Prudential SVP reports RSU vesting, tax withholding

Prudential Financial Inc. senior vice president Timothy L. Schmidt reported multiple equity award events on common stock dated February 28, 2026.

Rhea-AI Filing Summary

Prudential Financial Inc. senior vice president Timothy L. Schmidt reported multiple equity award events on common stock dated February 28, 2026. Previously granted 2023, 2024, and 2025 Restricted Stock Units vested and converted into common stock on a 1-to-1 basis, increasing his direct holdings.

Some of the newly delivered shares were automatically withheld to pay taxes, which is reflected as dispositions rather than open-market sales. After these vesting and tax-withholding transactions, he directly held 20,309 shares of common stock and indirectly held 310 shares through a 401(k) plan.

Insider Trade Summary

4,779 shares exercised/converted

Exercise 10 txns

Insider SCHMIDT TIMOTHY L

Role Senior Vice President

Type	Security	Shares	Price	Value
Exercise	2023 Restricted Stock Units	1,647	$0.00	$0.00
Exercise	2024 Restricted Stock Units	1,616	$0.00	$0.00
Exercise	2025 Restricted Stock Units	1,516	$0.00	$0.00
Exercise	Common Stock	1,647	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	788	$98.38	$78K
Exercise	Common Stock	1,616	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	773	$98.38	$76K
Exercise	Common Stock	1,516	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	724	$98.38	$71K
holding	Common Stock	--	--	--

Holdings After Transaction: 2023 Restricted Stock Units — 0 contracts (Direct); 2024 Restricted Stock Units — 1,616 contracts (Direct); 2025 Restricted Stock Units — 3,034 contracts (Direct); Common Stock — 20,309 shares (Direct); Common Stock — 310 shares (Indirect, By 401(k))

Footnotes (6)

1. F1. Represents the vesting of previously awarded restricted stock units.
2. F2. Represents shares withheld for the payment of taxes.
3. F3. The Restricted Stock Units convert to common stock on a 1 to 1 basis.
4. F4. The Restricted Stock Units will vest 1/3 per year beginning the last day of February 2024.
5. F5. The Restricted Stock Units will vest 1/3 per year beginning the last day of February 2025.
6. F6. The Restricted Stock Units will vest 1/3 per year beginning the last day of February 2026.

FAQ

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

What did Prudential Financial (PFH) disclose in this Form 4 for Timothy L. Schmidt?

The filing shows Timothy L. Schmidt had several restricted stock unit awards vest and convert into common stock. Some of the resulting shares were automatically withheld to cover tax obligations, and his updated direct and indirect common stock holdings were reported.

How many Prudential Financial (PFH) shares does Timothy L. Schmidt hold after these transactions?

Following the vesting and tax-withholding events, Timothy L. Schmidt directly holds 20,309 shares of Prudential Financial common stock. He also has an indirect holding of 310 shares through a 401(k) plan, as reported in the Form 4 filing.

Were the Prudential Financial (PFH) transactions by Timothy L. Schmidt open-market buys or sells?

No open-market buys or sells are reported. The transactions mainly reflect restricted stock units vesting and converting into common shares, plus shares withheld to pay taxes, which appear as dispositions but are not discretionary market sales.

What do the restricted stock unit footnotes mean in the Prudential Financial (PFH) Form 4?

The footnotes explain that the reported events represent vesting of previously awarded restricted stock units, which convert to common stock on a 1-to-1 basis. They also note that some shares were withheld specifically to satisfy tax liabilities tied to these awards.

How are the 401(k) holdings of Prudential Financial (PFH) shares reported for Timothy L. Schmidt?

The Form 4 shows 310 shares of Prudential Financial common stock held indirectly through a 401(k) plan. These are labeled as indirect ownership, separate from his directly owned common stock reported in the same filing.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 03/03/2026 - 05:04 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^*

SCHMIDT TIMOTHY L

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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
Common Stock	02/28/2026		M		1,647(1)	A	$0	19,462	D
Common Stock	02/28/2026		F		788(2)	D	$98.38	18,674	D
Common Stock	02/28/2026		M		1,616(1)	A	$0	20,290	D
Common Stock	02/28/2026		F		773(2)	D	$98.38	19,517	D
Common Stock	02/28/2026		M		1,516(1)	A	$0	21,033	D
Common Stock	02/28/2026		F		724(2)	D	$98.38	20,309	D
Common Stock								310	I	By 401(k)

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
2023 Restricted Stock Units	$0(3)	02/28/2026		M			1,647	(4)	(4)	Common Stock	1,647	$0	0	D
2024 Restricted Stock Units	$0(3)	02/28/2026		M			1,616	(5)	(5)	Common Stock	1,616	$0	1,616	D
2025 Restricted Stock Units	$0(3)	02/28/2026		M			1,516	(6)	(6)	Common Stock	1,516	$0	3,034	D

Explanation of Responses:

1. Represents the vesting of previously awarded restricted stock units.

2. Represents shares withheld for the payment of taxes.

3. The Restricted Stock Units convert to common stock on a 1 to 1 basis.

4. The Restricted Stock Units will vest 1/3 per year beginning the last day of February 2024.

5. The Restricted Stock Units will vest 1/3 per year beginning the last day of February 2025.

6. The Restricted Stock Units will vest 1/3 per year beginning the last day of February 2026.

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