Prudential (NYSE: PRU) EVP Ann Kappler sells 13,580 shares, retains large equity stake

Rhea-AI Filing Summary

Prudential Financial EVP and General Counsel Ann M. Kappler reported an open-market sale of 13,580 shares of common stock at a weighted average price of $103.25 per share. The shares were sold in multiple trades at prices ranging from $103.25 to $103.29.

After this transaction, she holds 22,059 Prudential shares directly and 899 shares indirectly through a 401(k) account. She also retains 9,952 vested stock options, 15,446 restricted stock units, and 68,395 target performance shares, so she continues to have substantial equity exposure to the company.

Insights

Equity compensation and insider-trading analyst

Executive sold shares but still holds significant Prudential equity.

EVP and General Counsel Ann Kappler executed an open-market sale of 13,580 Prudential Financial common shares at a weighted average price of $103.25. The trades were broken into multiple executions between $103.25 and $103.29, a common pattern for larger orders.

Post-transaction, she continues to own 22,059 shares directly and 899 indirectly in a 401(k), plus 9,952 vested options, 15,446 restricted stock units, and 68,395 target performance shares. This indicates the sale represents only part of her overall exposure, and much of her compensation remains stock-based.

The filing characterizes the move as an open-market sale without referencing a Rule 10b5-1 trading plan, so timing context is limited. Future company filings may further detail how her equity-based compensation evolves as options are exercised and performance awards vest.

Insider Trade Summary

Net Seller: 13,580 shares ($1,402,135)

Net Sell 2 txns

Insider KAPPLER ANN M

Role EVP and General Counsel

Sold 13,580 shs ($1.40M)

Type	Security	Shares	Price	Value
Sale	Common Stock	13,580	$103.25	$1.40M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 22,059 shares (Direct, null); Common Stock — 899 shares (Indirect, By 401(k))

Footnotes (1)

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.25 to $103.29 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 sold at each separate price within the ranges set forth in footnote 1 to this Form 4. Following the transaction reported on this Form 4, Ann Kappler continues to hold 22,059 shares directly and 899 shares indirectly in a 401(k) account. Ann Kappler also holds an additional 9,952 vested stock options, 15,446 restricted stock units and 68,395 target performance shares (the exact number awarded being dependent on achievement of performance goals). Amount reported has been adjusted to include 15 shares of Issuer common stock acquired by the reporting person under The Prudential Employee Savings Plan between December 31, 2025, and March 31, 2026. The acquisition of such shares was exempt from Section 16 pursuant to Rules 16b-3(c) and 16a-3(f)(1)(i)(B).

Key Figures

Shares sold: 13,580 shares Weighted average sale price: $103.25 per share Sale price range: $103.25–$103.29 per share +5 more

8 metrics

Shares sold 13,580 shares Open-market sale of Prudential common stock

Weighted average sale price $103.25 per share Sale of 13,580 Prudential shares

Sale price range $103.25–$103.29 per share Prices for multiple trade executions

Direct holdings after sale 22,059 shares Common stock held directly by Ann Kappler

Indirect 401(k) holdings 899 shares Prudential shares held via 401(k) account

Vested stock options 9,952 options Prudential equity awards still held

Restricted stock units 15,446 RSUs Outstanding Prudential RSU awards

Target performance shares 68,395 shares Target amount subject to performance goals

Key Terms

weighted average price, restricted stock units, performance shares, Prudential Employee Savings Plan, +1 more

5 terms

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

restricted stock units financial

"Ann Kappler also holds an additional 9,952 vested stock options, 15,446 restricted stock units and 68,395 target performance shares"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance shares financial

"and 68,395 target performance shares (the exact number awarded being dependent on achievement of performance goals)."

Performance shares are a type of company stock given to executives or employees that only become theirs if the company meets specific goals, like hitting certain profits or growth targets. They motivate leaders to work toward the company’s success, because their additional shares depend on achieving these results.

Prudential Employee Savings Plan financial

"acquired by the reporting person under The Prudential Employee Savings Plan between December 31, 2025, and March 31, 2026."

Section 16 regulatory

"The acquisition of such shares was exempt from Section 16 pursuant to Rules 16b-3(c) and 16a-3(f)(1)(i)(B)."

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

Form 4 Insider Transactions: What Each Field Means →

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^*

KAPPLER ANN M

(Last) (First) (Middle)

751 BROAD STREET, 5TH FLR

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

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
Common Stock	05/14/2026		S		13,580	D	$103.25(1)	22,059(2)	D
Common Stock								899(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 $103.25 to $103.29 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 sold at each separate price within the ranges set forth in footnote 1 to this Form 4.

2. Following the transaction reported on this Form 4, Ann Kappler continues to hold 22,059 shares directly and 899 shares indirectly in a 401(k) account. Ann Kappler also holds an additional 9,952 vested stock options, 15,446 restricted stock units and 68,395 target performance shares (the exact number awarded being dependent on achievement of performance goals).

3. Amount reported has been adjusted to include 15 shares of Issuer common stock acquired by the reporting person under The Prudential Employee Savings Plan between December 31, 2025, and March 31, 2026. 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	05/18/2026
	** 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)

FAQ

How many Prudential Financial (PRU) shares did Ann Kappler sell?

Ann Kappler sold 13,580 shares of Prudential Financial common stock in an open-market transaction. The weighted average sale price was $103.25 per share, with individual trades executed between $103.25 and $103.29 according to the Form 4 footnote disclosure.

What price did Ann Kappler receive for her Prudential (PRU) share sale?

She received a weighted average price of $103.25 per Prudential share. The Form 4 notes that the 13,580 shares were sold in multiple trades, with execution prices ranging from $103.25 to $103.29 per share, all within a narrow pricing band.

How many Prudential Financial (PRU) shares does Ann Kappler hold after the sale?

After the transaction, Ann Kappler holds 22,059 Prudential shares directly and 899 shares indirectly through a 401(k) account. The Form 4 also notes she retains additional equity awards, including vested stock options, restricted stock units, and target performance shares.

What other Prudential (PRU) equity awards does Ann Kappler still own?

She continues to hold 9,952 vested stock options, 15,446 restricted stock units, and 68,395 target performance shares. The performance share count is described as a target amount, with the exact number ultimately determined by achievement of specified performance goals over time.

Was Ann Kappler’s Prudential share acquisition under a savings plan reported?

Yes. A footnote explains that her reported holdings were adjusted to include 15 shares acquired under The Prudential Employee Savings Plan between December 31, 2025 and March 31, 2026. This acquisition was exempt from Section 16 under specific SEC rules cited in the filing.

Does Ann Kappler still have indirect Prudential (PRU) ownership after this Form 4?

She retains indirect ownership of 899 Prudential shares held in a 401(k) account. The sale disclosed in the Form 4 involved directly held common stock, while the 401(k) position and various stock-based awards remain part of her overall Prudential equity exposure.