Item 16. FORM 10-K SUMMARY

61K characters. Original on sec.gov · Markdown

Item 16. FORM 10-K SUMMARY

None.

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 IQ	Assurance IQ, LLC / AIQ	PLNJ	Pruco Life Insurance Company of New Jersey
Company	Prudential Financial, Inc. and its subsidiaries	POB	Prudential of Brazil
Gibraltar Life	The Gibraltar Life Insurance Company, Ltd.	Pruco Life	Pruco Life Insurance Company
Gibraltar Re	Gibraltar Reinsurance Company Ltd.	Prudential	Prudential Financial, Inc. and its subsidiaries
PFI	Prudential Financial, Inc. and its subsidiaries	Prudential Financial	Prudential Financial, Inc.
PGIM	The global investment management business of Prudential Financial, Inc.	Prudential Funding	Prudential Funding, LLC
PGFL	The Prudential Gibraltar Financial Life Insurance Co., Ltd.	Prudential Insurance/PICA	The Prudential Insurance Company of America
PHJ	Prudential Holdings of Japan, Inc.	Prudential of Japan	The Prudential Life Insurance Company Ltd.
PLIC	Prudential Legacy Insurance Company of New Jersey	Registrant	Prudential Financial, Inc.

Table of Contents


Defined Terms
A.M. Best	A.M. Best Company	Moody's	Moody's Investor Service, Inc.
AFS Debt Securities	Fixed maturities, available-for-sale, at fair value	Morningstar	Morningstar, Inc.
Allstate	The Allstate Corporation	NCTI	Net Controlled Foreign Corporation Tested Income
AuguStar	AuguStar Life Insurance Company, formerly known as The Ohio National Life Insurance Company	Other Postretirement Benefits	Certain health care and life insurance benefits provided by the Company for its retired employees, their beneficiaries and covered dependents
Board	Prudential Financial's Board of Directors	Pension Benefits	Funded and non-funded non-contributory defined benefit pension plans which cover substantially all of the Company’s employees
CIO Organization	Chief Investment Officer Organization	Prismic	Prismic Life Holding Company LP
Closed Block	Certain in-force participating insurance policies and annuity products, along with corresponding assets used for the payment of benefits and policyholders' dividends on these products	Prismic Re	Prismic Life Reinsurance, Ltd.
Credit-Linked Note Structures	Agreements with external counterparties providing for the issuance of surplus notes by our captive reinsurers in return for the receipt of credit-linked notes	Prismic Re International	Prismic Life Reinsurance International, Ltd.
Dodd-Frank	Dodd-Frank Wall Street Reform and Consumer Protection Act	Regulation XXX	Valuation of Life Insurance Policies Model Regulation
Empower	Great-West and Great-West Life & Annuity Insurance Company of New York, now known as Empower Annuity Insurance Company of America and Empower Life & Annuity Insurance Company of New York, respectively	S&P	Standard & Poor's Rating Services
Exchange Act	The Securities Exchange Act of 1934	SECURE Act	Setting Every Community Up for Retirement Enhancement (‘SECURE”) Act, together with SECURE 2.0, collectively
Farmer Mac	Federal Agricultural Mortgage Corporation	Somerset Re	Somerset Reinsurance Ltd.
Fitch	Fitch Ratings Inc.	Star and Edison Businesses	AIG Star Life Insurance Co., Ltd, AIG Edison Life Insurance Company, AIG Financial Assurance Japan K.K. and AIG Edison Service Co., Ltd., collectively
Funds Withheld	Assets the Company retains the legal ownership of under certain reinsurance arrangements	Talcott Resolution	Talcott Resolution Life Insurance Company
GDPR	The European Union’s General Data Protection Regulation	Tax Act of 2017	The United States Tax Cuts and Jobs Act of 2017
Great-West	Great-West Life & Annuity Insurance Company	Tax Act of 2025	H.R.1, also referred to as the “One Big Beautiful Bill Act”
Guideline AXXX	The Application of the Valuation of Life Insurance Policies Model Regulation	The Colorado AI Law	Senate Bill 24-205 passed in Colorado, which regulates certain AI systems, and imposes obligations on AI system deployers and developers doing business in Colorado
Guideline AXXX	The Application of the Valuation of Life Insurance Policies Model Regulation	U.S. GAAP	Accounting principles generally accepted in the United States of America
Hartford Financial	Hartford Financial Services Group, Inc.	UCL	California’s Unfair Competition law
Hartford Life Business	The Hartford Financial Services Group's individual life insurance business acquired by Prudential Financial	Wilton Re	Wilton Reassurance Company and Wilton Reinsurance Bermuda Limited, collectively

