affiliated with the Manager) or institutions, including the Manager and its affiliates, may from time to time own or control a substantial amount of the Fund’s shares. There is no requirement that these entities maintain their investment in the Fund. There is a risk that such large shareholders or that the Fund’s shareholders generally may redeem all or a substantial portion of their investments in the Fund in a short period of time, which could have a significant negative impact on the Fund’s NAV, liquidity, and brokerage costs. Large redemptions could also result in tax consequences to shareholders and impact the Fund’s ability to implement its investment strategy. The Fund’s ability to pursue its investment objective after one or more large scale redemptions may be impaired and, as a result, the Fund may invest a larger portion of its assets in cash or cash equivalents.

Market Capitalization Risk: The Fund may invest in companies of any market capitalization. Generally, the stock prices of small-and mid-cap companies are less stable than the prices of large-cap stocks and may present greater risks. Large capitalization companies as a group could fall out of favor with the market, causing the Fund to underperform compared to investments that focus on smaller capitalized companies.

Market Disruption and Geopolitical Risks: Market disruption can be caused by economic, financial or political events and factors, including but not limited to, international wars or conflicts (including Russia’s military invasion of Ukraine), geopolitical developments (including trading and tariff arrangements, sanctions and cybersecurity attacks), instability in regions such as Asia, Eastern Europe and the Middle East, terrorism, natural disasters and public health epidemics (including the outbreak of COVID-19 globally).

The extent and duration of such events and resulting market disruptions cannot be predicted, but could be substantial and could magnify the impact of other risks to the Fund. These and other similar events could adversely affect the U.S. and foreign financial markets and lead to increased market volatility, reduced liquidity in the securities markets, significant negative impacts on issuers and the markets for certain securities and commodities and/or government intervention. They may also cause short- or long-term economic uncertainties in the United States and worldwide. As a result, whether or not the Fund invests in securities of issuers located in or with significant exposure to the countries directly affected, the value and liquidity of the Fund’s investments may be negatively impacted. Further, due to closures of certain markets and restrictions on trading certain securities, the value of certain securities held by the Fund could be significantly impacted, which could lead to such securities being valued at zero.

 

42


Market Risk: Securities markets may be volatile and the market prices of the Fund’s securities may decline. Securities fluctuate in price based on changes in an issuer’s financial condition and overall market and economic conditions. If the market prices of the securities owned by the Fund fall, the value of your investment in the Fund will decline.

Real Estate Investment Trust (“REIT”) Risk: Investing in REITs involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. 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.

REITs must also meet certain requirements under the Internal Revenue Code of 1986, as amended (the Code) to avoid entity level tax and be eligible to pass-through certain tax attributes of their income to shareholders. REITs are consequently subject to the risk of failing to meet these requirements for favorable tax treatment and of failing to maintain their exemptions from registration under the Investment Company Act of 1940. REITs are subject to the risks of changes in the Code affecting their tax status.

Real Estate Related Securities Risk: Because the Fund invests in real estate securities, including REITs, the Fund is subject to the risks of investing in the real estate industry, such as changes in general and local economic conditions, the supply and demand for real estate and changes in zoning and tax laws. Since the Fund concentrates in the real estate industry, its holdings can vary significantly from broad market indices. As a result, the Fund’s performance can deviate from the performance of such indices. Because the Fund invests in stocks, there is the risk that the price of a particular stock owned by the Fund could go down or pay lower-than-expected or no dividends. In addition to an individual stock losing value, the value of the equity markets or of companies comprising the real estate industry could go down.

An investment in the Fund will be closely linked to the performance of the real estate markets. Real estate securities are subject to the same risks as direct investments in real estate and mortgages, and their value will depend on the value of the 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.

 

PGIM Select Real Estate Fund    43


Notes to Financial Statements (continued)

 

Selection Risk: Selection risk is the risk that the securities selected by the subadviser will underperform the market, the relevant indices, or other funds with similar investment objectives and investment strategies. Individual REIT prices may drop because of the failure of borrowers to pay their loans, a dividend reduction, a disruption to the real estate investment sales market, changes in federal or state taxation policies affecting REITs, or poor management of a REIT.

Value Style Risk: Since the Fund follows a value investment style, there is the risk that the value style may be out of favor for long periods of time, that the market will not recognize a security’s intrinsic value for a long time or at all, or that a stock judged to be undervalued may actually be appropriately priced or overvalued. Issuers of value stocks may have experienced adverse business developments or may be subject to special risks that have caused the stock to be out of favor. In addition, the Fund’s value investment style may go out of favor with investors, negatively affecting the Fund’s performance. If the Fund’s assessment of market conditions or a company’s value is inaccurate, the Fund could suffer losses or produce poor performance relative to other funds.

 

10.

Recent Regulatory Developments

Effective January 24, 2023, the SEC adopted rule and form amendments to require mutual funds and ETFs to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information deemed important for retail investors to assess and monitor their fund investments (the “Rule”). Other information, including financial statements, will no longer appear in the funds’ streamlined shareholder reports but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The Rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the Rule and its impact to the Fund.

 

44


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of Prudential Investment Portfolios 9 and Shareholders of PGIM Select Real Estate Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of PGIM Select Real Estate Fund (one of the funds constituting Prudential Investment Portfolios 9, referred to hereafter as the “Fund”) as of October 31, 2023, the related statement of operations for the year ended October 31, 2023, the statements of changes in net assets for each of the two years in the period ended October 31, 2023, including the related notes, and the financial highlights for each of the four years in the period ended October 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2023 and the financial highlights for each of the four years in the period ended October 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended October 31, 2019 and the financial highlights for the period ended October 31, 2019 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated December 19, 2019 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2023 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

New York, New York

December 18, 2023

We have served as the auditor of one or more investment companies in the PGIM Retail Funds complex since 2020.

