0001127602-21-005273.txt : 20210211 0001127602-21-005273.hdr.sgml : 20210211 20210211174920 ACCESSION NUMBER: 0001127602-21-005273 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210209 FILED AS OF DATE: 20210211 DATE AS OF CHANGE: 20210211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lowrey Charles F CENTRAL INDEX KEY: 0001512629 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16707 FILM NUMBER: 21621305 MAIL ADDRESS: STREET 1: 751 BROAD STREET, 4TH FLOOR STREET 2: ATTN: CORPORATE COMPLIANCE CITY: NEWARK STATE: NJ ZIP: 07102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRUDENTIAL FINANCIAL INC CENTRAL INDEX KEY: 0001137774 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 223703799 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 751 BROAD ST CITY: NEWARK STATE: NJ ZIP: 07102 BUSINESS PHONE: 9738026000 MAIL ADDRESS: STREET 1: 751 BROAD ST CITY: NEWARK STATE: NJ ZIP: 07102 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2021-02-09 0001137774 PRUDENTIAL FINANCIAL INC PRU 0001512629 Lowrey Charles F 751 BROAD STREET, 4TH FLOOR ATTN. CORPORATE COMPLIANCE NEWARK NJ 07102 1 1 1 Chief Executive Officer Chairman of the Board Common Stock 2021-02-09 4 M 0 24878 0 A 104591 D Common Stock 2021-02-09 4 F 0 11782 81.43 D 92809 D Common Stock 246 I By 401(k) 2021 Restricted Stock Units 2021-02-09 4 A 0 34693 0 A Common Stock 34693 34693 D 2021 Performance Shares 2021-02-09 4 A 0 104078 0 A Common Stock 104078 104078 D 2018 Performance Shares 0 2021-02-09 4 M 0 11690 0 D Common Stock 11690 0 D The Compensation Committee determined the number of shares received based on the Company's return on equity ("ROE") performance relative to a pre-determined goal and relative to the ROE performance of certain life insurance peer companies for the 2018 through 2020 performance period, as adjusted based on the results of an inclusion and diversity modifier. Includes cash settled performance units which were converted from cash to equity settlement based on a decision by the Compensation Committee. Represents shares withheld for the payment of taxes. Amount reported has been adjusted to include 18 shares of Issuer common stock acquired by the reporting person under The Prudential Employee Savings Plan between December 31, 2019 and December 31, 2020 based on a plan statement dated December 31, 2020. The acquisition of such shares was exempt from Section 16 pursuant to Rules 16b-3(c) and 16a-3(f)(1)(i)(B). The Restricted Stock Units convert to common stock on a 1 to 1 basis. The Restricted Stock Units will vest 1/3 per year beginning on February 28, 2022. The performance shares convert to common stock on a 1 to 1 basis. Represents the target number of shares to be received. The actual number of shares to be received will be determined by the Compensation Committee in February 2024 based on the Company's ROE performance relative to certain life insurance peer companies and performance relative to a pre-determined goal for growth in adjusted book value per share for the 2021 through 2023 performance period, as adjusted based on the results of an inclusion and diversity modifier. /s/ Richard J. Baker, attorney-in-fact 2021-02-11 EX-24 2 doc1.txt POWER OF ATTORNEY (PUBLIC): POWER OF ATTORNEY EXHIBIT 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Margaret M. Foran, Richard J. Baker, and Danny Fiore, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Prudential Financial, Inc. (the "Company"), Forms 3, 4, and 5 (and any other Form that may be required by the Securities and Exchange Commission) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and Form 144 in accordance with Rule 144 of the Securities Act of 1933 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Section 16(a) Form or Form 144, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation and resubstitution, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 and Rule 144 of the Securities Act of 1933. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to make filings pursuant to Section 16(a) and Rule 144 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney shall be governed by and construed in accordance with New Jersey law. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of December, 2020. /s/Charles F. Lowrey Signature