Form Type: 4

SEC EDGAR Link
Accession Number:0001127602-19-006059
Date:2019-02-12
Issuer: PRUDENTIAL FINANCIAL INC (PRU)
Original Submission Date:

Reporting Person:

SILITCH NICHOLAS C
751 BROAD STREET, 4TH FLOOR
ATTN. CORPORATE COMPLIANCE NEWARK, NJ 07102

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-02-12 M 12,340 a $0.00 30,152 direct
COMMON STOCK 2019-02-12 F 4,978 d $93.36 25,174 direct
COMMON STOCK 2019-02-12 0 $0.00 385 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
2016 PERFORMANCE SHARES 0.0 2019-02-12 deemed execution date M 10,805 (d) common stock 10,805 $0.00 0 direct
2019 EMPLOYEE STOCK OPTION (RIGHT TO BUY) 93.36 2019-02-12 deemed execution date A 14,043 (a) 2029-02-12 common stock 14,043 $93.36 14,043 direct
2019 PERFORMANCE SHARES 0.0 2019-02-12 deemed execution date A 8,998 (a) common stock 8,998 $0.00 8,998 direct
Footnotes
IDfootnote
f1 the compensation committee awarded these shares, the grant of which was made on february 9, 2016, and originally reported on a form 4 filed with the sec on february 11, 2016, based upon performance relative to the average return on equity (roe) goals modified by roe, eps growth and book value per share growth relative to certain life insurance peers during the 2016 through 2018 performance period.
f2 represents shares withheld for the payment of taxes.
f3 amount reported has been adjusted to include 17 shares of issuer common stock acquired by the reporting person under the prudential employee savings plan between december 31, 2017 and december 31, 2018 based on a plan statement dated december 31, 2018. the acquisition of such shares was exempt from section 16 pursuant to rules 16b-3(c) and 16a-3(f)(1)(i)(b).
f4 the options vest in three equal annual installments beginning on february 12, 2020.
f5 the performance shares convert to common stock on a 1 to 1 basis.
f6 represents the target number of shares to be received relative to the company's average roe goals and relative to the roe achievement of certain life insurance peer companies for the 2019 through 2021 performance period. the actual number of shares to be received will be determined by the compensation committee in february 2022.
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