 

PGIM Select Real Estate Fund    45


Tax Information (unaudited)

 

For the year ended October 31, 2023, the Fund reports the maximum amount allowable under Section 854 of the Internal Revenue Code, but not less than 4.35% of the ordinary income dividends paid during the year as qualified dividend income.

In January 2024, you will be advised on IRS Form 1099-DIV or substitute 1099-DIV as to the federal tax status of the distributions received by you in calendar year 2023.

 

46


INFORMATION ABOUT BOARD MEMBERS AND OFFICERS (unaudited)

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

  Independent Board Members

    
     
Name
Year of Birth
Position(s)
Portfolios Overseen
  

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  

Length of

Board Service

     

Ellen S. Alberding

1958

Board Member

Portfolios Overseen: 100

   Chief Executive Officer and President, The Joyce Foundation (charitable foundation) (since 2002); formerly Vice Chair, City Colleges of Chicago (community college system) (2011-2015); formerly Trustee, National Park Foundation (charitable foundation for national park system) (2009-2018); formerly Trustee, Economic Club of Chicago (2009-2016); Trustee, Loyola University (since 2018).   None.    Since September 2013
     

Kevin J. Bannon

1952

Board Member

Portfolios Overseen: 101

   Retired; formerly Managing Director (April 2008-May 2015) and Chief Investment Officer (October 2008-November 2013) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; formerly President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.   Director of Urstadt Biddle Properties (equity real estate investment trust) (September 2008-August 2023).    Since July 2008

 

PGIM Select Real Estate Fund


  Independent Board Members

    
       
Name
Year of Birth
Position(s)
Portfolios Overseen
  

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  

Length of

Board Service

       

Linda W. Bynoe

1952

Board Member

Portfolios Overseen: 98

   President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Limited LLC (formerly Telemat Ltd) (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co. (broker-dealer).   Trustee of Equity Residential (residential real estate) (since December 2009); Director of Northern Trust Corporation (financial services) (since April 2006); formerly Director of Anixter International, Inc. (communication products distributor) (January 2006-June 2020).    Since March 2005
       

Barry H. Evans

1960

Board Member

Portfolios Overseen: 101

   Retired; formerly President (2005-2016), Global Chief Operating Officer (2014-2016), Chief Investment Officer - Global Head of Fixed Income (1998-2014), and various portfolio manager roles (1986-2006), Manulife Asset Management (asset management).   Formerly Director, Manulife Trust Company (2011-2018); formerly Director, Manulife Asset Management Limited (2015-2017); formerly Chairman of the Board of Directors of Manulife Asset Management U.S. (2005-2016); formerly Chairman of the Board, Declaration Investment Management and Research (2008-2016).    Since September 2017
       

Keith F. Hartstein

1956

Board Member & Independent Chair Portfolios Overseen: 101

   Retired; formerly Member (November 2014-September 2022) of the Governing Council of the Independent Directors Council (IDC) (organization of independent mutual fund directors); formerly Executive Committee of the IDC Board of Governors (October 2019-December 2021); formerly President and Chief Executive Officer (2005-2012), Senior Vice President (2004-2005), Senior Vice President of Sales and Marketing (1997-2004), and various executive management positions (1990-1997), John Hancock Funds, LLC (asset management); formerly Chairman, Investment Company Institute’s Sales Force Marketing Committee (2003-2008).   None.    Since September 2013

 

Visit our website at pgim.com/investments


  Independent Board Members

    
       
Name
Year of Birth
Position(s)
Portfolios Overseen
  

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  

Length of

Board Service

       

Laurie Simon Hodrick 1962

Board Member

Portfolios Overseen: 98

   A. Barton Hepburn Professor Emerita of Economics in the Faculty of Business, Columbia Business School (since 2018); Visiting Fellow at the Hoover Institution, Stanford University (since 2015); Sole Member, ReidCourt LLC (since 2008) (a consulting firm); formerly Visiting Professor of Law, Stanford Law School (2015-2021); formerly A. Barton Hepburn Professor of Economics in the Faculty of Business, Columbia Business School (1996-2017); formerly Managing Director, Global Head of Alternative Investment Strategies, Deutsche Bank (2006-2008).   Independent Director, Andela (since January 2022) (global talent network); Independent Director, Roku (since December 2020) (communication services); formerly Independent Director, Synnex Corporation (2019-2021) (information technology); formerly Independent Director, Kabbage, Inc. (2018-2020) (financial services); formerly Independent Director, Corporate Capital Trust (2017-2018) (a business development company).    Since September 2017
       

Brian K. Reid

1961

Board Member

Portfolios Overseen: 101

   Retired; formerly Chief Economist for the Investment Company Institute (ICI) (2005-2017); formerly Senior Economist and Director of Industry and Financial Analysis at the ICI (1998-2004); formerly Senior Economist, Industry and Financial Analysis at the ICI (1996-1998); formerly Staff Economist at the Federal Reserve Board (1989-1996); formerly Director, ICI Mutual Insurance Company (2012-2017).   None.    Since March 2018

 

PGIM Select Real Estate Fund


  Independent Board Members

    
       
Name
Year of Birth
Position(s)
Portfolios Overseen
  

Principal Occupation(s)