Table of Contents


Acronyms
ACL	Allowance for Credit Losses	GMDB	Guaranteed Minimum Death Benefits
AI	Artificial Intelligence	GMIB	Guaranteed Minimum Income Benefits
AIR	Additional Insurance Reserves	GMIWB	Guaranteed Minimum Income and Withdrawal Benefits
ALM	Asset Liability Management	GMWB	Guaranteed Minimum Withdrawal Benefits
AOCI	Accumulated Other Comprehensive Income (Loss)	GSEs	Government Sponsored Entities
ASC	Accounting Standards Codification	HDI	Highest Daily Lifetime Income
ASU	Accounting Standards Update	HGTO	Head of Global Technology and Operations
AUD	Australian Dollar	IAIG	Internationally Active Insurance Groups
BEAT	Base Erosion and Anti-Abuse Tax	IAIS	International Association of Insurance Supervisors
BMA	Bermuda Monetary Authority	IRA	Individual Retirement Account
bps	Basis Points	IRS	Internal Revenue Service
CAMT	Corporate Alternative Minimum Tax	LIBOR	London Inter-Bank Offered Rate
CECL	Current Expected Credit Loss	LPs/LLCs	Limited Partnerships and Limited Liability Companies
CFC	Capital and Finance Committee	MD&A	Management's Discussion and Analysis of Financial Condition and Results of Operations
CFTC	Commodity Futures Trading Commission	MRBs	Market Risk Benefits
CISO	Chief Information Security Officer	NAIC	National Association of Insurance Commissioners
CLO	Collateralized Loan Obligation	NAV	Net Asset Value
CODM	Chief Operating Decision Maker	NCTI	Net Controlled Foreign Corporation Tested Income
COSO	Committee of Sponsoring Organizations of the Treadway Commission	NFA	National Futures Association
CSA	Credit Support Annex	NJDOBI	New Jersey Department of Banking and Insurance
DAC	Deferred Policy Acquisition Costs	NPR	Non-Performance Risk
DOL	U.S. Department of Labor	NTG	Net-To-Gross
DPL	Deferred Profit Liability	OCI	Other Comprehensive Income (Loss)
DRD	Dividend Received Deduction	OECD	Organization of Economic Cooperation and Development
DRG	Deferred Reinsurance Gains	ORSA	Own Risk and Solvency Assessment
DRL	Deferred Reinsurance Losses	OTC	Over-The-Counter
DSI	Deferred Sales Inducements	OTTI	Other-Than-Temporary Impairments
E.U.	The European Union	PALAC	Prudential Annuities Life Assurance Corporation
EBITDA	Earnings Before Interest, Taxes, Depreciation and Amortization	PCAOB	Public Company Accounting Oversight Board
ERC	Executive Risk Committee	PDI	Prudential Defined IncomeSM
ERISA	Employee Retirement Income Security Act	PGIMW	PGIM Wadhwani LLP
ERMC	Enterprise Risk Management Council	POA	Prudential of Argentina
ESG	Environmental, Social and Governance	POT	The Prudential Life Insurance Company of Taiwan Inc.
ESR	Economic Solvency Ratio	QPAMs	Qualified Professional Asset Managers
ETFs	Exchange-traded Funds	RAF	Risk Appetite Framework
FACP	Funding Agreement-Backed Commercial Paper	RBC	Risk-Based Capital
FABN	Funding Agreement-Backed Notes	SEC	Securities and Exchange Commission
FASB	Financial Accounting Standards Board	SOFR	Secured Overnight Funding Rate
FHLBNY	Federal Home Loan Bank of New York	SVO	Securities Valuation Office
FINRA	Financial Industry Regulatory Authority	TBA	To Be Announced
FLIAC	Fortitude Life Insurance and Annuity Company	U.K.	The United Kingdom
FSA	Japanese Financial Services Agency	U.S.	The United States of America
FSB	Financial Stability Board	UCITS	Undertakings for the Collective Investment in Transferable Securities
G20	Group of Twenty nations	URR	Unearned Revenue Reserve
Generative AI	Generative Artificial Intelligence	USD	United States Dollar
GICs	Guaranteed Investment Contracts	VIEs	Variable Interest Entities
GILTI	Global Intangible Low-Taxed Income	VM-21	Valuation Manual, Section 21
GMAB	Guaranteed Minimum Accumulation Benefits	VOBA	Value of Business Acquired

