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Prudential director granted deferred stock units

Director Carmine Di Sibio received new deferred stock units and restricted stock units tied to Prudential Financial common stock.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

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

Prudential Financial Inc (PFH) reported that director Carmine Di Sibio received equity-based awards linked to its common stock. On September 10, 2026 he was granted 37 Notional Shares - Mandatory and 21 2026 Restricted Stock Units, each referencing one share of common stock or its economic equivalent under non-employee director deferred compensation plans.

The notional shares are deferred stock units issuable in stock or economic equivalent at dates elected by the director, subject to retirement- and age-based timing limits. The 2026 restricted stock units vest at the earlier of the next annual meeting or May 12, 2027 and are deferred until his retirement from the Board.

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Insider Di Sibio Carmine
Role Director
Type Security Shares Price Value
Grant/Award Notional Shares - Mandatory F1, F2 37 $118.48 $4K
Grant/Award 2026 Restricted Stock Units F3, F4 21 $118.48 $2K
Holdings After Transaction: Notional Shares - Mandatory — 3,236 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 or the economic equivalent 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 and were deferred until retirement from the Board under the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors.
Notional Shares - Mandatory granted 37 shares Grant to Carmine Di Sibio on September 10, 2026
2026 Restricted Stock Units granted 21 units Grant to Carmine Di Sibio on September 10, 2026
Reference price per unit $118.48 per share Price field for both derivative awards on September 10, 2026
Notional Shares - Mandatory holdings after grant 3,236 units Total deferred stock units following the September 10, 2026 transaction
2026 RSU holdings after grant 1,798 units Total 2026 Restricted Stock Units following the September 10, 2026 transaction
Underlying common stock per unit 1 share Each notional share and RSU represents the economic equivalent of one PRU common share
deferred stock unit financial
"represents a deferred stock unit and entitles the holder thereof with the right"
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.
restricted stock unit financial
"Each restricted stock unit represents a contingent right to receive the"
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
"receive one share of Issuer common stock or the economic equivalent under"
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.

FAQ

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

What insider transactions did Prudential Financial (PFH) report for Carmine Di Sibio?

The company reported that director Carmine Di Sibio acquired 37 Notional Shares - Mandatory and 21 2026 Restricted Stock Units on September 10, 2026 as equity-based awards linked to Prudential Financial common stock.

How many deferred stock units does Carmine Di Sibio hold after this Form 4 at PFH?

After the September 10, 2026 grant, Carmine Di Sibio holds 3,236 Notional Shares - Mandatory, each representing a deferred stock unit tied to one share of Prudential Financial common stock or its economic equivalent under the deferred compensation plan.

What are the terms of the Notional Shares - Mandatory reported for PFH?

Each notional share represents a deferred stock unit giving the right to receive one share of Prudential Financial common stock or its economic equivalent. Issuance begins on a date elected by the director, subject to retirement timing and the requirement that payment commence in the year he attains age 70½.

When do Carmine Di Sibio’s 2026 Restricted Stock Units at PFH vest?

The 21 2026 Restricted Stock Units vest at the earlier of Prudential Financial’s annual meeting or May 12, 2027, and they were deferred until his retirement from the Board under the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors.

Was a Rule 10b5-1 trading plan involved in these PFH insider awards?

No. The Form 4 indicates the Rule 10b5-1 checkbox was not marked, and the transactions are reported as grant, award, or other acquisition entries rather than open-market trades under a trading plan.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Di Sibio Carmine

(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)
XDirector10% 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)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Notional Shares - Mandatory$0(1)09/10/2026A37 (2) (2)Common Stock37$118.483,236D
2026 Restricted Stock Units$0(3)09/10/2026A21 (4) (4)Common Stock21$118.481,798D
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 or the economic equivalent 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 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-fact09/14/2026
** Signature of Reporting PersonDate
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)

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