During Past Five Years

 

Other Directorships

Held During

Past Five Years

  

Length of

Board Service

       

Grace C. Torres

1959

Board Member

Portfolios Overseen: 101

   Retired; formerly Treasurer and Principal Financial and Accounting Officer of the PGIM Funds, Target Funds, Advanced Series Trust, Prudential Variable Contract Accounts and The Prudential Series Fund (1998-June 2014); Assistant Treasurer (March 1999-June 2014) and Senior Vice President (September 1999-June 2014) of PGIM Investments LLC; Assistant Treasurer (May 2003-June 2014) and Vice President (June 2005-June 2014) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (May 2003-June 2014) of Prudential Annuities Advisory Services, Inc.   Director (since January 2018) of OceanFirst Financial Corp. and OceanFirst Bank; formerly Director (July 2015-January 2018) of Sun Bancorp, Inc. N.A. and Sun National Bank.    Since November 2014

 

Visit our website at pgim.com/investments


  Interested Board Members

     
       
Name
Year of Birth
Position(s)
Portfolios Overseen
  

Principal Occupation(s)

During Past Five Years

  

Other Directorships

Held During

Past Five Years

  

Length of

Board Service

       

Stuart S. Parker

1962

Board Member & President

Portfolios Overseen: 101

   President, Chief Executive Officer, Chief Operating Officer and Officer in Charge of PGIM Investments LLC (formerly known as Prudential Investments LLC) (since January 2012); President and Principal Executive Officer (“PEO”) (since December 2023) of the PGIM Credit Income Fund; President and PEO (since September 2022) of the PGIM Private Credit Fund; President and PEO (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of PGIM Investments LLC (June 2005-December 2011); Investment Company Institute - Board of Governors (since May 2012).    None.    Since January 2012
       

Scott E. Benjamin

1973

Board Member & Vice President

Portfolios Overseen: 101

   Executive Vice President (since May 2009) of PGIM Investments LLC; Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, PGIM Investments (since February 2006); Vice President (since December 2023) of the PGIM Credit Income Fund; Vice President (since September 2022) of the PGIM Private Credit Fund; Vice President (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Vice President of Product Development and Product Management, PGIM Investments LLC (2003-2006).    None.    Since March 2010

 

PGIM Select Real Estate Fund


  Fund Officers(a)

     
     
Name
Year of Birth
Fund Position
   Principal Occupation(s) During Past Five Years   

Length of

Service as Fund

Officer

     

Claudia DiGiacomo

1974

Chief Legal Officer

   Chief Legal Officer (since December 2023) of the PGIM Credit Income Fund; Chief Legal Officer (since September 2022) of the PGIM Private Credit Fund; Chief Legal Officer (since July 2022) of the PGIM Private Real Estate Fund, Inc.; Chief Legal Officer, Executive Vice President and Secretary of PGIM Investments LLC (since August 2020); Chief Legal Officer of Prudential Mutual Fund Services LLC (since August 2020); Chief Legal Officer of PIFM Holdco, LLC (since August 2020); Vice President and Corporate Counsel (since January 2005) of Prudential; and Corporate Counsel of AST Investment Services, Inc. (since August 2020); formerly Vice President and Assistant Secretary of PGIM Investments LLC (2005-2020); formerly Associate at Sidley Austin Brown & Wood LLP (1999-2004).    Since December 2005
     

Andrew Donohue

1972

Chief Compliance Officer

   Chief Compliance Officer (since May 2023) of the PGIM Funds, Target Funds, PGIM ETF Trust, PGIM Global High Yield Fund, Inc., PGIM High Yield Bond Fund, Inc., PGIM Short Duration High Yield Opportunities Fund, Advanced Series Trust, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc., PGIM Private Credit Fund, PGIM Private Real Estate Fund, Inc.; Chief Compliance Officer of AST Investment Services, Inc. (since October 2022); Vice President, Chief Compliance Officer of PGIM Investments LLC (since September 2022); Chief Compliance Officer (since December 2023) of the PGIM Credit Income Fund; formerly various senior compliance roles within Principal Global Investors, LLC., global asset management for Principal Financial (2011-2022), most recently as Global Chief Compliance Officer (2016-2022).    Since May 2023
     

Andrew R. French

1962

Secretary

   Vice President (since December 2018) of PGIM Investments LLC; Secretary (since December 2023) of the PGIM Credit Income Fund; Secretary (since September 2022) of the PGIM Private Credit Fund; Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Vice President and Corporate Counsel (2010-2018) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of PGIM Investments LLC; Vice President and Assistant Secretary (since January 2007) of Prudential Mutual Fund Services LLC.    Since October 2006

 

Visit our website at pgim.com/investments


  Fund Officers(a)

     
     
Name
Year of Birth
Fund Position
   Principal Occupation(s) During Past Five Years   

Length of

Service as Fund

Officer

     

Melissa Gonzalez

1980

Assistant Secretary

   Vice President and Corporate Counsel (since September 2018) of Prudential; Vice President and Assistant Secretary (since August 2020) of PGIM Investments LLC; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director and Corporate Counsel (March 2014-September 2018) of Prudential.    Since March 2020
     

Patrick E. McGuinness

1986

Assistant Secretary

   Vice President and Assistant Secretary (since August 2020) of PGIM Investments LLC; Director and Corporate Counsel (since February 2017) of Prudential; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.    Since June 2020
     

