A Dark Vector Cognition product

Item 16. FORM 10-K SUMMARY

57K characters. Original on sec.gov ·

Item 16. FORM 10-K SUMMARY

None.

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GLOSSARY

Throughout this Annual Report on Form 10-K, the Company may use certain abbreviations, acronyms and terms which are defined below.

Prudential Entities
Assurance IQAssurance IQ, LLC / AIQPOBPrudential of Brazil
CompanyPrudential Financial, Inc. and its subsidiariesPruco LifePruco Life Insurance Company
PFIPrudential Financial, Inc. and its subsidiariesPrudentialPrudential Financial, Inc. and its subsidiaries
PGIMThe global investment management business of Prudential Financial, Inc.Prudential FinancialPrudential Financial, Inc.
PGFLPrudential Gibraltar Financial Life Insurance Co., Ltd.Prudential FundingPrudential Funding, LLC
PHJPrudential Holdings of Japan, Inc.Prudential Insurance/PICAThe Prudential Insurance Company of America
PLICPrudential Legacy Insurance Company of New JerseyPrudential of JapanThe Prudential Life Insurance Company Ltd.
PLNJPruco Life Insurance Company of New JerseyRegistrantPrudential Financial, Inc.

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Defined Terms
A.M. BestA.M. Best CompanyGuideline AXXXThe Application of the Valuation of Life Insurance Policies Model Regulation
AFS Debt SecuritiesFixed maturities, available-for-sale, at fair valueHartford FinancialHartford Financial Services Group, Inc.
AIGAmerican International GroupHartford Life BusinessThe Hartford Financial Services Group's individual life insurance business acquired by Prudential Financial
AllstateThe Allstate CorporationHTM Debt SecuritiesFixed maturities, held-to-maturity, at amortized cost
AuguStarAuguStar Life Insurance Company, formerly known as The Ohio National Life Insurance CompanyIBDynamic Income Benefit
Bermuda Insurance ActThe Bermuda Insurance Act 1978 and related regulations as amended from time to timeInflation Reduction ActThe Inflation Reduction Act of 2022
BoardPrudential Financial's Board of DirectorsMoody'sMoody's Investor Service, Inc.
CIO OrganizationChief Investment Officer OrganizationMorningstarMorningstar, Inc.
Closed BlockCertain in-force participating insurance policies and annuity products, along with corresponding assets used for the payment of benefits and policyholders' dividends on these productsOther Postretirement BenefitsCertain health care and life insurance benefits provided by the Company for its retired employees, their beneficiaries and covered dependents
Council / FSOCFinancial Stability Oversight CouncilPBRPrinciple-based reserving approach for life insurance products
Credit-Linked Note StructuresAgreements with external counterparties providing for the issuance of surplus notes by our captive reinsurers in return for the receipt of credit-linked notesPension BenefitsFunded and non-funded non-contributory defined benefit pension plans which cover substantially all of the Company’s employees
DAIThe Prudential Fixed Annuity with Daily Advantage Income Benefit®PrismicPrismic Life Holding Company LP
DeerpathDeerpath Capital Management, LPPrismic RePrismic Life Reinsurance, Ltd.
Dodd-FrankDodd-Frank Wall Street Reform and Consumer Protection ActRegulation XXXValuation of Life Insurance Policies Model Regulation
Exchange ActThe Securities Exchange Act of 1934S&PStandard & Poor's Rating Services
Farmer MacFederal Agricultural Mortgage CorporationSomerset ReSomerset Reinsurance Ltd.
FitchFitch Ratings Inc.Star and Edison BusinessesAIG Star Life Insurance Co., Ltd, AIG Edison Life Insurance Company, AIG Financial Assurance Japan K.K. and AIG Edison Service Co., Ltd., collectively
FortitudeFortitude Group Holdings, LLCTalcott ResolutionTalcott Resolution Life Insurance Company
FRBBoard of Governors of the Federal Reserve SystemTax Act of 2017The United States Tax Cuts and Jobs Act of 2017
Funds WithheldAssets the Company retains the legal ownership of under certain reinsurance arrangementsThe Colorado AI LawSenate bill passed in Colorado, which regulates certain AI systems, and imposes obligations on AI system deployers and developers doing business in Colorado
GDPRThe European Union’s General Data Protection RegulationU.S. GAAPAccounting principles generally accepted in the United States of America
GeneratorGenerator of Economic ScenariosUnion HamiltonUnion Hamilton Reinsurance, Ltd.
Great-WestGreat-West Life & Annuity Insurance CompanyWilton ReWilton Reassurance Company and Wilton Reinsurance Bermuda Limited

