Prudential director granted 513 deferred stock units

A Prudential Financial director received new deferred stock units and restricted stock units as equity-based compensation, with vesting and payout tied to future dates.

Rhea-AI Filing Summary

PRUDENTIAL FINANCIAL INC (symbol: PFH) is the issuer of record for a Form 4 filing submitted to the SEC. CASELLAS GILBERT F reported acquisition or exercise transactions in this Form 4 filing.

PRUDENTIAL FINANCIAL INC (PFH) reported that director Gilbert F. Casellas received equity-based awards on September 10, 2026. He was granted 513 notional shares – mandatory under the non-employee directors’ deferred compensation plan, each representing a right to receive one share of common stock at a future date, and 21 restricted stock units representing the economic equivalent of common stock. The notional shares are deferred stock units issuable at dates elected by the director within plan limits, while the restricted stock units vest at the earlier of the next annual meeting or May 12, 2027. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 534 shares

Grant/Award 2 txns

Insider CASELLAS GILBERT F

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Notional Shares - Mandatory F1, F2	513	$118.48	$61K
Grant/Award	2026 Restricted Stock Units F3, F4	21	$118.48	$2K

Holdings After Transaction: Notional Shares - Mandatory — 43,957 contracts (Direct); 2026 Restricted Stock Units — 1,798 contracts (Direct)

Footnotes (4)

1. F1. 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. F2. 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. F3. Each restricted stock unit represents a contingent right to receive the economic equivalent of one share of PRU common stock.
4. F4. The restricted stock units vest the earlier of the annual meeting or in one year on May 12, 2027.

Key Figures

Notional shares granted: 513 notional shares – mandatory Reference value per unit: $118.48 per unit Notional shares held after grant: 43,957 notional shares +3 more

6 metrics

Notional shares granted 513 notional shares – mandatory Deferred stock units granted September 10, 2026

Reference value per unit $118.48 per unit Used for both notional shares – mandatory and 2026 RSU grants

Notional shares held after grant 43,957 notional shares Total notional shares – mandatory following the September 10, 2026 grant

Restricted stock units granted 21 RSUs 2026 Restricted Stock Units granted September 10, 2026

Restricted stock units held after grant 1,798 RSUs Total 2026 Restricted Stock Units following the grant

RSU vesting date May 12, 2027 RSUs vest at the earlier of the annual meeting or this date

Key Terms

deferred stock unit, deferred compensation plan, restricted stock unit, economic equivalent

4 terms

deferred stock unit financial

"Each notional share - mandatory represents a deferred stock unit"

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 financial

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

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

restricted stock unit financial

"Each restricted stock unit represents a contingent right"

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 financial

"represents a contingent right to receive the economic equivalent of one share"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did PRU/PFH report for director Gilbert F. Casellas?

On September 10, 2026, director Gilbert F. Casellas received grants of 513 notional shares – mandatory and 21 restricted stock units, both tied to Prudential Financial common stock, as part of director compensation.

How many notional shares were granted to the Prudential Financial (PFH) director and at what value?

The director received 513 notional shares – mandatory, each tied to one share of common stock, with the award based on a reference value of $118.48 per share and resulting in 43,957 notional shares held after the transaction.

What restricted stock units did the Prudential Financial (PFH) director receive?

The director received 21 restricted stock units on September 10, 2026, each representing the economic equivalent of one share of PRU common stock, at a reference value of $118.48 per unit, bringing his total reported restricted stock units to 1,798 after the grant.

When do the Prudential Financial (PFH) notional shares for the director become payable?

Each notional share is a deferred stock unit payable in one share of common stock under the non-employee directors’ deferred compensation plan, on dates elected by the director within plan rules, including retirement-related timing and an age 70½ commencement requirement.

When do the Prudential Financial (PFH) restricted stock units granted in 2026 vest?

The 2026 restricted stock units vest at the earlier of the company’s next annual meeting or in one year on May 12, 2027, at which point the director becomes entitled to the economic equivalent of Prudential common shares.

Were the Prudential Financial (PFH) director’s awards made under a Rule 10b5-1 plan?

No. The filing indicates no Rule 10b5-1 trading plan for these transactions; they are reported as compensation-related grants, not as open-market purchases or sales under a trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 05:01 PM Accepted by SEC EDGAR 09/14/2026 - 04:58 PM Learn about SEC filing dates

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^*

CASELLAS GILBERT F

(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)
09/10/2026

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)	09/10/2026		A		513		(2)	(2)	Common Stock	513	$118.48	43,957	D
2026 Restricted Stock Units	$0(3)	09/10/2026		A		21		(4)	(4)	Common Stock	21	$118.48	1,798	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 restricted stock unit represents a contingent right to receive the economic equivalent of one share of PRU common stock.

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

	/s/ Richard J. Baker, attorney-in-fact	09/14/2026
	** 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)