Debra Rubano

1975

Assistant Secretary

   Vice President and Corporate Counsel (since November 2020) of Prudential; Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc; formerly Director and Senior Counsel of Allianz Global Investors U.S. Holdings LLC (2010-2020) and Assistant Secretary of numerous funds in the Allianz fund complex (2015-2020).    Since December 2020
     

George Hoyt

1965

Assistant Secretary

   Vice President and Corporate Counsel of Prudential (since September 2023); formerly Associate General Counsel of Franklin Templeton and Secretary and Chief Legal Officer of certain funds in the Franklin Templeton complex (2020- 2023) and Managing Director (2016-2020) and Associate General Counsel for Legg Mason, Inc. and its predecessors (2004-2020).    Since December 2023
     

Devan Goolsby

1991

Assistant Secretary

   Vice President and Corporate Counsel of Prudential (since May 2023); formerly Associate at Eversheds Sutherland (US) LLP (2021-2023); Compliance Officer at Bloomberg LP (2019-2021); and an Examiner at the Financial Industry Regulatory Authority (2015-2019).    Since December 2023
     

Kelly A. Coyne

1968

Assistant Secretary

   Director, Investment Operations of Prudential Mutual Fund Services LLC (since 2010); Assistant Secretary (since December 2023) of the PGIM Credit Income Fund; Assistant Secretary (since September 2022) of the PGIM Private Credit Fund; Assistant Secretary (since March 2022) of the PGIM Private Real Estate Fund, Inc.    Since March 2015

 

PGIM Select Real Estate Fund


  Fund Officers(a)

     
     
Name
Year of Birth
Fund Position
   Principal Occupation(s) During Past Five Years   

Length of

Service as Fund

Officer

     

Christian J. Kelly

1975

Chief Financial Officer

   Vice President, Global Head of Fund Administration of PGIM Investments LLC (since November 2018); Chief Financial Officer (since March 2023) of PGIM Investments mutual funds, closed end funds and ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; Chief Financial Officer (since December 2023) of the PGIM Credit Income Fund; Chief Financial Officer of PGIM Private Credit Fund (since September 2022); Chief Financial Officer of PGIM Private Real Estate Fund, Inc. (since July 2022); formerly Treasurer and Principal Financial Officer (January 2019- March 2023) of PGIM Investments mutual funds, closed end funds and ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; formerly Treasurer and Principal Financial Officer (March 2022 – July 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director of Fund Administration of Lord Abbett & Co. LLC (2009-2018), Treasurer and Principal Accounting Officer of the Lord Abbett Family of Funds (2017-2018); Director of Accounting, Avenue Capital Group (2008-2009); Senior Manager, Investment Management Practice of Deloitte & Touche LLP (1998-2007).    Since January 2019
     

Russ Shupak

1973

Treasurer and Principal Accounting Officer

   Vice President (since 2017) within PGIM Investments Fund Administration; Treasurer and Principal Accounting Officer of PGIM Investments mutual funds, closed end funds and ETFs (since March 2023); Treasurer and Principal Accounting Officer (since December 2023) of the PGIM Credit Income Fund; Treasurer and Principal Accounting Officer (since July 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer (since September 2022) of the PGIM Private Credit Fund; formerly Assistant Treasurer (March 2022 – July 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer of Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund (since October 2019); formerly Director (2013-2017) within PGIM Investments Fund Administration.    Since October 2019
     

Lana Lomuti

1967

Assistant Treasurer

   Vice President (since 2007) within PGIM Investments Fund Administration; formerly Assistant Treasurer (December 2007-February 2014) of The Greater China Fund, Inc.; formerly Director (2005-2007) within PGIM Investments Fund Administration.    Since April 2014
     

Deborah Conway

1969

Assistant Treasurer

   Vice President (since 2017) within PGIM Investments Fund Administration; formerly Director (2007-2017) within PGIM Investments Fund Administration.    Since October 2019

 

Visit our website at pgim.com/investments


  Fund Officers(a)

     
     
Name
Year of Birth
Fund Position
   Principal Occupation(s) During Past Five Years   

Length of

Service as Fund

Officer

     

Elyse M. McLaughlin

1974

Assistant Treasurer

   Vice President (since 2017) within PGIM Investments Fund Administration; Treasurer and Principal Accounting Officer of the Advanced Series Trust, the Prudential Series Fund and the Prudential Gibraltar Fund (since March 2023); Assistant Treasurer (since December 2023) of the PGIM Credit Income Fund; Treasurer and Principal Accounting Officer (since September 2022) of the PGIM Private Credit Fund; Assistant Treasurer (since March 2022) of the PGIM Private Real Estate Fund, Inc.; Assistant Treasurer of PGIM Investments mutual funds, closed end funds and ETFs (since October 2019); formerly Director (2011-2017) within PGIM Investments Fund Administration.    Since October 2019
     

Robert W. McCormack

1973

Assistant Treasurer

   Vice President (since 2019) within PGIM Investments Fund Administration; Assistant Treasurer (since March 2023) of PGIM Investments mutual funds, closed end funds, ETFs, Advanced Series Trust Portfolios, Prudential Series Funds and Prudential Gibraltar Fund; Assistant Treasurer (since December 2023) of the PGIM Credit Income Fund; Assistant Treasurer (since September 2022) of the PGIM Private Credit Fund; Assistant Treasurer (since March 2022) of the PGIM Private Real Estate Fund, Inc.; formerly Director (2016-2019) within PGIM Investments Fund Administration; formerly Vice President within Goldman, Sachs & Co. Investment Management Controllers (2008-2016), Assistant Treasurer of Goldman Sachs Family of Funds (2015-2016).    Since March 2023
     

Kelly Florio

1978

Anti-Money Laundering Compliance Officer

   Vice President, Corporate Compliance, Global Compliance Programs and Compliance Risk Management (since December 2021) of Prudential; formerly Head of Fraud Risk Management (October 2019-December 2021) at New York Life Insurance Company; formerly Head of Key Risk Area Operations (November 2018-October 2019), Director of the US Anti-Money Laundering Compliance Unit (2009-2018) and Bank Loss Prevention Associate (2006-2009) at MetLife.    Since June 2022

(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

Explanatory Notes to Tables:

 

 

Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with PGIM Investments LLC and/or an affiliate of PGIM Investments LLC.