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Acronyms
ACLAllowance for Credit LossesGMIWBGuaranteed Minimum Income and Withdrawal Benefits
AIArtificial IntelligenceGSEsGovernment Sponsored Entities
AIRAdditional Insurance ReservesHDIHighest Daily Lifetime Income
ALMAsset Liability ManagementHGTOHead of Global Technology and Operations
AOCIAccumulated Other Comprehensive Income (Loss)IAIGInternationally Active Insurance Groups
ASCAccounting Standards CodificationIAISInternational Association of Insurance Supervisors
ASUAccounting Standards UpdateIMOIndependent Marketing Organizations
AUDAustralian DollarIMRInterest Maintenance Reserves
BEATBase Erosion and Anti-Abuse TaxIRAIndividual Retirement Account
BMABermuda Monetary AuthorityIRSInternal Revenue Service
bpsBasis PointsLIBORLondon Inter-Bank Offered Rate
CAMTCorporate Alternative Minimum TaxLPs/LLCsLimited Partnerships and Limited Liability Companies
CCPACalifornia Consumer Privacy ActLRRLoss Recognition Reserves
CECLCurrent Expected Credit LossMD&AManagement's Discussion and Analysis of Financial Condition and Results of Operations
CFCCapital and Finance CommitteeMRBsMarket Risk Benefits
CFTCCommodity Futures Trading CommissionNAICNational Association of Insurance Commissioners
CISOChief Information Security OfficerNAVNet Asset Value
CLOCollateralized Loan ObligationNFANational Futures Association
CODMChief Operating Decision MakerNJDOBINew Jersey Department of Banking and Insurance
COSOCommittee of Sponsoring Organizations of the Treadway CommissionNOLsNet Operating Losses
CPRACalifornia Privacy Rights ActNPRNon-Performance Risk
CSACredit Support AnnexNTGNet-To-Gross
DACDeferred Policy Acquisition CostsNY DFSNew York State Department of Financial Services
DOLU.S. Department of LaborOCIOther Comprehensive Income (Loss)
DPLDeferred Profit LiabilityOECDOrganization of Economic Cooperation and Development
DRDDividend Received DeductionORSAOwn Risk and Solvency Assessment
DSIDeferred Sales InducementsOTCOver-The-Counter
E.U.The European UnionOTTIOther-Than-Temporary Impairments
EBITDAEarnings Before Interest, Taxes, Depreciation and AmortizationPALACPrudential Annuities Life Assurance Corporation
ERCExecutive Risk CommitteePCAOBPublic Company Accounting Oversight Board
ERISAEmployee Retirement Income Security ActPDIPrudential Defined IncomeSM
ERMCEnterprise Risk Management CouncilPGIMWPGIM Wadhwani LLP
ESGEnvironmental, Social and GovernancePIIAThe Prudential Immediate Income Annuity
ESREconomic Solvency RatioPOAPrudential of Argentina
ETFsExchange-traded FundsPOKThe Prudential Life Insurance Company of Korea, Ltd. / Prudential of Korea
FANIPFunding Agreement Notes Issuance ProgramPOTThe Prudential Life Insurance Company of Taiwan Inc.
FASBFinancial Accounting Standards BoardPPCJapan Policyholders Protection Corporation
FHLBBFederal Home Loan Bank of BostonPPIPrudential Premier® Investment Variable Annuity
FHLBNYFederal Home Loan Bank of New YorkPREIPrudential Real Estate Investors
FINRAFinancial Industry Regulatory AuthorityPRIACPrudential Retirement Insurance and Annuity Company
FLIACFortitude Life Insurance and Annuity CompanyPTEsProhibited Transaction Class Exemptions
FMIFuture Mortality ImprovementQPAMsQualified Professional Asset Managers
FSAFinancial Services AgencyRAFRisk Appetite Framework
FSBFinancial Stability BoardRBCRisk-Based Capital
G20Group of Twenty nationsRICORacketeer Influenced and Corrupt Organizations Act
Generative AIGenerative Artificial IntelligenceRMSARetiree Medical Savings Account
GICsGuaranteed Investment ContractsROPReturn of Purchase Payment
GILTIGlobal Intangible Low-Taxed IncomeSECSecurities and Exchange Commission
GMABGuaranteed Minimum Accumulation BenefitsSECURESetting Every Community up for Retirement Enhancement Act
GMDBGuaranteed Minimum Death BenefitsSIFISystemically Important Financial Institution
GMIBGuaranteed Minimum Income BenefitsSMRSolvency Margin Ratio
GMWBGuaranteed Minimum Withdrawal BenefitsSOFRSecured Overnight Funding Rate

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Acronyms (Continued)
SVOSecurities Valuation OfficeURRUnearned Revenue Reserve
TBATo Be AnnouncedUSDUnited States Dollar
TDRTroubled Debt RestructuringVIEsVariable Interest Entities
U.K.The United KingdomVM-21Valuation Manual, Section 21
U.S.The United States of AmericaVOBAValue of Business Acquired
UCITSUndertakings for the Collective Investment in Transferable SecuritiesYRTYearly Renewable Term

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EXHIBIT INDEX

Pursuant to the rules and regulations of the Securities and Exchange Commission, the Company has filed certain agreements as exhibits to this Annual Report on Form 10-K. These agreements may contain representations and warranties by the parties. These representations and warranties have been made solely for the benefit of the other party or parties to such agreements and (i) may have been qualified by disclosures made to such other party or parties, (ii) were made only as of the date of such agreements or such other date(s) as may be specified in such agreements and are subject to more recent developments, which may not be fully reflected in the Company’s public disclosure, (iii) may reflect the allocation of risk among the parties to such agreements and (iv) may apply materiality standards different from what may be viewed as material to investors. Accordingly, these representations and warranties may not describe the Company’s actual state of affairs at the date hereof and should not be relied upon.

2.1Plan of Reorganization. Incorporated by reference to Exhibit 2.1 to the Registrant’s Registration Statement on Form S-1 (No. 333-58524) (the “Registration Statement”).
3.1Amended and Restated Certificate of Incorporation of Prudential Financial, Inc. Incorporated by reference to Exhibit 3.1 to the Registrant’s January 22, 2015 Current Report on Form 8-K.
3.2Amended and Restated By-laws of Prudential Financial, Inc., effective September 12, 2023. Incorporated by reference to Exhibit 3.1 to the Registrant’s September 13, 2023 Current Report on Form 8-K.
4.1Upon the request of the Securities and Exchange Commission, the Registrant will furnish copies of all instruments defining the rights of holders of long-term debt of the Registrant.
4.2Description of Common Stock. Incorporated by reference to Exhibit 4.2 to the Registrant’s December 31, 2020 Annual Report on Form 10-K.
4.3Description of 4.125% Junior Subordinated Notes. Incorporated by reference to Exhibit 4.3 to the Registrant's December 31, 2020 Annual Report on Form 10-K.
4.4Description of 5.625% Junior Subordinated Notes. Incorporated by reference to Exhibit 4.4 to the Registrant's December 31, 2020 Annual Report on Form 10-K.
4.5Description of 5.950% Junior Subordinated Notes. Incorporated by reference to Exhibit 4.5 to the Registrant’s December 31, 2022 Annual Report on Form 10-K.
10.1Fourth Amended and Restated Credit Agreement dated as July 15, 2024, among Prudential Financial, Inc., Prudential Funding, LLC, as Borrowers, The Prudential Insurance Company of America, JPMorgan Chase Bank, N.A., as Administrative Agent and Several L/C Agent, and the lenders party thereto. Incorporated by reference to Exhibit 10.1 to the Registrant’s July 15, 2024 Current Report on Form 8-K.
10.2Support Agreement between The Prudential Insurance Company of America and Prudential Funding Corporation, dated as of March 18, 1982. Incorporated by reference to Exhibit 10.1 to the Registration Statement.
10.3The Prudential Insurance Company of America Deferred Compensation Plan (as amended and restated effective as of December 1, 2015). Incorporated by reference to Exhibit 10.3 to the Registrant’s December 31, 2015 Annual Report on Form 10-K.*
10.4First Amendment to the Prudential Insurance Company of America Deferred Compensation Plan (as amended and restated effective as of December 1, 2015).*
10.5Second Amendment to the Prudential Insurance Company of America Deferred Compensation Plan (as amended and restated effective as of December 1, 2015).*
10.6Third Amendment to the Prudential Insurance Company of America Deferred Compensation Plan (as amended and restated effective as of December 1, 2015).*

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10.7The Pension Plan for Non-Employee Directors of The Prudential Insurance Company of America. Incorporated by reference to Exhibit 10.6 to the Registration Statement.*
10.8Prudential Financial, Inc. Executive Change of Control Severance Program (amended and restated effective as of October 11, 2016). Incorporated by reference to Exhibit 10.5 to the Registrant’s December 31, 2016 Annual Report on Form 10-K.*
10.9Prudential Financial Executive Officer Severance Policy (adopted October 10, 2006). Incorporated by reference to Exhibit 10.2 to the Registrant’s October 11, 2006 Current Report on Form 8-K.*
10.10Prudential Financial, Inc. Omnibus Incentive Plan (amended and restated effective November 11, 2008). Incorporated by reference to Exhibit 10.15 to the Registrant’s December 31, 2008 Annual Report on Form 10-K.*
10.11First Amendment to the Prudential Financial, Inc. Omnibus Incentive Plan, effective February 9, 2010. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 11, 2010 Current Report on Form 8-K.*
10.12Prudential Financial, Inc. 2016 Omnibus Incentive Plan. Incorporated by reference to Exhibit 10.21 to the Registrants December 31, 2017 Annual Report on Form 10-K.*
10.13Prudential Financial, Inc. 2021 Omnibus Incentive Plan. Incorporated by reference to Exhibit 10.1 to the Registrant’s August 5, 2021 Quarterly Report on Form 10-Q.*
10.14Form of Terms and Conditions relating to awards in 2015 under the Prudential Financial, Inc. Omnibus Incentive Plan to the chairman, principal executive officer, principal financial officer and other executive officers of book value units, stock options, performance shares and performance units under the 2015 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.3 to the Registrant’s February 10, 2015 Current Report on Form 8-K.*
10.15Form of Terms and Conditions relating to awards in 2016 under the Prudential Financial, Inc. Omnibus Incentive Plan to the chairman, principal executive officer, principal financial officer and other executive officers of book value units, stock options, performance shares and performance units under the 2016 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 9, 2016 Current Report on Form 8-K.*
10.16Form of Terms and Conditions relating to awards to executive officers in 2017 under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares, performance units and book value units under the 2017 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 14, 2017 Current Report on Form 8-K.*
10.17Form of Terms and Conditions relating to awards to executive officers in 2018 under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares, performance units and book value units under the 2018 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 13, 2018 Current Report on Form 8-K.*
10.18Form of Terms and Conditions relating to awards to executive officers in 2019 under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares, performance units and book value units under the 2019 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 12, 2019 Current Report on Form 8-K.*
10.19Form of Terms and Conditions relating to awards to executive officers in 2020 under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares and book value units under the 2020 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 11, 2020 Current Report on Form 8-K.*

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10.20Revised Form of Terms and Conditions relating to awards to executive officers in 2021 under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares and book value units under the 2021 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.1 to the Registrant’s January 16, 2024 Current Report on Form 8-K.*
10.21Revised Form of Terms and Conditions relating to awards to executive officers in 2022 under the Prudential Financial, Inc. 2021 Omnibus Incentive Plan of restricted stock units, stock options, performance shares and book value units under the 2022 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s January 16, 2024 Current Report on Form 8-K.*
10.22Revised Form of Terms and Conditions relating to awards to executive officers in 2023 under the Prudential Financial, Inc. 2021 Omnibus Incentive Plan of restricted stock units, stock options, performance shares and book value units under the 2023 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.3 to the Registrant’s January 16, 2024 Current Report on Form 8-K.*
10.23Form of Terms and Conditions relating to awards to executive officers in 2024 under the Prudential Financial, Inc. 2021 Omnibus Incentive Plan of restricted stock units, stock options, performance shares and book value units under the 2024 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 15, 2024 Current Report on Form 8-K.*
10.24Form of Terms and Conditions relating to awards to executive officers in 2025 under the Prudential Financial, Inc. 2021 Omnibus Incentive Plan of restricted stock units, stock options, performance shares and book value units under the 2025 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 13, 2025 Current Report on Form 8-K.*
10.25Annual Incentive Payment Criteria for Executive Officers effective for awards in 2025 in respect of 2024. Incorporated by reference to Exhibit 10.1 to the Registrant’s February 13, 2025 Current Report on Form 8-K.*
10.26Prudential Financial, Inc. Non-Employee Director Compensation Summary effective February 10, 2015. Incorporated by reference to Exhibit 10.21 to the Registrant’s December 31, 2014 Annual Report on Form 10-K.*
10.27The Prudential Supplemental Retirement Plan (amended and restated effective as of January 1, 2009). Incorporated by reference to Exhibit 10.35 to the Registrant’s December 31, 2008 Annual Report on Form 10-K.*
10.28First Amendment to The Prudential Supplemental Retirement Plan, effective June 30, 2012. Incorporated by reference to Exhibit 10.1 to the Registrant’s June 30, 2012 Quarterly Report on Form 10-Q.*
10.29Second Amendment to The Prudential Supplemental Retirement Plan, effective December 6, 2013. Incorporated by reference to Exhibit 10.26 to the Registrant’s December 31, 2013 Annual Report on Form 10-K.*
10.30Third Amendment to The Prudential Supplemental Retirement Plan, effective January 1, 2017. Incorporated by reference to Exhibit 10.28 to the Registrant’s December 31, 2016 Annual Report on Form 10-K.*
10.31Fourth Amendment to The Prudential Supplemental Retirement Plan, effective as of January 1, 2018. Incorporated by reference to Exhibit 10.1 to the Registrant’s September 30, 2018 Quarterly Report on Form 10-Q.*
10.32Fifth Amendment to The Prudential Supplemental Retirement Plan, effective as of January 1, 2018. Incorporated by reference to Exhibit 10.30 to the Registrant's December 31, 2020 Annual Report on Form 10-K.*
10.33Sixth Amendment to the Prudential Supplemental Retirement Plan, effective as of May 1, 2021. Incorporated by reference to Exhibit 10.32 to the Registrant’s December 31, 2021 Annual Report on Form 10-K.*
10.34Seventh Amendment to the Prudential Supplemental Retirement Plan, effective as of October 1, 2023. Incorporated by reference to Exhibit 10.32 to the Registrant’s December 31, 2023 Annual Report on Form 10-K.*
10.35Prudential Supplemental Employee Savings Plan, as amended and restated effective as of January 1, 2006. Incorporated by reference to Exhibit 10.32 to the Registrant’s December 31, 2006 Annual Report on Form 10-K.*

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10.36First Amendment to the Prudential Supplemental Employee Savings Plan, effective as of January 1, 2008. Incorporated by reference to Exhibit 10.2 to the Registrant’s March 31, 2008 Quarterly Report on Form 10-Q.*
10.37Second Amendment to the Prudential Supplemental Employee Savings Plan, effective January 1, 2009. Incorporated by reference to Exhibit 10.38 to the Registrant’s December 31, 2008 Annual Report on Form 10-K.*
10.38Third Amendment to the Prudential Supplemental Employee Savings Plan, effective January 1, 2017. Incorporated by reference to Exhibit 10.32 to the Registrant’s December 31, 2016 Annual Report on Form 10-K.*
10.39Fourth Amendment to the Prudential Supplemental Employee Savings Plan, effective as of April 1, 2018. Incorporated by reference to Exhibit 10.1 to the Registrant’s September 30, 2018 Quarterly Report on Form 10-Q.*
10.40Fifth Amendment to the Prudential Supplemental Employee Savings Plan, effective as of February 1, 2020. Incorporated by reference to Exhibit 10.4 to the Registrant’s March 31, 2020 Quarterly Report on Form 10-Q.*
10.41Sixth Amendment to the Prudential Supplemental Employee Savings Plan, effective as of November 1, 2020. Incorporated by reference to Exhibit 10.1 to the Registrant’s September 30, 2020 Quarterly Report on Form 10-Q.*
10.42Seventh Amendment to the Prudential Supplemental Employee Savings Plan, effective as of January 1, 2018. Incorporated by reference to Exhibit 10.38 to the Registrant's December 31, 2020 Annual Report on Form 10-K.*
10.43Eighth Amendment to the Prudential Supplemental Employee Savings Plan, effective as of May 1, 2021. Incorporated by reference to Exhibit 10.41 to the Registrant’s December 31, 2021 Annual Report on Form 10-K.*
10.44Ninth Amendment to the Prudential Supplemental Employee Savings Plan, effective as of April 24, 2024.*
10.45Tenth Amendment to the Prudential Supplemental Employee Savings Plan, effective as of December 30, 2024.*
10.46The Prudential Insurance Supplemental Executive Retirement Plan (amended and restated effective as of January 1, 2009). Incorporated by reference to Exhibit 10.39 to the Registrant’s December 31, 2008 Annual Report on Form 10-K.*
10.47First Amendment to the Prudential Insurance Supplemental Executive Retirement Plan, effective as of January 1, 2010. Incorporated by reference to Exhibit 10.35 to the Registrant’s December 31, 2010 Annual Report on Form 10-K.*
10.48Prudential Financial, Inc. Compensation Plan (amended and restated effective as of November 11, 2008). Incorporated by reference to Exhibit 10.41 to the Registrant’s December 31, 2008 Annual Report on Form 10-K.*
10.49The Prudential Deferred Compensation Plan for Non-Employee Directors (as amended through October 9, 2007). Incorporated by reference to Exhibit 10.3 to the Registrant’s September 30, 2007 Quarterly Report on Form 10-Q.*
10.50First Amendment to The Prudential Deferred Compensation Plan for Non-Employee Directors, dated November 20, 2008. Incorporated by reference to Exhibit 10.43 to the Registrant’s December 31, 2008 Annual Report on Form 10-K.*
10.51Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors (effective as of January 1, 2011). Incorporated by reference to Exhibit 10.39 to the Registrant’s December 31, 2010 Annual Report on Form 10-K.*

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10.52Amendment No. 1 to the Prudential Financial, Inc. 2011 Deferred Compensation Plan for Non-Employee Directors. Incorporated by reference to Exhibit 10.1 to the Registrant’s September 30, 2015 Quarterly Report on Form 10-Q.*
10.53Prudential Financial, Inc. 2016 Deferred Compensation Plan for Non-Employee Directors. Incorporated by reference to Exhibit 10.40 to the Registrant’s December 31, 2016 Annual Report on Form 10-K.*
10.54Prudential Securities Incorporated Supplemental Retirement Plan for Executives (amended and restated effective January 1, 2009). Incorporated by reference to Exhibit 10.44 to the Registrant’s December 31, 2008 Annual Report on Form 10-K.*
10.55PFI Supplemental Executive Retirement Plan (amended and restated effective as of January 1, 2009). Incorporated by reference to Exhibit 10.45 to the Registrant’s December 31, 2008 Annual Report on Form 10-K.*
10.56First Amendment to the PFI Supplemental Executive Retirement Plan, effective as of January 1, 2010. Incorporated by reference to Exhibit 10.42 to the Registrant’s December 31, 2010 Annual Report on Form 10-K.*
10.57Prudential Financial, Inc. Nonqualified Retirement Plan Trust Agreement between Prudential Financial, Inc. and Wachovia Bank, N.A. Incorporated by reference to Exhibit 10.1 to the Registrant’s June 30, 2007 Quarterly Report on Form 10-Q.*
10.58The Prudential Severance Plan (amended and restated as of October 10, 2019). Incorporated by reference to Exhibit 10.1 to the Registrant’s September 30, 2019 Quarterly Report on Form 10-Q.*
10.59The First Amendment to the Prudential Severance Plan, dated October 30, 2019. Incorporated by reference to Exhibit 10.54 to the Registrant’s December 31, 2022 Annual Report on Form 10-K.*
10.60The Second Amendment to the Prudential Severance Plan, dated December 16, 2022. Incorporated by reference to Exhibit 10.55 to the Registrant’s December 31, 2022 Annual Report on Form 10-K.*
19Prudential Global Insider Trading Policy.
21.1Subsidiaries of Prudential Financial, Inc.
23.1Consent of PricewaterhouseCoopers LLP.
24.1Powers of Attorney.
31.1Section 302 Certification of the Chief Executive Officer.
31.2Section 302 Certification of the Chief Financial Officer.
32.1Section 906 Certification of the Chief Executive Officer.
32.2Section 906 Certification of the Chief Financial Officer.
97.1Prudential Financial, Inc. Clawback Policy, effective June 13, 2023. Incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the Quarter ended June 30, 2023.*

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101.INS—XBRLInstance Document—the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
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  • This exhibit is a management contract or compensatory plan or arrangement.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 13th day of February, 2025.

Prudential Financial, Inc.
By:/S/ YANELA C. FRIAS
Name:Yanela C. Frias
Title:Executive Vice President and Chief Financial Officer (Authorized signatory and principal financial officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February 13, 2025:

NameTitle
/S/ CHARLES F. LOWREYChief Executive Officer, President and Director
Charles F. Lowrey(Principal Executive Officer)
/S/ YANELA C. FRIASExecutive Vice President and Chief Financial Officer
Yanela C. Frias(Principal Financial Officer)
/S/ ROBERT D. AXELSenior Vice President and Controller
Robert D. Axel(Principal Accounting Officer)
GILBERT F. CASELLAS*Director
Gilbert F. Casellas
CARMINE DI SIBIO*Director
Carmine Di Sibio
ROBERT M. FALZON*Director
Robert M. Falzon
MARTINA HUND-MEJEAN*Director
Martina Hund-Mejean
WENDY E. JONES*Director
Wendy E. Jones
KATHLEEN A. MURPHY*Director
Kathleen A. Murphy
SANDRA PIANALTO*Director
Sandra Pianalto
CHRISTINE A. POON*Director
Christine A. Poon
DOUGLAS A. SCOVANNER*Director
Douglas A. Scovanner
MICHAEL A. TODMAN*Director
Michael A. Todman
By:*/S/ YANELA C. FRIAS
Attorney-in-fact

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