Table of Contents

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.


2.1						Plan 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”).

3.1						Amended 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.

3.2						Amended 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.

4.1						Upon 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.

4.2						Description of Common Stock. Incorporated by reference to Exhibit 4.2 to the Registrant’s December 31, 2020 Annual Report on Form 10-K.

4.3						Description 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.

4.4						Description 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.

4.5						Description 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.

10.1						Fourth 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.

10.2						Support 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.

10.3						The 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.*

10.4						First Amendment to the Prudential Insurance Company of America Deferred Compensation Plan (as amended and restated effective as of December 1, 2015). Incorporat ed by reference to Exhibit 10.4 to the Registrant’s December 31, 2024 Annual Report on Form 10-K.*

10.5						Second Amendment to the Prudential Insurance Company of America Deferred Compensation Plan (as amended and restated effective as of December 1, 2015). Incorporated by reference to Exhibit 10.5 to the Registrant’s December 31, 2024 Annual Report on Form 10-K.*

10.6						Third Amendment to the Prudential Insurance Company of America Deferred Compensation Plan (as amended and restated effective as of December 1, 2015). Incorporated by reference to Exhibit 10.6 to the Registrant’s December 31, 2024 Annual Report on Form 10-K .*

10.7						The Pension Plan for Non-Employee Directors of The Prudential Insurance Company of America. Incorporated by reference to Exhibit 10.6 to the Registration Statement.*

Table of Contents


10.8						Prudential 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.*

10.9						Prudential 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.*

10.10						Prudential 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.*

10.11						First 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.*


10.12						Prudential 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.*

10.13						Prudential 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.*

10.1 4						Form 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.*

10.1 5						Form 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.*

10.1 6						Form 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.*

10.1 7						Form 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.*

10.1 8						Form 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.*

10.19						Revised 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.*

10.20						Revised 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.*

10.21						Revised 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.*

10.22						Form 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.*

Table of Contents


10.23						Form 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.*

10.24						Form of Terms and Conditions relating to awards to executive officers in 2026 under the Prudential Financial, Inc. 2021 Omnibus Incentive Plan of restricted stock units, stock options, performance shares and book value units under the 2026 Long-Term Incentive Program. Incorporated by reference to Exhibit 10.2 to the Registrant’s February 11 , 2026 Current Report on Form 8-K.*

10.25						Annual Incentive Payment Criteria for Executive Officers effective for awards in 202 6 in respect of 202 5 . Incorporated by reference to Exhibit 10.1 to the Registrant’s February 11 , 202 6 Current Report on Form 8-K.*