 

 

Unless otherwise noted, the address of all Board Members and Officers is c/o PGIM Investments LLC, 655 Broad Street, Newark, New Jersey 07102-4410.

 

 

There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.

 

 

“Other Directorships Held” includes all directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.

 

PGIM Select Real Estate Fund


 

“Portfolios Overseen” includes such applicable investment companies managed by PGIM Investments LLC and overseen by the Board Member. The investment companies for which PGIM Investments LLC serves as manager include the PGIM Mutual Funds, Target Funds, PGIM ETF Trust, PGIM Private Real Estate Fund, Inc., PGIM Private Credit Fund, PGIM Credit Income Fund, PGIM High Yield Bond Fund, Inc., PGIM Global High Yield Fund, Inc., PGIM Short Duration High Yield Opportunities Fund, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

 

 

As used in the Fund Officers table “Prudential” means The Prudential Insurance Company of America.

 

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Approval of Advisory Agreements (unaudited)

 

The Fund’s Board of Trustees

The Board of Trustees (the “Board”) of PGIM Select Real Estate Fund (the “Fund”)1 consists of ten individuals, eight of whom are not “interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Trustees have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Trustee. The Board has established five standing committees: the Audit Committee, the Nominating and Governance Committee, the Compliance Committee and two Investment Committees. Each committee is chaired by, and composed of, Independent Trustees.

Annual Approval of the Fund’s Advisory Agreements

As required under the 1940 Act, the Board determines annually whether to renew the Fund’s management agreement with PGIM Investments LLC (“PGIM Investments”) and the Fund’s subadvisory agreement with PGIM, Inc. (“PGIM”) on behalf of its PGIM Real Estate unit (“PGIM Real Estate”), and PGIM Real Estate (UK) Limited (“PGIM RE (UK)”). In considering the renewal of the agreements, the Board, including all of the Independent Trustees, met on May 25 and June 6-8, 2023 (the “Board Meeting”) and approved the renewal of the agreements through July 31, 2024, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PGIM Investments, PGIM and PGIM RE (UK). Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.

In approving the agreements, the Board, including the Independent Trustees advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PGIM Investments and the subadvisers, the performance of the Fund, the profitability of PGIM Investments and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its shareholders as the Fund’s assets grow. In their deliberations, the Trustees did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund. In connection with its deliberations, the Board considered information provided by PGIM Investments throughout the year at regular Board meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the Board Meeting.

                                             

1PGIM Select Real Estate Fund is a series of Prudential Investment Portfolios 9.

 

PGIM Select Real Estate Fund


Approval of Advisory Agreements (continued)

 

The Trustees determined that the overall arrangements between the Fund and PGIM Investments, which serves as the Fund’s investment manager pursuant to a management agreement, and between PGIM Investments and each of PGIM, which, through its PGIM Real Estate unit, and PGIM RE (UK), serve as the Fund’s subadvisers pursuant to the terms of a subadvisory agreement with PGIM Investments, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Trustees considered relevant in the exercise of their business judgment.

The material factors and conclusions that formed the basis for the Trustees’ reaching their determinations to approve the continuance of the agreements are separately discussed below.

Nature, Quality and Extent of Services

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PGIM Investments, PGIM Real Estate and PGIM RE (UK). The Board noted that PGIM Real Estate and PGIM RE (UK) are affiliated with PGIM Investments. The Board considered the services provided by PGIM Investments, including but not limited to the oversight of the subadvisers for the Fund, as well as the provision of fund recordkeeping, compliance and other services to the Fund, and PGIM Investments’ role as the administrator for the Fund’s liquidity risk management program. With respect to PGIM Investments’ oversight of the subadvisers, the Board noted that PGIM Investments’ Strategic Investment Research Group (“SIRG”), which is a business unit of PGIM Investments, is responsible for monitoring and reporting to PGIM Investments’ senior management on the performance and operations of the subadvisers. The Board also considered that PGIM Investments pays the salaries of all of the officers and interested Trustees of the Fund who are part of Fund management. The Board also considered the investment subadvisory services provided by PGIM Real Estate and PGIM RE (UK), including investment research and security selection, as well as adherence to the Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PGIM Investments’ evaluation of the subadvisers, as well as PGIM Investments’ recommendation, based on its review of the subadvisers, to renew the subadvisory agreement.

The Board considered the qualifications, backgrounds and responsibilities of PGIM Investments’ senior management responsible for the oversight of the Fund, PGIM Real Estate and PGIM RE (UK), and also considered the qualifications, backgrounds and responsibilities of the PGIM Real Estate and PGIM RE (UK) portfolio managers who are responsible for the day-to-day management of the Fund’s portfolio. The Board was provided with information pertaining to PGIM Investments’, PGIM Real Estate’s, PGIM’s and PGIM RE (UK)’s organizational structure, senior management, investment operations, and other relevant information pertaining to PGIM Investments, PGIM Real Estate, PGIM and PGIM RE (UK). The Board also noted that it received favorable

 

Visit our website at pgim.com/investments


    

 

compliance reports from the Fund’s Chief Compliance Officer (“CCO”) as to PGIM Investments, PGIM Real Estate, PGIM and PGIM RE (UK).

