PRU Chairman reports 48,164-share sale; retains 165,875 shares

Rhea-AI Filing Summary

Prudential Financial (PRU) insider activity: Mr. Lowrey, Chairman of the Board and Director, reported an open-market sale of 48,164 shares of common stock at a weighted average price of $107.39 on 11/10/2025.

After the sale, he beneficially owns 165,564 shares directly and 311 shares indirectly through a 401(k) account. He also holds 67,691 vested stock options, 63,888 restricted stock units, and 287,860 target performance shares, with the final performance share count dependent on goal achievement.

The sale price reflects multiple transactions between $107.04 and $107.66, and detailed trade breakdowns are available upon request as noted in the filing.

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^*

Lowrey Charles F

(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
X	Officer (give title below)		Other (specify below)
	Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
11/10/2025

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	11/10/2025		S		48,164	D	$107.39(1)	165,564(2)	D
Common Stock								311(3)	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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.04 to $107.66, inclusive. The reporting person undertakes to provide to Prudential Financial, Inc., any security holder of Prudential Financial, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares bought at each separate price within the ranges set forth in footnote (1) to this Form 4.

2. Following the transactions reported on this Form 4, Mr. Lowrey continues to hold 165,564 shares directly and 311 shares indirectly in a 401(k) account. Mr. Lowrey also holds an additional 67,691 vested stock options, 63,888 restricted stock units, and 287,860 target performance shares (the exact number awarded being dependent on achievement of performance goals).

3. Amount reported has been adjusted to include 19 shares of Issuer common stock acquired by the reporting person under The Prudential Employee Savings Plan between December 31, 2024 and September 30, 2025 based on a plan statement dated September 30, 2025. The acquisition of such shares was exempt from Section 16 pursuant to Rules 16b-3(c) and 16a-3(f)(1)(i)(B).

	/s/ Richard J. Baker, attorney-in-fact	11/12/2025
	** 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).
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FAQ

What insider transaction was reported for Prudential Financial (PRU)?

Mr. Lowrey reported selling 48,164 shares of common stock on 11/10/2025.

What was the sale price for the PRU shares?

The weighted average price was $107.39, with trades between $107.04 and $107.66.

How many PRU shares does the insider hold after the transaction?

He holds 165,564 shares directly and 311 shares indirectly via a 401(k) account.

What additional PRU equity awards does the insider hold?

He holds 67,691 vested stock options, 63,888 RSUs, and 287,860 target performance shares.

What roles does the reporting person hold at PRU?

He is a Director and serves as Chairman of the Board.

Was the PRU trade executed as multiple transactions?

Yes. The filing notes multiple trades in a range of $107.04–$107.66 with a weighted average of $107.39.