Prudential issues 4.650% InterNotes due 2035, callable 2027
Rhea-AI Filing Summary
Prudential Financial is offering $2,316,000 of fixed-rate senior unsecured InterNotes due November 15, 2035, bearing interest at 4.650% per year.
Interest is paid on a semi-annual basis on May 15 and November 15, starting May 15, 2026, with the first interest payment amount of $21.57. The notes are callable at 100.000% of principal on November 15, 2027 and on any interest payment date thereafter, with at least 30 calendar days’ prior notice. A survivor’s option is included, subject to important limitations and procedures described in the prospectus supplement.
Net proceeds to Prudential Financial are $2,274,312 after a 1.800% gross concession. InspereX LLC acts as purchasing agent with several major broker-dealers as agents, The Bank of New York serves as trustee, and Citibank, N.A. is paying agent, registrar and transfer agent. If any payment date is not a business day, payment is made on the next business day without additional interest.
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Prudential Financial InterNotes® , Due Six Months or More from Date of Issue Filed under Rule 424(b)(2), Registration Statement No. 333-277590 Final Pricing Supplement No. 33 - Dated Monday, November 24, 2025. To Prospectus Dated March 1, 2024 and Prospectus Supplement dated August 5, 2024 Investors should read this pricing supplement in conjunction with the Prospectus and Prospectus Supplement. |
| CUSIP |
Aggregate |
Selling |
Gross |
Net |
Interest |
Interest |
Payment |
Maturity |
1st Interest |
1st Interest |
Survivor’s |
Product Ranking | ||||||||||||
| 74432BBN7 |
$2,316,000.00 | 100.000% | 1.800% | $2,274,312.00 | Fixed | 4.650% | Semi-Annual | 11/15/2035 | 05/15/2026 | $21.57 | Yes | Senior Unsecured Notes | ||||||||||||
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Subject to our redemption right, we will pay you interest on the notes on a Semi-Annual basis on May 15th and Nov 15th. The first such payment will be made on May 15, 2026. The interest rate per annum and stated maturity date are set out above. The regular record dates for your notes are each business day preceding each date on which interest is paid.
Any notes sold by the selling agents to securities dealers, or by securities dealers to certain other brokers or dealers, may be sold at a discount from the initial selling price up to 0.9000% of the principal amount.
Redemption Information: Callable at 100.000% on 11/15/2027 and every interest payment date thereafter.
This tranche of Prudential Financial, Inc. InterNotes (CUSIP 74432BBN7) will be subject to redemption at the option of Prudential Financial, Inc., in whole on the interest payment date occurring on 11/15/2027 and on any interest payment date thereafter at a redemption price equal to 100% of the principal amount of this tranche of Prudential Financial, Inc. InterNotes plus accrued and unpaid interest thereon, if any, upon at least 30 Calendar Days prior notice to the noteholder and the trustee, as described in the prospectus supplement.
Additional Information: The notes do not amortize and are not zero coupon or original discount notes.
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Purchasing Agent: InspereX LLC Agents: BofA / Merrill Lynch, Citigroup, Morgan Stanley, RBC Capital Markets, Wells Fargo Advisors
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| Offering Date: Monday, November 17, 2025 through Monday, November 24, 2025 Trade Date: Monday, November 24, 2025 @ 12:00 PM ET Settle Date: Friday, November 28, 2025 Minimum Denomination/Increments: $1,000.00/$1,000.00 Initial trades settle flat and clear SDFS: DTC Book-Entry only DTC Number 0235 via RBC Dain Rauscher Inc. |
Prudential Financial, Inc. Prudential Financial Internotes® Prospectus Dated March 1, 2024 and Prospectus Supplement Dated August 5, 2024 | |
If the maturity date, redemption date or an interest payment date for any note is not a business day (as that term is defined in the prospectus), principal, premium, if any, and interest for that note is paid on the next business day, and no interest will accrue from, and after, the maturity date, redemption date or interest payment date (following unadjusted business day convention).