The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PGIM Investments and the subadvisory services provided to the Fund by PGIM Real Estate and PGIM RE (UK), and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PGIM Investments, PGIM Real Estate and PGIM RE (UK) under the management and subadvisory agreements.

Costs of Services and Profits Realized by PGIM Investments

The Board was provided with information on the profitability of PGIM Investments and its affiliates in serving as the Fund’s investment manager. The Board discussed with PGIM Investments the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. Taking these factors into account, the Board concluded that the profitability of PGIM Investments and its affiliates in relation to the services rendered was not unreasonable.

Economies of Scale

The Board received and discussed information concerning economies of scale that PGIM Investments may realize as the Fund’s assets grow beyond current levels. The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase. During the course of time, the Board has considered information regarding the launch date of the Fund, the management fees of the Fund compared to those of similarly managed funds and PGIM Investments’ investment in the Fund over time. The Board noted that economies of scale, can be shared with the Fund in other ways, including low management fees from inception, additional technological and personnel investments to enhance shareholder services, and maintaining existing expense structures in the face of a rising cost environment. The Board also considered PGIM Investments’ assertion that it continually evaluates the management fee schedule of the Fund and the potential to share economies of scale through breakpoints or fee waivers as asset levels increase.

The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PGIM Investments’ costs are not specific to individual funds, but rather are incurred across a variety of products and services.

 

PGIM Select Real Estate Fund


Approval of Advisory Agreements (continued)

 

Other Benefits to PGIM Investments, PGIM Real Estate and PGIM RE (UK)

The Board considered potential ancillary benefits that might be received by PGIM Investments, PGIM Real Estate, PGIM RE (UK) and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PGIM Investments included transfer agency fees received by the Fund’s transfer agent (which is affiliated with PGIM Investments), and benefits to its reputation as well as other intangible benefits resulting from PGIM Investments’ association with the Fund. The Board concluded that the potential benefits to be derived by PGIM Real Estate and PGIM RE (UK) included their ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PGIM Investments, PGIM Real Estate and PGIM RE (UK) were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

Performance of the Fund /Fees and Expenses

The Board considered certain additional factors and made related conclusions relating to the historical performance of the Fund for the one-, three- and five-year periods ended December 31, 2022. The Board considered that the Fund commenced investment operations on August 1, 2014 and that longer-term performance was not yet available.

The Board also considered the Fund’s actual management fee, as well as the Fund’s net total expense ratio, for the fiscal year ended October 31, 2022. The Board considered the management fee for the Fund as compared to the management fee charged by PGIM Investments to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

The mutual funds included in the Peer Universe, which was used to consider performance, and the Peer Group, which was used to consider expenses and fees, were objectively determined by Broadridge, an independent provider of mutual fund data. In certain circumstances, PGIM Investments also provided supplemental Peer Universe or Peer Group information for reasons addressed with the Board. The comparisons placed the Fund in various quartiles over various periods, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

The section below summarizes key factors considered by the Board and the Board’s conclusions regarding the Fund’s performance, fees and overall expenses. The table sets forth net performance comparisons (which reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the

 

Visit our website at pgim.com/investments


    

 

impact of any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.

 

Net Performance   1 Year  

 

3 Years

  5 Years   10 Years
 

 

3rd Quartile

  1st Quartile   1st Quartile   N/A

 

Actual Management Fees: 3rd Quartile

           

 

Net Total Expenses: 2nd Quartile

           

 

  ·  

The Board noted that the Fund outperformed its benchmark index over the three- and five-year periods and underperformed over the one-year period.

 

  ·  

The Board and PGIM Investments agreed to retain the existing contractual expense cap that (exclusive of certain fees and expenses) caps total annual operating expenses at 1.30% for Class A shares, 2.05% for Class C shares, 1.05% for Class R6 shares, and 1.05% for Class Z shares through February 29, 2024.

 

  ·  

In addition, PGIM Investments will waive management fees or shared operating expenses on any share class to the same extent that it waives such expenses on any other share class and has agreed that total annual fund operating expenses for Class R6 shares will not exceed total annual fund operating expenses for Class Z shares.

 

  ·  

The Board concluded that, in light of the above, it would be in the best interests of the Fund and its shareholders to renew the agreements.

 

  ·  

The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

* * *

After full consideration of these factors, the Board concluded that the approval of the agreements was in the best interests of the Fund and its shareholders.

