Prudential Financial (NYSE: PRU) director receives 25 restricted stock units

Rhea-AI Filing Summary

Stoddard Thomas D reported acquisition or exercise transactions in this Form 4 filing.

Prudential Financial director Thomas D. Stoddard reported a compensation grant of 25 restricted stock units tied to Prudential common stock. The units were awarded on March 12, 2026 at a reference price of $92.34 per unit, will vest on July 8, 2026, and are deferred until his retirement from the Board under the company’s 2011 Deferred Compensation Plan for Non-Employee Directors. Following this grant, his reported balance in these restricted stock units is 1,739, and the filing does not reflect any open-market buying or selling of shares.

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

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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^*

Stoddard Thomas D

(Last) (First) (Middle)

751 BROAD STREET, 5TH FLOOR

ATTN: REGULATORY FILINGS UNIT

(Street)

NEWARK NJ 07102

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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

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

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

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
7/8/25 Restricted Stock Units	$0(1)	03/12/2026		A		25		(2)	(2)	Common Stock	25	$92.34	1,739	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of PRU common stock.

2. The restricted stock units vest in one year on July 8, 2026 and were deferred until retirement from the Board under the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors.

	/s/ Richard J. Baker, attorney-in-fact	03/16/2026
	** 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.

FAQ

What did Prudential Financial (PRU) director Thomas D. Stoddard report in this Form 4 filing?

Thomas D. Stoddard reported receiving a grant of 25 restricted stock units linked to Prudential Financial common stock. These units represent a compensation award rather than an open-market trade and increase his total reported restricted stock unit holdings to 1,739 units.

Is the Thomas D. Stoddard Form 4 for PRU a stock purchase or a compensation grant?

The Form 4 shows a compensation grant, not a stock purchase. Stoddard received 25 restricted stock units as an award, coded as an acquisition under transaction code A, representing a grant or other acquisition rather than an open-market buying transaction.

When do Thomas D. Stoddard’s newly granted Prudential Financial restricted stock units vest?

The 25 restricted stock units granted to Thomas D. Stoddard vest in one year on July 8, 2026. According to the filing, these units are also deferred until his retirement from the Board under Prudential Financial’s 2011 Deferred Compensation Plan for Non-Employee Directors.

How many restricted stock units does Thomas D. Stoddard hold after this PRU Form 4 transaction?

After this transaction, Stoddard’s reported balance in the referenced restricted stock units is 1,739 units. Each restricted stock unit represents a contingent right to receive one share of Prudential Financial common stock, subject to vesting and deferral conditions described in the filing footnotes.

What does each Thomas D. Stoddard restricted stock unit in Prudential Financial represent?

Each restricted stock unit reported for Thomas D. Stoddard represents a contingent right to receive one share of Prudential Financial common stock. The award is subject to vesting on July 8, 2026 and is deferred until his retirement from the Board under the company’s director compensation plan.

Does the Stoddard Form 4 for Prudential Financial involve any immediate share sales or market trades?

The filing does not show any share sales or open-market trades. It records only an acquisition of 25 restricted stock units as a compensation grant, with no reported buying or selling of Prudential Financial common stock in the market associated with this Form 4.