* The survivor’s option feature of your note is subject to important limitations, restrictions and procedural requirements further described on page S-32 of your prospectus supplement.
The Bank of New York will act as trustee for the Notes. Citibank, N.A., will act as paying agent, registrar and transfer agent for the Notes and will administer any survivor’s options with respect thereto.
Notes will be sold to you at the selling price specified in this Pricing Supplement. The Purchasing Agent shall purchase notes from us at the selling price less the applicable gross concession specified in this Pricing Supplement. The Purchasing Agent may resell the notes it purchases to the agents and selected dealers at the selling price less a concession that, at the discretion of the Purchasing Agent, may be less than or equal to the gross concession received by the Purchasing Agent. Notes purchased by the agents and selected dealers on behalf of level-fee investment advisory accounts may be sold to such accounts at the selling price less the applicable concession, and such agents and selected dealers shall not retain, as compensation, any portion of such concession applicable to such selling agents and dealers. In that instance, the Purchasing Agent may retain the portion of the gross concession applicable to the Purchasing Agent.
In the opinion of John M. Cafiero, as counsel to Prudential Financial, Inc. (the Company), when the notes offered by this pricing supplement have been executed and issued by the Company and authenticated by the trustee pursuant to the indenture, and delivered against payment as contemplated herein, such notes will be valid and binding obligations of the Company, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability related to affecting creditors’ rights and to general equity principles. This opinion is given as of the date hereof and is limited to the laws of New Jersey and New York. In addition, this opinion is subject to customary assumptions about the trustee’s authorization, execution and delivery of the indenture and the genuineness of signatures and to such counsel’s reliance on officers of the Compan and other sources as to certain factual matters, all as stated in the opinion of John M. Cafiero, dated August 5, 2024, filed in the Company’s Current Report on Form 8-K dated August 5, 2024 and incorporated by reference as Exhibit 5.2 to the Company’s registration statement on Form 3-ASR (File No. 333-277590).
InterNotes® is a registered trademark of InspereX Holdings LLC. All Rights Reserved.
FAQ
What are the key terms of Prudential Financial (PFH) 4.650% InterNotes due 2035?
The notes are senior unsecured InterNotes of Prudential Financial with an aggregate principal amount of $2,316,000, a fixed 4.650% annual interest rate, and a stated maturity date of November 15, 2035.
How and when do the Prudential Financial (PFH) notes pay interest?
The notes pay fixed interest at 4.650% on a semi-annual basis on May 15 and November 15. The first interest payment date is May 15, 2026, and the first interest payment amount is $21.57.
What is the call feature on Prudential Financial (PFH) 4.650% notes?
The notes are callable at 100.000% of principal on November 15, 2027 and on any interest payment date thereafter. Prudential may redeem them in whole on these dates with at least 30 calendar days’ prior notice, paying principal plus accrued and unpaid interest.
What net proceeds does Prudential Financial (PFH) receive from this InterNotes tranche?
From the $2,316,000 aggregate principal amount, Prudential Financial receives net proceeds of $2,274,312 after a 1.800% gross concession.
Does the Prudential Financial (PFH) InterNotes offering include a survivor’s option?
Yes. The notes include a survivor’s option, which is subject to important limitations, restrictions and procedural requirements further described in the prospectus supplement.
Who are the main intermediaries for the Prudential Financial (PFH) notes?
InspereX LLC is the purchasing agent, with agents including BofA / Merrill Lynch, Citigroup, Morgan Stanley, RBC Capital Markets, and Wells Fargo Advisors. The Bank of New York acts as trustee, and Citibank, N.A. is the paying agent, registrar and transfer agent.
How are non-business-day payments handled on Prudential Financial (PFH) notes?
If the maturity date, redemption date or an interest payment date is not a business day, principal, premium (if any) and interest are paid on the next business day, and no additional interest accrues for the delay.