 

PGIM Select Real Estate Fund


    

     

   MAIL

 

     655 Broad Street

 

     Newark, NJ 07102

 

   TELEPHONE

 

     (800) 225-1852

 

   WEBSITE

 

     pgim.com/investments

 

PROXY VOTING

The Board of Trustees of the Fund has delegated to the Fund’s 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 or by visiting the Securities and Exchange Commission’s website at sec.gov. 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 · Stuart S. Parker · Brian K. Reid · Grace C. Torres

 

OFFICERS

Stuart S. Parker, President · Scott E. Benjamin, Vice President · Christian J. Kelly, Chief Financial Officer · Claudia DiGiacomo, Chief Legal Officer · Andrew Donohue, Chief Compliance Officer · Russ Shupak, Treasurer and Principal Accounting Officer · Kelly Florio, Anti-Money Laundering Compliance Officer · Andrew R. French, Secretary · Melissa Gonzalez, Assistant Secretary · Kelly A. Coyne, Assistant Secretary · Patrick E. McGuinness, Assistant Secretary · Debra Rubano, Assistant Secretary · George Hoyt, Assistant Secretary · Devan Goolsby, Assistant Secretary · Lana Lomuti, Assistant Treasurer · Elyse M. McLaughlin, Assistant Treasurer · Deborah Conway, Assistant Treasurer · Robert W. McCormack, Assistant Treasurer

 

MANAGER

  PGIM Investments LLC   

655 Broad Street

Newark, NJ 07102

SUBADVISERS

  PGIM Real Estate   

655 Broad Street

14th Floor

Newark, NJ 07102

    PGIM Real Estate (UK) Limited   

Grand Buildings, 1-3 Strand

Trafalgar Square

London, WC2N 5HR

United Kingdom

DISTRIBUTOR

  Prudential Investment Management Services LLC   

655 Broad Street

Newark, NJ 07102

CUSTODIAN

  The Bank of New York Mellon   

240 Greenwich Street

New York, NY 10286

TRANSFER AGENT   Prudential Mutual Fund Services LLC   

PO Box 534432

Pittsburgh, PA 15253

INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

  PricewaterhouseCoopers LLP   

300 Madison Avenue

New York, NY 10017

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 the prospectus and summary prospectus by visiting our website at pgim.com/investments 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 pgim.com/investments/resource/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 Select Real Estate Fund, PGIM Investments, Attn: Board of Trustees, 655 Broad Street, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee by writing to that Trustee at the same address. Communications are not screened before being delivered to the addressee.

 

AVAILABILITY OF PORTFOLIO HOLDINGS

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 as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT filings are available on the Commission’s website at sec.gov.

 

The Fund’s Statement of Additional Information contains additional information about the Fund’s Trustees and is available without charge, upon request, by calling (800) 225-1852.

  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 SELECT REAL ESTATE FUND

 

 

 SHARE CLASS

   A    C    Z    R6

 NASDAQ

   SREAX    SRECX    SREZX    SREQX

 CUSIP

   74441J811        74441J795        74441J779        74441J787    

MF223E


Item 2 – Code of Ethics — See Exhibit (a)

As of the end of the period covered by this report, the registrant has adopted a code of ethics (the “Section 406 Standards for Investment Companies – Ethical Standards for Principal Executive and Financial Officers”) that applies to the registrant’s Principal Executive Officer and Principal Financial Officer; the registrant’s Principal Financial Officer also serves as the Principal Accounting Officer.

The registrant hereby undertakes to provide any person, without charge, upon request, a copy of the code of ethics. To request a copy of the code of ethics, contact the registrant 800-225-1852, and ask for a copy of the Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers.

Item 3 – Audit Committee Financial Expert –

The registrant’s Board has determined that Ms. Grace C. Torres, member of the Board’s Audit Committee is an “audit committee financial expert,” and that she is “independent,” for purposes of this item.

Item 4 – Principal Accountant Fees and Services –

(a) Audit Fees

For the fiscal years ended October 31, 2023 and October 31, 2022, PricewaterhouseCoopers LLP (“PwC”), the Registrant’s principal accountant, billed the Registrant $161,544 and $206,750, respectively, for professional services rendered for the audit of the Registrant’s annual financial statements or services that are normally provided in connection with statutory and regulatory filings.

(b) Audit-Related Fees

For the fiscal years ended October 31, 2023 and October 31, 2022: none.

(c) Tax Fees

For the fiscal years ended October 31, 2023 and October 31, 2022: none.

(d) All Other Fees

For the fiscal years ended October 31, 2023 and October 31, 2022: none.

(e) (1) Audit Committee Pre-Approval Policies and Procedures

THE PGIM MUTUAL FUNDS

AUDIT COMMITTEE POLICY

on

Pre-Approval of Services Provided by the Independent Accountants


The Audit Committee of each PGIM Mutual Fund is charged with the responsibility to monitor the independence of the Fund’s independent accountants. As part of this responsibility, the Audit Committee must pre-approve the independent accounting firm’s engagement to render audit and/or permissible non-audit services, as required by law. In evaluating a proposed engagement of the independent accountants, the Audit Committee will assess the effect that the engagement might reasonably be expected to have on the accountant’s independence. The Committee’s evaluation will be based on:

 

   

a review of the nature of the professional services expected to be provided,

 

   

a review of the safeguards put into place by the accounting firm to safeguard independence, and

 

   

periodic meetings with the accounting firm.

Policy for Audit and Non-Audit Services Provided to the Funds

On an annual basis, the scope of audits for each Fund, audit fees and expenses, and audit-related and non-audit services (and fees proposed in respect thereof) proposed to be performed by the Fund’s independent accountants will be presented by the Treasurer and the independent accountants to the Audit Committee for review and, as appropriate, approval prior to the initiation of such services.

Such presentation shall be accompanied by confirmation by both the Treasurer and the independent accountants that the proposed non-audit services will not adversely affect the independence of the independent accountants. Such proposed non-audit services shall be described in sufficient detail to enable the Audit Committee to assess the appropriateness of such services and fees, and the compatibility of the provision of such services with the auditor’s independence. The Committee shall receive periodic reports on the progress of the audit and other services which are approved by the Committee or by the Committee Chair pursuant to authority delegated in this Policy.

