Prudential Financial (NYSE: PRU) director granted new deferred stock units

Rhea-AI Filing Summary

HUNDMEJEAN MARTINA reported acquisition or exercise transactions in this Form 4 filing.

Prudential Financial Inc. director Martina Hundmejean reported awards of equity-based compensation tied to the company’s common stock. She received 23 restricted stock units, 369 optional notional shares and 197 mandatory notional shares, all referenced at $106.5100 per share.

The restricted stock units and notional shares are granted under Prudential Financial’s deferred compensation plan for non-employee directors. Each unit generally represents the right to receive one share of common stock or its cash value, with payouts deferred until retirement or other specified dates elected under the plan.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider HUNDMEJEAN MARTINA

Role null

Type	Security	Shares	Price	Value
Grant/Award	Notional Shares - Mandatory	197	$106.51	$21K
Grant/Award	Notional Shares - Optional	369	$106.51	$39K
Grant/Award	2026 Restricted Stock Units	23	$106.51	$2K

Holdings After Transaction: Notional Shares - Mandatory — 15,254 shares (Direct, null); Notional Shares - Optional — 28,447 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 one share of PRU common stock or the economic equivalent thereof. The restricted stock units become payable, in PRU common stock or in cash, at the election of the reporting person, upon or following the reporting person's termination of service as a Director unless the reporting person elects an earlier date pursuant to the terms of the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors. The restricted stock units vest the earlier of the annual meeting or in one year on May 12, 2027 and were deferred until retirement from the Board under the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors.

Key Figures

Restricted stock units granted: 23 units Optional notional shares granted: 369 units Mandatory notional shares granted: 197 units +4 more

7 metrics

Restricted stock units granted 23 units Award dated 2026-06-11

Optional notional shares granted 369 units Deferred stock units on 2026-06-11

Mandatory notional shares granted 197 units Deferred stock units on 2026-06-11

Reference price per unit $106.5100 per share Grant-date reference price

RSUs after transaction 1,777 units Total restricted stock units following grant

Optional notional shares after grant 28,447 units Total optional notional shares following grant

Mandatory notional shares after grant 15,254 units Total mandatory notional shares following grant

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

"represents a deferred stock unit and entitles the holder thereof with the right to receive one share"

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 one share of PRU common stock"

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.

Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors financial

"under the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors"

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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^*

HUNDMEJEAN MARTINA

(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		197		(2)	(2)	Common Stock	197	$106.51	15,254	D
Notional Shares - Optional	$0(3)	06/11/2026		A		369		(4)	(4)	Common Stock	369	$106.51	28,447	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 one share of PRU common stock or the economic equivalent thereof. The restricted stock units become payable, in PRU common stock or in cash, at the election of the reporting person, upon or following the reporting person's termination of service as a Director unless the reporting person elects an earlier date pursuant to the terms of the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors.

6. The restricted stock units vest the earlier of the annual meeting or in one year on May 12, 2027 and were deferred until retirement from the Board under the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors.

	/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 insider transaction did PRU director Martina Hundmejean report?

Martina Hundmejean reported equity awards as a non-employee director, not open-market trades. The filing shows grants of restricted stock units and notional shares under Prudential Financial’s deferred compensation plan, reflecting routine board compensation rather than discretionary buying or selling of common stock.

How many restricted stock units did Martina Hundmejean receive at Prudential Financial (PRU)?

She received 23 restricted stock units tied to Prudential Financial common stock. Each restricted stock unit represents a contingent right to one share or its economic equivalent, with payment generally deferred until after her board service ends or an earlier date allowed by the plan’s terms.

What are the notional shares reported by PRU director Martina Hundmejean?

The filing lists optional and mandatory notional shares that function as deferred stock units. Each notional share generally entitles her to receive one share of Prudential common stock or its cash value in the future, under the company’s deferred compensation plan for non-employee directors.

How many optional and mandatory notional shares did the PRU director receive?

She was granted 369 optional and 197 mandatory notional shares, each tied to Prudential common stock. These awards accrue as deferred stock units and will be paid in stock or cash according to her elections and the timing rules set out in the deferred compensation plan.

At what reference price were Martina Hundmejean’s PRU awards calculated?

The awards reference a price of $106.5100 per share for the underlying common stock. This price is used to determine the value of the restricted stock units and notional shares at grant, but payout later can occur in shares or cash, depending on the specific plan elections.

When will the restricted stock units for PRU’s director become payable?

The restricted stock units vest by May 12, 2027 or the annual meeting, whichever occurs earlier. They are then payable in Prudential common stock or cash upon or following her termination of service as a director, unless she elected an earlier permitted date under the plan.