Prudential (PFH) director Christine Poon granted RSUs and deferred units

Rhea-AI Filing Summary

POON CHRISTINE A reported acquisition or exercise transactions in this Form 4 filing.

Prudential Financial director Christine A. Poon received equity-based awards as part of her non-employee director compensation. On June 11, 2026, she was granted 23 restricted stock units tied to Prudential common stock, plus 54 optional notional shares and 177 mandatory notional shares under the company’s deferred compensation plan.

The notional shares are deferred stock units that each represent the right to receive one share of common stock or, for optional units, the cash value. The deferred units generally pay out in stock or cash at dates elected by Poon around her retirement, subject to plan rules, while the 2026 restricted stock units vest at the earlier of the annual meeting or May 12, 2027. These awards increase her deferred and restricted equity exposure but do not involve any open-market purchases or sales.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider POON CHRISTINE A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Notional Shares - Mandatory	177	$106.51	$19K
Grant/Award	Notional Shares - Optional	54	$106.51	$6K
Grant/Award	2026 Restricted Stock Units	23	$106.51	$2K

Holdings After Transaction: Notional Shares - Mandatory — 13,679 shares (Direct, null); Notional Shares - Optional — 4,198 shares (Direct, null); 2026 Restricted Stock Units — 1,777 shares (Direct, null)

Footnotes (1)

1. Each notional share - mandatory represents a deferred stock unit and entitles the holder thereof with the right to receive one share of Issuer common stock under the Issuer's deferred compensation plan for non-employee directors. Such shares are issuable, at the election of the reporting person, to begin on either (i) a date prior to the reporting person's retirement date, provided that such date is no earlier than the January 1 in the year following the plan period during which such fees would otherwise have been payable to the reporting person, (ii) within 90 days following the reporting person's retirement date, or (iii) such later date as selected by the reporting person, provided however, that payment must commence in the year the reporting person attains age 70 1/2. Each notional share - optional represents a deferred stock unit and entitles the holder thereof with the right to receive one share of Issuer common stock or the cash value thereof under the Issuer's deferred compensation plan for non-employee directors. Such shares are payable in common stock or cash, at the election of the reporting person, with payment to begin, at the election of the reporting person provided that such date shall be at least two (2) years after the end of the plan year with respect to which such elective deferrals relate. The reporting person may transfer her investment in the notional shares - optional to an alternative investment account, subject to the terms of the Issuer's deferred compensation plan for non-employee directors. Each restricted stock unit represents a contingent right to receive the economic equivalent of one share of PRU common stock. The restricted stock units vest the earlier of the annual meeting or in one year on May 12, 2027.

Key Figures

Restricted stock units granted: 23 units Optional notional shares granted: 54 units Mandatory notional shares granted: 177 units +5 more

8 metrics

Restricted stock units granted 23 units 2026 restricted stock units granted on June 11, 2026

Optional notional shares granted 54 units Deferred stock units under optional notional shares on June 11, 2026

Mandatory notional shares granted 177 units Deferred stock units under mandatory notional shares on June 11, 2026

Reference price per unit $106.51 per unit Transaction price noted for all three awards

RSUs after award 1,777 units Total restricted stock units following the 23-unit grant

Optional notional shares after award 4,198 units Total optional notional shares following 54-unit grant

Mandatory notional shares after award 13,679 units Total mandatory notional shares following 177-unit grant

RSU vesting date May 12, 2027 Vests earlier of annual meeting or May 12, 2027

Key Terms

deferred stock unit, deferred compensation plan for non-employee directors, notional share - optional, notional share - mandatory, +2 more

6 terms

deferred stock unit financial

"Each notional share - mandatory represents a deferred stock unit and entitles the holder..."

A deferred stock unit (DSU) is a promise from a company to give an employee or director the value of a share at a future date, paid in actual shares or cash when certain conditions are met (such as retirement or a set date). Think of it like a gift card that converts to company stock later; it aligns pay with long‑term performance and can affect future share count, compensation expense and potential cash needs, so investors watch DSUs for their impact on dilution and company finances.

deferred compensation plan for non-employee directors financial

"under the Issuer's deferred compensation plan for non-employee directors."

notional share - optional financial

"Each notional share - optional represents a deferred stock unit and entitles the holder..."

notional share - mandatory financial

"Each notional share - mandatory represents a deferred stock unit and entitles the holder..."

restricted stock unit financial

"Each restricted stock unit represents a contingent right to receive the economic equivalent..."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

economic equivalent of one share financial

"Each restricted stock unit represents a contingent right to receive the economic equivalent of one share..."

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

POON CHRISTINE A

(Last) (First) (Middle)

751 BROAD STREET, 5TH FLOOR

ATTN: REGULATORY FILINGS UNIT

(Street)

NEWARK NEW JERSEY 07102

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PRUDENTIAL FINANCIAL INC [ PRU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Notional Shares - Mandatory	$0(1)	06/11/2026		A		177		(2)	(2)	Common Stock	177	$106.51	13,679	D
Notional Shares - Optional	$0(3)	06/11/2026		A		54		(4)	(4)	Common Stock	54	$106.51	4,198	D
2026 Restricted Stock Units	$0(5)	06/11/2026		A		23		(6)	(6)	Common Stock	23	$106.51	1,777	D

Explanation of Responses:

1. Each notional share - mandatory represents a deferred stock unit and entitles the holder thereof with the right to receive one share of Issuer common stock under the Issuer's deferred compensation plan for non-employee directors.

2. Such shares are issuable, at the election of the reporting person, to begin on either (i) a date prior to the reporting person's retirement date, provided that such date is no earlier than the January 1 in the year following the plan period during which such fees would otherwise have been payable to the reporting person, (ii) within 90 days following the reporting person's retirement date, or (iii) such later date as selected by the reporting person, provided however, that payment must commence in the year the reporting person attains age 70 1/2.

3. Each notional share - optional represents a deferred stock unit and entitles the holder thereof with the right to receive one share of Issuer common stock or the cash value thereof under the Issuer's deferred compensation plan for non-employee directors.

4. Such shares are payable in common stock or cash, at the election of the reporting person, with payment to begin, at the election of the reporting person provided that such date shall be at least two (2) years after the end of the plan year with respect to which such elective deferrals relate. The reporting person may transfer her investment in the notional shares - optional to an alternative investment account, subject to the terms of the Issuer's deferred compensation plan for non-employee directors.

5. Each restricted stock unit represents a contingent right to receive the economic equivalent of one share of PRU common stock.

6. The restricted stock units vest the earlier of the annual meeting or in one year on May 12, 2027.

	/s/ Danny Fiore, attorney-in-fact	06/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Christine A. Poon acquire in this Prudential (PFH) Form 4?

Christine A. Poon received equity-based awards, not open-market trades. She was granted 23 restricted stock units, 54 optional notional shares, and 177 mandatory notional shares linked to Prudential common stock as part of the non-employee director deferred compensation program.

Are the Prudential (PFH) transactions by Christine Poon open-market buys or sells?

These transactions are grants, not open-market buys or sells. The Form 4 shows awards coded as acquisitions (A) of restricted stock units and deferred notional shares, reflecting compensation arrangements rather than discretionary trading in Prudential common stock.

How do the notional shares in Prudential (PFH) director plan work?

Each notional share represents a deferred stock unit tied to one Prudential common share. Mandatory units pay stock after retirement elections, while optional units can pay stock or cash; timing and form of payment follow the non-employee directors’ deferred compensation plan rules and elections.

When will Christine Poon’s Prudential (PFH) restricted stock units vest?

The restricted stock units vest at the earlier of the company’s annual meeting or one year on May 12, 2027. After vesting, each unit delivers the economic equivalent of one share of Prudential common stock, subject to the plan’s standard settlement terms.

What are the post-transaction holdings shown for Prudential (PFH) deferred units?

After these awards, the Form 4 shows 1,777 restricted stock units, 4,198 optional notional shares, and 13,679 mandatory notional shares. These figures indicate Poon’s growing deferred and restricted equity position tied to Prudential common stock under the company’s director compensation programs.