The categories of services enumerated under “Audit Services”, “Audit-related Services”, and “Tax Services” are intended to provide guidance to the Treasurer and the independent accountants as to those categories of services which the Committee believes are generally consistent with the independence of the independent accountants and which the Committee (or the Committee Chair) would expect upon the presentation of specific proposals to pre-approve. The enumerated categories are not intended as an exclusive list of audit, audit-related or tax services, which the Committee (or the Committee Chair) would consider for pre-approval.

Audit Services

The following categories of audit services are considered to be consistent with the role of the Fund’s independent accountants:

 

   

Annual Fund financial statement audits

 

   

Seed audits (related to new product filings, as required)

 

   

SEC and regulatory filings and consents

Audit-related Services

The following categories of audit-related services are considered to be consistent with the role of the Fund’s independent accountants:

 

   

Accounting consultations

 

   

Fund merger support services

 

   

Agreed Upon Procedure Reports

 

   

Attestation Reports

 

   

Other Internal Control Reports

Individual audit-related services that fall within one of these categories (except for fund merger support services) and are not presented to the Audit Committee as part of the annual pre-approval process are subject to an authorized pre-approval by the Audit Committee so long as the estimated fee for those services does not exceed $30,000. Any services provided under such pre-approval will be reported to the Audit Committee at its next regular meeting. Should the amount of such services exceed $30,000 any additional fees will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated). Fees related to fund merger support services are subject to a separate authorized


pre-approval by the Audit Committee with fees determined on a per occurrence and merger complexity basis.

Tax Services

The following categories of tax services are considered to be consistent with the role of the Fund’s independent accountants:

 

   

Tax compliance services related to the filing or amendment of the following:

 

   

Federal, state and local income tax compliance; and,

 

   

Sales and use tax compliance

 

   

Timely RIC qualification reviews

 

   

Tax distribution analysis and planning

 

   

Tax authority examination services

 

   

Tax appeals support services

 

   

Accounting methods studies

 

   

Fund merger support services

 

   

Tax consulting services and related projects

Individual tax services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approval process are subject to an authorized pre-approval by the Audit Committee so long as the estimated fee for those services does not exceed $30,000. Any services provided under such pre-approval will be reported to the Audit Committee at its next regular meeting. Should the amount of such services exceed $30,000 any additional fees will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated).

Other Non-Audit Services

Certain non-audit services that the independent accountants are legally permitted to render will be subject to pre-approval by the Committee or by one or more Committee members to whom the Committee has delegated this authority and who will report to the full Committee any pre-approval decisions made pursuant to this Policy. Non-audit services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.

Proscribed Services

The Fund’s independent accountants will not render services in the following categories of non-audit services:

 

   

Bookkeeping or other services related to the accounting records or financial statements of the Fund

 

   

Financial information systems design and implementation

 

   

Appraisal or valuation services, fairness opinions, or contribution-in-kind reports

 

   

Actuarial services

 

   

Internal audit outsourcing services

 

   

Management functions or human resources

 

   

Broker or dealer, investment adviser, or investment banking services

 

   

Legal services and expert services unrelated to the audit

 

   

Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible.

Pre-approval of Non-Audit Services Provided to Other Entities Within the PGIM Fund Complex

Certain non-audit services provided to PGIM Investments LLC or any of its affiliates that also provide ongoing services to the PGIM Mutual Funds will be subject to pre-approval by the Audit Committee. The only non-audit services provided to these entities that will require pre-approval are those related directly to the operations and financial reporting of the Funds.


Individual projects that are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $30,000. Services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.

Although the Audit Committee will not pre-approve all services provided to PGIM Investments LLC and its affiliates, the Committee will receive an annual report from the Fund’s independent accounting firm showing the aggregate fees for all services provided to PGIM Investments and its affiliates.

(e) (2) Percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X

 

        

Fiscal Year Ended October 31,

2023

        

Fiscal Year Ended October 31,

2022

     
  4(b)        Not applicable.       Not applicable.   
  4(c)        Not applicable.              Not applicable.   
  4(d)        Not applicable.       Not applicable.   

(f) Percentage of hours expended attributable to work performed by other than full time employees of principal accountant if greater than 50%.

The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was 0%.

(g) Non-Audit Fees

The aggregate non-audit fees billed by the Registrant’s principal accountant for services rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant for the fiscal years ended October 31, 2023 and October 31, 2022 was $0 and $0, respectively.

(h) Principal Accountant’s Independence

Not applicable as the Registrant’s principal accountant has not provided non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X.

(i) Not applicable.

(j) Not applicable.

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 – There have been no material changes to these procedures.

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 (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d))) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12 – Controls and Procedures - Disclosure of Securities Lending Activities for Closed-End Management Investment Companies – Not applicable.

Item 13 – Exhibits

(a)(1) Code of Ethics – Attached hereto as Exhibit EX-99.CODE-ETH.

(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act – Attached hereto as Exhibit EX-99.CERT.

(a)(2)(1) Any written solicitation to purchase securities under Rule 23c-1 – Not applicable.

(a)(2)(2) Change in the registrant’s independent public accountant – Not applicable.

(b) Certifications pursuant to Section  906 of the Sarbanes-Oxley Act – Attached hereto as Exhibit EX-99.906CERT.


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 9
By:    /s/ Andrew R. French
   Andrew R. French
   Secretary
Date:    December 19, 2023

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:    December 19, 2023
By:    /s/ Christian J. Kelly
   Christian J. Kelly
   Chief Financial Officer (Principal Financial Officer)
Date:    December 19, 2023