10.26						Prudential 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.*


10.27						The 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.*

10.28						First 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.*

10.29						Second 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.*

10.30						Third 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.*

10.31						Fourth 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.*

10.32						Fifth 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.*

10.33						Sixth 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.*

10.34						Seventh 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.*

10.35						Eighth Amendment to the Prudential Supplemental Retirement Plan, effective as of January 1, 2026.*

10.3 6						Prudential 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.*

10.3 7						First 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.*

10.3 8						Second 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.*

10.3 9						Third 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.*

10.40						Fourth 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.*

10.41						Fifth 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.*

10.42						Sixth 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.*

Table of Contents


10.43						Seventh 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.*

10.44						Eighth 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.*

10.45						Ninth Amendment to the Prudential Supplemental Employee Savings Plan, effective as of April 24, 2024. Incorporated by reference to exhibit 10.44 to the Registrants December 31, 2024 Annual Report on Form 10-K.*

10.46						Tenth Amendment to the Prudential Supplemental Employee Savings Plan, effective as of December 30, 2024. Incorporated by reference to exhibit 10.45 to the Registrants December 31, 2024 Annual Report on Form 10-K.*

10.47						Eleventh Amendment to the Prudential Supplemental Employee Savings Plan, effective as of January 1, 2026.*

10.4 8						The 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.*

10.4 9						First 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.*

10.50						Prudential 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.*

10.51						The 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.*

10.52						First 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.*

10.53						Prudential 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.*

10.5 4						Amendment 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.*

10.5 5						Prudential 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.*

10.5 6						Prudential 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.*

10.5 7						PFI 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.*

10.5 8						First 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.*

10.5 9						Prudential 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.*

10.60						The 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.*

10.61						The 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.*

10.6 2						The 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.*

Table of Contents



10.63						Letter Agreement, dated February 7, 2026, between Prudential Financial, Inc. and Caroline Feeney.*

19						Prudential Global Insider Trading Policy. Incorporated by reference to Exhibit 19 to the Registrant’s December 31, 2024 Annual Report on Form 10-K.


21.1						Subsidiaries of Prudential Financial, Inc.

23.1						Consent of PricewaterhouseCoopers LLP.

24.1						Powers of Attorney.

31.1						Section 302 Certification of the Chief Executive Officer.

31.2						Section 302 Certification of the Chief Financial Officer.

32.1						Section 906 Certification of the Chief Executive Officer.

32.2						Section 906 Certification of the Chief Financial Officer.

97.1						Prudential 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.*



101.INS—XBRL						Instance Document—the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH—XBRL						Taxonomy Extension Schema Document.

101.CAL—XBRL						Taxonomy Extension Calculation Linkbase Document.

101.LAB—XBRL						Taxonomy Extension Label Linkbase Document.

101.PRE—XBRL						Taxonomy Extension Presentation Linkbase Document.

101.DEF—XBRL						Taxonomy Extension Definition Linkbase Document.

104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

This exhibit is a management contract or compensatory plan or arrangement.

Table of Contents

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 12th day of February, 2026.


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 12, 2026:


Name						Title
/S/ ANDREW F. SULLIVAN						President, Chief Executive Officer and Director
Andrew F. Sullivan						(Principal Executive Officer)

/S/ YANELA C. FRIAS						Executive Vice President and Chief Financial Officer
Yanela C. Frias						(Principal Financial Officer)

/S/ ROBERT E. BOYLE						Senior Vice President and Controller
Robert E. Boyle						(Principal Accounting Officer)

CHARLES F. LOWREY*						Executive Chairman and Director
Charles F. Lowrey

GILBERT F. CASELLAS*						Director
Gilbert F. Casellas

CARMINE DI SIBIO*						Director
Carmine Di Sibio

MARTINA HUND-MEJEAN*						Director
Martina Hund-Mejean

WENDY E. JONES*						Director
Wendy E. Jones

SANDRA PIANALTO*						Director
Sandra Pianalto

CHRISTINE A. POON*						Director
Christine A. Poon

THOMAS D. STODDARD*						Director
Thomas D. Stoddard

MICHAEL A. TODMAN*						Director
Michael A. Todman

JOSEPH J. WOLK*						Director
Joseph J. Wolk


By:*			/S/ YANELA C. FRIAS
			Attorney-in-fact

Previous: Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES