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Prudential Variable Contract Account 2, et al. – ‘485BPOS’ on 4/13/23

On:  Thursday, 4/13/23, at 7:35pm ET   ·   As of:  4/14/23   ·   Effective:  5/1/23   ·   Accession #:  1193125-23-100826   ·   File #s:  2-28316, 811-01612

Previous ‘485BPOS’:  ‘485BPOS’ on 12/29/22   ·   Latest ‘485BPOS’:  This Filing   ·   9 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/14/23  Prudential Var Contract Account 2 485BPOS     5/01/23   14:6.3M                                   Donnelley … Solutions/FAPrudential Variable Contract Account 2

Post-Effective Amendment of a Form N-1 or N-1A Registration   —   Rule 485(b)

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 485BPOS     The Prudential Variable Contract Account-2          HTML   4.85M 
 2: EX-99.(H)(3)  Miscellaneous Exhibit                             HTML     26K 
 3: EX-99.(K)   Miscellaneous Exhibit                               HTML     11K 
 4: EX-99.(L)(1)  Miscellaneous Exhibit                             HTML      7K 
 5: EX-99.(L)(2)  Miscellaneous Exhibit                             HTML     14K 
10: R1          N-4                                                 HTML    397K 
12: XML         IDEA XML File -- Filing Summary                      XML     15K 
11: XML         XBRL Instance -- d415246d485bpos_htm                 XML    336K 
 7: EX-101.DEF  XBRL Definitions -- cik0000080941-20220413_def       XML     17K 
 8: EX-101.LAB  XBRL Labels -- cik0000080941-20220413_lab            XML     18K 
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13: JSON        XBRL Instance as JSON Data -- MetaLinks               85±    93K 
14: ZIP         XBRL Zipped Folder -- 0001193125-23-100826-xbrl      Zip    496K 


‘485BPOS’   —   The Prudential Variable Contract Account-2

Document Table of Contents

Page (sequential)   (alphabetic) Top
 
11st Page  –  Filing Submission
"Glossary
"Key Information
"Overview of the Contract
"Fee Table
"Summary
"About the Contract
"About Prudential & Vca 2
"Principal Risks of Participating in the Contract
"Investment Options
"Unit Value
"How Unit Value Is Determined
"Contract Charges
"Charges & Fees
"The Contract
"Introduction
"Accumulation Period
"Annuity Period
"Other Information
"Additional Information
"Sale & Distribution
"Federal Taxation
"Withholding
"Cares Act Impacts
"Death Benefits
"Additional Considerations
"Taxes on Prudential
"Legal Proceedings
"Vca 2 Policies
"Financial Statements
"Appendix A -- Portfolio Available Under the Contract
"General Information About Prudential and Vca 2
"The Prudential Insurance Company of America
"Vca 2
"Administration
"Non-Principal Risks of Investing in Vca 2
"Sale of Group Variable Annuity Contracts
"Information About Contract Sales
"Financial Statements of Vca 2 & Financial Statements for the Prudential Insurance Company of America
"Statutory Statements of Admitted Assets, Liabilities and Capital and Surplus
"Statutory Statements of Operations and Changes in Capital and Surplus
"Statutory Statements of Cash Flows
"Notes to Statutory Financial Statements
"Annual Statement Schedule 1 -- Selected Financial Data
"Supplemental Investments Risks Interrogatories Schedule
"Summary Investment Schedule
"Supplemental Schedule of Reinsurance Disclosures
"Report of Independent Auditors

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 iX: 
  The Prudential Variable Contract Account-2  
 i THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT 2 i 0000080941 i false i As a percentage of average account value. “Base Contract” consists of the mortality and expense risk fee and the annual account fee of up to $30 (which rounds to less than 0.01%). In certain instances we do not charge the annual account fee or the mortality and expense risk fee.“Base Contract” consists of the mortality and expense risk fee and the annual account fee of up to $30 (which rounds to less than 0.01%). In certain instances we do not charge the annual account fee or the mortality and expense risk fee.As a percentage of average account value.“Investment options” denotes expenses that are deducted from Fidelity Fund assets, including investment management fees and other expenses.Certain states and other jurisdictions impose premium taxes or similar assessments upon Prudential, either at the time contributions are made or when the Participant’s investment in a Contract is surrendered or applied to purchase an annuity. Prudential reserves the right to deduct an amount from contributions or the Participant’s investment under the Contract to cover such taxes or assessments, if any, when applicable. The rates of states that impose the taxes currently range from 0.5% to 3.5%.Administrative Expenses may be reduced based on recordkeeping arrangements for the Contract. While a Participant is receiving annuity payments, we do not charge the fee. If you have a fixed-dollar annuity contract, the fee will be divided between VCA 2 and the fixed-dollar contract.While a Participant is receiving payments under the variable annuity certain option, we do not charge Base Contract Expenses. 0000080941 2023-04-13 2023-04-13 0000080941 cik0000080941:C000027669Member 2023-04-13 2023-04-13 0000080941 cik0000080941:C000027669Member vip:RiskOfLossMember 2023-04-13 2023-04-13 0000080941 cik0000080941:C000027669Member cik0000080941:RisksAssociatedWithVariableInvestmentOptionsMember 2023-04-13 2023-04-13 0000080941 cik0000080941:C000027669Member vip:InsuranceCompanyRiskMember 2023-04-13 2023-04-13 0000080941 vip:NotShortTermInvestmentRiskMember cik0000080941:C000027669Member 2023-04-13 2023-04-13 0000080941 cik0000080941:C000027669Member cik0000080941:AnnuitizationMember 2023-04-13 2023-04-13 0000080941 cik0000080941:C000027669Member cik0000080941:PossibleAdverseTaxConsequencesMember 2023-04-13 2023-04-13 0000080941 cik0000080941:C000027669Member vip:StandardDeathBenefitMember 2023-04-13 2023-04-13 0000080941 cik0000080941:C000027669Member cik0000080941:C000021014Member 2023-04-13 2023-04-13 xbrli:pure iso4217:USD
As filed with the Securities and Exchange Commission on  i April 13, 2023
1933 ACT REGISTRATION NO. 002-28316
1940 ACT REGISTRATION NO. 811-01612
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM  i  i N-4 / 
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective
Amendment No.
Post-Effective Amendment No. 85 ☒
AND
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Post-Effective Amendment No. 65 ☒
(CHECK APPROPRIATE BOX OR BOXES)
THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT-2
(Exact Name of Registrant)
THE PRUDENTIAL INSURANCE COMPANY
OF
AMERICA
(Name of Depositor)
751 Broad Street
DEPOSITOR’S TELEPHONE NUMBER: (973) 802-6000
(Address and telephone number of Depositor’s principal executive offices)
Vice President, Corporate Counsel
The Prudential Insurance Company of America
751 Broad Street
(Name and address of agent for service)
It is proposed that this filing will become effective (check appropriate box):
                
  immediately upon filing pursuant to paragraph (b) of Rule 485
       x       
  on May 1, 2023 pursuant to paragraph (b) of Rule 485
                
  60 days after filing pursuant to paragraph (a) of Rule 485
                
  on May 1, 2023 pursuant to paragraph (a) of Rule 485

LOGO
 
This prospectus describes the VCA 2 group variable annuity contract (the Contract) offered by The Prudential Insurance Company of America (Prudential) and issued through The Prudential Variable Contract
Account-2
(VCA 2) for use with retirement arrangements qualified under Section 403(b) of the Internal Revenue Code. Contributions under the Contract are invested in VCA 2. The Fidelity VIP Index 500 Portfolio (Fidelity Fund), a series of Variable Insurance Products Fund II (VIP), is currently available through VCA 2. This prospectus sets forth information about VCA 2 that a prospective investor should consider before investing in the Contract.
Prudential no longer offers the VCA 2 group variable annuity contract for new sales. New participants may be added under an existing group variable annuity contract, and contributions can be made on behalf of existing participants.
The Securities and Exchange Commission has not approved or disapproved these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
Additional information about certain investment products, including variable annuities, has been prepared by the Securities and Exchange Commission’s staff and is available at Investor.gov.
©
2023 Prudential Financial, Inc. and its related entities. Prudential, the Prudential logo and the Rock symbol are service marks of Prudential Financial, Inc., and its related entities, registered in many jurisdictions worldwide, used under license.
 
      

 
  3
  
   
  5
  
   
  8
  
   
  9
  
   
11
  
   
11    ABOUT THE CONTRACT
   
11    ABOUT PRUDENTIAL & VCA 2
   
13    PRINCIPAL RISKS OF PARTICIPATING IN THE CONTRACT
   
14
  
   
15
  
   
15    HOW UNIT VALUE IS DETERMINED
   
16
  
   
16    CHARGES & FEES
   
17
  
   
17    INTRODUCTION
   
17    ACCUMULATION PERIOD
   
23    ANNUITY PERIOD
   
25    OTHER INFORMATION
   
27
  
   
27    SALE & DISTRIBUTION
   
27    FEDERAL TAXATION
   
29    WITHHOLDING
   
29    CARES ACT IMPACTS
   
30    DEATH BENEFITS
   
30    ADDITIONAL CONSIDERATIONS
   
30    TAXES ON PRUDENTIAL
   
30    LEGAL PROCEEDINGS
   
31    VCA 2 POLICIES
   
32    FINANCIAL STATEMENTS
   
32    OTHER INFORMATION
   
33
  

GLOSSARY
We have tried to make this prospectus as readable and understandable for you as possible. By the very nature of the Contract, however, certain technical words or terms are unavoidable. We have identified the following as some of these words or terms. Many terms used within this prospectus are described within the text where they appear. Not all of the descriptions of those terms are repeated in this Glossary.
Accumulation Period
: The period that begins with the Contract Date (as defined below) and ends when you start receiving income payments or earlier if the Contract is terminated through a full withdrawal or payment of a death benefit.
Code
: The Internal Revenue Code of 1986, as amended from time to time, and the regulations promulgated thereunder.
Contract
: The group variable annuity contract described in this prospectus.
Contract Date
: The date Prudential receives the initial contribution on behalf of a Participant (as defined below) and all necessary paperwork is in Good Order (as defined below). Contract anniversaries are measured from the Contract Date.
Contractholder
: The employer, association or trust to which Prudential has issued a Contract.
Contributions
: Payments made under the Contract for the benefit of a Participant.
Empower Care Center
: Empower Care Center, 30 Scranton Office Park, Scranton, PA 18507. The phone number is (877)
778-2100.
Prudential’s website is www.prudential.com. For items required to be sent to the Empower Care Center, your correspondence is not considered received by us until it is received at the Empower Care Center. Where this prospectus refers to the day when we receive a transaction request, we mean the day on which the transaction arrives in Good Order at the Empower Care Center, or via the appropriate telephone number, fax number or website if the item is a type we accept by those means. There are two main exceptions: if the item is received at the Empower Care Center (1) on a day that is not a business day or (2) after the close of a business day. In each such instance, a transaction received in Good Order will be deemed received on the next business day.
Good Order
: Sufficiently clear instruction received by the Empower Care Center or a designated third-party pricing agent (if your plan is not serviced by Empower), on a business day before the close of business, which utilizes the applicable forms, and reflects the necessary signatures and dates required to ensure there is no need to exercise any discretion to follow such instruction. Good Order requires receipt of confirmation and all necessary information to ensure the instruction is permitted under and in compliance with the applicable retirement plan. Instructions that are not in Good Order will be effective on the business day that Good Order is determined. Instructions received on a day that is not a business day or after the close of a business day will be deemed to have been received on the next business day.
Income Period
: The period that begins when you start receiving income payments under the Contract.
Investment Option
: The Prudential Variable Contract
Account-2
(VCA 2).
Participant or you
: The person for whose benefit contributions are made under a Contract.
Prudential, we, us, or our
: The Prudential Insurance Company of America..
Prudential’s Group
Tax-Deferred
Annuity Program
: A Contractholders’ program providing for contributions under the Contract, a companion fixed-dollar annuity contract or a combination of the two.
Separate Account
: Contributions allocated to VCA 2 are held by Prudential in a separate account. VCA 2 is a separate account of Prudential and invests the assets in shares of the Fidelity VIP Index 500 Portfolio (Fidelity Fund).
 
    
3

Tax Deferral
: A way to increase your assets without being taxed every year. Taxes are not paid on investment gains until you receive a distribution, such as a withdrawal or annuity payment.
Unit and Unit Value
: You are credited with Units in VCA 2. Initially, the number of Units credited to you is determined by dividing the amount of the contribution made on your behalf by the applicable Unit Value for that day for VCA 2. After that, the value of the Units is adjusted each day to reflect the investment returns and expenses of VCA 2 plus any Contract charges and fees that may apply to you.
 
4     

 i 
KEY INFORMATION
 
   
Important Information You Should Consider About the Contracts
  
 
   
Fees and Expenses
  
 
     
Charges for Early Withdrawals
 
 
   i 
Prudential does not impose any charges for withdrawals. Your ability to make
withdrawals under the Contract is limited by federal tax law and your employer—the Contractholder—may impose additional restrictions. Generally premature distributions or withdrawals may be restricted or subject to a 10% tax (which is in addition to normal ordinary income taxes) for early distribution. Because of these federal tax implications, we urge you to consult with your tax adviser before making any withdrawals under the Contract.
 
For more information on withdrawals, please refer to the section of this prospectus titled “The Contract-Withdrawal of Contributions.”
     
Transaction Charges
 
 
   i 
The Contract does not have any transaction charges. Although Prudential has no present intention to do so, please note that Prudential reserves the right in the future to impose or deduct a maximum sales charge of 2.5% from contributions.
 
Certain states and other jurisdictions impose premium taxes or similar assessments upon Prudential, either at the time contributions are made or when the Participant’s investment in VCA 2 is surrendered or applied to purchase an annuity. Prudential reserves the right to deduct an amount from contributions or the Participant’s investment in VCA 2 to cover such taxes or assessments, if any, when applicable.
 
For more information on transaction charges, please refer to the sections of this prospectus titled “Contract Charges” and “The Contract; Deductions for Taxes on Annuity Considerations.”
     
Ongoing Fees and Expenses (annual charges)
 
 
 
   i 
The table below describes the fees and expenses that you may pay each year, depending on the Contract and the options you choose. Please refer to information provided by your Employer for information about the specific fees you will pay each year based on the options you have
elected
.
 
 
 
 
 
 
 
 
VCA 2
 
  
 
 
 
  
 
 
 
  
 
 
 
         
        
 
Annual Fee
 
  
Minimum
 
    
Maximum
 
        
 
 
 
 
 
 
Base Contrac
t*, **
 
    
 
 i 0.375%
 
 
 
    
 
 i 0.375%
 
 
 
           
 
 
 
 
 
 
Investment options
(Portfolio fees and expenses)***
 
    
 i 0.10%
      
 i 0.10%
        
 
 
 
 
 
 
 
* As a percentage of average account value.
 
 
      
 
 
 
 
 
 
 
**
 
“Base Contract” consists of the mortality and expense risk fee and the annual account fee of up to $30 (which rounds to less than 0.01%). In certain instances we do not charge the annual account fee or the mortality and expense risk fee.
 
 
      
 
 
 
 
 
 
 
***
 
 i “Investment options” denotes expenses that are deducted from Fidelity Fund assets, including investment management fees and other expenses.
 
 
      
 
 i 
 
     
The Contract is not customizable, and there are no choices you can make that will affect how much you will pay. To help you understand the cost of investing in the Contract, the following table shows the lowest and highest cost you could pay each year. This estimate assumes that you do not take withdrawals from the Contract, which could add charges for early withdrawals that substantially increase costs.
 
    
        
     
Lowest Annual Cost
 
Highest Annual Cost
     
 
$
 i 465
 
$
 i 488
     
  Assumes:   Assumes        
 
• Investment of $100,000
 
•  Investment of $100,000
  
 
 
• 5% annual appreciation
 
•  5% annual appreciation
  
 
 
•  Least expensive combination of Contract Classes and Fidelity Fund fees and expenses
 
•  Most expensive combination of Contract Classes and Fidelity Fund fees and expenses
  
 
 
•  No sales charges
 
•  No sales charges
  
 
           
           
•  No additional Contributions, transfers or withdrawals
 
•  No additional Contributions, transfers or withdrawals
  
 
 / 
 / 
 
    
5

       
For more information on ongoing fees and expenses, please refer to the section of this prospectus titled
Fee
Table.”

 
 
 i 
         
Risks
                 
     
Risk of Loss        i 
You can lose money by p
articipatin
g in the Contract.
 
For more information on the risk of loss, please refer to the section of this prospectus titled “Principal Risks of
Participating
in the
Contract
.”
     
Not a Short-Term Investment      
 i 
The Contract is not a
sho
rt-term investment vehicle and is not an appropriate investment for an investor who needs ready access to cash. The Contract is designed to provide benefits on a long-term basis. Consequently, you should not use the Contract as a short-term investment or savings vehicle. Because of the long-term nature of the Contract, you should con
sid
er whether investing C
ontribution
s in the Contract is consistent with the purpose for which the investment is being considered.
 
For more information on the short-term investment risks, please refer to the section of this prospectus titled “Principal Risks of Participating in the Contract.”
     
       
     
Risks Associated with Investment Options        i 
An investment in the Contract is subject to the risk of poor investment performance and can vary depending on the performance of the investment option available under the Contract (the Fidelity Fund). The Contract has its own un
iqu
e risks, and you should review the Contract before making an investment decision.
 
For more information on the risks associated with the Contract, please refer to the section of this prospectus titled “Principal Risks of Participating in the Contract.”
     
       
     
Insurance Company Risks        i 
An investment in the Contract is subject to the risks related to Prudential. No company other than Prudential has any legal responsibility to pay amounts that Prudential owes under the Contract. You should look to the financial strength of Prudential for its claims-paying ability. More information about Prudential is available upon request. Such requests can be made at
1-877-778-2100.
Information about Pr
uden
tial’s financial strength ratings can be found under “Investor Relations” at the bottom of the home page at www.prudential.com.
 
For more information on insurance company risks, please refer to the
section
of this prospectus titled “Principal Risks of Participating in the Contract.”
     
       
         
 / 
Restrictions
                 
     
Investments        i 
Unless the Contract specifically provides otherwise, you can transfer all or some of the number of Units credited to you to a fixed dollar annuity contract issued under Prudential’s Group Tax Deferred Annuity Program. Although there is no charge for transfers currently, we may impose one at any time upon notice to you. Different procedures may apply if the Contract has a recordkeeper other than Prudential. Prudential reserves the right to limit how many transfers you may make in any given period of time.
 
For more information on investment and transfer re
striction
s, please refer to the section of this prospectus titled “The
Contract
; Transfer Payments.”
     
       
 
   
Optional Benefits    i 
The Contract does not offer any optional benefits, but it does p
rov
ide for a death benefit.
 
For more information on the death benefit, please refer to the se
ction
of this prospectus titled “Death Benefits.”
   
   
 
6     

 
Taxes
   
Tax Implications    i 
You should consult with a tax professional to determine the tax implications of an investment in and payments received under the Contract. Withdrawals will be subject to ordinary income tax, and may be subject to tax penalties.
 
For more information on tax implications, please refer to the section of this prospectus titled “Additional Information.”
   
   
 
Conflicts of Interests
   
Investment Professional Compensation    i 
Investment professionals may receive compensation for selling the Contracts to investors and may have a financial incentive to offer or recommend the Contracts over another investment. Compensation (commissions, overrides, and any expense reimbursement allowance) is paid to broker-dealers that are registered under the Securities Exchange Act of 1934 and/or entities that are exempt from such registration (firms). The individual representative will receive all or a portion of the compensation, depending on the practice of the firm.
 
For more information on investment professional compensation, please refer to the Statement of Additional Information (SAI).
   
Exchanges    i 
Some investment professionals may have a financial incentive to offer you an annuity in place of the one you already own. You should only exchange the Contract if you determine after comparing the features, fees, and risks of both contracts, that it is preferable to purchase the new contract, rather than continue to own your existing Contract.
 
For more information on exchanges, please refer to the section of this prospectus titled “Additional Information.”
 
    
7

OVERVIEW OF THE CONTRACT
Prudential no longer offers the VCA 2 group variable annuity Contract for new sales. New participants may be added under an existing Contract, and contributions can be made on behalf of existing participants.
The VCA 2 Contract is a group variable annuity contract. A group variable annuity contract is a contract between a Contractholder and Prudential, an insurance company. The Contract is intended for retirement savings or other long-term investment purposes.
The Contract, like all deferred annuity contracts, has two phases—an accumulation period and an annuity phase (which is sometimes referred to as a payout period or an income period). During the accumulation period, since you have purchased the Contract through a qualified retirement plan, any earnings grow on a tax deferred basis and are generally taxed as income only when you make withdrawals. That means you are only taxed on the earnings when you withdraw them. The amount of money earned during the accumulation period determines the amount of payments you will receive during the income period.
The second phase—the income period—occurs when you begin receiving regular payments from the Contract. During this phase (after the Annuity Date), you can make an irrevocable election to have all or a part of your interest in the Participant Account used to purchase a fixed dollar annuity under the Contract. The annuity payments you receive may take the following forms, unless the retirement arrangement covering you provides otherwise: (1) variable life annuity; (2) variable life annuity with payments certain; (3) variable joint and survivor annuity; (4) variable annuity certain; and (5) variable joint and survivor annuity with 120 payments certain. Your ability to make withdrawals under the Contract is limited by federal tax law and your employer—the Contractholder—may impose additional restrictions. Generally premature distributions or withdrawals may be restricted or subject to a 10% tax (which is in addition to normal ordinary income taxes) for early distribution. Because of these federal tax implications, we urge you to consult with your tax adviser before making any withdrawals under the Contract.
VCA 2 is a separate account of Prudential. The value of a Participant’s investment depends upon the value of VCA 2’s assets. We invest the assets of the Separate Account in the Fidelity Fund. For more information on the Fidelity Fund, including its investment objective and policies, please refer to the section of this prospectus titled “Investment Options.”
The Contract generally is issued to employers who make contributions on behalf of their employees under Section 403(b) of the Internal Revenue Code. In this case, the employer is called the “Contractholder” and the person for whom contributions are being made is called a “Participant” or “you.” Once a Participant begins to receive annuity payments, Prudential will provide to the Contractholder—for delivery to the Participant—a certificate which describes the variable annuity benefits which are available to the Participant under the Contract.
In the event a Participant dies before the accumulation period under a Contract is completed, a basic death benefit will be paid to the Participant’s designated beneficiary. The death benefit will equal the value of the Participant’s Units (less the full annual account fee) on the day we receive the claim in Good Order. This could protect your retirement savings if you die during a period of declining markets, depending on when you die.
The annuity payments you receive under the Contract once you reach the income phase will depend on the following factors:
 
 
the total value of your VCA 2 Units on the date the annuity begins,
 
 
the taxes on annuity considerations as of the date the annuity begins,
 
 
the schedule of annuity rates in the Contract, and
 
 
the investment performance of VCA 2 after the annuity has begun.
 
8   

 i 
FEE TABLE
The following tables describe the fees and expenses that you will pay when buying, owning, and surrendering or making withdrawals from the Contract. Please refer to information provided by your Employer for information about the specific fees you will pay each year based on the options you have elected.
The first table describes the fees and expenses that you will pay
at the time that
you buy the Contract, surrender or make withdrawals from the Contract. State premium taxes may also be deducted. These fees and charges are described in more detail within this prospectus in the section titled “Contract Charges.”
 
 i 
Transaction Expenses*
  
Current
  
Maximum
Sales Load Imposed on Purchases (as a percentage of contributions made)     i None     i 2.5%
Deferred Sales Load (as a percentage of contributions withdrawn)     i None     i None
Exchange Fee
 
    i None     i None
*  i  i  i Certain states and other jurisdictions impose premium taxes or similar assessments upon Prudential, either at the time contributions are made or when the Participant’s investment in a Contract is surrendered or applied to purchase an annuity. Prudential reserves the right to deduct an amount from contributions or the Participant’s investment under the Contract to cover such taxes or assessments, if any, when applicable. The rates of states that impose the taxes currently range from 0.5% to 3.5%. /  / 
 / 
 i 
The next table describes the fees and expenses that you will pay
each year
during the time that you participate in the Contract. These fees and expenses do not include the Fidelity Fund’s fees and expenses.
 
Annual Contract Expenses
  
Maximum
Administrative Expenses*
   $ i 30
Base Contract Expenses (as a percentage of average account value)**
    i 0.375%
*  i Administrative Expenses may be reduced based on recordkeeping arrangements for the Contract. While a Participant is receiving annuity payments, we do not charge the fee. If you have a fixed-dollar annuity contract, the fee will be divided between VCA 2 and the fixed-dollar contract.
**  i While a Participant is receiving payments under the variable annuity certain option, we do not charge Base Contract Expenses.
 / 
 i 
The next table shows the minimum and maximum total operating expenses charged by the Fidelity Fund that you may pay periodically during the time that you participate in the Contract. The annual expenses for the Fidelity Fund may also be found at the back of this document.
 
Annual Fidelity Fund Expenses
  
Minimum
  
Maximum
 i (expenses that are deducted from Portfolio assets, including management fees, distribution and/or service
(12b-1)
fees, and other expenses)
    i 0.10%     i 0.10%
 / 
 
 / 
   9

 i  i  i 
Example
This Example is intended to help you compare the cost of participating in the Contract with the cost of investing in other variable annuity contracts. These costs include transaction expenses, annual Contract expenses, and the annual expenses for the Fidelity Fund. The Example assumes that you invest $100,000 in the Contract for the time periods indicated. The Example also assumes that your investment has a 5% return each year and assumes the maximum expenses for the Fidelity Fund. Although your actual costs may be higher or lower, based on
these
assumptions, your costs would be:
 
 / 
If you surrender your investment in the Contract at the end of the applicable time period:    1 year
$ i 516
   3 years
$ i 1,614
   5 years
$ i 2,807
   10 years
$ i 6,268
If you annuitize at the end of the applicable time period:    1 year
$ i 516
   3 years
$ i 1,614
   5 years
$ i 2,807
   10 years
$ i 6,268
If you do not surrender your investment in the Contract:    1 year
$ i 516
   3 years
$ i 1,614
   5 years
$ i 2,807
   10 years
$ i 6,268
 / 
 
10   

SUMMARY
ABOUT THE CONTRACT
Prudential’s Group Tax Deferred Annuity Program
Prudential’s Group Tax Deferred Annuity Program consists of the following contracts:
 
 
 
the VCA 2 Contract described in this prospectus,
 
 
certain fixed dollar annuity contracts that are offered as companion to the VCA 2 Contract (but are not described in this prospectus), and
 
 
contracts combining the VCA 2 Contract and a fixed dollar annuity contract.
Charges
The charges, fees, and expenses that you may pay each year depend on the Contract and the options you choose. For more information on tax implications, please refer to the section of this prospectus titled “Contract Charges.” Please also refer to information provided by your Employer for information about the specific fees you will pay each year based on the options you have elected.
Withdrawals & Transfers
All traditional written requests and notices required or permitted under the Contract—other than withdrawal requests and death benefit claims—should be sent to Empower at 30 Scranton Office Park, Scranton, PA 18507.
As explained later, notices, forms and requests for transactions related to the Contract may be provided in traditional paper form or by electronic means, including telephone and internet. Empower reserves the right to vary the means available, including limiting them to electronic means, from Contract to
Contract-by-Contract
terms, related service agreements with the Contractholder, or notice to the Contractholder and Participants.
All permitted telephone transactions may be initiated by calling Empower at
1-877-778-2100.
All permitted internet transactions may be made through www.prudential.com/online/retirement. Empower may provide other permitted telephone numbers or internet addresses through the Contractholder or directly to Participants as authorized by the Contractholder.
Your ability to make withdrawals under the Contract is limited by federal tax law. Your employer—the Contractholder—may impose additional restrictions. If you are allowed to make withdrawals, you may submit a permitted, traditional written withdrawal request to us in any of the following ways:
 
 
by mail to Empower, 30 Scranton Office Park, Scranton, Pennsylvania 18507.
 
 
by fax to PGIM Investments, Attn: Empower Care Center at (866)
439-8602.
Requests for death benefits must also be submitted by one of the means listed above.
To process a withdrawal request or death benefit claim, it must be submitted to Empower in Good Order.
In some cases, the Contractholder or a third-party may provide recordkeeping services for the Contract instead of Empower. In that case, withdrawal and transfer procedures may vary.
Transaction requests (including death benefit claims) received directly by Empower in Good Order on a given business day before the established transaction cutoff time (4 PM Eastern Time, or such earlier time that the New York Stock Exchange may close or such earlier time that the Contractholder and Empower have agreed to) will be effective for that Business Day.
ABOUT PRUDENTIAL & VCA 2
Prudential
Prudential is a New Jersey stock life insurance company that has been doing business since 1875, and has its principal place of business at 751 Broad Street, Newark, New Jersey 07102. Prudential’s financial statements are included in the SAI.
 
   11

Empower Financial Services, Inc. (“EFSI”), is the principal underwriter of the Contracts. That means it is responsible for certain sales and distribution functions for the Contracts. PIMS is registered as a broker-dealer under the Securities Exchange Act of 1934. Its principal place of business is located at 8515 East Orchard Road, Greenwood Village, Colorado.
On July 21, 2021, Great-West Life & Annuity Insurance Company (“Great-West”) and Prudential Financial, Inc. (“PFI”), Prudential’s parent company, announced a strategic transaction, whereby, Great-West would, among other things, administer and reinsure the VCA 2 Contracts (the “Transaction”). The Transaction closed April 1, 2022. On or about October 1, 2022, Great-West changed its name to Empower Annuity Insurance Company of America.
VCA 2
VCA 2 is a separate account of Prudential, which means its assets are the property of Prudential but are kept separate from Prudential’s general assets and cannot be used to meet liabilities from Prudential’s other businesses. Prudential is obligated to pay all amounts promised to investors under the Contracts. The income, gains, and losses credited to, or charged against, VCA 2 reflect VCA 2’s own investment experience and not the investment experience of Prudential’s other assets. VCA 2 is registered with the SEC as a unit investment trust, which is a type of investment company.
If VCA 2 is available under your Program, you may invest in the Fidelity Fund. VIP is registered with the SEC as an
open-end,
diversified management investment company. Shares of VIP are sold at their net asset value to separate accounts (including VCA 2) established by insurers that offer variable life and variable annuity contracts. For more information about the Fidelity Fund and its investment objective, please refer to the section of this prospectus titled “Investment Practices.”
Because shares of the Fidelity Fund are sold to both variable life and variable annuity separate accounts, it is possible that in the future the interest of one type of account may conflict with the other. This could occur, for example, if there are changes in state insurance law or federal income tax law. Although such developments are not currently anticipated, Prudential monitors events in order to identify any material conflicts.
 
12   

 i 
PRINCIPAL RISKS OF PARTICIPATING IN THE CONTRACT
The risks identified below are the principal risks of participating in the Contract. These risks are in addition to the investment risks discussed in the Fidelity Fund’s prospectus. The Contract may be subject to additional risks other than those identified and described in this prospectus or the Fidelity Fund’s prospectus.
 i 
Risks Associated with Variable Investment Options
You take all the investment risk for amounts allocated to VCA 2, which invests in the Fidelity Fund. If the assets in VCA 2 increase in value, then your Unit Value goes up; if they decrease in value, your Unit Value goes down. How much your Unit Value goes up or down depends on the performance of the Fidelity Fund. We do not guarantee the investment results of the Fidelity Fund. An investment in the Contract is subject to the risk of poor investment performance, and the value of your investment can vary depending on the performance of the Fidelity Fund.
 i 
Insurance Company Risk
No company other than Prudential has any legal responsibility to pay amounts that Prudential owes under the Contract. You should look to the financial strength of Prudential for its claims-paying ability. Prudential is also subject to risks related to disasters and other events, such as storms, earthquakes, fires, outbreaks of infectious diseases (such as
COVID-19),
utility failures, terrorist acts, including cybersecurity attacks, political and social developments, and military and governmental actions. These risks are often collectively referred to as “business continuity” risks. These events could adversely affect Prudential and our ability to conduct business and process transactions. Although Prudential has business continuity plans, it is possible that the plans may not operate as intended or required and that Prudential may not be able to provide required services, process transactions, deliver documents or calculate values. It is also possible that service levels may decline as a result of such events.
 i 
Annuitization
Once you annuitize your interest under the Contract, your decision is irrevocable. The impacts of this decision are:
 
 
Your Unit Value is no longer available to you to allocate among investment options (to the extent allowed under the Contract) or make further withdrawals. Instead, you will be paid a stream of annuity payments.
 
 
You generally cannot change the payment stream you chose once it has begun.
 
 
The Death Benefit terminates upon annuitization.
 i 
Possible Adverse Tax Consequences
The tax considerations associated with the Contract vary and can be complicated. The tax considerations discussed in this prospectus are general in nature and describe only federal income tax law. We generally do not describe state, local, foreign or other federal tax laws. The effect of federal taxation depends largely upon the type of retirement plan, so we can provide only a generalized description. Before payments are made under the Contract for your benefit or taking other action related to the Contract, you should consult with a qualified tax adviser for complete information and advice.
 i 
Not a Short-Term Investment
The Contract is not a short-term investment vehicle and is not an appropriate investment for an investor who needs ready access to cash. The Contract is designed to provide benefits on a long-term basis. Consequently, you should not use the Contract as a short-term investment or savings vehicle. Because of the long-term nature of the Contract, you should consider whether investing Contributions in the Contract is consistent with the purpose for which the investment is being considered.
 i 
Risk of Loss
All investments have risks to some degree and it is possible that you could lose money by investing in the Contract. An investment in the Contract is not a deposit with a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
 / 
 
   13

INVESTMENT OPTIONS
The Fidelity Fund
There is only one investment option that is permitted, the Fidelity Fund. The decision to select VCA 2 and the Fidelity Fund is your choice. We do not provide investment advice, nor do we recommend any particular investment option. Please consult with a qualified investment professional if you wish to obtain investment advice. You bear the investment risk for amounts allocated to the investment option.
If you are invested in VCA 2, your Unit Value is allocated to the Fidelity Fund, which is available for investment only through VCA 2. Please refer to Appendix A for certain information regarding the Fidelity Fund, including (i) its name, (ii) its type (
e.g.
, money market fund, bond fund, balanced fund, etc.) or a brief statement concerning its investment objectives, (iii) its investment adviser and any
sub-adviser,
(iv) current expenses, and (v) performance.
There is no guarantee that the Fidelity Fund or any other investment option will meet its investment objective. The Fidelity Fund has issued a prospectus that contains more detailed information about the portfolio. The prospectus for the Fidelity Fund can be requested at no cost by writing us at Empower, 30 Scranton Office Park, Scranton, PA 18507, or by calling (877)
778-2100.
 
14   

UNIT VALUE
HOW UNIT VALUE IS DETERMINED
To keep track of investment results, each Participant is credited with Units in the investment option(s) selected. Initially, the number of Units credited to a Participant is determined by dividing the amount of the contribution made on his or her behalf by the applicable Unit Value for that day for that Investment Option. After that, the Unit Value is adjusted each day to reflect the investment returns and expenses of the investment option plus any Contract charges that may apply. The procedures for computing the net asset value for shares of the Fidelity Fund are described in the Fidelity Fund prospectus.
 
   15

CONTRACT CHARGES
CHARGES
 & FEES
We list below the current charges under the Contract. On 90 days’ notice, we may change the sales charge, annual account fee, and the base contract expenses fee.
Sales Charge
A sales charge is not deducted from contributions, meaning that the entire amount of a contribution is invested in VCA 2.
Although Prudential has no present intention to do so, please note that Prudential reserves the right in the future to impose or deduct a maximum sales charge of 2.5% from contributions.
Annual Account Fee
We charge an annual account fee for recordkeeping and other administrative services. This fee is paid to Prudential and will not exceed $30 in any year and will be automatically deducted from your account. (If you also have a fixed-dollar annuity contract under Prudential’s Group Tax Deferred Annuity Program, the fee will be divided between that and your VCA 2 account.) The annual account fee is deducted automatically from your account on the last business day of each calendar year. New Participants will only be charged a portion of the annual account fee, depending on the number of months remaining in the calendar year after the first contribution is made. This annual account fee is referred to in the Fee Table as “Administrative Expenses.”
If you withdraw all of your contributions before the end of a year, we will deduct the fee on the date of the last withdrawal. After that, you may only make contributions as a new Participant, in which case you will be subject to the fee on the same basis as other new Participants. If a new Participant withdraws all of his or her Units during the first year of participation under the Contract, the full fee will be charged.
Prudential may reduce or waive the annual account fee with respect to a particular Contract. We will only do this if we think that our administrative costs with respect to a Contract will be less than for the other Contracts. This might occur, for example, if Prudential is able to save money by using mass enrollment procedures or if recordkeeping or sales efforts are performed by the Contractholder or a third party. You should refer to the Contract documents which set out the exact amount of fees and charges that apply to the Contract.
Base Contract Expenses and Portfolio Investment Management Fees
VCA 2 is also charged a base contract expenses fee of 0.375% of its average daily net assets. This base contract expenses fee is sometimes referred to in this prospectus or other Contract documents as a “mortality and expense risk fee.” It is separate from and in addition to the annual account fee discussed in the preceding section.
The “mortality risk” charge is paid to Prudential for assuming the risk that a Participant will live longer than expected based on our life expectancy tables. When this happens, we pay a greater number of annuity payments. The “expense risk” fee is paid to Prudential for assuming the risk that the current charges will not cover the cost of administering the Contract in the future. We deduct this fee daily. We compute the fee at an effective annual rate of 0.375% of the current value of your account (0.125% is for assuming the mortality risk, and 0.250% is for assuming the expense risk).
Although VCA 2 does not itself pay an investment management fee, the Fidelity Fund does as follows:
 
Effective Investment Management Fees (paid during 2022)
        
Portfolio
  
 
Investment
Management Fee
 
 
Fidelity VIP Index 500 Portfolio (Initial Class Shares)
    
0.10%
 
Other expenses incurred by the Fidelity Fund include printing costs, legal and accounting expenses, and the fees of each of the Fidelity Fund’s custodian and transfer agent. More information about these expenses is included in the Fidelity Fund prospectus.
 
16   

THE CONTRACT
INTRODUCTION
The Contract described in this prospectus is generally issued to an employer that makes contributions on behalf of its employees. The Contract can also be issued to associations or trusts that represent employers or represent individuals who themselves become Participants. Once a Participant begins to receive annuity payments, Prudential will provide to the Contractholder—for delivery to the Participant—a certificate which describes the variable annuity benefits which are available to the Participant under the Contract.
ACCUMULATION PERIOD
Contributions
When you first become a Participant under the Contract, you must indicate if you want contributions made on your behalf to be allocated between VCA 2 and a companion fixed dollar annuity contract. You can change this allocation from time to time. The discussion below applies only to contributions to VCA 2.
When a contribution is made, we invest 100% of it in VCA 2. You are credited with a certain number of Units, which are determined by dividing the amount of the contribution by the Unit Value for VCA 2 for that day. Then the value of your Units is adjusted each business day to reflect the performance and expenses of VCA 2. Units will be redeemed as necessary to pay your annual account fee.
Although Prudential has no present intention to do so, please note that Prudential reserves the right in the future to impose or deduct a maximum sales charge of 2.5% from contributions.
The first contribution made on your behalf will be invested within two business days after it has been received by us if we received all the necessary enrollment information in Good Order. If an initial contribution is made on your behalf and the enrollment form is not in Good Order, we will place the contribution into one of two money market options until the paperwork is complete. The two money market options are:
 
 
If the Contractholder has purchased only a VCA 2 Contract or a VCA 2 Contract together with either a group variable annuity contract issued through Prudential’s MEDLEY Program or unaffiliated mutual funds, then the initial contribution will be invested in The Prudential Variable Contract
Account-11
within Prudential’s MEDLEY Program.
 
 
If the Contractholder has purchased a VCA 2 Contract as well as shares of a money market fund, the initial contribution will be invested in that money market fund.
In this event, the Contractholder will be promptly notified. However, if the enrollment process is not completed within 105 days, we will redeem the investment in the money market option. The redemption proceeds plus any earnings will be paid to the Contractholder. Any proceeds paid to the Contractholder under this procedure may be considered a prohibited transaction and taxable reversion to the Contractholder under current provisions of the Code. Similarly, returning proceeds may cause the Contractholder to violate a requirement under the Employee Retirement Income Security Act of 1974, as amended (ERISA), to hold all plan assets in trust. Both problems may be avoided if the Contractholder arranges to have the proceeds paid into a qualified trust or annuity contract.
Unit Value
Unit Value is determined each business day by multiplying the previous day’s Unit Value by the “gross change factor” for the current business day and reducing this amount by the daily equivalent of the base contract expenses fee. The gross change factor for VCA 2 is determined by dividing the current day’s net assets, ignoring changes resulting from new purchase payments and withdrawals, by the previous day’s net assets.
Withdrawal of Contributions
Because the Contract is intended as a part of your retirement arrangements there are certain restrictions on when you can withdraw contributions. Under Section 403(b) of the Code, contributions (before taxes) cannot be withdrawn unless the Participant is at least 59
1
2
years old, no longer works for his or her employer, becomes disabled or dies.
(Contributions may sometimes be withdrawn in the case of hardship or in the event of qualified birth or adoption or a federally declared disaster, but you need to check your particular retirement arrangements.) Effective for plan years
 
   17

after December 31, 2023, hardship distributions are no longer limited to salary reduction contributions under the Code. Effective for distributions made after December 31, 2023, emergency personal expense distributions or eligible distributions to a domestic abuse victim may also be permitted under the arrangement. Some retirement arrangements will allow you to withdraw contributions made by the employer on your behalf or contributions you have made with
after-tax
dollars.
If your retirement arrangement permits, you may withdraw at any time the dollar value of all of your VCA 2 Units as of December 31, 1988.
Spousal Consent.
Under certain retirement arrangements, federal law requires that married Participants must obtain their spouses’ written consent to make a withdrawal request. The spouse’s consent must be notarized or witnessed by an authorized plan representative.
Because withdrawals will generally have federal tax implications, we urge you to consult with your tax adviser before making any withdrawals under the Contract.
Payment of Redemption Proceeds.
In most cases, once we receive a withdrawal request in Good Order, we will pay you the redemption amount within seven days. The SEC permits us to delay payment of redemption amounts beyond seven days under certain circumstances—for example, when the New York Stock Exchange is closed or trading is restricted.
Prudential may also delay payment of redemption proceeds in order to obtain information from your employer that is reasonably necessary to ensure that the payment is in compliance with the restrictions on withdrawals imposed by Section 403(b) of the Code, if applicable. In such an event, a withdrawal request will not be in Good Order and Prudential will not process it until we receive such information from your employer.
Systematic Withdrawal Plan
Generally, amounts you withdraw under the Systematic Withdrawal Plan will be taxable at ordinary income tax rates. In addition, if you have not reached age 59
1
2
, the withdrawals will generally be subject to a 10% additional tax for early distribution. Withdrawals you make after the later of (i) age 72 (or age 73 shall apply to distributions required to be made after December 31, 2022 for individuals who attain 72 after such date) or (ii) your retirement, must satisfy certain required minimum distribution rules. Withdrawals by beneficiaries must also meet certain required minimum distribution rules. Qualified withdrawals from a Roth 403(b) account are not subject to income tax.
Receiving payments under the systematic withdrawal plan may have significant tax consequences and Participants should consult with their tax adviser before signing up.
Plan Enrollment.
To participate in the Systematic Withdrawal Plan, you must make an election on a form approved by Prudential. (Under some retirement arrangements, if you are married you may also have to obtain your spouse’s written consent in order to participate in the Systematic Withdrawal Plan.) You can choose to have withdrawals made on a monthly, quarterly, semi-annual or annual basis. On the election form or equivalent electronic means, you will also be asked to indicate whether you want payments in equal dollar amounts or made over a specified period of time. If you choose the second option, the amount of the withdrawal payment will be determined by dividing the total value of your Units by the number of withdrawals left to be made during the specified time period. These payments will vary in amount reflecting the investment performance of VCA 2 during the withdrawal period. You may change the frequency of withdrawals, as well as the amount, once during each calendar year on a form (or equivalent electronic means) which we will provide to you on request.
Termination of Systematic Withdrawal Plan Participation.
You may terminate your participation in the Systematic Withdrawal Plan at any time upon notice to us. If you do so, you cannot participate in the Systematic Withdrawal Plan again until the next calendar year.
Additional Contributions.
If you have elected to participate in the Systematic Withdrawal Plan, contributions may still be made on your behalf.
 
18   

Non-Prudential
Recordkeepers.
If the Contractholder or some other organization provides recordkeeping services for the Contract, different procedures under the Systematic Withdrawal Plan may apply.
Texas Optional Retirement Program
Special rules apply with respect to Contracts covering persons participating in the Texas Optional Retirement Program in order to comply with the provisions of Texas law relating to this program. Please refer to the Contract documents if this applies to you.
Under the terms of the Texas Program, Texas will contribute an amount somewhat larger than a Participant’s contribution. Texas’ contributions will be credited to the Participant Account. Until the Participant begins his/her second year of participation in the Texas Program, Prudential will have the right to withdraw the value of the Units purchased for this account with Texas’ contributions. If the Participant does not commence his/her second year of Texas Program participation, the value of those Units representing Texas’ contributions will be withdrawn and returned to the State. A Participant has withdrawal benefits for Contracts issued under the Texas Program only in the event of the Participant’s death, retirement or termination of employment. Participants will not, therefore, be entitled to exercise the right of withdrawal in order to receive in cash the Participant Account Value credited to them under the Contract unless one of the foregoing conditions has been satisfied. A Participant may, however, transfer the value of the Participant’s interest under the Contract to another Prudential contract or contracts of other carriers approved under the Texas Program during the period of the Participant’s Texas Program participation.
 i 
Benefits Available Under the Contract
 i 
The following table summarizes information about the benefits available under the Contract:
 
 
  
 
  
Standard or
  
Annual Fees
  
Restrictions/
Name of Benefit
  
Purpose
  
Optional
  
Current
  
Maximum
  
Limitations
 i Death Benefit     i Provides protection for your beneficiary(ies) by ensuring that they do not receive less than the Contract Value.   
 i Standard
   $ i 0    $ i 0   
 i None
 / 
 i 
Death Benefits
In the event a Participant dies before the accumulation period under a Contract is completed, a death benefit will be paid to the Participant’s designated beneficiary. The death benefit will equal the value of the Participant’s Units on the day we receive the claim in Good Order, less the full annual account fee.
Payment Methods
. You can elect to have the death benefit paid to your beneficiary: (1) in one lump sum by December 31st of the calendar year that contains the 10th anniversary of the date of death of the Owner, (2) as systematic withdrawals to completely distribute the death benefit amount by December 31st of the 10
th
anniversary of the participant’s death, (3) as a variable annuity (This payout option is available if you have named a designated beneficiary who meets the requirements for an “eligible designated beneficiary” (EDB)), or (4) a combination of the preceding three options, subject to the required minimum distribution rules of Section 401(a)(9) of the Code described below. A designated beneficiary is any individual designated as a beneficiary by the employee or IRA owner. An EDB is any designated beneficiary who is (1) your surviving spouse, (2) your minor child, (3) disabled, (4) chronically ill, or (5) an individual not more than 10 years younger than you. An individual’s status as an EDB is determined on the date of your death. Additional special rules apply to surviving spouses, see “Spousal Continuation” below. A minor child will cease to be an EDB on the date the child reaches the age of majority, and any remaining interest must be distributed with 10 years after that date. If a Participant does not make an election, his or her beneficiary must choose from these same three options (or a combination) before the later to occur of: the first anniversary of the Participant’s death or two months after Prudential receives due proof of the Participant’s death. For benefits accruing before December 31, 1986, Internal Revenue regulations require that a designated beneficiary must begin to receive payments no later than the earlier of (1) December 31 of the calendar year during which the tenth anniversary of the Participant’s death occurs or (2) December 31 of the calendar year in which annuity payments would be required to begin to satisfy the minimum distribution requirements described below. As of such date the election must be irrevocable and must apply to all subsequent years. However, if the election includes systematic withdrawals, the beneficiary may terminate them and receive the remaining balance in cash (or effect an annuity with it) or change the frequency, size or duration of the systematic payments.
 
 / 
  
19

If your spouse is the sole designated beneficiary, they have an option to roll death benefits into an IRA in their own name.
Non-spouse
beneficiaries are permitted to roll death benefits to an IRA from a qualified retirement plan, a governmental §457 plan, a §403(b) TDA or an IRA. The IRA receiving the death benefit must be titled and treated as an “inherited IRA”. A
non-spouse
beneficiary may also roll death benefits to an “inherited Roth IRA”, subject to the income limits for Roth conversions. The required minimum distribution rules regarding
non-spouse
beneficiaries apply.
Please note that if you elected to receive required minimum distributions under a systematic minimum distribution option, this program is discontinued upon receipt of notification of death. The final required minimum distribution must be distributed prior to establishing a beneficiary payment option for the balance of the contract.
Required Minimum Distribution Rules
. Benefits accruing after December 31, 1986 under a Section 403(b) annuity contract are subject to required minimum distribution rules. These specify the time when payments must begin and the minimum amount that must be paid annually. For Owner deaths prior to 2020, please consult your tax advisor regarding the applicable post-death distribution requirements. The information provided below applies to Owners who die after 2019. If a Participant dies and has a designated beneficiary, any remaining interest must be distributed by December 31st of the year that includes the 10 year anniversary of your death, unless the designated beneficiary is an EDB or some other exception applies. An EDB may select an annuity under option 1, 2 or 4 described in the Available Forms of Annuity Sections below, with the payments to begin as of December 31 of the calendar year immediately following the calendar year in which the Participant died (or, if the Participant’s spouse is the designated beneficiary, December 31 of the calendar year in which the Participant would have become 72 years old, if that year is later, or age 73 shall apply to distributions required to be made after December 31, 2022 for individuals who attain 72 after such date). Options 3 and 5 described in the Available Forms of Annuity Section below may not be selected under these rules. In addition, the duration of any period certain annuity may not exceed the beneficiary’s life expectancy as determined under IRS tables. If the amount distributed to a beneficiary for a calendar year is less than the required minimum amount, a federal excise tax is imposed equal to 50% of the amount of the underpayment.
Please note that if you elected to receive required minimum distributions under a systematic minimum distribution option, this program is discontinued upon receipt of notification of death. The final required minimum distribution must be distributed prior to establishing a beneficiary payment option for the balance of the contract.
ERISA.
Under certain types of retirement plans, ERISA requires that in the case of a married Participant who dies prior to the date payments could have begun, a death benefit be paid to the Participant’s spouse in the form of a “qualified
pre-retirement
survivor annuity.”
This is an annuity for the lifetime of the Participant’s spouse in an amount which can be purchased with no less than 50% of the value of the Participant’s Units as of the date of the Participant’s death. In these cases, the spouse may waive the benefit in a form allowed by ERISA and relevant federal regulations. Generally, it must be in a writing which is notarized or witnessed by an authorized plan representative. If the spouse does not consent, or the consent is not in Good Order, 50% of the value of the Participant’s Units will be paid to the spouse, even if the Participant named someone else as the beneficiary. The remaining 50% will be paid to the designated beneficiary.
Annuity Option.
Under many retirement arrangements, a beneficiary who elects a fixed-dollar annuity death benefit may choose from among the forms of annuity available. (See “The Annuity Period—Available Forms of Annuity,” below.) He or she will be entitled to the same annuity purchase rate basis that would have applied if you were purchasing the annuity for yourself. The beneficiary may make this election immediately or at some time in the future.
Systematic Withdrawal Option.
If a beneficiary has chosen to receive the death benefit in the form of systematic withdrawals, he or she may terminate the withdrawals and receive the remaining value of the Participant’s Units in cash or to purchase an annuity. The beneficiary may also change the frequency or amount of withdrawals, subject to the required minimum distribution rules described below.
Until
Pay-Out.
Until all of your Units are redeemed and paid out in the form of a death benefit, they will be maintained for the benefit of your beneficiary. However, a beneficiary will not be allowed to make contributions or take a loan against the Units. No deferred sales charges will apply on withdrawals by a beneficiary.
 
20   

Discontinuance of Contributions
A Contractholder can stop contributions on behalf of all Participants under a Contract by giving notice to Prudential. In addition, any Participant may stop contributions made on his or her behalf.
We also have the right to refuse new Participants or new contributions on behalf of existing Participants upon 90 days’ notice to the Contractholder.
If contributions on your behalf have been stopped, you may either keep your Units in VCA 2 or elect any of the options described under “Transfer Payments,” below.
Continuing Contributions Under New Employer
If you become employed by a new employer, and that employer is eligible to provide tax deferred annuities, you may be able to enter into a new agreement with your new employer which would allow you to continue to participate under the Contract. Under that agreement, the new employer would continue to make contributions under the Contract on your behalf. We can only accept contributions if we have entered into an information-sharing agreement or its functional equivalent, with your new employer or its agent.
Transfer Payments
Unless the Contract specifically provides otherwise, you can transfer all or some of your VCA 2 Units to a fixed dollar annuity contract issued under Prudential’s Group Tax Deferred Annuity Program. To make a transfer, you need to provide us with a completed transfer request in a permitted form, including a properly authorized telephone or Internet transfer request (see below). There is no minimum transfer amount but we have the right to limit the number of transfers you make in any given period of time. Although there is no charge for transfers currently, we may impose one at any time upon notice to you. Different procedures may apply if the Contract has a recordkeeper other than Prudential.
You may also make transfers into your VCA 2 account from a fixed dollar annuity contract issued under Prudential’s Group Tax Deferred Annuity Program or from a similar group annuity contract issued by Prudential to another employer. Because your retirement arrangements or the contracts available under your arrangements may contain restrictions on transfers, you should consult those documents. For example, some contracts and retirement plans provide that amounts transferred to VCA 2 from the fixed dollar annuity may not be transferred within the following 90 days to an investment option deemed to be “competing” with the fixed dollar annuity contract. Prudential reserves the right to limit how many transfers you may make in any given period of time.
Processing Transfer Requests.
On the day we receive your transfer request in Good Order, we will redeem the number of Units you have indicated (or the number of Units necessary to make up the dollar amount you have indicated) and invest in the fixed-dollar annuity contract. The value of the Units redeemed will be determined by dividing the amount transferred by the Unit Value for that day for VCA 2.
Alternate Funding Agency.
Some Contracts provide that if a Contractholder stops making contributions, it can request Prudential to transfer a Participant’s Units in VCA 2 to a designated alternate funding agency. We will notify each Participant with Units of the Contractholder’s request. A Participant may then choose to keep his or her Units in VCA 2 or have them transferred to the alternate funding agency. If we do not hear from a Participant within 30 days, his or her Units will remain in VCA 2. If you choose to transfer your VCA 2 Units to the alternate funding agency, your VCA 2 account will be closed on the “transfer date” which will be the later to occur of:
 
 
a date specified by the Contractholder, or
 
 
90 days after Prudential receives the Contractholder’s request.
At the same time, all of the VCA 2 Units of Participants who have elected to go into the alternate funding agency will be transferred to a liquidation account (after deducting the less the full annual account fee for each Participant). Each month, beginning on the transfer date, a transfer will be made from the liquidation account to the alternate funding agency equal to the
greater
of:
 
 
$2 million, or
 
 
3% of the value of the liquidation account as of the transfer date.
 
  
21

When this happens, Units in the liquidation account will be canceled until there are no more Units.
Requests, Consents and Notices
The way you provide all or some requests, consents, or notices under a Contract (or related agreement or procedure) may include telephone access to an automated system, telephone access to a staffed call center, or internet access through www.prudential.com/online/retirement, as well as traditional paper. Prudential reserves the right to vary the means available from Contract to Contract, including limiting them to electronic means, by Contract terms, related service agreements with the Contractholder, or notice to the Contractholder and Participants. If electronic means are authorized, you will automatically be able to use them.
Prudential also will be able to use electronic means to provide notices to you, provided the Contract or other agreement with the Contractholder does not specifically limit these means. Electronic means will only be used, however, when Prudential reasonably believes that you have effective access to the electronic means and that they are allowed by applicable law. Also, you will be able to receive a paper copy of any notice upon request.
For your protection and to prevent unauthorized exchanges, telephone calls and other communications will be recorded and stored, and you will be asked to provide your personal identification number or other identifying information before any request will be processed. Neither Prudential nor our agents will be liable for any loss, liability or cost which results from acting upon instructions reasonably believed to be genuine.
During times of extraordinary economic or market changes, telephone or other electronic and other instructions may be difficult to implement.
Some state retirement programs, or Contractholders, may not allow these privileges or allow them only in modified form.
Prudential Mutual Funds
We may offer certain Prudential mutual funds as an alternative investment vehicle for existing VCA 2 Contractholders. These funds, are managed by PGIM Investments. If the Contractholder elects to make one or more of these funds available, Participants may direct new contributions to the funds.
Exchanges.
Prudential may also permit Participants to exchange some or all of their VCA 2 Units for shares of certain mutual funds managed by PGIM Investments. In addition, Prudential may allow Participants to exchange some or all of their shares in Prudential mutual funds for VCA 2 Units. Before deciding to make any exchanges, you should carefully read the prospectus for the Prudential mutual fund you are considering. The Prudential mutual funds are not funding vehicles for variable annuity contracts and therefore do not have the same features as the VCA 2 Contract.
Offer Period.
Prudential will determine the time periods during which these exchange rights will be offered. In no event will these exchange rights be offered for a period of less than 60 days. Any exchange offer may be terminated, and the terms of any offer may change.
Annual Account Fee
. If a Participant exchanges all of his or her VCA 2 Units for shares in the Prudential mutual funds, the annual account fee under the Contract may be deducted from the Participant’s mutual fund account.
Taxes.
Generally, there should be no adverse tax consequences if a Participant elects to exchange amounts in the Participant’s current VCA 2 account(s) for shares of Prudential mutual funds or vice versa. Exchanges from a VCA 2 account to a Prudential mutual fund will be effected from a 403(b) annuity contract to a 403(b)(7) custodial account so that such transactions will not constitute taxable distributions. Conversely, exchanges from a Prudential mutual fund to a VCA 2 account will be effected from a 403(b)(7) custodial account to a 403(b) annuity contract so that such transactions will not constitute taxable distributions. However, Participants should be aware that the Internal Revenue Code may impose more restrictive rules on early withdrawals from Section 403(b)(7) custodial accounts under the Prudential mutual funds than under VCA 2.
 
22   
    

Discovery Select
Group Retirement Annuity
Certain Participants may be offered an opportunity to exchange their VCA 2 Units for interests in Discovery Select Group Retirement Annuity (Discovery Select), which offers 20 different investment options. The investment options available through Discovery Select are described in the Discovery Select prospectus and include both Prudential and
non-Prudential
funds.
For those who are eligible, no charge will be imposed upon transfer into Discovery Select, however, Participants will become subject to the charges applicable under that annuity. Generally, there should be no adverse tax consequences if a Participant elects to exchange VCA 2 Units for interests in Discovery Select.
A copy of the Discovery Select prospectus can be obtained at no cost by calling
1-877-778-2100.
Modified Procedures
Under some Contracts, the Contractholder or a third party provides the recordkeeping services that would otherwise be provided by Prudential. These Contracts may have different procedures than those described in this prospectus. For example, they may require that transfer and withdrawal requests be sent to the recordkeeper rather than Prudential. For more information, please refer to the Contract documents.
ANNUITY PERIOD
Variable Annuity Payments
The annuity payments you receive under the Contract once you reach the income phase will depend on the following factors:
 
 
 
the total value of your VCA 2 Units on the date the annuity begins,
 
 
the taxes on annuity considerations as of the date the annuity begins,
 
 
the schedule of annuity rates in the Contract, and
 
 
the investment performance of VCA 2 after the annuity has begun.
The annuitant will receive the value of a fixed number of Annuity Units each month. Changes in the value of the Units, and thus the amount of the monthly payment, will reflect investment performance after the date on which the income phase begins. Once you annuitize your interest under the Contract, your decision is irreversible.
Electing the Annuity Date and the Form of Annuity
If permitted under federal tax law and the Contract, you may use all or any part of your VCA 2 Units to purchase a variable annuity under the Contract. If you decide to purchase an annuity, you can choose from any of the options described below unless your retirement arrangement otherwise restricts you. You may also be able to purchase a fixed dollar annuity if you have a companion fixed dollar contract.
The Retirement Equity Act of 1984 requires that a married Participant under certain types of retirement arrangements must obtain the consent of his or her spouse if the Participant wishes to select a payout that is not a qualified joint and survivor annuity. The spouse’s consent must be signed, and notarized or witnessed by an authorized plan representative.
If the dollar amount of your first monthly annuity payment is less than the minimum specified in the Contract, we may decide to make a withdrawal payment to you instead of an annuity payment. If we do so, all of the Units in your VCA 2 account will be withdrawn as of the date the annuity was to begin.
Available Forms of Annuity
Option 1
—Variable life annuity
. If you purchase this type of an annuity, you will begin receiving monthly annuity payments immediately. These payments will continue throughout your lifetime no matter how long you live. However, no payments will be made after you pass away. It is possible under this type of annuity to receive only one annuity payment. For this reason, this option is generally best for someone without dependents who wants higher income during his or her lifetime.
 
    
23

Option 2
—Variable life annuity with payments certain
. If you purchase this type of an annuity, you will begin receiving monthly annuity payments immediately. These payments will continue throughout your lifetime no matter how long you live. You also get to specify a minimum number of monthly payments that will be made—120 or 180—so that if you pass away before the last payment is received, your beneficiary will continue to receive payments for the rest of that period.
Option 3
—Variable joint and survivor annuity
. If you purchase this type of annuity, you will begin receiving monthly annuity payments immediately. These payments will be continued throughout your lifetime and afterwards, to the person you name as the “contingent annuitant,” if living, for the remainder of her or his lifetime. When you purchase this type of annuity you will be asked to set the percentage of the monthly payment—for example, 33%, 66% or 100%—you want paid to the contingent annuitant for the remainder of his or her lifetime.
Option 4
—Variable annuity certain
. If you purchase this type of annuity, you will begin receiving monthly annuity payments immediately. However, unlike Options 1, 2 and 3, these payments will only be paid for 120 months. If you pass away before the last payment is received, your beneficiary will continue to receive payments for the rest of that period. If you outlive the specified time period, you will no longer receive any annuity payments. Because Prudential does not assume any mortality risk, no mortality risk charges are made in determining the annuity purchase rates for this option.
Option 5
Variable joint and survivor annuity with 120 payments certain
. If you purchase this type of annuity, you will begin receiving monthly annuity payments immediately. These payments will be continued throughout your lifetime and afterwards, to the person you name as the “contingent annuitant,” if living, for the remainder of her or his lifetime. Your contingent annuitant will receive monthly payments in the same amount as the monthly payments you have received for a period of 120 months. You also set the percentage of the monthly payment—for example, 33%, 66% or even 100%—you want paid to the contingent annuitant for the remainder of his or her lifetime the
120-month
period.
If both you and the contingent annuitant pass away during the
120-month
period, payments will be made to the properly designated beneficiary for the rest of that period.
If the dollar amount of the first monthly payment to a beneficiary is less than the minimum set in the Contract, or the beneficiary named under Options 2, 4, and 5 is not a natural person receiving payments in his or her own right, Prudential may elect to pay the commuted values of the unpaid payments certain in one sum.
With respect to benefits accruing after December 31, 1986, the duration of any period certain payments may not exceed the life expectancy of the Participant (or if there is a designated beneficiary, the joint life and last survivor expectancy of the Participant and the designated beneficiary as determined under Internal Revenue Service life expectancy tables). In addition, proposed Internal Revenue Service regulations limit the duration of any period certain payment and the maximum survivor benefit payable under a joint and survivor annuity.
Purchasing the Annuity
Once you have selected a type of annuity, you must submit to Prudential an election in a permitted written (or electronic) form that we will provide or give you access to on request. Unless you pick a later date, the annuity will begin on the first day of the second month after we have received your election in Good Order and you will receive your first annuity payment within one month after that.
If it is necessary to withdraw all of your contributions in VCA 2 to purchase the annuity, the full annual account fee will be charged. The remainder—less any applicable taxes on annuity considerations—will be applied to provide an annuity under which each monthly payment will be the value of a specified number of “Annuity Units.” The Annuity Unit Value is calculated as of the end of each month. The value is determined by multiplying the “annuity unit change factor” for the month by the Annuity Unit Value for the preceding month. The annuity unit change factor is calculated by:
 
 
adding
to 1.00 the rate of investment income earned, if any, after applicable taxes and the rate of asset value changes in VCA 2 during the period from the end of the preceding month to the end of the current month,
 
24   
    

 
 
Dividing
by the sum of 1.00 and the rate of interest for 1
1
2
of a year, computed at the effective annual rate specified in the Contract as the “Assumed Investment Result” (see below).
Assumed Investment Result
To calculate your initial payment, we use an “annuity purchase rate.” This rate is based on several factors, including an assumed return on your investment in VCA 2. If VCA 2’s actual investment performance is better than the assumed return, your monthly payment will be higher. On the other hand, if VCA 2’s actual performance is not as good as the assumed return, your monthly payment will be lower.
Under each Contract, the Contractholder chooses the assumed return rate. This rate may be 3
1
2
%, 4%, 4
1
2
%, 5% or 5
1
2
%. The return rate selected by the Contractholder will apply to all Participants receiving annuities under the Contract.
The higher the assumed return rate, the greater the initial annuity payment will be. However, in reflecting the actual investment results of VCA 2, annuity payments with a lower assumed return rate will increase faster—or decrease slower—than annuity payments with a higher assumed return rate.
Schedule of Variable Annuity Purchase Rates
The annuity rate tables contained in the Contract show how much a monthly payment will be, based on a given amount. Prudential may change annuity purchase rates. However, no change will be made that would adversely affect the rights of anyone who purchased an annuity prior to the change unless we first receive their approval or we are required by law to make the change.
Deductions for Taxes on Annuity Considerations
Certain states and other jurisdictions impose premium taxes or similar assessments upon Prudential, either at the time contributions are made or when the Participant’s investment in the Contract is surrendered or applied to purchase an annuity. Prudential reserves the right to deduct an amount from contributions or the Participant’s investment in the Contract to cover such taxes or assessments, if any, when applicable. Not all states impose premium taxes on annuities; however, the rates of those that do currently range from 0.5% to 3.5%.
OTHER INFORMATION
Assignment
The right to any payment under a Contract is neither assignable nor subject to the claim of a creditor unless state or federal law provides otherwise.
Changes in the Contract
We have the right under the Contract to change annual account fee.
The Contract allows us to revise the annuity purchase rates from time to time as well as the base contract expenses fees. A Contract may also be changed at any time by agreement of the Contractholder and Prudential—however, no change will be made in this way that would adversely affect the rights of anyone who purchased an annuity prior to that time unless we first receive their approval.
If Prudential does modify any of the Contracts as discussed above, it will give the Contractholder at least 90 days’ prior notice.
We reserve the right to operate VCA 2 as a different form of registered investment company or as an unregistered entity, to transfer the Contracts to a different separate account, or to no longer offer the Fidelity Fund, to the extent permitted by law. We also reserve the right to substitute the shares of any other registered investment company for shares in the Fidelity Fund that you hold under a Contract. For any substitution, we would follow applicable law and notify the Contractholders. For Contracts funding plans subject to the fiduciary responsibility provisions of the Employee Retirement Income Security Act of 1974, as amended, no substitution will be made without the consent of the plan fiduciary.
 
    
25

Voting Rights
All of the assets held in VCA 2 are invested in shares of the Fidelity Fund. Prudential is the legal owner of those shares. As such, Prudential has the right to vote on any matter voted on at any shareholders meetings of the Fidelity Fund. However, as required by law, Prudential votes the shares of the Fidelity Fund at any regular and special shareholders meetings in accordance with voting instructions received from Contractholders and Participants having voting rights in VCA 2. Under most Section 403(b) plans, Participants have voting rights in VCA 2. Under some qualified plans, the Contractholder will have the voting rights.
The Fidelity Fund may not hold annual shareholders meetings when not required to do so under the laws of the state of its organization or the Investment Company Act of 1940. Fidelity Fund shares for which no timely instructions from Participants or Contractholders are received, and any shares owned directly or indirectly by Prudential, are voted in the same proportion as shares for which instructions are received. This voting procedure is sometimes referred to as “mirror voting” because, as indicated in the immediately preceding sentence, we mirror the votes that are actually cast, rather than decide on our own how to vote. In addition, because all the shares of the Fidelity Fund held within VCA 2 are legally owned by us, we intend to vote all of such shares when the Fidelity Fund seeks a vote of its shareholders. As such, all such shares will be counted towards whether there is a quorum at the Fidelity Fund’s shareholder meeting and towards the ultimate outcome of the vote. Thus, under “mirror voting,” it is possible that the votes of a small percentage of persons who actually vote will determine the ultimate outcome. Should the applicable federal securities laws or regulations, or their current interpretation, change so as to permit Prudential to vote shares of the Fidelity Fund in its own right, it may elect to do so.
Generally, Participants and Contractholders having voting rights in VCA 2 may give voting instructions on matters that would be changes in fundamental policies and any matter requiring a vote of the shareholders of the Fidelity Fund. With respect to approval of the investment advisory agreement or any change in the Fidelity Fund’s fundamental investment policy, Participants and Contractholders having voting rights in VCA 2 will vote separately on the matter, as required by applicable securities laws.
The number of Fidelity Fund shares for which a Participant or Contractholder having voting rights may give instructions is determined by dividing the portion of the value of the accumulation account derived from participation in VCA 2, by the value of one share of the Fidelity Fund. The number of votes for which a Participant or Contractholder may give us instructions is determined as of the record date chosen by the Board of the Fidelity Fund. We reserve the right to modify the manner in which the weight to be given to voting instructions is calculated where such a change is necessary to comply with current federal regulations or interpretations of those regulations.
Prudential may, if required by state insurance regulations, disregard voting instructions if such instructions would require shares to be voted so as to cause a change in the
sub-classification
or investment objectives of the Fidelity Fund, or to approve or disapprove an investment advisory contract for the Fidelity Fund. If we do disregard voting instructions, we will advise you of that action and our reasons for such action.
Reports
At least once a year, you will receive a report from us showing the number of your Units in VCA 2. You will also receive annual and semi-annual reports showing the financial condition of the Fidelity Fund.
 
26   
    

ADDITIONAL INFORMATION
SALE & DISTRIBUTION
Effective May 1, 2023, Empower Financial Services, Inc (“EFSI”) acts as the distributor and principal underwriter of the contracts. EFSI is a corporation organized under Delaware law in 1984. It is a registered broker-dealer under the Securities Exchange Act of 1934 and a member of the Financial Industry Regulatory Authority, Inc. (FINRA).
We pay the broker-dealer whose registered representatives sell the contract a commission based on a percentage of your Contributions. From time to time, Prudential Financial or its affiliates may offer and pay
non-cash
compensation to registered representatives who sell the Contract. For example, Prudential Financial or an affiliate may pay for a training and education meeting that is attended by registered representatives of both Prudential Financial-affiliated broker-dealers and independent broker-dealers. Prudential Financial and its affiliates retain discretion as to which broker-dealers to offer
non-cash
(and cash) compensation arrangements, and will comply with FINRA rules and other pertinent laws in making such offers and payments. Our payment of cash or
non-cash
compensation in connection with sales of the Contract does not result directly in any additional charge to you.
Prior to May 1, 2023, Prudential Investment Management Services LLC (“PIMS”), acted as the distributor and principal underwriter of the contracts. PIMS is a wholly owned subsidiary of Prudential Financial and is a limited liability corporation organized under Delaware law in 1996. It is a registered broker-dealer under the Securities Exchange Act of 1934 and a member of the Financial Industry Regulatory Authority, Inc. (FINRA).
During 2022, 2021, and 2020, $9,669.82, $13,399, and $10,733, respectively, was paid to PIMS for its services as principal underwriter. PIMS retained none of the commissions.
FEDERAL TAXATION
The following discussion is general in nature and describes only federal income tax law. We generally do not describe state or other tax laws. It is based on current law and interpretations, which may change.
Tax-qualified
Retirement Arrangements Using the Contracts
The Contract may be used with retirement programs governed by Code Section 403(b) (Section 403(b) plans). The provisions of the tax law that apply to these retirement arrangements that may be funded by the Contract are complex and you are advised to consult a qualified tax adviser.
 
 
Contributions.
In general, assuming that you and your Contractholder follow the requirements and limitations of tax law applicable to the particular type of plan, contributions made under a retirement arrangement funded by a Contract are deductible (or not includible in income) up to certain amounts each year. Visit www.irs.gov for the current year contribution limits. Contributions to a Roth 403(b), if offered by your employer, are not deductible.
 
 
Earnings
. Federal income tax is not imposed upon the investment income and realized gains earned by the investment option until you receive a distribution or withdrawal of such earnings.
 
 
Distribution or Withdrawal
. When you receive a distribution or withdrawal (either as a lump sum, an annuity, or as regular payments under a systematic withdrawal arrangement) all or a portion of the distribution or withdrawal is normally taxable as ordinary income. Furthermore, premature distributions or withdrawals may be restricted or subject to a 10% additional tax for early distribution. Participants contemplating a withdrawal should consult a qualified tax adviser. In addition, federal tax laws impose restrictions on withdrawals from Section 403(b) annuities. This limitation is discussed in the “Withdrawal of Contributions,” above. Qualified distributions from a Roth 403(b) account are federal income tax free. Withdrawals of contributions made to a Roth 403(b) account are never subject to income tax.
 
 
Minimum Distribution Rules
. In general, distributions from a Section 403(b) plan that are attributable to benefits accruing after December 31, 1986 must begin by the “Required Beginning Date” which is April 1 of the calendar year following the later of (1) the year in which you attain age 72 (or age 73 shall apply to distributions required to be made after December 31, 2022 for individuals who attain 72 after such date) or (2) you retire. Amounts accruing on or before December 31, 1986, while not generally subject to this minimum distribution requirement, may be required to be distributed by a certain age under other federal tax rules.
Distributions that are made after the Required Beginning Date must generally be made in the form of an annuity for your life or the lives of you and your designated beneficiary, or over a period that is not longer than your life
 
    
27

expectancy or the life expectancies of you and your designated beneficiary. To the extent you elect to receive distributions as systematic withdrawals rather than under an annuity option, required minimum distributions during your lifetime must be made in accordance with a uniform distribution table set out in IRS regulations. Distributions to beneficiaries are also subject to minimum distribution rules.
If you or your beneficiary does not meet the minimum distribution requirements, an excise tax applies.
Upon your death under an IRA, Roth IRA, 403(b) or other employer sponsored plan, any remaining interest must be distributed in accordance with federal income tax requirements. For Owner or beneficiary deaths prior to 2020, please consult your tax advisor regarding the applicable post-death distribution requirements.
The information provided below applies to Owners or beneficiaries who die after 2019. If you are an employee under a governmental plan, such as a section 403(b) plan of a public school, this law applies if you die after 2021.
Deaths before your required beginning date
. If you die before your required beginning date, and you have a designated beneficiary, any remaining interest must be distributed within 10 years after your death, unless the designated beneficiary is an EDB or some other exception applies. A designated beneficiary is any individual designated as a beneficiary by the employee or IRA owner. An EDB is any designated beneficiary who is (1) your surviving spouse, (2) your minor child, (3) disabled, (4) chronically ill, or (5) an individual not more than 10 years younger than you. An individual’s status as an EDB is determined on the date of your death. An EDB (other than a minor child) can generally stretch distributions over their life or life expectancy if payments begin with g over the EDB’s remaining life expectancy after the EDB’s death. However, all amounts must be fully distributed by the end of the year containing the 10th anniversary of the EDB’s death. Special rules apply to minors and Beneficiaries that are not individuals. Additional special rules apply to surviving spouses, see “Spousal Continuation” below.
Annuity payments
. If you commence taking distributions in the form of an annuity that can continue after your death, such as in the form of a joint and survivor annuity or an annuity with a guaranteed period of more than 10 years, any distributions after your death that are scheduled to be made beyond the applicable distribution period imposed under the new law might need to be commuted at the end of that period (or otherwise modified after your death if permitted under federal tax law and by Prudential) in order to comply with the post-death distribution requirements.
Other rules
. The post-death distribution requirements do not apply if the employee or IRA owner elected annuity payments that comply with prior law commenced prior to December 20, 2019. Also, even if annuity payments have not commenced prior to December 20, 2019, the new requirements generally do not apply to an immediate annuity contract or a deferred income annuity contract (including a qualifying lifetime annuity contract (QLAC)) purchased prior to that date, if you have made an irrevocable election before that date as to the method and amount of the annuity.
If your beneficiary is not an individual, such as a charity, your estate, or a trust, any remaining interest after your death generally must be distributed under prior law in accordance with the five-year rule or the
at-least-as-rapidly
rule, as applicable (but not the lifetime payout rule). You may wish to consult a professional tax advisor about the federal income tax consequences of your beneficiary designations.
In addition, these post-death distribution requirements generally do not apply if the employee died prior to January 1, 2020. However, if the designated beneficiary of the deceased employee dies after January 1, 2020, and the designated beneficiary had elected the lifetime payout rule or was under the
at-least-as
rapidly rule, any remaining interest must be distributed within 10 years of the designated beneficiary’s death. Hence, this
10-year
rule will apply to (1) a contract issued prior to 2020 which continues to be held by a designated beneficiary of an employee owner who died prior to 2020, and (2) an inherited IRA issued after 2019 to the designated beneficiary of an employee who died prior to 2020.
Spousal continuation
. If your beneficiary is your spouse, your surviving spouse can delay the application of the post-death distribution requirements until after your surviving spouse reaches age 72 (or age 73 shall apply to distributions required to be made after December 31, 2022 for individuals who attain age 72 after such date) by transferring the remaining interest
tax-free
to your surviving spouse’s own IRA, subject to the new rules under the regulations. Effective January 1, 2024, a surviving spouse is able to elect to treat a qualified retirement plan account if the Participant in the retirement plan died after his/her required beginning date.
 
28     

The post-death distribution requirements are complex and unclear in numerous respects. Treasury has issued proposed regulations that may impact these required minimum distribution requirements in the future. We reserve the right to make changes in order to comply with the proposed regulations, or once final regulations are published. Any such changes will apply uniformly to affected Owners or Beneficiaries and will be made with such notice to affected Owners or Beneficiaries as is feasible under the circumstances. In addition, the manner in which these requirements will apply will depend on your particular facts and circumstances. You may wish to consult a professional tax adviser for tax advice as to your particular situation.
Until withdrawn, amounts in a qualified annuity continue to be tax deferred. Amounts withdrawn each year, including amounts that are required to be withdrawn under the required minimum distribution rules, are subject to tax. You may wish to consult a professional tax adviser for tax advice as to your particular situation.
Special Considerations Regarding Exchanges or Other Transactions Involving 403(b) Arrangements
IRS regulations may affect the taxation of 403(b) tax deferred annuity contract exchanges. Annuity contract exchanges are a common
non-taxable
method to exchange one tax deferred annuity contract for another. The IRS has issued regulations that may impose restrictions on your ability to make such an exchange. We accept exchanges only if we have entered into an information-sharing agreement or its functional equivalent, with the applicable employer or its agent. We make such exchanges only if your employer confirms that it has entered into an information-sharing agreement or its functional equivalent with the issuer of the other annuity contract. This means that if you request an exchange we will not consider your request to be in Good Order, and will not therefore process the transaction, until we receive confirmation from your employer.
In addition, in order to comply with the regulations, we will only process certain transactions (e.g., withdrawals, hardship distributions and, if applicable, loans) with employer approval. This means that if the Participant requests one of these transactions we will not consider this request to be in Good Order, and will not therefore process the transaction, until we receive the employer’s approval in written or electronic form.
Late Rollover Self-Certification.
You may be able to apply a rollover contribution to your IRA or qualified retirement plan after the
60-day
deadline through a new self-certification procedure established by the IRS. Please consult your tax or legal adviser regarding your eligibility to use this self-certification procedure. As indicated in this IRS guidance, we, as a financial institution, are not required to accept your self-certification for waiver of the
60-day
deadline.
WITHHOLDING
Certain distributions from Section 403(b) plans, which are not directly rolled over or transferred to another eligible retirement plan, are subject to a mandatory 20% withholding for federal income tax. The 20% withholding requirement does not apply to: (a) distributions for the life or life expectancy of the Participant, or joint and last survivor expectancy of the Participant and a designated beneficiary; (b) distributions for a specified period of 10 years or more; (c) distributions required as minimum distributions; (d) hardship distributions; (e) qualified birth or adoption distributions; and, effective for distributions made after December 31, 2023, (f) emergency personal expense distributions; or (g) eligible distributions to a domestic abuse victim.
CARES ACT IMPACTS
In 2020, Congress passed the Coronavirus Aid, Relief and Economic Security (CARES) Act. This law includes provisions that impact Individual Retirement Annuities (IRAs), Roth IRAs and employer sponsored qualified retirement plans including a 2020 Required Minimum Distribution waiver, plan loan relief and special rules that applied to coronavirus related distributions. While most provisions applied only to 2020, certain items impact future years as well.
Repayments of Coronavirus Related Distributions
: Relief was provided for “coronavirus-related distributions” (as defined by federal tax law) from qualified plans and IRAs made at any time on or after January 1, 2020 and before December 31, 2020. Coronavirus related distributions are permitted to be recontributed to a plan or IRA within three years. The recontribution is generally treated as a direct
trustee-to-trustee
transfer within 60 days of the distribution. Please note that recontributions to certain plans or IRAs may not be allowed based on plan or contract restrictions.
 
     29

The distribution must have come from an “eligible retirement plan” within the meaning of Code section 402(c)(8)(B), i.e., an IRA, 401(a) plan, 403(a) plan, 403(b) plan, or governmental 457(b) plan. The relief was limited to aggregate distributions of $100,000.
DEATH BENEFITS
In general, a death benefit consisting of amounts paid to your beneficiary is includable in your estate for federal estate tax purposes.
ADDITIONAL CONSIDERATIONS
Reporting and Withholding for Escheated Amounts
Revenue Rulings
2018-17
and
2020-24
provide that an amount transferred from an IRA or 401(a) qualified retirement plan to a state’s unclaimed property fund is subject to federal income tax withholding at the time of transfer. The amount transferred is also subject to federal tax reporting. Consistent with these Rulings, we will withhold federal and state income taxes and report for the applicable owner or beneficiary as required by law when amounts are transferred to a state’s unclaimed property fund.
Civil Unions and Domestic Partnerships
U.S. Treasury Department regulations provide that for federal tax purposes, the term “spouse” does not include individuals (whether of the opposite sex or the same sex) who have entered into a registered domestic partnership, civil union, or other similar formal relationship that is not denominated as a marriage under the laws of the state where the relationship was entered into, regardless of domicile. As a result, if a Beneficiary of a deceased Owner and the Owner were parties to such a relationship, the Beneficiary will be required by federal tax law to take distributions from the Contract in the manner applicable to
non-spouse
Beneficiaries and will not be able to continue the Contract.
Please consult with your tax or legal adviser before electing the Spousal Benefit for a civil union partner or domestic partner.
TAXES ON PRUDENTIAL
We will pay company income taxes on the taxable corporate earnings created by this Contract. While we may consider company income taxes when pricing our products, we do not currently include such income taxes in the tax charges you pay under the Contract. We will periodically review the issue of charging for these taxes, and we may charge for these taxes in the future. We reserve the right to impose a charge for taxes if we determine, in our sole discretion, that we will incur a tax as a result of the administration of the Contract, including any tax imposed with respect to the operation of the Separate Account or General Account.
In calculating our corporate income tax liability, we derive certain corporate income tax benefits associated with the investment of company assets, including separate account assets, which are treated as company assets under applicable income tax law. These benefits reduce our overall corporate income tax liability. Under current law, such benefits include foreign tax credits and corporate dividend received deductions. We do not pass these tax benefits through to Participants because (i) the Participants are not the owners of the assets generating these benefits under applicable income tax law and (ii) as described above, we do not currently include company income taxes in the tax charges you pay under the Contract. We reserve the right to change these tax practices.
LEGAL PROCEEDINGS
Prudential is subject to legal and regulatory actions in the ordinary course of our business. Pending legal and regulatory actions include proceedings specific to Prudential and proceedings generally applicable to business practices in the industry in which we operate. Prudential may be subject to class action lawsuits and other litigation involving a variety of issues and allegations involving sales practices, claims payments and procedures, premium charges, policy servicing and breach of fiduciary duty to customers. Prudential may also be subject to litigation arising out of its general business activities, such as its investments, contracts, leases and labor and employment relationships, including claims of discrimination and harassment, and could be exposed to claims or litigation concerning certain business or process patents. In addition, Prudential, along with other participants in the businesses in which it engages, may be subject from time to time to investigations, examinations and inquiries, in some cases industry-wide, concerning issues or matters upon which such regulators have determined to focus.
 
30     

Prudential’s litigation and regulatory matters are subject to many uncertainties, and given their complexity and scope, their outcome cannot be predicted. In some of Prudential’s pending legal and regulatory actions, parties are seeking large and/or indeterminate amounts, including punitive or exemplary damages. It is possible that Prudential’s results of operations or cash flow in a particular quarterly or annual period could be materially affected by an ultimate unfavorable resolution of pending litigation and regulatory matters depending, in part, upon the results of operations or cash flow for such period. In light of the unpredictability of Prudential’s litigation and regulatory matters, it is also possible that in certain cases an ultimate unfavorable resolution of one or more pending litigation or regulatory matters could have a material adverse effect on Prudential’s financial position.
Management believes, however, that, based on information currently known to it, the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and rights to indemnification, is not likely to have a material adverse effect on: the Contract; the ability of EFSI to perform its contract with the Contract; or Prudential’s ability to meet its obligations under the Contract.
VCA 2 POLICIES
Frequent Trading Policy of VCA 2
VCA 2 seeks to prevent patterns of frequent purchases and redemptions of VCA 2 Units by Contractholders and Participants. The practice of making frequent transfers among variable investment options in response to short-term fluctuations in markets, sometimes called “market timing” or “excessive trading,” can make it very difficult for a portfolio manager to manage an underlying mutual fund’s investments. Frequent transfers may cause the fund to hold more cash than otherwise necessary, disrupt management strategies, increase transaction costs or affect performance. For these reasons, the Contracts were not designed for persons who make programmed, large or frequent transfers. We consider “market timing/excessive trading” to be one or more trades into and out of (or out of and into) the same variable investment option (such as VCA 2) within a rolling
30-day
period when each exceeds a certain dollar threshold. Automatic or system-driven transactions, such as contributions or loan repayments by payroll deduction, regularly scheduled or periodic distributions, or periodic rebalancing through an automatic rebalancing program do not constitute prohibited excessive trading and will not be subject to these criteria.
In light of the risks posed by market timing/excessive trading to Participants and other investors, we monitor Contract transactions in an effort to identify such trading practices. We reserve the right to limit the number of transfers in any year for all existing or new Participants, and to take the other actions discussed below. We also reserve the right to refuse any transfer request for a Participant or Participants if: (a) we believe that market timing (as we define it) has occurred; or (b) we are informed by an underlying fund that transfers in its shares must be restricted under its policies and procedures concerning excessive trading (your retirement plan may include investment options other than VCA 2 which are mutual funds or are other contracts that include underlying funds). In furtherance of our general authority to restrict transfers as described above, and without limiting other actions we may take in the future, we have adopted the following specific procedures:
 
 
Warning.
Upon identification of activity by a Participant that meets the market-timing criteria, a warning letter will be sent to the Participant. A copy of the warning letter and/or a trading activity report will be provided to the Contractholder.
 
 
Restriction
. A second incidence of activity meeting the market timing criteria within a
six-month
period will trigger a trade restriction. If permitted by the Contractholder’s adoption of Prudential’s Market Timing/ Excessive Trading policy, if otherwise required by the policy, or if specifically directed by the Contractholder, Prudential will restrict a Participant from trading through the Internet, phone or fax for all investment options available to the Participant. In such case, the Participant will be required to provide written direction via standard
(non-overnight)
U.S. mail delivery for trades in the Participant Account. The duration of a trade restriction is three months, and may be extended incrementally (three months) if the behavior recurs during the
six-month
period immediately following the initial restriction.
 
 
Action by an Underlying Fund
. The Fidelity Fund has adopted its own policies and procedures with respect to excessive trading of its shares, and we reserve the right to enforce these policies and procedures. The prospectus for the Fidelity Fund describes any such policies and procedures, which may be more or less restrictive than the policies and procedures we have adopted. Under federal securities regulations, we are required to: (1) enter into a written agreement with each portfolio or its principal underwriter that obligates us to provide to the portfolio promptly upon request certain information about the trading activity of individual contract owners, and
 
     31

 
(2) execute instructions from the portfolio to restrict or prohibit further purchases or transfers by specific contract owners who violate the excessive trading policies established by the portfolio. We reserve the right to impose any such restriction at the fund level, and all Participants under a particular Contract would be impacted. In addition, you should be aware that some portfolios may receive “omnibus” purchase and redemption orders from other insurance companies or intermediaries such as retirement plans. The omnibus orders reflect the aggregation and netting of multiple orders from individual owners of variable insurance contracts and/or individual retirement plan participants. The omnibus nature of these orders may limit the portfolios in their ability to apply their excessive trading policies and procedures. In addition, the other insurance companies and/or retirement plans may have different policies and procedures or may not have any such policies and procedures because of contractual limitations. For these reasons, we cannot guarantee that the portfolios (and thus contract owners) will not be harmed by transfer activity relating to other insurance companies and/or retirement plans that may invest in the portfolios.
A portfolio also may assess a short-term trading fee in connection with a transfer out of the variable investment option investing in that portfolio that occurs within a certain number of days following the date of allocation to the variable investment option. Each portfolio determines the amount of the short-term trading fee and when the fee is imposed. The fee is retained by or paid to the portfolio and is not retained by us. The fee will be deducted from the value of your Units.
The ability of Prudential to monitor for frequent trading is limited for Contracts under which Prudential does not provide the Participant recordkeeping. In those cases, the Contractholder or a third-party administrator maintains the individual Participant records and submits to Prudential only aggregate orders combining the transactions of many Participants. Therefore, Prudential may be unable to monitor investments by individual investors.
Although our transfer restrictions are designed to prevent excessive transfers, they are not capable of preventing every potential occurrence of excessive transfer activity.
FINANCIAL STATEMENTS
The statutory financial statements of Prudential and VCA 2 as of December 31, 2022 and for each of the three years in the period ended December 31, 2022 are included in the SAI.
OTHER INFORMATION
A registration statement under the Securities Act has been filed with the SEC with respect to the Contract. This prospectus does not contain all the information set forth in the registration statement, certain portions of which have been omitted pursuant to the rules and regulations of the SEC. The omitted information may be obtained from the SEC’s principal office in Washington, D.C. upon payment of the fees prescribed by the SEC.
A copy of the SAI, which provides more detailed information about the Contracts, may be obtained without charge by calling Empower at
1-877-778-2100
 
32     

 i 
APPENDIX A - PORTFOLIO AVAILABLE UNDER THE CONTRACT
 i 
The following is a list of the only portfolio currently available for investment through VCA 2. More information about the Fidelity Fund is available in the prospectus for the Fidelity Fund, which may be amended from time to time and can be requested at no cost by writing us at Empower, 30 Scranton Office Park, Scranton, PA 18507, or by calling (877)
778-2100.
The current expenses and performance information below reflects fee and expenses of the Fidelity Fund, but do not reflect the other fees and expenses that VCA 2 may charge. Expenses would be higher and performance would be lower if these other charges were included. The Fidelity Fund’s past performance is not necessarily an indication of future performance.
 i 
Portfolio currently available for investment through the VCA 2 Contract:
 
Investment Objective
  
Portfolio Name and
Adviser/Subadviser
  
Current
  Expenses  
(Initial
Class)
  
Average Annual Total Returns

    (as of 12/31/2022) (Initial Class)    
  
1 year
  
5 year
  
10 year
 i 
Investment results that correspond to the total return of common stocks publicly traded in the United States, as represented by the S&P 500
®
Index.
  
 i VIP Index 500 Portfolio
• Adviser:  i Fidelity Management & Research Company LLC
• Subadviser:  i Geode Capital Management, LLC
  
 i 0.10%
  
- i 18.21%
  
 i 9.30
  
 i 12.45
 / 
 / 
 
    
33

 
 
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For More Information
This prospectus describes the VCA 2 group variable annuity contract (the Contract) offered by The Prudential Insurance Company of America (Prudential) for use with retirement arrangements qualified under Section 403(b) of the Internal Revenue Code. Contributions under the Contract are invested in The Prudential Variable Contract
Account-2
(VCA 2). The Fidelity VIP Index 500 Portfolio, a series of Variable Insurance Products Fund II, is currently available through VCA 2. This prospectus sets forth information about VCA 2 that a prospective investor should consider before investing in the Contract.
We have filed with the Securities and Exchange Commission (the SEC) a Statement of Additional Information (SAI) that includes additional information about the Contract, Prudential, and VCA 2. The SAI is incorporated by reference into this prospectus. You may obtain a copy of the SAI, at no charge, upon request by calling
1-877-778-2100,
or by writing to Empower, c/o Empower, 30 Scranton Office Park, Scranton, Pennsylvania 18507.
We file periodic reports and other information about the Contract and VCA 2 as required under the federal securities laws. Those reports and other information about us are available on the SEC’s website at http://www.sec.gov, and copies of reports and other information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov.
SEC EDGAR contract identifier: C000027669
 
      


LOGO

The Prudential Insurance Company of America (Prudential) offers the VCA 2 group tax-deferred variable annuity contract issued through The Prudential Variable Contract Account-2 (VCA 2) for use in connection with retirement arrangements that qualify for federal tax benefits under Section 403(b) of the Internal Revenue Code of 1986, as amended. Contributions made on behalf of Participants are invested in VCA 2, a unit investment trust invested in shares of the Fidelity VIP Index 500 Portfolio (the Fidelity Fund), a series of Variable Insurance Products Fund II (VIP).

This Statement of Additional Information is not a prospectus. It includes additional information that you should consider before investing in any of the group variable annuity contracts issued through VCA 2. You may obtain a copy of the prospectus, dated January 6, 2023 (the Prospectus), at no charge by request to Empower by calling 1-877-778-2100, or by writing to The Prudential Insurance Company of America, c/o Empower, 30 Scranton Office Park, Scranton, Pennsylvania 18507. Capitalized or defined terms used in the Prospectus are also incorporated into this Statement of Additional Information.

 

  


Table of Contents

 

3    GENERAL INFORMATION ABOUT PRUDENTIAL AND VCA 2
3    THE PRUDENTIAL INSURANCE COMPANY OF AMERICA
3    VCA 2
4    ADMINISTRATION
5    NON-PRINCIPAL RISKS OF INVESTING IN VCA 2
6    SALE OF GROUP VARIABLE ANNUITY CONTRACTS
6    INFORMATION ABOUT CONTRACT SALES
7    FINANCIAL STATEMENTS
7    FINANCIAL STATEMENTS OF VCA 2 & FINANCIAL STATEMENTS FOR THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

 

  


GENERAL INFORMATION ABOUT PRUDENTIAL AND VCA 2

THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

Prudential is a New Jersey stock life insurance company that has been doing business since October 13, 1875. Prudential is licensed to sell life insurance and annuities in the District of Columbia, Guam, Puerto Rico, U.S. Virgin Islands, and in all states. Prudential is a wholly-owned subsidiary of Prudential Financial, a New Jersey insurance holding company.

Prudential has developed long-term savings and retirement products, which are distributed through Empower Financial Services, Inc.

Neither Prudential Financial nor any of its subsidiaries are affiliated in any manner with Prudential plc, a company incorporated in the United Kingdom. As Prudential’s ultimate parent, Prudential Financial exercises significant influence over the operations and capital structure of Prudential. However, neither Prudential Financial nor any other related company has any legal responsibility to pay amounts that Prudential may owe under the contract or policy.

On July 21, 2021, Great-West Life & Annuity Insurance Company (“Great-West”) and Prudential Financial, Inc. (“PFI”), Prudential’s parent company, announced a strategic transaction, whereby, Great-West would, among other things, administer and reinsure the VCA 2 Contracts (the “Transaction”). The Transaction closed April 1, 2022. On or about October 1, 2022, Great-West changed its name to Empower Annuity Insurance Company of America.

VCA 2

Prudential offers the VCA 2 group tax-deferred variable annuity contract issued through The Prudential Variable Contract Account-2 (VCA 2) for use in connection with retirement arrangements that qualify for federal tax benefits under Section 403(b) of the Internal Revenue Code of 1986, as amended. Contributions made on behalf of Participants are invested in VCA 2. VCA 2 is registered with the SEC as a unit investment trust, which is a type of investment company. VCA 2 was established by Prudential on February 16, 1968, under New Jersey Insurance Law as a variable contract account. VCA 2 meets the definition of a “separate account” under federal securities laws.

 

  

3


ADMINISTRATION

The assets of VCA 2 are invested in shares of the Fidelity VIP Index 500 Portfolio, a series of VIP. The prospectus and statement of additional information of VIP describe the investment management and administration of the Fidelity VIP Index 500 Portfolio.

Empower is responsible for the administrative and recordkeeping functions of VCA 2 and pays the expenses associated with them. These functions include enrolling Participants, receiving and allocating contributions, maintaining Participants’ Accumulation Accounts, preparing and distributing confirmations, statements, and reports. The administrative and recordkeeping expenses borne by Empower include salaries, rent, postage, telephone, travel, legal, actuarial and accounting fees, office equipment, stationery and maintenance of computer and other systems.

An annual account charge for administrative expenses of not greater than $30 may be assessed against a Participant’s Accumulation Account. The annual account charge amount varies with each VCA 2 group variable annuity contract described in the Prospectus, but which is not more than $30 for any accounting year. The following table identifies, for the three most recent fiscal years, the amount of annual charges collected by Prudential.

 

   

Annual Account Charges

          
       
      2022      2021      2020  
       
     $ 3,013      $ 3,129      $ 3,658  

VCA 2 is subject to a maximum daily charge that is equal to an effective annual rate of 0.375% of its assets. All of this charge is for administrative expenses not covered by the annual account charge. The following table identifies, for the three most recent fiscal years, the daily charges received by Prudential.

 

   

Daily Charges

          
       
      2022      2021      2020  
       
     $ 817,656      $ 972,704      $ 771,902  

No sales charge is deducted from contributions, meaning that the entire amount of a contribution is invested in VCA 2. Although Prudential has no present intention to do so, please note that Prudential reserves the right in the future to impose or deduct a maximum sales charge of 2.5% from contributions.

 

4   


NON-PRINCIPAL RISKS OF INVESTING IN VCA 2

CYBER SECURITY RISK. With the increasing use of technology and computer systems in general and, in particular, the Internet to conduct necessary business functions, VCA 2 is susceptible to operational, information security and related risks. These risks, which are often collectively referred to as “cyber security” risks, may include deliberate or malicious attacks, as well as unintentional events and occurrences. Cyber security is generally defined as the technology, operations and related protocol surrounding and protecting a user’s computer hardware, network, systems and applications and the data transmitted and stored therewith. These measures ensure the reliability of a user’s systems, as well as the security, availability, integrity, and confidentiality of data assets.

Deliberate cyber attacks can include, but are not limited to, gaining unauthorized access to computer systems in order to misappropriate and/or disclose sensitive or confidential information; deleting, corrupting or modifying data; and causing operational disruptions. Cyber attacks may also be carried out in a manner that does not require gaining unauthorized access, such as causing denial-of-service attacks on websites (in order to prevent access to computer networks). In addition to deliberate breaches engineered by external actors, cyber security risks can also result from the conduct of malicious, exploited or careless insiders, whose actions may result in the destruction, release or disclosure of confidential or proprietary information stored on an organization’s systems.

Cyber security failures or breaches, whether deliberate or unintentional, arising from VCA 2’s third-party service providers (e.g., custodians, financial intermediaries, transfer agents), subadvisers, shareholder usage of unsecure systems to access personal accounts, as well as breaches suffered by the issuers of securities in which VCA 2 invests, may cause significant disruptions in the business operations of VCA 2. Potential impacts may include, but are not limited to, potential financial losses for VCA 2 and the issuers’ securities, the inability of shareholders to conduct transactions with VCA 2, an inability of VCA 2 to calculate unit values, and disclosures of personal or confidential shareholder information.

In addition to direct impacts on participants, cyber security failures by VCA 2 and/or their service providers and others may result in regulatory inquiries, regulatory proceedings, regulatory and/or legal and litigation costs to VCA 2, and reputational damage. VCA 2 may incur reimbursement and other expenses, including the costs of litigation and litigation settlements and additional compliance costs. VCA 2 may also incur considerable expenses in enhancing and upgrading computer systems and systems security following a cyber security failure.

The rapid proliferation of technologies, as well as the increased sophistication and activities of organized crime, hackers, terrorists, and others continue to pose new and significant cyber security threats. Although VCA 2 and its service providers and subadvisers may have established business continuity plans and risk management systems to mitigate cyber security risks, there can be no guarantee or assurance that such plans or systems will be effective, or that all risks that exist, or may develop in the future, have been completely anticipated and identified or can be protected against. Furthermore, VCA 2 cannot control or assure the efficacy of the cyber security plans and systems implemented by third-party service providers, the subadvisers, and the issuers in which VCA 2 invests.

FOREIGN MARKET DISRUPTION AND GEOPOLITICAL RISKS. International wars or conflicts and geopolitical developments in foreign countries, along with instability in regions such as Asia, Eastern Europe, and the Middle East, possible terrorist attacks in the United States or around the world, public health epidemics such as the outbreak of infectious diseases like the recent global outbreak of the COVID-19 or the 2014–2016 outbreak in West Africa of the Ebola virus, and other similar events could adversely affect the U.S. and foreign financial markets and may cause further long-term economic uncertainties in the United States and worldwide generally.

 

  

5


SALE OF GROUP VARIABLE ANNUITY CONTRACTS

INFORMATION ABOUT CONTRACT SALES

Prudential offers the Contracts on a continuous basis through Corporate Office, regional home office and group sales office employees in those states in which the Contracts may be lawfully sold. It may also offer the Contracts through licensed insurance brokers and agents, or through appropriately registered direct or indirect subsidiary(ies) of Prudential, provided clearances to do so are secured in any jurisdiction where such clearances may be necessary or desirable.

The table below sets forth, for VCA 2’s three most recent fiscal years, the amounts received by Prudential as sales charges in connection with the sale of these contracts, and the amounts credited by Prudential to other broker-dealers in connection with such sales.

 

   

Sales Charges Received and Amounts Credited

          
       
      2022      2021      2020  
       

Sales Charges Received by Prudential

                    
       

Amounts Credited by Prudential to Other Broker-Dealers

   $ 9,670      $ 13,433      $ 10,699  

 

6   

    


FINANCIAL STATEMENTS

FINANCIAL STATEMENTS OF VCA 2 & FINANCIAL STATEMENTS FOR THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

The statutory financial statements for Prudential included herein should be distinguished from the financial statements for VCA 2, and should be considered only as bearing upon the ability of Prudential to meet its obligations under the Contract. Also included herein are certain financial statements of VCA 2.

The statutory financial statements of The Prudential Insurance Company of America as of December 31, 2022 and 2021, and for each of the three years in the period ended December 31, 2022 and the financial statements of VCA 2 as of the dates presented and for each of the periods indicated therein included in this SAI have been audited by PricewaterhouseCoopers LLP (“PwC”), an independent registered public accounting firm. PwC’s principal business address is 300 Madison Avenue, New York, NY 10017-6204.

 

  

7


FINANCIAL STATEMENTS OF

VCA-2

 

 
  

 

STATEMENT OF NET ASSETS

 

  

December 31, 2022

 

LONG-TERM INVESTMENTS — 96.7%  
COMMON STOCKS      Shares              Value        

Aerospace & Defense — 2.6%

 

Airbus SE (France)

     16,295      $ 1,931,724  

Raytheon Technologies Corp.

     31,155        3,144,163  
     

 

 

 
        5,075,887  
     

 

 

 

Airlines — 0.9%

 

Delta Air Lines, Inc.*

     54,666        1,796,325  
     

 

 

 

Automobiles — 1.6%

 

Dr. Ing. h.c. F. Porsche AG (Germany)*

     3,057        307,570  

General Motors Co.

     44,628        1,501,286  

Tesla, Inc.*

     11,421        1,406,839  
     

 

 

 
        3,215,695  
     

 

 

 

Banks — 7.1%

 

Bank of America Corp.

     101,245        3,353,235  

JPMorgan Chase & Co.

     35,071        4,703,021  

PNC Financial Services Group, Inc. (The)

     19,695        3,110,628  

Truist Financial Corp.

     65,636        2,824,317  
     

 

 

 
        13,991,201  
     

 

 

 

Beverages — 1.4%

 

PepsiCo, Inc.

     15,664        2,829,858  
     

 

 

 

Biotechnology — 3.7%

 

AbbVie, Inc.

     23,969        3,873,630  

Amgen, Inc.

     8,560        2,248,198  

Vertex Pharmaceuticals, Inc.*

     4,051        1,169,848  
     

 

 

 
        7,291,676  
     

 

 

 

Building Products — 1.3%

 

Johnson Controls International PLC

     39,298        2,515,072  
     

 

 

 

Capital Markets — 2.2%

 

Blackstone, Inc.

     14,322        1,062,549  

Goldman Sachs Group, Inc. (The)

     9,813        3,369,588  
     

 

 

 
        4,432,137  
     

 

 

 

Chemicals — 2.6%

 

DuPont de Nemours, Inc.

     25,499        1,749,996  

Linde PLC (United Kingdom)

     10,645        3,472,186  
     

 

 

 
        5,222,182  
     

 

 

 

Communications Equipment — 1.1%

 

Cisco Systems, Inc.

     43,859        2,089,443  
     

 

 

 

Consumer Finance — 0.9%

 

SLM Corp.

     109,823        1,823,062  
     

 

 

 

Containers & Packaging — 0.9%

 

Crown Holdings, Inc.

     21,736        1,786,917  
     

 

 

 

Electric Utilities — 1.3%

 

NextEra Energy, Inc.

     30,141        2,519,788  
     

 

 

 

Entertainment — 0.6%

 

Netflix, Inc.*

     3,856        1,137,057  
     

 

 

 
COMMON STOCKS
(continued)
     Shares              Value        

Equity Real Estate Investment Trusts (REITs) — 1.6%

 

Alexandria Real Estate Equities, Inc.

     14,923      $ 2,173,833  

SBA Communications Corp.

     3,319        930,349  
     

 

 

 
        3,104,182  
     

 

 

 

Food & Staples Retailing — 2.4%

 

Costco Wholesale Corp.

     3,642        1,662,573  

Walmart, Inc.

     22,026        3,123,067  
     

 

 

 
        4,785,640  
     

 

 

 

Food Products — 1.0%

 

Mondelez International, Inc. (Class A Stock)

     29,807        1,986,637  
     

 

 

 

Health Care Equipment & Supplies — 1.7%

 

Abbott Laboratories

     22,159        2,432,836  

Dexcom, Inc.*

     8,212        929,927  
     

 

 

 
        3,362,763  
     

 

 

 

Health Care Providers & Services — 3.1%

 

Centene Corp.*

     25,329        2,077,231  

Cigna Corp.

     6,007        1,990,360  

UnitedHealth Group, Inc.

     3,796        2,012,563  
     

 

 

 
        6,080,154  
     

 

 

 

Hotels, Restaurants & Leisure — 1.9%

 

Airbnb, Inc. (Class A Stock)*

     5,079        434,254  

McDonald’s Corp.

     12,479        3,288,591  
     

 

 

 
        3,722,845  
     

 

 

 

Household Products — 1.7%

 

Procter & Gamble Co. (The)

     21,773        3,299,916  
     

 

 

 

Insurance — 5.5%

 

Chubb Ltd. (Switzerland)

     20,562        4,535,977  

Marsh & McLennan Cos., Inc.

     11,891        1,967,723  

MetLife, Inc.

     36,276        2,625,294  

RenaissanceRe Holdings Ltd. (Bermuda)

     9,147        1,685,152  
     

 

 

 
        10,814,146  
     

 

 

 

Interactive Media & Services — 3.2%

 

Alphabet, Inc. (Class A Stock)*

     44,974        3,968,056  

Alphabet, Inc. (Class C Stock)*

     13,361        1,185,522  

Meta Platforms, Inc. (Class A Stock)*

     9,013        1,084,624  

ZoomInfo Technologies, Inc.*

     6,220        187,284  
     

 

 

 
        6,425,486  
     

 

 

 

Internet & Direct Marketing Retail — 2.0%

 

Amazon.com, Inc.*

     30,480        2,560,320  

MercadoLibre, Inc. (Uruguay)*

     1,729        1,463,149  
     

 

 

 
        4,023,469  
     

 

 

 

IT Services — 1.6%

 

Adyen NV (Netherlands), 144A*

     355        491,355  

Mastercard, Inc. (Class A Stock)

     6,618        2,301,277  

Snowflake, Inc. (Class A Stock)*

     2,766        397,032  
     

 

 

 
        3,189,664  
     

 

 

 
 

 

SEE NOTES TO FINANCIAL STATEMENTS.

 

A1


FINANCIAL STATEMENTS OF

VCA-2

 

 
  

 

STATEMENT OF NET ASSETS

 

  

December 31, 2022

 

COMMON STOCKS
(continued)
     Shares              Value        

Life Sciences Tools & Services — 1.8%

 

Danaher Corp.

     11,717      $ 3,109,926  

Lonza Group AG (Switzerland)

     761        373,334  
     

 

 

 
        3,483,260  
     

 

 

 

Machinery — 3.4%

 

Deere & Co.

     5,718        2,451,650  

Fortive Corp.

     30,823        1,980,378  

Otis Worldwide Corp.

     29,030        2,273,339  
     

 

 

 
        6,705,367  
     

 

 

 

Multi-Utilities — 2.4%

 

Ameren Corp.

     33,246        2,956,234  

CenterPoint Energy, Inc.

     63,349        1,899,837  
     

 

 

 
        4,856,071  
     

 

 

 

Oil, Gas & Consumable Fuels — 8.3%

 

Chevron Corp.

     32,206        5,780,655  

ConocoPhillips

     35,340        4,170,120  

Hess Corp.

     22,416        3,179,037  

Williams Cos., Inc. (The)

     100,142        3,294,672  
     

 

 

 
        16,424,484  
     

 

 

 

Personal Products — 0.6%

 

Estee Lauder Cos., Inc. (The) (Class A Stock)

     2,416        599,434  

L’Oreal SA (France)

     1,456        519,831  
     

 

 

 
        1,119,265  
     

 

 

 

Pharmaceuticals — 8.9%

 

AstraZeneca PLC (United Kingdom), ADR

     45,332        3,073,510  

Bristol-Myers Squibb Co.

     67,890        4,884,686  

Eli Lilly & Co.

     20,237        7,403,504  

Novo Nordisk A/S (Denmark), ADR

     16,001        2,165,575  
     

 

 

 
        17,527,275  
     

 

 

 

Road & Rail — 0.9%

 

Union Pacific Corp.

     8,795        1,821,181  
     

 

 

 

Semiconductors & Semiconductor Equipment — 5.4%

 

ASML Holding NV (Netherlands)

     2,567        1,402,609  

Broadcom, Inc.

     4,102        2,293,551  

Lam Research Corp.

     3,659        1,537,878  

NVIDIA Corp.

     14,076        2,057,067  

NXP Semiconductors NV (Netherlands)

     10,712        1,692,817  

QUALCOMM, Inc.

     16,346        1,797,079  
     

 

 

 
        10,781,001  
     

 

 

 

Software — 4.2%

 

Cadence Design Systems, Inc.*

     2,887        463,768  

Crowdstrike Holdings, Inc. (Class A Stock)*

     2,580        271,648  

Microsoft Corp.

     23,534        5,643,924  

Palo Alto Networks, Inc.*

     1,549        216,147  

Salesforce, Inc.*

     13,351        1,770,209  
     

 

 

 
        8,365,696  
     

 

 

 
COMMON STOCKS
(continued)
     Shares              Value        

Specialty Retail — 0.7%

 

Lowe’s Cos., Inc.

     7,209      $ 1,436,321  
     

 

 

 

Technology Hardware, Storage & Peripherals — 2.7%

 

Apple, Inc.

     41,616        5,407,167  
     

 

 

 

Textiles, Apparel & Luxury Goods — 2.2%

 

Lululemon Athletica, Inc. (Canada)*

     4,062        1,301,384  

LVMH Moet Hennessy Louis Vuitton SE (France)

     3,434        2,491,428  

NIKE, Inc. (Class B Stock)

     5,683        664,968  
     

 

 

 
        4,457,780  
     

 

 

 

Wireless Telecommunication Services — 1.3%

 

T-Mobile US, Inc.*

     18,215        2,550,100  
     

 

 

 

TOTAL COMMON STOCKS
(cost $135,170,446)

 

     191,456,170  
  

 

 

 

SHORT-TERM INVESTMENT — 3.2%

 

Affiliated Mutual Fund

     

PGIM Core Ultra Short Bond Fund (cost $6,339,353)(a)

     6,339,353        6,339,353  
     

 

 

 

TOTAL INVESTMENTS — 99.9%
(cost $141,509,799)

 

     197,795,523  
  

 

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES — 0.1%

 

Dividends and Interests Receivable

 

     158,056  

Tax Reclaim Receivable

 

     9,553  

Payable for Pending Capital Transactions

 

     (5,091

Payable for Securities Purchased

 

     (18,209
  

 

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES

 

     144,309  
  

 

 

 

NET ASSETS — 100.0%

 

   $ 197,939,832  
  

 

 

 

NET ASSETS, representing:

 

  

Equity of Participants —
1,778,471 Accumulation Units at an Accumulation Unit Value of $109.6553

 

   $ 195,018,729  

Equity of Annuitants

 

     2,695,496  

Equity of The Prudential Insurance Company of America

 

     225,607  
  

 

 

 
   $ 197,939,832  
  

 

 

 

The following abbreviations are used in the annual report:

 

    144A    Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, typically only to qualified institutional buyers.
    ADR    American Depositary Receipt

 

*

Non-income producing security.

 

(a)

PGIM Investments LLC, the manager of the Account, also serves as manager of the PGIM Core Ultra Short Bond Fund.

 

 

 

SEE NOTES TO FINANCIAL STATEMENTS.

 

A2


FINANCIAL STATEMENTS OF

VCA-2

 

 
  

 

STATEMENT OF NET ASSETS

 

  

December 31, 2022

 

Fair Value Measurements:

Various inputs are used in determining the value of the Account’s investments. These inputs are summarized in the three broad levels listed below.

 

Level 1—

  unadjusted quoted prices generally in active markets for identical securities.

Level 2—

  quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates, and other observable inputs.

Level 3—

  unobservable inputs for securities valued in accordance with the Account’s Committee approved fair valuation procedures.

The following is a summary of the inputs used as of December 31, 2022 in valuing such portfolio securities:

 

    

 Level 1 

      

 Level 2 

        Level 3   

Investments In Securities

            

Assets

            

Long-Term Investments

            

Common Stocks

            

Aerospace & Defense

   $ 3,144,163        $ 1,931,724        $   —  

Airlines

     1,796,325                    

Automobiles

     2,908,125          307,570           

Banks

     13,991,201                    

Beverages

     2,829,858                    

Biotechnology

     7,291,676                    

Building Products

     2,515,072                    

Capital Markets

     4,432,137                    

Chemicals

     5,222,182                    

Communications Equipment

     2,089,443                    

Consumer Finance

     1,823,062                    

Containers & Packaging

     1,786,917                    

Electric Utilities

     2,519,788                    

Entertainment

     1,137,057                    

Equity Real Estate Investment Trusts (REITs)

     3,104,182                    

Food & Staples Retailing

     4,785,640                    

Food Products

     1,986,637                    

Health Care Equipment & Supplies

     3,362,763                    

Health Care Providers & Services

     6,080,154                    

Hotels, Restaurants & Leisure

     3,722,845                    

Household Products

     3,299,916                    

Insurance

     10,814,146                    

Interactive Media & Services

     6,425,486                    

Internet & Direct Marketing Retail

     4,023,469                    

IT Services

     2,698,309          491,355           

Life Sciences Tools & Services

     3,109,926          373,334           

Machinery

     6,705,367                    

Multi-Utilities

     4,856,071                    

Oil, Gas & Consumable Fuels

     16,424,484                    

Personal Products

     599,434          519,831           

Pharmaceuticals

     17,527,275                    

Road & Rail

     1,821,181                     —  

Semiconductors & Semiconductor Equipment

     10,781,001                    

Software

     8,365,696                    

Specialty Retail

     1,436,321                    

Technology Hardware, Storage & Peripherals

     5,407,167                    

Textiles, Apparel & Luxury Goods

     1,966,352          2,491,428           

Wireless Telecommunication Services

     2,550,100                    

Short-Term Investment

            

Affiliated Mutual Fund

     6,339,353                    
  

 

 

      

 

 

      

 

 

 

Total

   $ 191,680,281        $ 6,115,242        $  
  

 

 

      

 

 

      

 

 

 

 

SEE NOTES TO FINANCIAL STATEMENTS.

 

A3


FINANCIAL STATEMENTS OF

VCA-2

 

 
  

 

STATEMENT OF NET ASSETS

 

  

December 31, 2022

 

Industry Classification:

The industry classification of investments and other assets in excess of liabilities shown as a percentage of net assets as of December 31, 2022 were as follows:

 

Pharmaceuticals

     8.9

Oil, Gas & Consumable Fuels

     8.3  

Banks

     7.1  

Insurance

     5.5  

Semiconductors & Semiconductor Equipment

     5.4  

Software

     4.2  

Biotechnology

     3.7  

Machinery

     3.4  

Interactive Media & Services

     3.2  

Affiliated Mutual Fund

     3.2  

Health Care Providers & Services

     3.1  

Technology Hardware, Storage & Peripherals

     2.7  

Chemicals

     2.6  

Aerospace & Defense

     2.6  

Multi-Utilities

     2.4  

Food & Staples Retailing

     2.4  

Textiles, Apparel & Luxury Goods

     2.2  

Capital Markets

     2.2  

Internet & Direct Marketing Retail

     2.0  

Hotels, Restaurants & Leisure

     1.9  

Life Sciences Tools & Services

     1.8  

Health Care Equipment & Supplies

     1.7  

Household Products

     1.7

Automobiles

     1.6  

IT Services

     1.6  

Equity Real Estate Investment Trusts (REITs)

     1.6  

Beverages

     1.4  

Wireless Telecommunication Services

     1.3  

Electric Utilities

     1.3  

Building Products

     1.3  

Communications Equipment

     1.1  

Food Products

     1.0  

Consumer Finance

     0.9  

Road & Rail

     0.9  

Airlines

     0.9  

Containers & Packaging

     0.9  

Specialty Retail

     0.7  

Entertainment

     0.6  

Personal Products

     0.6  
  

 

 

 
     99.9  

Other assets in excess of liabilities

     0.1  
  

 

 

 
     100.0
  

 

 

 
 

 

SEE NOTES TO FINANCIAL STATEMENTS.

 

A4


FINANCIAL STATEMENTS OF

VCA-2

 

 
 

 

STATEMENT OF OPERATIONS

 

  

Year Ended December 31, 2022

 

INVESTMENT INCOME

        

Unaffiliated Dividend Income (net of $17,551 foreign withholding tax)

   $ 3,839,716  

Affiliated Dividend Income

     101,146  

Total Income

     3,940,862  

EXPENSES

  

Fees Charged to Participants and Annuitants for Investment Management Services

     (278,402

Fees Charged to Participants (other than Annuitants) for Assuming Mortality and Expense Risks

     (817,656

Total Expenses

     (1,096,058

NET INVESTMENT INCOME

     2,844,804  

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT AND FOREIGN CURRENCY TRANSACTIONS

  

Net Realized Gain (Loss) on:

  

Investment Transactions

     4,968,712  

Foreign Currency Transactions

     (1,319
       4,967,393  

Net Change in Unrealized Appreciation (Depreciation) on:

  

Investments

     (53,657,619

Foreign Currencies

     2  
       (53,657,617

NET LOSS ON INVESTMENT AND FOREIGN CURRENCY TRANSACTIONS

     (48,690,224

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS

   $ (45,845,420

 

 
                                                                

 

STATEMENT OF CHANGES IN NET ASSETS

 

                                                                

 

         Year Ended December 31,      

 

   2022      2021  

OPERATIONS

     

Net Investment Income

   $ 2,844,804      $ 2,416,341  

Net Realized Gain on Investment and Foreign Currency Transactions

     4,967,393        27,828,520  

Net Change in Unrealized Appreciation (Depreciation) on Investments and Foreign Currencies

     (53,657,617      20,454,971  

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS

     (45,845,420      50,699,832  

CAPITAL TRANSACTIONS

     

Purchase Payments and Transfers In (939 and 19,087 units, respectively)

     117,999        2,339,213  

Withdrawals and Transfers Out (206,538 and 230,354 units, respectively)

     (23,536,060      (28,698,477

Mortality and Expense Risk Charges Deducted from Annuitants’ Accounts

     (17,552      (20,710

Variable Annuity Payments

     (521,309      (654,166

NET DECREASE IN NET ASSETS RESULTING FROM CAPITAL TRANSACTIONS

     (23,956,922      (27,034,140

NET DECREASE IN NET ASSETS RESULTING FROM SURPLUS TRANSFERS

     (66,936      (402,303

TOTAL INCREASE (DECREASE) IN NET ASSETS

     (69,869,278      23,263,389  

NET ASSETS

     

Beginning of year

     267,809,110        244,545,721  

End of year

   $ 197,939,832      $ 267,809,110  

 

SEE NOTES TO FINANCIAL STATEMENTS.

 

A5


FINANCIAL STATEMENTS OF

VCA-2

 

 
                                                                      

 

    INCOME PER ACCUMULATION UNIT*    

 

                                                                      

(For an Accumulation Unit outstanding throughout the year)

 

     Year Ended December 31,  

 

   2022     2021     2020     2019     2018  

Investment Income

   $ 2.0390     $ 1.7378     $ 1.6913     $ 1.6743     $ 1.4886  

Expenses

          

Investment management fee

     (0.1432     (0.1542     (0.1146     (0.1045     (0.1008

Assuming mortality and expense risks

     (0.4291     (0.4620     (0.3433     (0.3132     (0.3021

Net Investment Income

     1.4667       1.1216       1.2334       1.2566       1.0857  

Net realized and unrealized gain (loss) on investment and foreign currency transactions

     (24.6685     22.3587       15.6857       18.6403       (6.8449

Net Increase (Decrease) in Accumulation Unit Value

     (23.2018     23.4803       16.9191       19.8969       (5.7592

Accumulation Unit Value

          

Beginning of year

     132.8571       109.3768       92.4577       72.5608       78.3200  

End of year

     109.6553       132.8571       109.3768       92.4577       72.5608  

Total Return**

     (17.46 )%      21.47     18.30     27.39     (7.35 )% 

Ratio of Expenses to Average Net Assets***

     0.50     0.50     0.50     0.50     0.50

Ratio of Net Investment Income to Average Net Assets***

     1.27     0.92     1.35     1.51     1.35

Portfolio Turnover Rate

     31     35     58     48     36

Number of Accumulation Units Outstanding

          

For Participants at end of year (000’s omitted)

     1,778       1,984       2,195       2,392       2,607  

 

*

Calculated by accumulating the actual per unit amounts daily.

**

Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized.

***

These calculations exclude PICA’s equity in VCA-2.

The above table does not reflect the annual administration charge, which does not affect the Accumulation Unit Value. This charge is made by reducing Participants’ Accumulation Accounts by a number of Accumulation Units equal in value to the charge.

 

 

SEE NOTES TO FINANCIAL STATEMENTS.

 

A6


NOTES TO FINANCIAL STATEMENTS OF

VCA-2

 

Note 1:

Organization

The Prudential Variable Contract Account-2 (“VCA-2” or the “Account”) was established on January 9, 1968 by The Prudential Insurance Company of America (“PICA”) under the laws of the State of New Jersey and is registered as an open-end, diversified management investment company under the Investment Company Act of 1940 (“1940 Act”), as amended. VCA-2 has been designed for use by employers (“Contractholders”) in making retirement arrangements on behalf of their employees (“Participants”). The investment objective of the Account is long-term growth of capital.

 

Note 2:

Accounting Policies

The Account follows investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services — Investment Companies. The following accounting policies conform to U.S. generally accepted accounting principles (“GAAP”). The Account consistently follows such policies in the preparation of its financial statements.

Securities Valuation:    The Account holds securities and other assets and liabilities that are fair valued at the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Account’s Committee Members (the “Committee”) have adopted valuation procedures for security valuation under which fair valuation responsibilities have been delegated to PGIM Investments LLC (“PGIM Investments” or the “Manager”). Pursuant to the Committee’s delegation, the Manager has established a Valuation Committee responsible for supervising the fair valuation of portfolio securities and other assets and liabilities. The valuation procedures permit the Account to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. A record of the Valuation Committee’s actions is subject to the Committee’s review, approval, and ratification at its next regularly scheduled quarterly meeting.

For the fiscal reporting year-end, securities and other assets and liabilities were fair valued at the close of the last U.S. business day. Trading in certain foreign securities may occur when the NYSE is closed (including weekends and holidays). Because such foreign securities trade in markets that are open on weekends and U.S. holidays, the values of some of the Account’s foreign investments may change on days when investors cannot purchase or redeem Account shares.

Various inputs determine how the Account’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the table following the Account’s Statement of Net Assets and referred to herein as the “fair value hierarchy” in accordance with FASB ASC Topic 820 — Fair Value Measurement.

Common or preferred stocks, exchange-traded funds, and derivative instruments, if applicable, that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange where the security principally trades. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 in the fair value hierarchy. In the event that no sale or official closing price on valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in the fair value hierarchy.

Foreign equities traded on foreign securities exchanges are valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 in the fair value hierarchy. The models generate an evaluated adjustment factor for each security, which is applied to the local closing price to adjust it for post-closing market movements up to the time the Account is valued. Utilizing that evaluated adjustment factor,

 

B1


the vendor provides an evaluated price for each security. If the vendor does not provide an evaluated price, securities are valued in accordance with exchange-traded common and preferred stock valuation policies discussed above.

Investments in open-end (other than exchange-traded funds) are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 in the fair value hierarchy since they may be purchased or sold at their net asset values on the date of valuation.

Securities and other assets that cannot be priced according to the methods described above are valued based on pricing methodologies approved by the Committee. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in the fair value hierarchy. Altering one or more unobservable inputs may result in a significant change to a Level 3 security’s fair value measurement.

When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the Manager regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other mutual funds to calculate their net asset values.

Foreign Currency Translation:    The books and records of the Account are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:

(i) market value of investment securities, other assets and liabilities — at the current rates of exchange;

(ii) purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

Although the net assets of the Account are presented at the foreign exchange rates and market values at the close of the period, the Account does not generally isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities held at the end of the period. Similarly, the Account does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, holding period realized foreign currency gains (losses) are included in the reported net realized gains (losses) on investment transactions.

Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from holdings of foreign currencies, currency gains (losses) realized between the trade and settlement dates on securities transactions, and the difference between the amounts of interest, dividends and foreign withholding taxes recorded on the Account’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains (losses) from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currencies.

Securities Transactions and Net Investment Income:    Securities transactions are recorded on the trade date. Realized gains (losses) from investment and currency transactions are calculated on the specific identification method. Dividend income is recorded on the ex-date, or for certain foreign securities, when the Account becomes aware of such dividends. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis. Expenses are recorded on the accrual basis, which may require the use of certain estimates by management that may differ from actual. Net investment income and realized and unrealized gain (losses) (other than administrative fees) are allocated to the Participants and PICA on a daily basis in proportion to their respective ownership in VCA-2.

Estimates:    The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

 

 

B2


Federal Income Taxes:    The operations of VCA-2 are part of, and are taxed with, the operations of PICA. Under the current provisions of the Internal Revenue Code, PICA does not expect to incur federal income taxes on earnings of VCA-2 to the extent the earnings are credited under the Contracts. As a result, the Unit Value of VCA-2 has not been reduced by federal income taxes.

Annuity Reserves:    Reserves are computed for purchased annuities using the Prudential 1950 Group Annuity Valuation (GAV) Table, adjusted, and a valuation interest rate related to the Assumed Investment

Result (AIR). The valuation interest rate is equal to the AIR less 0.50% in contract charges defined in Note 3. The AIRs are selected by each Contractholder and are described in the prospectus. Such amounts are included in Equity of annuitants in the Statement of Net Assets.

 

Note 3:

Investment Management Agreement and Charges

The Account has a management agreement with PGIM Investments. Pursuant to this agreement, PGIM Investments has responsibility for all investment advisory services and supervises the subadviser’s performance of such services. PGIM Investments has entered into a subadvisory agreement with Jennison Associates LLC (“Jennison”). The subadvisory agreement provides that Jennison will furnish investment advisory services in connection with management of the Account. PGIM Investments pays for the services of Jennison.

A daily charge, at an effective annual rate of 0.125% of the current value of the Participant’s (other than annuitants’ and PICA’s) account in VCA-2, is charged to the Account and paid to PGIM Investments for investment management services.

A daily charge, paid to PICA for assuming mortality and expense risks, is calculated at an effective annual rate of 0.375% of the current value of the Participant’s (other than annuitants’ and PICA’s) account in VCA-2.

An annual administration charge of not more than $30 annually is deducted from the accumulation account of certain Participants either at the time of withdrawal of the value of the entire Participant’s account or on the last business day of each calendar year. Such amounts are reflected as a withdrawal on the Statements of Changes in Net Assets. This deduction may be made from a fixed-dollar annuity contract if the Participant is enrolled under such a contract.

No sales charge is deducted from Participants’ purchase payments and/or contributions. However, PICA has reserved the right in the future to impose or deduct a maximum sales charge of 2.50% from purchase payments and/or contributions.

PICA, PGIM Investments and Jennison are indirect, wholly-owned subsidiaries of Prudential Financial, Inc.

 

Note 4:

Other Transactions with Affiliates

During the year ended December 31, 2022, the Account invested in the PGIM Core Ultra Short Bond Fund (the “Core Fund”), a portfolio of Prudential Investment Portfolios 2, registered under the 1940 Act, and managed by PGIM Investments. Through the Account’s investment in the mentioned underlying fund, PGIM Investments and/or its affiliates are paid fees or compensated for providing their services. Earnings from the Core Fund are disclosed on the Statement of Operations as “Affiliated Dividend Income”.

The Account may enter into certain securities purchase or sale transactions under Committee approved Rule 17a-7 procedures. Rule 17a-7 is an exemptive rule under the 1940 Act, that subject to certain conditions, permits purchase and sale transactions among affiliated investment companies, or between an investment company and a person that is affiliated solely by reason of having a common (or affiliated) investment adviser, common directors, and/or common officers. Such transactions are subject to ratification by the Committee. For the year ended December 31, 2022, no 17a-7 transactions were entered into by the Account.

 

Note 5:

Portfolio Securities

For the year ended December 31, 2022, the aggregate cost of purchases and the proceeds from sales of securities, excluding short-term investments, were $67,206,461 and $93,225,471, respectively.

 

 

B3


A summary of the cost of purchases and proceeds from sales of shares of an affiliated mutual fund for the year ended December 31, 2022, is presented as follows:

 

Value,
Beginning
of Year
   Cost of
Purchases
     Proceeds
from Sales
    Change in
Unrealized
Gain(Loss)
     Realized
Gain(Loss)
     Value, End
of Year
     Shares, End
of Year
       Income    

Short-Term Investments — Affiliated Mutual Fund:

 

PGIM Core Ultra Short Bond Fund(1)(a)

 
$2,101,943    $ 47,332,873      $ (43,095,463   $  —      $  —      $ 6,339,353        6,339,353      $ 101,146  

 

  

 

 

    

 

 

   

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

  (1)

The Account did not have any capital gain distributions during the reporting period.

  (a)

PGIM Investments LLC, the manager of the Account, also serves as manager of the PGIM Core Ultra Short Bond Fund.

 

Note 6:

Net Increase (Decrease) In Net Assets Resulting From Surplus Transfers

The increase (decrease) in net assets resulting from surplus transfers represents the net increase to/(reductions from) PICA’s investment in the Account.

 

Note 7:

Participant Loans

Participant loan initiations are not permitted in VCA-2. However, participants who initiated loans in other accounts are permitted to direct loan repayments into VCA-2.

For the years ended December 31, 2022 and December 31, 2021, $0 and $0 of participant loan principal and interest have been paid to VCA-2, respectively.

 

Note 8:

Risks of Investing in the Account

The Account’s risks include, but are not limited to, some or all of the risks discussed below. For further information on the Account’s risk, please refer to the Account’s Prospectus and Statement of Additional Information.

Risks Associated with Variable Investment Options:    You take all the investment risk for amounts allocated to VCA-2, which invest in a portfolio primarily consisting of equity securities of major, established corporations. If VCA-2’s assets increase in value, then your Unit Value goes up; if they decrease in value, your Unit Value goes down. How much your Unit Value goes up or down depends on the performance of VCA-2’s portfolio. We do not guarantee the investment results of VCA-2. An investment in the Contract is subject to the risk of poor investment performance, and the value of your investment can vary depending on the performance of VCA-2.

Insurance Company Risk:    No company other than PICA has any legal responsibility to pay amounts that PICA owes under the Contract. You should look to the financial strength of PICA for its claims-paying ability. PICA is also subject to risks related to disasters and other events, such as storms, earthquakes, fires, outbreaks of infectious diseases (such as COVID-19), utility failures, terrorist acts, including cybersecurity attacks, political and social developments, and military and governmental actions. These risks are often collectively referred to as “business continuity” risks. These events could adversely affect PICA and our ability to conduct business and process transactions. Although PICA has business continuity plans, it is possible that the plans may not operate as intended or required and that PICA may not be able to provide required services, process transactions, deliver documents or calculate values. It is also possible that service levels may decline as a result of such events.

Annuitization:    Once you annuitize your interest under the Contract, your decision is irreversible. The impacts of this decision are:

 

   

Your Unit Value is no longer available to you to allocate among investment options (to the extent allowed under the Contract) or make further withdrawals. Instead, you will be paid a stream of annuity payments.

 

   

You generally cannot change the payment stream you chose once it has begun.

 

   

The Death Benefit terminates upon annuitization.

Possible Adverse Tax Consequences:    The tax considerations associated with the Contract vary and can be complicated. The tax considerations discussed in this prospectus are general in nature and describe only

 

B4


federal income tax law (not state, local, foreign or other federal tax laws). The effect of federal taxation depends largely upon the type of retirement plan, so we can provide only a generalized description. Before payments are made under the Contract for your benefit or taking other action related to your Contract, you should consult with a qualified tax adviser for complete information and advice.

Not a Short-Term Investment:    The Contract is not a short-term investment vehicle and is not an appropriate investment for an investor who needs ready access to cash. The Contract is designed to provide benefits on a long-term basis. Consequently, you should not use the Contract as a short-term investment or savings vehicle. Because of the long-term nature of the Contract, you should consider whether investing Contributions in the Contract is consistent with the purpose for which the investment is being considered.

Risk of Loss:    All investments have risks to some degree and it is possible that you could lose money by investing in the Contract. An investment in the Contract is not a deposit with a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

 

Note 9:

Subsequent Event

At the March 2022 Meeting, the Committee approved the restructuring of VCA-2. Effective January 5, 2023, VCA-2 was converted from a management investment company overseen by the Committee to a unit investment trust invested solely in shares of an underlying fund — the Fidelity VIP index 500 Portfolio.

 

B5


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Participants of The Prudential Variable Contract Account-2

Opinion on the Financial Statements

We have audited the accompanying statement of net assets of The Prudential Variable Contract Account-2 (the “Account”) as of December 31, 2022, the related statement of operations for the year ended December 31, 2022, the statement of changes in net assets for each of the two years in the period ended December 31, 2022, including the related notes, and the financial highlights for each of the three years in the period ended December 31, 2022 (collectively referred to as the “financial statements”). In our opinion, the financial

statements present fairly, in all material respects, the financial position of the Account as of December 31, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2022 and the financial highlights for each of the three years in the period ended December 31, 2022 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Account as of and for the year ended December 31, 2019 and the financial highlights for each of the periods ended on or prior to December 31, 2019 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 19, 2020 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Account’s management. Our responsibility is to express an opinion on the Account’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Account in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2022 by correspondence with the custodian and transfer agent. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

New York, New York

February 24, 2023

We have served as the auditor of one or more investment companies in the Prudential Variable Contract Accounts complex since 2020.

 

C1


 

 

 

THE PRUDENTIAL INSURANCE

COMPANY OF AMERICA

STATUTORY FINANCIAL STATEMENTS AND

ADDITIONAL INFORMATION

December 31, 2022, 2021 and 2020

and Report of Independent Auditors


STATUTORY FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION    Page(s)  

    

  

Statutory Statements of Admitted Assets, Liabilities and Capital and Surplus

     3  

Statutory Statements of Operations and Changes in Capital and Surplus

     4  

Statutory Statements of Cash Flows

     5  

Notes to Statutory Financial Statements

     7  

Annual Statement Schedule 1 - Selected Financial Data

     115  

Supplemental Investments Risks Interrogatories Schedule

     119  

Summary Investment Schedule

     125  

Supplemental Schedule of Reinsurance Disclosures

     127  

Report of Independent Auditors

     128  

 

B-2


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

STATUTORY STATEMENTS OF ADMITTED ASSETS, LIABILITIES AND CAPITAL AND SURPLUS

 

 

 

     December 31, 
2022
   December 31, 
2021
    (in millions)

ASSETS

   

Bonds

   $ 90,453      $ 97,581  

Preferred stocks

    146       158  

Common stocks

    9,915       13,292  

Mortgage loans on real estate

    19,814       21,125  

Real estate

    334       415  

Contract loans

    1,834       2,943  

Cash and short-term investments

    2,716       6,540  

Derivatives

    4,019       3,709  

Other invested assets

    9,238       9,270  
 

 

 

 

 

 

 

 

Total cash and invested assets

            138,469               155,033  

Premiums due and deferred

    3,908       3,941  

Accrued investment income

    949       921  

Current federal income tax recoverable

    347        

Net deferred tax asset

    1,858       1,949  

Other assets

    1,244       1,155  

Separate account assets

    152,759       161,305  
 

 

 

 

 

 

 

 

TOTAL ADMITTED ASSETS

   $ 299,534       $ 324,304   
 

 

 

 

 

 

 

 

LIABILITIES, CAPITAL AND SURPLUS

   

LIABILITIES

   

Policy liabilities and insurance reserves:

   

Future policy benefits and claims

   $ 91,863      $ 100,126  

Deposit-type contracts

    16,829       16,341  

Advanced premiums

    38       47  

Policy dividends

    1,296       1,313  

Notes payable and other borrowings

    65       65  

Asset valuation reserve

    3,978       4,281  

Federal income tax payable

          30  

Interest maintenance reserve

          940  

Transfers to (from) separate accounts due or accrued

    (284     (402

Securities sold under agreement to repurchase

    3,148       6,907  

Cash collateral held for loaned securities

    5,076       3,892  

Derivatives

    2,681       1,730  

Other liabilities

    8,329       9,107  

Separate account liabilities

    152,466       160,804  
 

 

 

 

 

 

 

 

Total liabilities

    285,485       305,181  
 

 

 

 

 

 

 

 

CAPITAL AND SURPLUS

   

Common capital stock and gross paid in and contributed surplus

    6,682       5,716  

Surplus notes

    348       347  

Special surplus fund

    197       196  

Unassigned surplus

    6,822       12,864  
 

 

 

 

 

 

 

 

Total capital and surplus

    14,049       19,123  
 

 

 

 

 

 

 

 

TOTAL LIABILITIES, CAPITAL AND SURPLUS

   $ 299,534      $ 324,304  
 

 

 

 

 

 

 

 

See Notes to Statutory Financial Statements

 

B-3


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

STATUTORY STATEMENTS OF OPERATIONS AND CHANGES IN CAPITAL AND SURPLUS

 

 

 

    Years Ended
    December 31,
    2022   2021   2020
    (in millions)

REVENUES

     

Premiums and annuity considerations

   $ 24,925      $ 33,250      $ 25,167  

Net investment income

    5,265       5,263       4,926  

Other income (loss)

    1,691       1,604       1,335  
 

 

 

 

 

 

 

 

 

 

 

 

Total Revenues

            31,881                40,117                31,428   
 

 

 

 

 

 

 

 

 

 

 

 

BENEFITS AND EXPENSES

     

Death benefits

    4,469       5,561       4,878  

Annuity benefits

    14,365       13,462       13,289  

Disability benefits

    1,290       1,189       1,098  

Other benefits

    20       19       21  

Surrender benefits and fund withdrawals

    12,893       14,009       9,554  

Net increase (decrease) in reserves

    (8,330     4,699       4,103  

Commissions

    973       1,193       1,300  

Net transfer to (from) separate accounts

    3,594       (1,867     (5,794

Other expenses (benefits)

    609       280       1,092  
 

 

 

 

 

 

 

 

 

 

 

 

Total Benefits and Expenses

    29,883       38,545       29,541  
 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME (LOSS) BEFORE DIVIDENDS AND INCOME TAXES

    1,998       1,572       1,887  

Dividends to policyholders

    12       17       (111
 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME (LOSS) BEFORE INCOME TAXES

    1,986       1,555       1,998  

Income tax expense (benefit)

    956       591       30  
 

 

 

 

 

 

 

 

 

 

 

 

INCOME (LOSS) FROM OPERATIONS

    1,030       964       1,968  

Net realized capital gains (losses)

    86       2       (205
 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS)

   $ 1,116      $ 966      $ 1,763  
 

 

 

 

 

 

 

 

 

 

 

 

CAPITAL AND SURPLUS

     

CAPITAL AND SURPLUS, BEGINNING OF PERIOD

   $ 19,123      $ 11,771      $ 11,483  
 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

    1,116       966       1,763  

Change in common capital stock and gross paid in and contributed surplus

    966       4,279        

Change in net unrealized capital gains (losses)

    (3,900     2,464       (386

Change in nonadmitted assets

    (2,766     (376     (34

Change in asset valuation reserve

    303       (512     (565

Change in net deferred income tax

    609       297       (330

Cumulative effect of changes in accounting principles

          23        

Change in reserve on account of change in valuation basis

                72  

Dividends to stockholders

    (2,540     (1,100     (500

Net change in separate accounts surplus

    (727     (117     37  

Amortization related to employee retirement plans and other pension adjustments

    509       1,141       250  

Deferred reinsurance allowance (1)

    1,006       8       (5

Other changes, net (1)

    350       279       (14
 

 

 

 

 

 

 

 

 

 

 

 

Net change in capital and surplus

    (5,074     7,352       288  
 

 

 

 

 

 

 

 

 

 

 

 

CAPITAL AND SURPLUS, END OF PERIOD

   $ 14,049      $ 19,123      $ 11,771  
 

 

 

 

 

 

 

 

 

 

 

 

(1) Prior period amounts have been updated to conform to current period presentation.

See Notes to Statutory Financial Statements

 

B-4


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

STATUTORY STATEMENTS OF CASH FLOWS

 

 

 

    Years Ended
         December 31,     
    2022   2021   2020
    (in millions)

CASH FLOWS FROM OPERATING ACTIVITIES

     

Premiums and annuity considerations

   $ 27,155      $ 27,361      $ 24,352  

Net investment income

    5,253       5,155       4,820  

Other income

    1,537       1,485       1,530  

Separate account transfers

    4,769       7,216       6,623  

Benefits and claims

    (34,086     (33,770     (28,585

Policyholders’ dividends

    (30     (55     (59

Federal income taxes

    (970     (560     (242

Other operating expenses

    (862     (748     (1,996
 

 

 

 

 

 

 

 

 

 

 

 

Net cash from (used in) operating activities

    2,766       6,084       6,443  
 

 

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

     

Proceeds from investments sold, matured or repaid

     

Bonds

             16,245                25,603                14,852  

Stocks

    2,251       864       209  

Mortgage loans on real estate

    2,706       5,682       2,420  

Real estate

    146       32       186  

Other invested assets

    868       992       314  

Miscellaneous proceeds

    202       156       685  

Payments for investments acquired

     

Bonds

    (16,670     (26,251     (21,052

Stocks

    (1,574     (1,399     (1,581

Mortgage loans on real estate

    (3,106     (5,296     (2,367

Real estate

    (67     (50     (201

Other invested assets

    (712     (1,314     (918

Miscellaneous applications

    (1,982     (318     (150
 

 

 

 

 

 

 

 

 

 

 

 

Net cash from (used in) investing activities

    (1,693     (1,299     (7,603
 

 

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

     

Proceeds from (payments of) borrowed money

    (31     (124     (21

Proceeds from (payments of) surplus paid in

    1,022       845        

Dividends to stockholders

    (2,400     (1,100     (500

Net deposits on deposit-type contract funds

    66       (2,878     1,622  

Other financing activities

    (3,554     473       (1,229
 

 

 

 

 

 

 

 

 

 

 

 

Net cash from (used in) financing activities

    (4,897     (2,784     (128
 

 

 

 

 

 

 

 

 

 

 

 

NET CHANGE IN CASH AND SHORT-TERM INVESTMENTS

    (3,824     2,001       (1,288
 

 

 

 

 

 

 

 

 

 

 

 

CASH AND SHORT-TERM INVESTMENTS, BEGINNING OF PERIOD

    6,540       4,539       5,827  
 

 

 

 

 

 

 

 

 

 

 

 

CASH AND SHORT-TERM INVESTMENTS, END OF PERIOD

   $ 2,716      $ 6,540      $ 4,539  
 

 

 

 

 

 

 

 

 

 

 

 

See Notes to Statutory Financial Statements

 

B-5


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

STATUTORY STATEMENTS OF CASH FLOWS

 

 

 

The Statutory Statement of Cash Flows excludes the following non-cash transactions:

 

    Years Ended
    December 31,
    2022   2021   2020
    (in millions)

In-kind assets receipt related to pension risk transfer transactions

   $         8,246       $         5,377       $             701   

Premiums ceded related to reinsurance transaction

    7,808              

Reinsurance transaction with affiliate

    3,154              

Return of capital to parent in the form of a K-note

    500              

Contribution of equity securities from parent

    427              

Capital contribution to a subsidiary

    405              

Capitalization of deferred reinsurance gains related to reinsurance transaction

    254              

Dividend of investment in former subsidiary to parent

    140              

Amortization of deferred gains related to reinsurance transactions

    106       73       80  

Net asset and liability transfer due to novation

    65              

Asset transfer from mortgages to other invested assets

    43              

Contribution of tax credits from parent

    17       15        

Deferred tax asset received related to sale of former subsidiary

    10              

Contribution of assets to a subsidiary

    10       3,420        

Dividend settlement with a subsidiary related to a tax payment agreement

    9       9       8  

Contribution of tax credits to a subsidiary

    7       6        

Capitalized deferred interest on mortgage loans

    7       11       11  

Transfer of bonds to a subsidiary

          114        

Transfer of other invested asset to a subsidiary

          99        

Asset transfer from other invested assets to preferred stocks

          63        

Donation of equity securities to a related charitable organization

          8       30  

Structure change of an other invested asset with underlying mortgage loans

                90  

Mortgage loan modification and transfer to other invested assets

                81  

Asset transfer from other invested assets to mortgage loans

                81  

Mortgage loan modification

                58  

Asset transfer from real estate to other invested assets

                52  

Asset transfer from bonds to other invested assets

                32  

Mortgage loan modification and transfer to bonds

                16  

Transfer of deferred taxes from subsidiaries

                5  

Asset transfer from mortgage loans to other invested assets

                1  

See Notes to Statutory Financial Statements

 

B-6


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

1.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

1A.

Business

The Prudential Insurance Company of America (the “Company”, “PICA”, or “Prudential Insurance”) is a wholly owned subsidiary of Prudential Financial, Inc. (“Prudential Financial” or “PFI”). The Company was founded in 1875 under the laws of the State of New Jersey.

Prudential Insurance provides a wide range of insurance, investment management, and other financial products and services to both individual and institutional customers throughout the United States. The principal products and services of the Company include individual life insurance, annuities, group insurance and pension and retirement products and related services. The Company also reinsures certain products from affiliated international insurers. The Company conducts its businesses through its operations and the operations of certain of its subsidiaries and affiliates in all 50 states. The principal executive offices of Prudential Insurance are located in Newark, New Jersey.

On December 18, 2001 (the “date of demutualization”), Prudential Insurance converted from a mutual life insurance company to a stock life insurance company. The demutualization was completed in accordance with Prudential Insurance’s Plan of Reorganization, which was approved by the Commissioner of Banking and Insurance of the State of New Jersey in October 2001.

 

1B.

Accounting Practices

The Company, domiciled in the state of New Jersey, prepares its statutory financial statements in accordance with accounting practices prescribed or permitted by the New Jersey Department of Banking and Insurance (the “Department” or “NJDOBI”). Prescribed statutory accounting practices (“SAP”) include publications of the National Association of Insurance Commissioners (“NAIC”), state laws, regulations and general administrative rules. Permitted statutory accounting practices encompass all accounting practices not so prescribed by the Department. The NAIC Accounting Practices and Procedures Manual” (“NAIC SAP” or the “Manual”) reporting differs from accounting principles generally accepted in the United States (“GAAP”). NAIC SAP is designed to address the concerns of regulators. GAAP is designed to meet the varying needs of the different users of financial statements.

The State of New Jersey requires that insurance companies domiciled in the State of New Jersey prepare their statutory basis financial statements in accordance with the NAIC SAP, subject to any deviations prescribed or permitted by the Department (“NJ SAP”). The Company’s statutory accounting policies differ from the Manual due to deviations prescribed or permitted by the Department.

The following is a summary of accounting practices permitted and prescribed by the Department and the domiciliary regulator of certain subsidiaries as reflected in the Company’s statutory financial statements including those in the statutory financial statements of subsidiaries:

 

   

The Company records leasehold improvements as admitted assets. New Jersey law allows insurance companies domiciled in New Jersey to admit leasehold improvements as admitted assets. Under Statement of Statutory Accounting Principles (“SSAP”) No. 19, “Furniture, Fixtures, Equipment and Leasehold Improvements,” NAIC statutory accounting practices require non-admittance of leasehold improvements.

 

   

Pursuant to New Jersey law, the Commissioner of the Department may require or permit a different basis of valuation of separate account assets. The Company values separate account assets for certain non-participating group annuity products, related to its pension risk transfer business, as if the assets were held in the general account. Under SSAP No. 56, “Separate Accounts” (“SSAP No. 56”), separate account assets supporting fund accumulation contracts (“GICs”), which do not participate in underlying portfolio experience, with a fixed interest rate guarantee, purchased under a retirement plan or plan of deferred compensation, established or maintained by an employer, will be recorded as if the assets were held in the general account while assets supporting all other contractual benefits shall be recorded at fair value on the date of valuation. The participants in the Company’s non-participating group annuity products do not participate in the investment income of the underlying assets, and therefore, the valuation prescribed by the Department follows the similar general account treatment. With certain separate account assets being valued as if they were held in the general account, the Company’s separate account reserves and related asset adequacy analysis reserves are also adjusted accordingly. As of December 31, 2022 and 2021, Risk-Based Capital (“RBC”) calculated using this prescribed practice resulted in RBC consistent with the amount calculated using NAIC guidance.

 

B-7


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

   

In 2004, one of the Company’s former insurance subsidiaries, Empower Annuity Insurance Company (“EAIC”), formerly known as Prudential Retirement and Annuity Company (“PRIAC”), received approval from its domiciliary insurance department, the Connecticut Insurance Department, to record a deferred gain associated with an assumption reinsurance agreements between Connecticut General Life Insurance Company and EAIC in the interest maintenance reserve (“IMR”) and to amortize the deferred gain in a manner consistent with those relevant annual statement instructions. Had the deferred gains been established as a liability limited to an amortization period of 10 years in accordance with the guidance of SSAP No. 61R, “Life, Deposit-Type and Accident and Health Reinsurance,” and not included in the IMR, it would have created a material distortion in the analysis of the adequacy of statutory reserves conducted annually by EAIC’s Appointed Actuary. Effective December 31, 2021 the permitted practice was discontinued. PRIAC was sold to Empower Annuity Insurance Company of America (“EAICA”) on April 1, 2022. See Note 17 for additional information regarding the sale. See Note 1D, Accounting Policy, for additional information related to accounting for investments in subsidiaries.

 

   

In 2015, Prudential Legacy Company of New Jersey (“PLIC”), an insurance subsidiary of the Company, received approval from its domiciliary insurance department (New Jersey) for the following permitted accounting practices:

 

  1)

Approval to utilize a non-prescribed discount rate for purposes of discounting the present value of guaranteed liabilities in the Company’s RBC calculation. Based on the applicable valuation requirements of separate account assets as indicated in SSAP No. 56, NAIC guidance indicates that RBC is calculated as the excess of the regular C-1 and C-3 standards over the applicable reserve margins. Under the guidance, the reserve margin is calculated as the excess of the book/adjusted carrying value (“BACV”) of the assets supporting the reserve over the present value of the guaranteed payments. The present value of guaranteed payments is calculated using the expected net portfolio rate of return and is not to exceed 105 percent of U.S. Treasury spot rates. The excess, if any, of the asset value over the present value of guaranteed payments is first applied to reduce the C-3 requirement. The remainder is used to reduce the C-1 requirement. The permitted practice allows for the use of a discount rate, for purposes of discounting the present value of guaranteed liabilities, comprised of spot rates derived from a 50%/50% blend of U.S. Treasury-based spot rates and the Bond Index, where the Bond Index is composed of the Barclays Short Term Corporate Index for the 12 year maturity point and the Barclays U.S. Corporate Investment Grade Bond Index for all other maturities, as opposed to the discount rate described above. The modification of the discount rate used in the RBC calculation is consistent with the rate recommended by the Annuity Reserves Work Group of the American Academy of Actuaries for use for certain reserves. The discount rate utilized is limited to the sum of 1) U.S. Treasury-based spot rates and 2) 90% of the market spread of the asset portfolio within the Company. As of December 31, 2022 and 2021, RBC calculated using this permitted practice resulted in RBC equal to the amount calculated using NAIC guidance.

 

  2)

Approval to apply amortized cost accounting for interest sensitive assets and liabilities, post reinsurance transaction, to Prudential Legacy Separate Account in a manner that differs from SSAP No. 56. Specifically, the permitted practice provides for the following after the initial reinsurance transaction was recorded:

 

 

To record bonds pursuant to SSAP Nos. 26R and 43R, “Bonds” and “Loan-Backed and Structured Securities”; mortgage loans pursuant to SSAP No. 37, “Mortgage Loans”; and preferred stock pursuant to SSAP No. 32, “Preferred Stock” (“SSAP No. 32”) instead of recording these securities at fair value as required by SSAP No. 56.

 

 

The creation of a new IMR with $0 value at inception. The creation of the IMR is consistent with the accounting approved by the Department discussed above to record interest sensitive assets using amortized cost. Under SSAP No. 56, an IMR is established for separate accounts recorded at book value. With the creation of the new IMR, the Department approved the Company’s ability to admit negative IMR should it occur as an admitted asset to ensure that the impact of trading activities on surplus within Prudential Legacy Separate Account is similar to that which would have occurred under SSAP No. 56 accounting guidance.

 

 

To record reserves that meet New Jersey minimum reserve requirements, consistent with Prudential Insurance’s reserving prior to the above mentioned reinsurance transaction. SSAP

 

B-8


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

 

No. 56 requires that reserves in separate accounts be adjusted for current interest rates in the event that assets are recorded at fair value. For the purpose of reconciling net income and capital and surplus between prescribed statutory accounting practices and permitted statutory accounting practices, in the calculation of the prescribed practice statutory reserves, the current year’s statutory valuation rate is being used as the proxy for the current market rate, and the cash value floor is being applied in the aggregate. Absent the permitted practice discussed above, the Company’s separate account assets would be required to be held at fair value.

 

 

To record all derivatives, which are designed to hedge interest rate risk, at amortized cost, and upon termination or sale, the realized gain or loss is reflected in the IMR to ensure that the net impact on surplus is similar to that which would have occurred had other interest rate sensitive assets been sold. SSAP No. 86, “Derivatives” (“SSAP No. 86”) indicates that derivatives that are used for hedging transactions for which an entity either (1) doesn’t meet the criteria for hedge accounting or (2) does meet the criteria but the entity has chosen not to apply hedge accounting shall be accounted for at fair value with changes in value recorded as unrealized gains or losses.

A reconciliation of the Company’s net income, capital and surplus, assets and liabilities between NAIC SAP and practices permitted and prescribed by the Department as of and for the years ended December 31, is shown below:

 

     SSAP #     F/S Page      F/S Line #   2022   2021   2020
                  (in millions)
Net Income            
New Jersey state basis (Page 4, Net Income)          $ 1,116      $ 966      $ 1,763  
State Prescribed Practices that are an increase (decrease) from NAIC SAP:            

Separate Account Valuation

  56     4     Other income (loss)     600       (1,067     (6

Separate Account Valuation

  56     4     Net increase
(decrease) in
reserves
    (600     1,067       6  
State Permitted Practices that are an increase (decrease) from NAIC SAP:            
       

 

 

 

 

 

 

 

 

 

 

 

NAIC SAP          $ 1,116      $ 966      $ 1,763  
       

 

 

 

 

 

 

 

 

 

 

 

Surplus            
New Jersey state basis (Page 3, Total Capital and Surplus)          $ 14,049      $ 19,123      $ 11,771  
State Prescribed Practices that are an increase (decrease) from NAIC SAP:            

Admit leasehold improvements

  19     4     Change in
nonadmitted assets
    46       30       34  
State Permitted Practices that are an increase (decrease) from NAIC SAP:            

Deferred gain amortization in insurance subsidiary

  61R     4     Change in net
unrealized capital
gains (losses)
                (50
       

 

 

 

 

 

 

 

 

 

 

 

NAIC SAP          $         14,003      $       19,093      $       11,787  
       

 

 

 

 

 

 

 

 

 

 

 

 

B-9


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

     SSAP #       F/S Page      F/S Line #   2022   2021
                    (in millions)

Assets

         

New Jersey state basis (Page 3, Total Assets)

         $ 299,534      $ 324,304  
State Prescribed Practices that are an increase (decrease) from NAIC SAP:          

Separate Account Valuation

    56       3     Separate account
assets
    4,048       (3,397

Admit leasehold improvements

    19       3     Other assets     46       30  
       

 

 

 

 

 

 

 

NAIC SAP

         $         295,440       $         327,671  
       

 

 

 

 

 

 

 

Liabilities

         

New Jersey state basis (Page 3, Total Liabilities)

         $ 285,485      $ 305,181  
State Prescribed Practices that are an increase (decrease) from NAIC SAP:          

Separate Account Valuation

    56       3     Future policy
benefits and
claims
    (1,493     (2,094

Separate Account Valuation

    56       3     Separate account
liabilities
    5,541       (1,303
       

 

 

 

 

 

 

 

NAIC SAP

         $ 281,437      $ 308,578  
       

 

 

 

 

 

 

 

 

1C.

Use of Estimates

The preparation of financial statements in conformity with SAP requires management to make estimates and assumptions that affect the reported assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates.

The most significant estimates include those used in determining measurement of any related impairment; valuation of investments including derivatives (in the absence of quoted market values) and the recognition of other-than-temporary impairments; aggregate reserves for life, accident, and health contracts, including guarantees; pension and other postretirement benefits; provision for income taxes and valuation of deferred tax assets; goodwill; and reserves for contingent liabilities, including reserves for losses in connection with unresolved legal matters.

Since the first quarter of 2020, the outbreak of the novel coronavirus (“COVID-19”) has resulted in extreme stress and disruption in the global economy and financial markets. While markets have rebounded, the pandemic has adversely impacted, and may continue to adversely impact our results of operations, financial condition and cash flows. Due to the highly uncertain nature of these conditions, it is not possible to estimate the ultimate impacts at this time. The risks may have manifested, and may continue to manifest, in our financial statements in the areas of, among others, i) insurance liabilities and related balances: potential changes to assumptions regarding investment returns, mortality, morbidity and policyholder behavior which are reflected in our insurance liabilities and certain related balances; and ii) investments: increased risk of loss on our investments due to default or deterioration in credit quality or value. We cannot predict what impact the COVID-19 pandemic will ultimately have on our businesses.

 

B-10


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

1D.

Accounting Policy

The Company uses the following accounting policies:

 

  1)

Cash includes cash on deposit and cash equivalents. Cash equivalents are short-term, highly liquid investments, with original maturities of three months or less, that are both readily convertible to known amounts of cash and so near their maturity that they represent insignificant risk of changes in value because of changes in interest rates. Cash equivalents also include money market funds. They are stated at amortized cost which approximates fair value.

Short-term investments primarily consist of highly liquid debt instruments with a remaining maturity of twelve months or less and greater than three months when purchased. They are stated at amortized cost, which approximates fair value.

 

  2)

Bonds, which consist of long-term bonds, are stated primarily at amortized cost in accordance with the valuation prescribed by the Department and the NAIC. Bonds rated by the NAIC are classified into twenty categories ranging from highest quality bonds to those in or near default. Bonds rated in the top nineteen categories are generally valued at amortized cost while bonds rated in the lowest category are valued at lower of amortized cost or fair market value.

The Company follows both the prospective and retrospective methods for amortizing bond premium and discount. Both methods require the recalculation of the effective yield at each reporting date if there has been a change in the underlying assumptions. For the prospective method, the recalculated yield will equate the carrying amount of the investment to the present value of the anticipated future cash flows. The recalculated yield is then used to accrue income on the investment balance for subsequent accounting periods. There are no accounting changes in the current period unless the undiscounted anticipated cash flow is less than the carrying amount of the investment. For the retrospective method, the recalculated yield is the rate that equates the present value of actual and anticipated future cash flows with the original cost of the investment. The current balance of the investment is increased or decreased to the amount that would have resulted had the revised yield been applied since inception and investment income is correspondingly decreased or increased.

For other-than-temporary impairments, the cost basis of the bond excluding loan-backed and structured securities is written down to fair market value as a new cost basis and the amount of the write down is accounted for as a realized loss. For loan-backed and structured securities, the cost basis of the bond is written down to the present value of cash flows expected to be collected, discounted at the loan-backed or structured security’s effective yield.

The Company does not hold any bonds that utilize the systematic value measurement method approach for Securities Valuation Office (“SVO”)-Identified investments.

Loan-backed and structured securities are primarily carried at amortized cost. For loan-backed and structured securities, the effective yield is based on estimated cash flows, including prepayment assumptions based on data from widely accepted third-party data sources or internal estimates. For high credit quality loan-backed and structured securities (those rated AA or above), cash flows are provided quarterly, and the amortized cost and effective yield of the security are adjusted as necessary to reflect historical prepayment experience and changes in estimated future prepayments. The adjustments to amortized cost for those securities rated AA or above are recorded in accordance with the retrospective method. For loan-backed and structured securities rated below AA, the effective yield is adjusted prospectively for any changes in estimated cash flows.

The NAIC designations for non-agency residential mortgage-backed securities (“RMBS”), including asset-backed securities collateralized by sub-prime mortgages, are based on security level expected losses as modeled by an independent third party (engaged by the NAIC) and the statutory carrying value of the security, including any purchase discounts or impairment charges previously recognized. The model used in determining NAIC designations was updated and utilized for reporting as of December 31, 2022 and 2021.

Similar to the change for RMBS, the NAIC designations for commercial mortgage-backed securities (“CMBS”) are based on security level expected losses as modeled by an independent third party (engaged by the NAIC) and the statutory carrying value of the security, including any purchase discounts or impairment charges previously recognized. The model used in determining NAIC designations was updated and utilized for reporting as of December 31, 2022 and 2021.

 

B-11


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

  3)

Preferred stocks include unaffiliated preferred stocks and investments in subsidiaries. Preferred stocks rated by the NAIC are classified into six categories ranging from highest quality preferred stocks to those in or near default. Redeemable preferred stocks rated in the top three categories are generally valued at cost while preferred stocks rated in the lower three categories are generally valued at lower of cost or fair value. All perpetual and mandatory convertible preferred stocks are recorded at fair value regardless of the rating category. For other-than-temporary impairments, the cost basis of the preferred stock is written down to fair market value as a new cost basis and the amount of the write down is recorded as a realized loss.

 

  4)

Common stocks include unaffiliated common stocks and investments in subsidiaries. See (7) below for information related to investments in subsidiaries. Unaffiliated common stocks are carried at fair value. Dividends from these investments are generally recognized in “Net investment income” on the ex-dividend date.

 

  5)

Mortgage loans on real estate (“Mortgage loans”) are stated primarily at unpaid principal balances, net of unamortized premiums and discounts and impairments. Impaired loans are identified by management when it is considered probable that all amounts due according to the contractual terms of the loan agreement will not be collected. These loans are recorded based on the fair value of the collateral less estimated costs to obtain and sell. The difference between the net value of the collateral and the recorded investment in the mortgage loan is recognized as an impairment by creating a valuation allowance with a corresponding charge to unrealized loss or by adjusting an existing valuation allowance for the impaired loan with a corresponding charge or credit to unrealized gain or loss. Other-than-temporary impairments are then recognized as a realized loss in net income.

Interest received on impaired loans, including loans that were previously modified in a troubled debt restructuring, is generally either applied against the principal or reported as revenue, according to management’s judgment as to the collectability of principal. Management discontinues accruing interest on impaired loans after the loans are ninety days delinquent as to principal or interest, or earlier when management has substantial doubts about collectability. When this interest is deemed uncollectible, it is reversed against interest income on loans for the current period. Generally, a loan is restored to accrual status only after all delinquent interest and principal are brought current and, in the case of loans where interest has been interrupted for a substantial period, a regular payment performance has been established.

 

  6)

Real estate includes properties occupied by the Company and properties held for sale. Properties occupied by the Company are carried at cost less accumulated straight-line depreciation, encumbrances, and other-than-temporary impairments. Properties held for sale are valued at lower of depreciated cost or fair value less encumbrances and estimated disposition costs.

 

  7)

Investments in subsidiaries are accounted for using the equity method as defined in SSAP No. 97, “Investments in Subsidiary, Controlled and Affiliated Entities” (“SCA”) (“SSAP No. 97”). Investments in domestic insurance subsidiaries are recorded based on the underlying audited statutory equity of the respective entity’s financial statements, adjusted for unamortized goodwill as provided for in SSAP No. 68, “Business Combinations and Goodwill.” Investments in foreign insurance subsidiaries are recorded based on audited U.S. GAAP equity adjusted, if needed, to a limited statutory basis of accounting in accordance with paragraph 9 of SSAP No. 97. Investments in non-insurance subsidiaries that do not engage in certain transactions or activities, per paragraph 8b ii of SSAP No. 97 are recorded based on audited U.S. GAAP equity of the investee. The change in subsidiaries’ net assets, excluding capital contributions and distributions, is included in “Change in net unrealized capital gains (losses).” Dividends or distributions received from the investee are recognized in “Net investment income” when declared to the extent they are not in excess of undistributed accumulated earnings attributed to the Company’s investment.

 

  8)

Other invested assets include primarily the Company’s investment in joint ventures, limited liability companies and other forms of partnerships. These investments are accounted for using an equity method as defined in SSAP No. 97 or SSAP No. 48, depending upon whether the investee is a Subsidiary, Controlled, or Affiliated Entity, as defined in SSAP No. 97. These entities are valued based on the underlying audited U.S. GAAP equity of the investee, or alternatives permitted by SSAP No. 97 and SSAP No. 48, as applicable.

 

  9)

Derivatives used by the Company include swaps, futures, forwards, and options and may be exchange-traded or contracted in the over-the-counter market. Derivative instruments used in hedging transactions that meet the criteria of a

 

B-12


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

 

highly effective hedge are considered an effective hedge and are permitted to be valued and reported in a manner that is consistent with the hedged asset or liability. To qualify for hedge accounting treatment, a derivative must be highly effective in mitigating the designated risk of the hedged item. Effectiveness of the hedge is formally assessed at inception and throughout the life of the hedging relationship. Any derivative premiums that are not paid at inception of the derivative are recorded separately for the estimated fair value of the derivative as a portion of the Payable for Securities or Receivable for Securities line items on the balance sheet. Derivative instruments used in hedging transactions that do not meet or no longer meet the criteria of an effective hedge, or that meet the required criteria but the Company has chosen not apply hedge accounting, are accounted for at fair value and the changes in fair value are recorded through “Change in net unrealized gains (losses).” Derivatives are reported as either assets or liabilities within “Derivatives.” See Note 8, Derivatives, for additional disclosures.

 

  10)

The Company considers anticipated investment income when calculating its premium deficiency reserves in accordance with SSAP No. 54R, “Individual and Group Accident and Health Contracts.”

 

  11)

Accident and health reserves represent the estimated value of the future payments, adjusted for contingencies and interest. The remaining reserves for active life reserves and unearned premiums are valued using the preliminary term method, gross premium valuation method, or a pro rata portion of gross premiums. Reserves are also held for amounts not yet due on hospital benefits and other coverages.

 

  12)

The Company has not modified its capitalization policy from the prior period.

 

  13)

The Company does not have any pharmaceutical rebates receivable.

 

  14)

Repurchase agreements and reverse repurchase agreements are agreements between a seller and a buyer, whereby the seller of securities sells and simultaneously agrees to repurchase the same or substantially the same securities from the buyer at an agreed upon price and, usually, at a stated date as defined in SSAP No. 103R, “Transfers and Servicing of Financial Assets and Extinguishments of Liabilities” (“SSAP No. 103R”). Repurchase agreements (securities sold under agreements to repurchase) are generally accounted for as secured borrowings. The assets transferred are not removed from the balance sheet, the cash collateral received is invested and reported on balance sheet and accounted for based on the type of investment. The Company obtains collateral in an amount at least equal to 95% of the fair value of the securities sold. An offsetting liability is reported in “Securities sold under agreements to repurchase.” For reverse repurchase agreements (securities purchased under agreements to resell), an asset is recorded in “Cash, and short-term investments” to reflect the receivable from the counterparty. Dollar repurchase agreements and reverse dollar repurchase agreements involve debt instruments that are pay-through securities collateralized with GNMA, FNMA and FHLMC and similar securities. The Company typically uses “to be announced” (“TBAs”) securities in the dollar repurchase and reverse dollar repurchase agreements which are accounted for as derivatives. Dollar repurchase and reverse dollar repurchase agreements are reported in “Derivatives” with the change in value reported as “Change in net unrealized capital gains (losses).” Income and expenses related to these transactions used to earn spread income are reported as “Net investment income.” Net realized capital gains (losses) are recorded upon termination of the agreements.

 

  15)

Securities lending transactions are transactions where the Company loans securities to a third party, primarily large brokerage firms. These transactions are accounted for as secured borrowings. Cash collateral received is invested and reported on the balance sheet and accounted for based on the type of investment. The Company obtains collateral in an amount equal to 102% and 105% of the fair value of the domestic and foreign securities, respectively. A liability to return collateral received is reported in “Cash collateral held for loaned securities.” Income and expenses associated with securities lending transactions used to earn spread income are reported as “Net investment income.”

 

  16)

Contract loans are stated at unpaid principal balances.

 

  17)

Net realized capital gains (losses) are computed using the specific identification method. Net realized investment gains and losses are generated from numerous sources, including the sale of bonds, stocks, other type of investments, as well as adjustments to the cost basis of investments for other-than-temporary impairments. Realized investment gains and losses are also generated from the termination of derivatives that do not qualify for hedge accounting. Investments

 

B-13


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

 

carried at cost and amortized cost are adjusted for impairments considered other-than-temporary. All bonds, preferred stocks and common stocks with unrealized losses are subject to review to identify other-than-temporary impairments in value. Several factors must be considered to determine whether a decline in value of a security is other-than-temporary, including:

a) the reasons for the decline in value (credit event, currency or interest related, including general spread widening);

b) a company’s ability and intent to hold its investment for a period of time to allow for recovery of value;

c) a company’s intent to sell its investment before recovery of the cost of the investment;

d) the financial condition of and near-term prospects of the issuer; and

e) for stocks, the extent and duration of the decline.

For bonds, excluding loan-backed and structured securities, when it is determined that there is an other-than-temporary impairment, the Company records a write down to the estimated fair value of the bond, which reduces its amortized cost. Credit event related impairments are recorded in the Statement of Operations and Changes in Capital and Surplus within “Net realized capital gains (losses)” and applied to the asset valuation reserve (“AVR”), and interest related impairments are directly applied to the IMR, on an after-tax basis. The AVR is used to stabilize surplus from fluctuations in the market value of bonds, stocks, mortgage loans, real estate, limited partnerships and other investments. Changes in the AVR are accounted for as direct increases or decreases in surplus. The IMR captures interest related realized gains and losses on sales of bonds (net of taxes), preferred stocks, mortgage loans, interest related other-than-temporary impairments (net of taxes) and realized gains or losses on terminated interest rate related derivatives (net of taxes), which are amortized into net income over the expected years to maturity of the investments sold or the item being hedged by the derivative using the grouped method.

The new cost basis of an impaired bond is not adjusted for subsequent increases in estimated fair value. Estimated fair values for bonds, other than private placement bonds, are generally based on quoted market prices or prices obtained from independent pricing services. Estimated fair values for private placement bonds are typically determined primarily by using a discounted cash flow model, which relies upon the average of spread surveys collected from private market intermediaries who are active in both primary and secondary transactions and takes into account, among other factors, the credit quality of the issuer and the reduced liquidity associated with private placements. In determining the estimated fair value of certain securities, including those that are distressed, the discounted cash flow model may also use unobservable inputs, which reflect management’s own assumptions about the inputs market participants would use in pricing the asset.

For loan-backed and structured securities, when an other-than-temporary impairment has occurred because the Company does not expect to recover the entire amortized cost basis of the security, the amount of the other-than-temporary impairment recognized as a realized loss shall equal the difference between the investment’s amortized cost basis and the present value of cash flows expected to be collected, discounted at the loan-backed or structured security’s effective interest rate. Credit event related impairments are recorded in the Statement of Operations and Changes in Capital and Surplus within “Net realized capital gains (losses)” and applied to the AVR, and interest related impairments are directly applied to the IMR, on an after-tax basis. Additionally, the amortized cost of the security, less the other-than-temporary impairment recognized as a realized loss, shall become the new amortized cost basis of the investment. When the Company has the intent to sell or cannot assert ability and intent to hold to recovery, the security is impaired to its fair value.

For stocks, when it is determined that there is an other-than-temporary impairment, the Company records a write down in the Statement of Operations and Changes in Capital and Surplus within “Net realized capital gains (losses)” to the estimated fair value, which reduces the cost basis. Impairment losses on stocks are applied to the AVR as they are not interest rate related. The new cost basis of an impaired security is not adjusted for subsequent increases in the estimated fair value. Estimated fair values for publicly traded common stock are based on quoted market prices or prices obtained from independent pricing services. Estimated fair values for privately traded common stock are determined using valuation and discounted cash flow models that require a substantial level of judgment.

 

  18)

Separate account assets and liabilities are generally reported at estimated fair value and represent segregated funds, which are invested for certain policyholders, pension funds and other customers in accordance with SSAP No. 56.

 

B-14


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

 

However, there are some separate account assets and liabilities that support products with guarantees and are carried at the same basis as the general account. The assets consist primarily of common stocks, long-term bonds, real estate, mortgages and short-term investments. The assets of each account are legally segregated and are not subject to claims that arise out of any other business of the Company. The liabilities include reserves established to meet withdrawal and future benefit payment contractual provisions. Investment risks associated with fair value changes are generally borne by the customers, except to the extent of minimum guarantees made by the Company with respect to certain accounts. Mortality, policy administration, surrender charges, and investment management fees on the accounts are included in “Other income (loss).” Separate account premiums are income transfers to the separate account, while separate account benefits, surrenders, reserve transfers and other policyholder charges are expense transfers from the separate account. The net amount of this separate account transfer to and from activity is recorded through “Net transfer to (from) separate accounts.” Accrued separate account transfer activity is recorded through “Transfers to (from) separate accounts due or accrued.”

 

  19)

Life premiums are recognized as revenue when due from policyholders under the terms of the insurance contract in accordance with SSAP No. 51R. Annuity considerations are recognized as revenue when received. Expenses incurred in connection with acquiring new insurance business, including acquisition costs such as sales commissions, are charged to operations as incurred. Premiums due and deferred include amounts uncollected, due and unpaid, and deferred.

 

  20)

Policy reserves are generally based on mortality or morbidity tables and valuation interest rates, which are consistent with statutory requirements and are designed to be sufficient to provide for contractually guaranteed benefits. The Company generally holds reserves greater than those developed using minimum statutory reserving rules. In addition, the Appointed Actuary performs asset adequacy analysis annually to determine whether the policy reserves established are adequate considering the assets supporting them.

 

  21)

The amount of dividends to be paid to policyholders is determined annually by the Company’s Board of Directors. The aggregate amount of policyholders’ dividends is based on statutory results and experience of the Company, including investment income, net realized investment gains or losses over a number of years, mortality experience and other factors. Dividends declared by the Board of Directors, which have not been paid, are included in “Policy dividends” in the Statutory Statements of Admitted Assets, Liabilities and Capital and Surplus.

 

  22)

AVR is based upon a formula prescribed by the NAIC and is established as a liability to offset potential non-interest related investment losses. Changes in the AVR are charged or credited directly to surplus.

 

  23)

Income tax expense is based upon taxes currently payable and changes in deferred taxes are reported in surplus. Deferred tax assets are subject to admissibility limits.

 

  24)

The unpaid balance plus interest on outstanding debt, notes payable, and other borrowings is recorded in “Notes payable and other borrowings.” For further details on the Company’s debt, see Note 11, Notes payable and other borrowings.

 

  25)

The Company participates in reinsurance and follows the accounting and reporting principles in SSAP No. 61R. Premiums and other amounts payable to reinsurance are recorded through “Other liabilities.” Commissions on direct business and commissions and expense allowances on reinsurance assumed are recorded in “Commissions.” Commissions and expense allowances on reinsurance ceded and reserve adjustments on reinsurance ceded are reported in “Other income (loss).” Reserve adjustments on reinsurance assumed are reported in “Other expenses (benefits).” See Note 7, Reinsurance, for more information on the Company’s reinsurance agreements.

 

  26)

Deposit-type contracts do not incorporate mortality or morbidity risk and under statutory accounting principles are not accounted for as insurance contracts. Amounts received as payments for deposit-type contracts are recorded directly to “Deposit-type contracts,” and are not reported as revenue.

 

  27)

“Other assets” include receivables from parents, subsidiaries, and affiliates, amounts recoverable from reinsurers, and prepaid reinsurance assets. “Other liabilities” include general expenses due and accrued, liability for benefits for employees and agents, deferred gains on affiliated reinsurance, remittances and items not allocated, collateral liabilities for derivatives, provision for experience rating refunds, amounts payable on reinsurance and payables to parents, subsidiaries, and affiliates.

 

B-15


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

  28)

Reinsurance contracts that combine premiums and expenses are accounted for on a gross basis in accordance with SSAP No. 61R and NAIC statutory instructions.

 

  29)

NAIC SAP and NJ SAP differ from GAAP in certain respects, which in some cases may be material. The significant differences between SAP and GAAP are noted below:

 

   

Under SAP, financial statements of entities in which the Company has a controlling financial interest are reported using the statutory equity method of accounting. Under GAAP, financial statements of entities where the Company has a controlling financial interest are consolidated into the Company’s financial statements.

 

   

Under SAP, policy acquisition costs, such as commissions, and other costs incurred in connection with acquiring new insurance contracts, are expensed when incurred; under GAAP, such costs are generally deferred and amortized over the expected life of the contracts in proportion to gross margins, gross profits or gross premiums, depending on the type of contract.

 

   

Under SAP, the Commissioner Reserve Valuation Method (“CRVM”) is used for the majority of individual insurance reserves; under GAAP, individual insurance policyholder liabilities for traditional forms of insurance are generally established using the net level premium method. For interest-sensitive policies, a liability for policyholder account balances is established under GAAP based on the contract value that has accrued to the benefit of the policyholder. Policy valuation assumptions used in the estimation of policyholder liabilities are generally prescribed under SAP; under GAAP, policy valuation assumptions are based upon best estimates as of the date the policy is issued, with provisions for the risk of adverse deviation.

 

   

Under SAP, the Commissioner Annuity Reserve Valuation Method (“CARVM”) is used for the majority of individual deferred annuity reserves; under GAAP, individual deferred annuity policyholder liabilities are generally equal to the contract value that has accrued to the benefit of the policyholder, in addition to liabilities for certain guarantees under variable annuity contracts.

 

   

Under SAP, reinsurance reserve credits taken by ceding entities as a result of reinsurance contracts are netted against the ceding entity’s policy and claim reserves and unpaid claims; under GAAP, reinsurance recoverables are reported as assets. Also, the SAP criteria for determining whether reinsurance contracts qualify for reinsurance accounting differ from GAAP. As a result, certain contracts that qualify for reinsurance accounting under SAP are accounted for as deposits under GAAP.

 

   

Under SAP, reinsurance losses are recognized immediately and deferred gains are booked to surplus; under GAAP, reinsurance losses are deferred and deferred gains are booked to liabilities.

 

   

Under SAP, deposits to universal life contracts are credited to revenue; under GAAP, such deposits are reported as increases to the policyholder account balances.

 

   

Under SAP, certain contracts, in particular deferred annuities with mortality risk, are considered “life contracts” and, accordingly, premiums associated with these contracts are reported as revenues. Under GAAP, deferred annuities are classified as either “insurance contracts” or “investment contracts” and, accordingly, deposits related to those investment contracts are not reported as revenues. Under GAAP, amounts received for investment contracts are not reported as policy liabilities and insurance reserves.

 

   

Under SAP, there is no concept of value of business acquired (“VOBA”); under GAAP, VOBA is recorded as an asset or an additional liability.

 

   

Under SAP, IMR is established to capture interest-related realized investment gains and losses, net of tax, on the sale of bonds and interest-related other-than-temporary impairment of bonds, and is amortized into income over the remaining years to expected maturity of the assets sold or impaired. An IMR asset is generally designated as a non-admitted asset and is recorded as a reduction to capital and surplus. Under GAAP, no such reserve is required.

 

B-16


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

   

Under SAP, AVR is based upon a formula prescribed by the NAIC and is established as a liability to offset potential non-interest related investment losses, and changes in the AVR are charged or credited directly to surplus; under GAAP, no such reserve is required.

 

   

Under SAP, investments in bonds and preferred stocks are generally carried at amortized cost; under GAAP, investments in bonds and preferred stocks, other than those classified as held to maturity, are carried at fair value.

 

   

Under SAP, changes in fair value of equity investments and derivatives not in hedging relationships are reported in surplus; under GAAP, changes in fair value of these items are reported in net income.

 

   

Under SAP, surplus notes are recorded as a component of surplus; under GAAP, surplus notes are recorded as debt.

 

   

Under SAP, an extraordinary distribution approved by PICA’s regulator may be recorded as a return of capital; under GAAP, the distribution is recorded as a dividend when PICA has undistributed retained earnings.

 

   

Under SAP, goodwill is subject to admissibility limits and is amortized over a period not to exceed ten years; under GAAP, goodwill is subject to impairment testing and not amortized.

 

   

Under SAP, income tax expense is based upon taxes currently payable. Changes in deferred taxes are reported in surplus; under GAAP, changes in deferred taxes are generally recorded in income tax expense or comprehensive income. In addition, the deferred tax asset under SAP is subject to admissibility limits.

 

   

Under SAP, an other-than-temporary impairment for bonds (excluding loan-backed and structured securities) is measured as the difference between amortized cost and fair value. Under GAAP, allowances for credit losses are measured as the difference between amortized cost and the net present value of future expected cash flows (“NPV”), this NPV may differ from fair value.

 

   

Under SAP, credit losses are recorded when incurred; under GAAP, credit losses on certain assets are estimated using a current expected credit loss (“CECL”) model that estimates future losses over the life of the asset based on relevant information about past events, current conditions, and reasonable and supportable forecasts that may affect collectability of the reported amounts.

 

   

Under SAP, an embedded derivative instrument shall not be separated from the host contract and accounted for separately as a derivative instrument; under GAAP, the accounting and bifurcation for embedded derivatives follows Accounting Standards Codification (“ASC”) 815, “Derivatives and Hedging”, with the change in fair value during each reporting period recorded in net income.

 

   

Under SAP, for option contracts where the payment or receipt of premiums is deferred until contract maturity (“deferred premiums”), these premium amounts are recorded separately from the fair value of the derivative reported on the balance sheet. Under GAAP, these “deferred premiums” are incorporated into the fair value of the derivative reported on the balance sheet.

 

   

Under SAP, all leases are considered operating leases and expensed over the term of the lease; under GAAP, leases are recorded on the balance sheet as “right-of-use” assets and lease liabilities within “Other assets” and “Other liabilities” respectively. Leases are classified as either operating or finance leases and expensed in accordance with ASC 842 “Leases.”

 

   

Under SAP, certain assets designated as nonadmitted are excluded from assets by a direct charge to surplus; under GAAP, such assets are carried on the balance sheet with appropriate valuation allowances.

 

1E.

Closed Block

On the date of demutualization, the Company established a Closed Block for certain individual life insurance policies and annuities issued by the Company in the United States and a separate Closed Block for participating individual life insurance

 

B-17


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

policies issued by the Company’s Canadian branch (collectively the “Closed Block”). The policies included in the Closed Block are specified individual life insurance policies and individual annuity contracts that were in force on the effective date of the Plan of Reorganization and on which the Company is currently paying or expects to pay experience-based policy dividends. Assets have been allocated to the Closed Block in an amount that has been determined to produce cash flows which, together with revenues from policies included in the Closed Block, are reasonably expected to be sufficient to support obligations and liabilities relating to these policies, including provision for payment of benefits, certain expenses, and taxes and to provide for continuation of the policyholder dividend scales in effect in 2000, if experience underlying such scale continues and for appropriate adjustments in such scales if the experience changes. The Closed Block assets, the cash flows generated by the Closed Block assets and the anticipated revenues from the policies in the Closed Block will benefit only the policyholders in the Closed Block. To the extent that, over time, cash flows from the assets allocated to the Closed Block and claims and other experience related to the Closed Block are, in the aggregate, more or less favorable than what was assumed when the Closed Block was established, total dividends paid to Closed Block policyholders in the future may be greater than or less than the total dividends that would have been paid to these policyholders if the policyholder dividend scales in effect in 2000 had been continued. Any cash flows in excess of amounts assumed will be available for distribution over time to Closed Block policyholders and will not be available to the stockholder. If the Closed Block has insufficient funds to make guaranteed policy benefit payments, such payments will be made from assets outside of the Closed Block. The Closed Block will continue in effect as long as any policy in the Closed Block remains in-force.

On January 1, 2015, the Company entered into a reinsurance agreement with its subsidiary PLIC, in which the Company reinsured substantially all of the outstanding liabilities of its regulatory Closed Block, primarily on a coinsurance basis. See Note 7, Reinsurance, for additional information.

 

1F.

Income Taxes

The Company and its domestic subsidiaries file a consolidated federal income tax return with Prudential Financial. The Internal Revenue Code of 1986, as amended (the “Code”), taxes the Company on operating income after dividends to policyholders plus realized gains/losses.

Statement of Statutory Accounting Principles No. 101, Income Taxes (“SSAP 101”), provides regulatory-based thresholds that determine the reversal period and statutory surplus limitations that the Company must use in computing its net admitted Deferred Tax Asset “DTA.” In addition, SSAP No. 101 provides specific guidance for accounting for uncertain tax positions and requires additional disclosure regarding the impact of tax planning strategies on the net admitted DTA.

Deferred income taxes are recognized in accordance with SSAP No. 101, based upon enacted rates, when assets and liabilities have different values for financial statement and tax reporting purposes. Tax planning strategies are relied upon in limited circumstances to support the admissibility of deferred tax assets in accordance with SSAP No. 101. Income from sources outside the United States is taxed under applicable foreign statutes. Pursuant to a tax allocation arrangement, total federal income tax expense is determined on a separate company basis. Members with losses record current tax benefits to the extent such losses are recognized in the consolidated federal tax return.

Inflation Reduction Act - In August 2022, President Biden signed into law the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”). Among other provisions, the Inflation Reduction Act imposes (1) a 15% alternative minimum tax on corporations (“CAMT”) with average applicable financial statement income over $1 billion for any three-year period ending with 2022 or later; and (2) a 1% excise tax on the fair market value of stock that is repurchased by publicly traded U.S. corporations or their specified affiliates. Both provisions are effective in taxable years beginning after December 31, 2022. The impact of the alternative minimum tax, if any, will vary from year to year based on the relationship of our GAAP income to our taxable income. Additionally, there remain several open items with respect to the application of the alternative minimum tax on corporations, including how to apply the provision to insurance company separate accounts and certain forms of reinsurance, which will inform how and to what degree this tax impacts the Company.

Based on the information regarding the projected adjusted financial statement income for 2023, PFI and the controlled group of corporations of which the Company is a member has determined that it is an “applicable corporation” to determine if CAMT exceeds the regular federal income tax payable.

 

B-18


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

PFI and the controlled group of corporations of which the Company is a member has not determined as of the reporting date if it will be liable for CAMT in 2023. The Company’s 2022 financial statements do not include an estimated impact of CAMT because a reasonable estimate cannot be made.

 

1G.

Reclassification

Certain amounts in prior year footnote disclosures have been reclassified to conform to the current year presentation.

 

2.

ACCOUNTING CHANGES AND CORRECTIONS OF ERRORS

Accounting changes adopted to conform to the provisions of the Manual are reported as changes in accounting principles. The cumulative effect of changes in accounting principles, excluding tax and other related impacts, is reported as an adjustment to unassigned funds (surplus) in the period of the change in accounting principle. The cumulative effect is the difference between the amount of capital and surplus at the beginning of the year and the amount of capital and surplus that would have been reported at that date if the new accounting principles had been applied retroactively for all prior periods.

In August 2022, the NAIC revised SSAP No. 86 which adopts with modification U.S. GAAP guidance in determining hedge effectiveness, and measurement guidance for excluded components of hedging instruments. Effective October 1, 2022, the Company early adopted the revised guidance as a change in accounting principle. The adoption of this guidance did not have a material effect on its financial statements.

In May 2022, the NAIC revised SSAP No. 25, Accounting for and Disclosures about Transactions with Affiliates and Other Related Parties (“SSAP No. 25”) and SSAP No. 43R, Loan-backed and Structured Securities (“SSAP No. 43R”) to clarify the application of the existing affiliate definition and incorporate new reporting requirements for all investments that involve related parties, regardless of if they meet the definition of an affiliate. The Company has adopted the revised guidance and reporting requirements for annual periods ending December 31, 2022.

In January 2021, the NAIC extended the expiration dates through January 2, 2022 for INT 20-03, “Troubled Debt Restructuring Due to COVID-19” and INT 20-07, “Troubled Debt Restructuring of Certain Debt Investments Due to COVID-19”. INT 20-03 provided relief for mortgage loan restructurings that meet certain criteria and are due to COVID-19 to not be assessed as a troubled debt restructuring (“TDR”). INT 20-07 provided relief for debt security restructurings that meet certain criteria and are due to COVID-19 to not be classified as minor modifications. The Company elected for 2021 to apply this relief pursuant to these INTs.

During 2021, the Company implemented a stochastic statutory reserving framework for certain of its newly-issued group annuity contracts. This reserving framework is expected to produce reserves that are better aligned to the underlying risk profile of the impacted contracts. No changes were made to reserves for any in force contracts, and the impact to the Company’s total reserves as of year-end 2021 was a $30 million reserve decrease. This change does not impact results reported in any prior year.

In July 2020, the NAIC revised SSAP No. 86 to clarify that the reporting of derivatives with financing premiums should exclude financing components. The revisions require the present value of the derivative premium receivable (and/or payable) to be separately reported, and it proposes these additional data elements be factored into the counterparty risk assessment for RBC calculations. The Company has adopted the revised guidance that did not have a material effect on its financial statements.

In July 2020, the NAIC revised SSAP No. 26R to clarify that the accounting and reporting of investment income and capital gain/loss, due to the early liquidation either through a called bond or a bond tender offer, shall be similarly applied. The Company has adopted the revised guidance that did not have a material effect on its financial statements.

In May 2020, the NAIC modified SSAP No. 41, “Surplus Notes”. The modifications require enhanced disclosures on surplus note arrangements including the original issue amount, fair value received, lifetime and current interest approved, and principal recognized, extent of linkages and netting with other instruments or parties, any related parties, and the use of proceeds to purchase assets. The Company has adopted the enhanced surplus notes disclosures that are effective for annual periods ending December 31, 2020, and it did not have a material effect on the financial statements.

 

B-19


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

In 2020, the NAIC revised SSAP No. 2R, “Cash, Cash Equivalents, Drafts and Short-Term Investments”, and SSAP No. 103R. The revisions incorporate concepts that will restrict the classification of rolling related party or affiliated investments as cash equivalents or short-term investments. The investment schedule will identify investments (or substantially similar investments) that remain on the short-term and cash equivalent schedules for more than one consecutive year. The Company has adopted the revised guidance and enhanced the investment disclosures for annual period ending December 31, 2020, and it did not have a material effect on the financial statements.

In April 2020, the NAIC adopted the overall guidance in FASB ASU 2020-04 – Reference Rate Reform (Topic 848) which provides an optional expedient, allowing for the continuation of certain contracts that are modified in response to reference rate reform. Additionally, it provides waivers from derecognizing hedging transactions, and exceptions for assessing hedge effectiveness as a result of transitioning away from certain interbank offering rates. The Company has elected to prospectively apply this guidance that did not have a material effect on the financial statements.

In March 2020, the NAIC adopted revisions to SSAP No. 97 clarifying that a more-than-one holding company structure is permitted to be looked-through, so as long as each holding company within the structure complies with the requirements in SSAP No. 97. The Company has adopted the revised guidance that did not have a material effect on the financial statements.

In May 2020, the NAIC revised SSAP No. 26R by incorporating a new footnote to clarify that if a debt instrument has been modified in accordance with SSAP No. 36, “Troubled Debt Restructuring” or SSAP No. 103R, the assessment of other-than-temporary impairment (“OTTI”) shall be based on modified contractual terms of the debt instrument and it did not have a material effect on the financial statements. There is no impact to the Company’s OTTI assessment as such clarification is consistent with the Company’s pre-existing OTTI policy for the debt instruments in the scope of SSAP No. 26R. The Company’s adoption of this guidance did not have a material effect on the financial statements.

In 2020, the NAIC revised SSAP No. 32. The revisions update the definitions as well as measurement, dividend and impairment guidance for preferred stock and clarify the application of SSAP No. 32 in conjunction with SSAP No. 48 and SSAP No. 97. The Company adopted the revised guidance for periods starting on January 1, 2021.The adoption of this guidance resulted in a $23 million adjustment to surplus.

In May 2020, the NAIC adopted revisions to SSAPs No. 3, “Accounting Changes and Correction of Errors”, and No. 51R relating to the Valuation Manual (VM-21), Actuarial Guideline 43 (“AG 43”), and risk-based capital instructions to implement a new variable annuity statutory framework. Changes include: (i) aligning economically-focused hedge assets with liability valuations; (ii) reforming standard scenarios for AG 43 and C3 Phase II; (iii) standardizing capital market assumptions and aligning total asset requirements and reserves, and (iv) requiring Companies to classify reserving changes relating to adoption of VM-21 as a change in valuation basis, with additional disclosures regarding the phase-in period beginning January 1, 2020. The cumulative effect of the change in valuation basis is reported directly through surplus. The Company’s adoption of this revised statutory framework on VM-21 and AG 43 did not materially impact the financial statements.

In April 2016, the NAIC adopted a principle-based reserving (“PBR”) approach for life insurance products. PBR replaces the reserving methods for life insurance products for which the former formulaic basis for reserves may not accurately reflect the risks or costs of the obligations of the insurer. Although PBR became effective on January 1, 2017, there is a three-year phase-in period starting from January 1, 2017, through January 1, 2020 where companies have the option to value some or all applicable life insurance policies using PBR.

Beginning January 1, 2020, however, all companies not otherwise exempted must adopt and apply PBR for all newly issued life insurance policies. The Company has introduced updated versions of its individual life products in conjunction with the requirement to adopt PBR. These updated products are currently priced to support the principle-based statutory reserve level without the need for reserve financing. The Company has adopted PBR.

During the fourth quarter of 2022, the Company determined that dividends were overstated and the change in unrealized gains was understated in the prior year by $15 million. A correction related to the prior year was recorded for net investment income through “Other changes, net” on the Company’s Statement of Operations and Changes in Capital and Surplus during the fourth quarter of 2022.

 

B-20


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

During the second quarter of 2022, the Company determined that costs associated with the sale of Fortitude Life Insurance Company (“FLIAC”) (formerly Prudential Annuities Life Assurance Corporation “PALAC”) of $13 million should have been incurred by Prudential Annuities, Inc. A correction related to this prior year expense was recorded, net of tax, through “Other changes, net” on the Company’s Statement of Operations and Changes in Capital and Surplus during the second quarter of 2022.

During the second quarter of 2022, the Company determined that reinsurance recoverables of $26 million were incorrectly established prior to the sale of PALAC. An adjustment to correct the prior year was recorded through “Other changes, net” on the Company’s Statement of Operations and Changes in Capital and Surplus during the second quarter of 2022.

During the first quarter of 2022, the Company determined that assumed reinsurance on Modified Guaranteed Life Insurance contracts was understated in the prior year by $16 million. A correction related to the prior year was recorded through “Other changes, net” on the Company’s Statement of Operations and Changes in Capital and Surplus during the first quarter of 2022.

During the fourth quarter of 2021, the Company determined that benefits on certain retirement contracts assumed from the Company’s affiliate, The Prudential Life Insurance Company, LTD, were understated in prior periods by $88 million. A correction for this error was recorded directly through surplus on “Other changes, net” of the Company’s Statement of Operations and Changes in Capital and Surplus during the fourth quarter of 2021, with a related adjustment of $22 million in deferred taxes reported through “Change in net deferred income tax.” In the first quarter of 2022, upon finalizing its broader assessment, the Company has concluded that the initial assessment of the error was overstated by $47 million. Therefore, an increase of $47 million has been recorded directly through surplus on “Other changes, net” of the Company’s Statement of Operations and Changes in Capital and Surplus, with a related adjustment of $10 million in deferred taxes reported through “Change in net deferred income tax.”

During the third quarter of 2021, the Company determined that modified coinsurance (“MODCO”) reserve adjustments on reinsurance ceded related to Closed Block Contracts were overstated in the prior year by $11 million. A correction related to the prior year was recorded through “Other changes, net” on the Company’s Statement of Operations and Changes in Capital and Surplus during the third quarter of 2021.

During the second quarter of 2021, it was determined that reserves related to Group Annuity Contracts were understated in the prior year by $28 million. A correction related to the prior year was recorded through “Other changes, net” on the Company’s Statement of Operations and Changes in Capital and Surplus during the second quarter of 2021.

During the second quarter of 2021, the Company determined that reserves for assumed Universal Life product were overstated, current federal income tax receivable was overstated, and net admitted deferred tax asset was understated in the prior year by $158 million, $14 million, and $23 million, respectively. A correction related to the prior year was recorded through “Other changes, net” (net of tax $8 million), “Change in net deferred income tax” and “Change in nonadmitted assets”, on the Company’s Statement of Operations and Changes in Capital and Surplus in 2021.

In the first quarter of 2021, the Company determined that common stocks, net admitted deferred tax asset and federal and foreign income taxes incurred were understated by $158 million, $23 million and $7 million, respectively, in the prior year. A correction related to the prior year was recorded through “Change in net unrealized capital gains (losses)”, “Change in nonadmitted assets” and “Other changes, net”, respectively, on the Company’s Statement of Operations and Changes in Capital and Surplus in the first quarter of 2021.

During the second quarter of 2020, it was determined that reserves related to Group Annuity Contracts were understated in the prior year by $77 million. A correction related to the prior year was recorded through “Other changes, net” on the Company’s Statement of Operations and Changes in Capital and Surplus during the second quarter of 2020. For accounting changes related to changes in valuation basis, please see “Reserves for Life Contracts and Deposit-Type Contracts” in Note 24 for more information.

 

B-21


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

3.

BUSINESS COMBINATIONS AND GOODWILL

Statutory Purchase Method

Goodwill represents the excess of the amounts the Company paid to acquire subsidiaries and other businesses over the fair value of their net assets at the date of acquisition. When indication of impairment exists, management tests goodwill for the impairment based upon estimates of the fair value of the acquired entity to which the goodwill relates and compares the carrying value of the acquired entity, including the recorded goodwill, to its estimated fair value at that date. Goodwill is considered impaired when the fair value of the investment in the acquired entity is less than the carrying value of the investment, including the recorded goodwill and the decline is considered other-than-temporary. Given changes in facts and circumstances, this test could lead to reductions in goodwill that could have an adverse effect of the Company’s financial condition.

The following tables present the goodwill held by the Company as of the dates indicated:

 

December 31, 2022  
Purchased entity   Acquisition
date
    Cost of
acquired
entity
    Original
amount of
Goodwill
    Original
amount of
Admitted
Goodwill
    Admitted
Goodwill
as of the
reporting
date
   

Amount of
Goodwill
amortized
during the
reporting
period

    Book
Value of
SCA
    Admitted
Goodwill
as a % of
SCA
BACV,
gross of
Admitted
Goodwill
 

 

 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
          ($ in millions)                                

Warwick Partners II LLC

    2/21/2014     $ 3     $ 1     $ 1     $     $     $       0.0  % 

Pirlo Energy Holdings, LLC

    9/12/2016       48                               39       0.0  % 

Dale/P Minerals LP

    12/31/2013       12                               1       2.3  % 

Polaris Generation LLC

    12/11/2012       23       (3     (3     (1           25       (2.2 )% 
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

Total

    XXX     $         86     $         (2   $         (2   $         (1   $         —     $         65       XXX  
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   
December 31, 2021  
Purchased entity   Acquisition
date
    Cost of
acquired
entity
    Original
amount of
Goodwill
    Original
amount of
Admitted
Goodwill
    Admitted
Goodwill
as of the
reporting
date
    Amount of
Goodwill
amortized
during the
reporting
period
    Book
Value of
SCA
    Admitted
Goodwill
as a % of
SCA
BACV,
gross of
Admitted
Goodwill
 

 

 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
          ($ in millions)                                

Warwick Partners II LLC

    2/21/2014     $ 3     $ 1     $ 1     $     $     $ 20       0.4  % 

Pirlo Energy Holdings, LLC

    9/12/2016       48                               38       0.0  % 

Dale/P Minerals LP

    12/31/2013       12                               8       0.4  % 

Polaris Generation LLC(1)

    12/11/2012       23       (3     (3     (1           24       (3.5 )% 
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

Total

    XXX     $         86     $         (2)     $         (2)     $         (1)     $         —     $         90       XXX  
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

(1) Revised to conform to current year table.

Impairment Loss

The Company did not recognize any impairment losses related to business combinations or goodwill during 2022, 2021 and 2020.

 

B-22


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Subcomponents and Calculation of Adjusted Surplus and Total Admitted Goodwill

 

December 31, 2022  
     Calculation of
Limitation
Using Prior
Quarter
Numbers
           Current
Reporting
Period
 
      ($ in millions)  

Capital & Surplus

   $             15,890       

Less:

       

Admitted Positive Goodwill

           

Admitted EDP Equipment & Operating System Software

     90       

Admitted Net Deferred Taxes

     2,014       

Adjusted Capital and Surplus

     13,786       

Limitation on amount of goodwill

     1,379       

Current period reported Admitted Goodwill

        $             (1)       

Current Period Admitted Goodwill as a % of prior period Adjusted Capital and Surplus

          0.0 %    
December 31, 2021  
     Calculation of
Limitation
Using Prior
Quarter
Numbers
           Current
Reporting
Period
 
      ($ in millions)  

Capital & Surplus

   $ 17,928       

Less:

       

Admitted Positive Goodwill

           

Admitted EDP Equipment & Operating System Software

     115       

Admitted Net Deferred Taxes

     1,950       

Adjusted Capital and Surplus

     15,863       

Limitation on amount of goodwill

     1,586       

Current period reported Admitted Goodwill

        $             (1)       

Current Period Admitted Goodwill as a % of prior period Adjusted Capital and Surplus

          0.0 %    

 

4.

DIVESTED BUSINESS

The Company did not have any material discontinued operations during 2022, 2021 and 2020.

 

B-23


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

5.

INVESTMENTS

 

5A.

Bonds and Stocks

The Company invests in both investment grade and below investment grade public and private bonds. The SVO evaluates the investments of insurers for statutory purposes and assigns bonds one of twenty categories called “NAIC Designations.” In general, NAIC Designations of “1A” through “1G” highest quality or “2A” through “2C” high quality, include bonds considered investment grade, which include securities rated Baa3 or higher by Moody’s or BBB- or higher by Standard & Poor’s. NAIC Designations of “3A” through “6” generally include bonds referred to as below investment grade, which include securities rated Ba1 or lower by Moody’s and BB+ or lower by Standard & Poor’s. Securities in these lowest ten categories approximated 6.08% and 6.89% of the Company’s bonds as of December 31, 2022 and 2021, respectively.

The NAIC Designations for commercial mortgage-backed securities and non-agency residential mortgage-backed securities, including PICA’s asset-backed securities collateralized by sub-prime mortgages, are based on security level expected losses as modeled by an independent third-party (engaged by the NAIC) and the statutory carrying value of the security, including any purchase discounts or impairment charges previously recognized.

As a result of time lags between the funding of investments, the finalization of legal documents, and the completion of the SVO filing process, the bond portfolio generally includes securities that have not yet been rated by the SVO as of each balance sheet date. Pending receipt of SVO designations, the categorization of these securities by NAIC Designation is based on the expected ratings indicated by internal analysis.

The following tables set forth information relating to bonds and preferred stocks as of the dates indicated:

 

     December 31, 2022  
     Carrying
Amount
     Gross
Unrealized
Gains
     Gross
Unrealized
Losses
     Estimated
Fair Value
 
     (in millions)  

Bonds

           

U.S. governments

   $ 5,772      $ 125      $ 457      $ 5,440  

All other governments

     2,861        31        354        2,538  

Political subdivisions of states, territories and possessions

     626        7        35        598  
Special revenue and special assessment obligation all non-guaranteed obligations of agencies      5,423        94        451        5,066  

Hybrid Securities

     228        20        4        244  

Industrial & miscellaneous (unaffiliated)

     71,993        445        8,563        63,875  

Parent - subsidiaries and affiliates

     2,517        3        127        2,393  

Unaffiliated Bank Loans

     1,033        40        32        1,041  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total bonds

   $         90,453      $         765      $         10,023      $         81,195  
  

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated Preferred Stocks

           

Redeemable

   $ 61      $ 8      $ 3      $ 66  

Non-redeemable

     85                      85  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total unaffiliated preferred stocks

   $ 146      $ 8      $ 3      $ 151  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

B-24


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

     December 31, 2021  
     Carrying
Amount
     Gross
Unrealized
Gains
     Gross
Unrealized
Losses
     Estimated
Fair Value
 
     (in millions)  

Bonds

           

U.S. governments

   $ 6,333      $ 1,445      $ 5      $ 7,773  

All other governments

     3,322        442        27        3,737  

Political subdivisions of states, territories and possessions

     669        121               790  
Special revenue and special assessment obligation all non-guaranteed obligations of agencies      6,277        1,002        2        7,277  

Hybrid Securities

     281        64               345  

Industrial & miscellaneous (unaffiliated)

     77,033        6,717        332        83,418  

Parent - subsidiaries and affiliates

     2,439        172        14        2,597  

Unaffiliated Bank Loans

     1,227        57        25        1,259  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total bonds

   $         97,581      $         10,020      $         405      $         107,196  
  

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated Preferred Stocks

           

Redeemable

   $ 54      $ 2      $      $ 56  

Non-redeemable

     104        8               112  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total unaffiliated preferred stocks

   $ 158      $ 10      $      $ 168  
  

 

 

    

 

 

    

 

 

    

 

 

 

The following table sets forth the carrying amount and estimated fair value of bonds including short-term investments categorized by contractual maturity. Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Asset-backed securities, commercial mortgage-backed securities, residential mortgage-backed securities, and other loan-backed, and structured securities are shown separately in the table below, as they are not due at a single maturity date.

 

     December 31, 2022      December 31, 2021  
     Carrying
Amount
     Estimated
Fair Value
     Carrying
Amount
     Estimated
Fair Value
 
     (in millions)  

Due in one year or less

   $ 3,469      $ 3,450      $ 5,793      $ 5,824  

Due after one year through five years

     13,181        12,680        15,176        15,729  

Due after five years through ten years

     14,655        13,495        17,478        18,715  

Due after ten years

     39,539        33,497        39,361        45,585  
  

 

 

    

 

 

    

 

 

    

 

 

 

Subtotal

   $         70,844      $         63,122      $ 77,808      $ 85,853  
  

 

 

    

 

 

    

 

 

    

 

 

 

Asset-backed securities

   $ 4,278      $ 4,201      $ 6,429      $ 6,452  

Commercial mortgage-backed securities

     6,107        5,609        7,083        7,509  

Residential mortgage-backed securities

     805        795        1,335        1,453  

Other loan backed and structured securities

     8,728        7,777        7,617        8,620  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 90,762      $ 81,504      $         100,272      $         109,887  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

B-25


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Proceeds from the sale of bonds were $15,154 million, $11,822 million, and $3,956 million for the years ended December 31, 2022, 2021 and 2020, respectively. Gross gains of $151 million, $416 million, and $208 million and gross losses of $890 million, $192 million, and $50 million were realized on such sales during the years ended December 31, 2022, 2021 and 2020, respectively.

Write-downs for impairments, which were deemed to be other-than-temporary, for bonds were $106 million, $60 million and $94 million, for preferred stocks were $1 million, $0 million and $0 million, and for unaffiliated common stocks were $1 million, $0 million and $8 million for the years ended December 31, 2022, 2021 and 2020, respectively.

The level of other-than-temporary impairments generally reflects economic conditions and is expected to increase when economic conditions worsen and to decrease when economic conditions improve. Historically, the causes of other-than-temporary impairments have been specific to each individual issuer and have not directly resulted in impairments to other securities within the same industry or geographic region. The Company may also realize additional credit and interest rate related losses through sales of investments pursuant to our credit risk and portfolio management objectives.

The following tables set forth the cost and fair value of bonds and unaffiliated preferred stock and common stock lots held for which the estimated fair value had temporarily declined and remained below cost as of the dates indicated:

 

    December 31, 2022  
        Declines for Less Than Twelve Months             Declines for Greater Than Twelve Months      
    Cost      Fair Value      Difference     Cost      Fair Value      Difference  
 

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 
    (in millions)  

Bonds

  $ 55,406      $ 49,619      $ (5,787   $ 24,640      $ 19,450      $ (5,190
Unaffiliated Preferred and
Common stocks
    26        25        (1     34        29        (5
 

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total

  $         55,432      $         49,644      $         (5,788   $         24,674      $         19,479      $         (5,195
 

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 
    December 31, 2021  
    Declines for Less Than Twelve Months     Declines for Greater Than Twelve Months  
    Cost      Fair Value      Difference     Cost      Fair Value      Difference  
 

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 
    (in millions)  

Bonds

  $ 20,579      $ 20,364      $ (215   $ 2,926      $ 2,816      $ (110
Unaffiliated Preferred and Common stocks     67        67              5        4        (1
 

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total

  $         20,646      $         20,431      $         (215   $         2,931      $         2,820      $         (111
 

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

These tables reflect the difference of cost and fair value for such lots and differs from gross unrealized losses reported in the previous table, which reflects the unrealized losses of aggregate lots of the identical bonds and unaffiliated preferred stocks due to the varying costs associated with each lot purchased. In accordance with its policy described in Note 1D, the Company concluded that an adjustment to surplus for other-than-temporary impairments for these bonds and stocks was not warranted at December 31, 2022 or 2021. These conclusions were based on a detailed analysis of the underlying credit and cash flows on each bond. As of December 31, 2022, the Company does not intend to sell these bonds and stocks, and it is not more likely than not that the Company will be required to sell these bonds and stocks before the anticipated recovery of the remaining cost basis.

 

5B.

Mortgage Loans

The maximum and minimum lending rates for new mortgage loans for the year ended December 31, 2022 were agricultural loans 6.72% and 2.49%; commercial loans 10.50% and 1.01%. The maximum and minimum lending rates for new mortgage

 

B-26


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

loans for the year ended December 31, 2021 were agricultural loans 6.60% and 1.27%; commercial loans 6.40% and 0.76%. For both the years ended December 31, 2022 and 2021 there were no purchase money mortgages loaned.

The maximum percentage of any one loan to the value of security at the time of the loan, exclusive of insured or guaranteed or purchase money mortgages is no greater than 85%, except loans made pursuant to title 17B, Chapter 20, Section 1h, Revised Statutes of New Jersey. The mortgage loans were geographically dispersed or distributed throughout the United States with the largest concentrations in California (30.76%), Texas (7.13%) and New York (5.55%) and included loans secured by properties in Europe, Australia, Mexico and Canada as of December 31, 2022. The mortgage loans were geographically dispersed or distributed throughout the United States with the largest concentrations in California (31.17%), Texas (7.80%) and New York (5.86%) and included loans secured by properties in Europe, Australia, Mexico and Canada as of December 31, 2021.

There were no taxes, assessments, or any amounts advanced not included in the mortgage loan total as of both December 31, 2022 and 2021.

The Company invests in investment grade and below investment grade mortgage loans. Investment grade reflects credit risk that is comparable to corporate bonds rated BBB-/Baa3 or better by S&P/Moody’s. There were $19,146 million of investment grade mortgage loans and $668 million of below investment grade mortgage loans as of December 31, 2022. There were $20,800 million of investment grade mortgage loans and $325 million of below investment grade mortgage loans as of December 31, 2021.

The portfolio is reviewed on an ongoing basis; and if certain criteria are met, loans are assigned one of the following “watch list” categories: 1) “Closely Monitored” includes a variety of considerations such as when loan metrics fall below acceptable levels, the borrower is not cooperative or has requested a material modification, or at the direction of the portfolio manager, 2) “Not in Good Standing” includes loans in default or there is a high probability of loss of principal, such as when the loan is in the process of foreclosure or the borrower is in bankruptcy. Our workout and special servicing professionals manage the loans on the watch list.

We establish an allowance for losses to provide for the risk of credit losses inherent in our outstanding loans. The Company defines an impaired loan as a loan for which it estimates it is probable that amounts due according to the contractual terms of the loan agreement will not be collected. Valuation allowance for an impaired loan is recorded based on the fair value of the collateral less the estimated costs to obtain and sell. The valuation allowance for mortgage loans can increase or decrease from period to period based on these factors.

 

B-27


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following tables set forth the age analysis of mortgage loans and identification of mortgage loans in which the insurer is a participant or co-lender in a mortgage loan agreement as of the dates indicated:

 

    December 31, 2022  
      Agricultural       Residential     Commercial        
    Insured         All Other         Insured         All Other         Mezzanine       Total  
    ($ in millions)  
Recorded Investment (All)  
Current   $         3,382     $         —     $         —     $         —     $         16,348     $         78     $         19,808  
30-59 Days Past Due                                          
60-89 Days Past Due     4                                     4  
90-179 Days Past Due                                          
180+ Days Past Due     2                                     2  
Accruing Interest 90-179 Days Past Due  
Recorded Investment                                          
Interest Accrued                                          
Accruing Interest 180+ Days Past Due  
Recorded Investment                                          
Interest Accrued                                          
Interest Reduced  
Recorded Investment                                          
Number of Loans                                          
Percent Reduced     0.0  %      0.0  %      0.0  %      0.0  %      0.0  %      0.0  %      0.0  % 
Participant or Co-lender in a Mortgage Loan Agreement  
Recorded Investment                             85             85  

 

B-28


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

    December 31, 2021  
      Agricultural       Residential     Commercial        
    Insured         All Other         Insured         All Other         Mezzanine           Total      
    ($ in millions)  
Recorded Investment (All)  
Current   $         3,042     $         —     $         —     $         —     $         18,050     $         33     $         21,125  
30-59 Days Past Due                                          
60-89 Days Past Due                                          
90-179 Days Past Due                                          
180+ Days Past Due                                          
Accruing Interest 90-179 Days Past Due  
Recorded Investment                                          
Interest Accrued                                          
Accruing Interest 180+ Days Past Due  
Recorded Investment                                          
Interest Accrued                                          
Interest Reduced  
Recorded Investment     36                                     36  
Number of Loans     4                                     4  
Percent Reduced     0.2  %      0.0  %      0.0  %      0.0  %      0.0  %      0.0  %      0.2  % 
Participant or Co-lender in a Mortgage Loan Agreement  
Recorded Investment                                          

The Company did not have investments in impaired loans with or without allowance for credit losses and impaired loans subject to a participant or co-lender mortgage loan agreement for which the reporting entity is restricted from unilaterally foreclosing on the mortgage loan as of both December 31, 2022 and 2021.

 

B-29


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following tables set forth the investment in impaired loans - average recorded investment, interest income recognized, recorded investment on interest income recognized using a cash-basis method of accounting as of the dates indicated:

 

    December 31, 2022  
    Agricultural           Residential           Commercial           Mezzanine           Total  
  Insured           All Other           Insured           All Other        
    (in millions)  
Average Recorded Investment   $         —       $         —       $         —       $         —       $         —       $         —       $         —  
Interest Income Recognized     1                                                 1  
Recorded Investments on Nonaccrual Status     14                                                 14  
Amount of Interest Income Recognized Using a Cash-Basis Method of Accounting     1                                                 1  
    December 31, 2021  
    Agricultural           Residential           Commercial           Mezzanine           Total  
  Insured           All Other           Insured           All Other        
    (in millions)  
Average Recorded Investment   $         —       $         —       $         —       $         —       $         —       $         —       $         —  
Interest Income Recognized                                                      
Recorded Investments on Nonaccrual Status     15                                                 15  
Amount of Interest Income Recognized Using a Cash-Basis Method of Accounting                                                      

The Company did not have allowances for credit losses as of both December 31, 2022 and 2021.

The Company did not have mortgage loans derecognized as a result of foreclosure as of both December 31, 2022 and 2021.

 

5C.

Loan-Backed Securities

The Company has not elected to use the book value as of January 1, 1994 as the cost for applying the retrospective adjustment method to securities purchased prior to that date. Prepayment assumptions for loan-backed and structured securities were obtained from broker dealer survey values or internal estimates.

As of December 31, 2022, the Company had no loan-backed and structured securities, within the scope of SSAP No. 43R, with a recognized other-than-temporary impairment, classified on the basis of either a) intent to sell or b) inability or lack of intent to retain the investment in the security for a period of time sufficient to recover the amortized cost basis.

 

B-30


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table sets forth the amounts recorded in compliance with SSAP No. 43R as of the date indicated:

 

      December 31, 2022  
CUSIP    Book/Adj
Carrying Value
Amortized Cost
Before Current
Period OTTI
     Present Value of
Projected Cash
Flows
     Recognized
Other-than-
Temporary
Impairment
    

Amortized Cost

After Other-

than-Temporary

Impairment

     Fair Value at
time of OTTI
     Date of
Financial
Statement
where Reported
 
      (in millions)  

12668NAD9

   $ 2      $ 2      $      $ 2      $ 2        1Q22  

17029PAA3

     17        14        3        14        14        1Q22  

32027NEE7

     2        1        1        1        1        1Q22  

368266AA0

     28        11        17        11        12        1Q22  

84751PLP2

     1        1               1        1        1Q22  

17029PAA3

     12        10        2        10        11        2Q22  

32027NEE7

     2        1        1        1        1        2Q22  

84751PLP2

     1        1               1        1        2Q22  

12558MAF9

     1        1               1        1        3Q22  

12668NAD9

     2        2               2        2        3Q22  

32027NEE7

     1        1               1        1        3Q22  

84751PLP2

     1        1               1        1        3Q22  

17029PAA3

     10        5        5        5        5        4Q22  

32027NEE7

     1        1               1        1        4Q22  
  

 

 

    

Total

   $         81      $         52      $         29      $         52      $         54     
  

 

 

    

As of December 31, 2022, the following table represents all impaired securities for which an other-than-temporary-impairment has not been recognized in earnings as a realized loss, segregated by those securities that have been in a continuous unrealized loss position for less than twelve months and those that have been in a continuous unrealized loss position for twelve months or longer as of the dates indicated:

 

     December 31, 2022            December 31, 2021  
     (in millions)  

Aggregate amount of unrealized losses:

       

Less than 12 Months

   $ (945      $ (32

12 Months or Longer

   $ (751      $ (26

Aggregate related fair value of securities with unrealized losses:

       

Less than 12 Months

   $             11,173        $             5,626  

12 Months or Longer

   $ 4,861        $ 645  

Other-than-temporary impairment decisions are based upon a detailed analysis of a security’s underlying credit and cash flows.

 

5D.

Repurchase Agreements, Reverse Repurchase Agreements and Securities Lending

The Company conducts asset-based or secured financing within our insurance and other subsidiaries, including transactions such as securities lending, repurchase agreements and mortgage dollar rolls, in order to earn spread income, to borrow funds, or to facilitate trading activity. The collateral received in connection with these programs is primarily used to purchase securities in the short-term spread portfolios. Investments held in the short-term spread portfolios include cash and cash equivalents, short-term investments, and bonds, including mortgage- and asset-backed securities.

 

B-31


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

These programs are typically limited to securities in demand that can be loaned at relatively low financing rates. As such, the Company believes there is unused capacity available through these programs. Holdings of cash and cash equivalent investments in these short-term spread portfolios allow for further flexibility in sizing the portfolio to better match available financing. Current conditions in both the financing and investment markets are continuously monitored to appropriately manage the cost of funds, investment spreads, asset/liability duration matching and liquidity.

Securities Lending

Securities Lending is a program whereby the Company loans securities to third parties, primarily major brokerage firms. The Company and NAIC policies require a minimum of 100% and 102% of the fair value of the domestic and foreign loaned securities, respectively, to be separately maintained as collateral for the loans.

In the General Account, fair value of cash collateral received of $5,076 million and $3,892 million were invested in “Bonds” and “Cash and short-term investments” as of December 31, 2022 and 2021, respectively. This collateral is not restricted. The fair value of the securities on loan was $4,901 million and $3,795 million as of December 31, 2022 and 2021, respectively. A liability to return collateral received of $5,076 million and $3,892 million is included in “Cash collateral held for loaned securities” as of December 31, 2022 and 2021, respectively. There was no non-cash collateral not reflected in the Assets or Liabilities, Surplus and Other Funds. There was no collateral that extends beyond one year.

In the Separate Accounts, cash collateral received of $2,912 million and $2,765 million were invested in “Cash and short-term investments” as of December 31, 2022 and 2021, respectively. This collateral is not restricted. The fair value of the securities on loan was $2,812 million and $2,700 million as of December 31, 2022 and 2021, respectively. A liability to return collateral received of $2,916 million and $2,765 million (which includes $4 million and $0 million that has not yet settled) is included in “Cash collateral held for loaned securities” as of December 31, 2022 and 2021, respectively. Additionally, assets and a cash collateral liability of $7 million and $14 million were received for unaffiliated lending as of December 31, 2022 and 2021, respectively.

Securities Lending policies and procedures for the Separate Accounts are generally consistent with the General Account policies and procedures.

Collateral Received

For securities lending transactions, Company and NAIC policies require that 100% and 102% of the fair value of domestic and foreign securities, respectively, be maintained as collateral. The Company only accepts cash collateral; it does not accept collateral that can be sold or repledged.

The following tables sets forth “Cash collateral held for loaned securities” as of the dates indicated:

 

     Fair Value  
     December 31, 2022    

 

     December 31, 2021  
     (in millions)  

Securities Lending:

       

Open

   $ 5,029        $ 3,892  

30 Days or Less

     47           

31 to 60 Days

               

61 to 90 Days

               

Greater Than 90 Days

               
  

 

 

      

 

 

 

Subtotal

   $ 5,076        $ 3,892  

Securities Received

               
  

 

 

      

 

 

 

Total Collateral Received

   $         5,076        $         3,892  
  

 

 

      

 

 

 

 

B-32


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The aggregate fair value of all securities acquired from the use of the reinvested collateral was $4,857 million and $3,780 million including the investment in NAIC Exempt Federal National Mortgage Association (FNMA) pass-through securities as of December 31, 2022 and 2021, respectively.

In some instances, cash received as collateral is invested in cash equivalents, short-term, and long-term bonds.

The Company did not have any security lending transaction administered by an affiliate agent in which one line reporting of the reinvested collateral is used as of both December 31, 2022 and 2021.

Collateral Reinvestment

The following table sets forth the reinvestment of the cash collateral and any securities which the Company or its agent receives for securities lending as of the dates indicated:

 

     December 31, 2022            December 31, 2021  
     Amortized Cost            Fair Value            Amortized Cost            Fair Value  
     (in millions)  

Securities Lending:

                 

Open

   $        $        $        $  

30 Days or Less

     1,352          1,323          819          827  

31 to 60 Days

     168          168          294          294  

61 to 90 Days

     126          126          442          442  

91 to 120 Days

     125          124          90          90  

121 to 180 Days

     134          134          152          152  

181 to 365 Days

     606          599          418          420  

1 to 2 years

     1,504          1,476          836          838  

2 to 3 years

     910          885          487          488  

Greater than 3 years

     25          22          229          229  
  

 

 

      

 

 

      

 

 

      

 

 

 

Subtotal

   $ 4,950        $ 4,857        $ 3,767        $ 3,780  

Securities Received

                                 
  

 

 

      

 

 

      

 

 

      

 

 

 

Total Collateral Reinvested

   $         4,950        $         4,857        $         3,767        $         3,780  
  

 

 

      

 

 

      

 

 

      

 

 

 

The Company did not accept collateral that can be sold or repledged, it only accepts cash collateral.

The Company had no securities lending transactions that extend beyond one year from the reporting date as of both December 31, 2022 and 2021.

Repurchase Agreements Transactions Accounted for as Secured Borrowing

For repurchase agreements, Company and NAIC policies require a minimum of 95% of the fair value of securities under these agreements to be maintained as collateral. Please refer to Note 1D for the Company’s policy for recognizing repurchase agreements. At December 31, 2022, the Company has sufficient assets to cover its secured borrowing liability.

 

B-33


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table sets forth the repurchase agreements that were bilateral trades as of the dates indicated:

 

    December 31, 2022            December 31, 2021  
    Maximum Amount            Ending Balance            Maximum Amount            Ending Balance  
    (in millions)  

Open - No Maturity

  $                       5,147        $                 3,148        $                       7,223        $                 6,469  

Overnight

                      4,759           

2 Days to 1 Week

                      4,673           

>1 Week to 1 Month

                      479           

>1 Month to 3 Months

                      441          438  

>3 Months to 1 Year

                                

Greater than 1 Year

                                

The following table sets forth the BACV of securities sold under repurchase agreements as of the dates indicated:

 

    December 31, 2022            December 31, 2021  
    Maximum Amount            Ending Balance            Maximum Amount            Ending Balance  
    (in millions)  

BACV

  $                           —        $                 3,325        $                           —        $                 5,640  

Fair Value

    5,178          3,189          7,820          7,025  

The securities acquired were bonds with a designation of NAIC 1 with a BACV of $3,325 million and $5,640 million and a fair value of $3,189 million and $7,025 million as of December 31, 2022 and 2021, respectively.

The following table sets forth the cash collateral received as of the dates indicated:

 

    December 31, 2022           December 31, 2021  
    Maximum Amount            Ending Balance            Maximum Amount            Ending Balance   
    (in millions)  

Cash

  $                      5,147        $                 3,148        $                      7,702        $                 6,907   

Securities (FV)

    —          —          —          —   

The ending balance of cash collateral had no NAIC designation as of both December 31, 2022 and 2021.

The following table sets forth the allocation of aggregate collateral by remaining contractual maturity as of the dates indicated:

 

     December 31, 2022             December 31, 2021   
     Fair Value            Fair Value  
     (in millions)  

Overnight and Continuous

   $                     3,148         $                     6,469   

30 Days or Less

     —           —   

31 to 90 Days

     —           438   

Greater than 90 Days

     —           —   

 

B-34


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table sets forth the allocation of aggregate collateral reinvested as of the dates indicated:

 

     December 31, 2022            December 31, 2021  
     Carrying Value              Fair Value              Carrying Value              Fair Value    
     (in millions)  

30 Days or Less

   $                     838         $             820         $                 1,454         $         1,468   

31 to 60 Days

     104           104           522           522   

61 to 90 Days

     78           78           784           785   

91 to 120 Days

     77           77           159           159   

121 to 180 Days

     83           83           270           270   

181 to 365 Days

     376           371           742           745   

1 to 2 Years

     933           915           1,483           1,487   

2 to 3 Years

     564           549           865           866   

Greater than 3 Years

     15           14           406           407   

The following table sets forth the fair value of the security collateral pledged, and the total liability recognized to return cash collateral as of the dates indicated:

 

    December 31, 2022           December 31, 2021  
    Maximum Amount            Ending Balance            Maximum Amount            Ending Balance   
    (in millions)  

Cash Collateral

  $                       5,147        $                 3,148        $                       7,702        $                 6,907   

Securities Collateral (FV)

    —          —          —          —   

Reverse Repurchase Agreements Transactions Accounted for as Secured Borrowing

For reverse repurchase agreements Company and NAIC policies require a minimum of 100% of the fair value of securities under these agreements to be maintained as collateral. The securities underlying reverse repurchase agreements are U.S. Treasury bonds or agencies. Please refer to Note 1D for the Company’s policy for recognizing reverse repurchase agreements.

The following table sets forth the reverse repurchase agreements that used tri-party trades as of the dates indicated:

 

    December 31, 2022           December 31, 2021  
    Maximum Amount           Ending Balance           Maximum Amount           Ending Balance  
    (in millions)  

Open - No Maturity

  $                             —        $                      —        $ —        $                     —   

Overnight

    —          —                                  100          —   

2 Days to 1 Week

    —          —          —          —   

>1 Week to 1 Month

    —          —          —          —   

>1 Month to 3 Months

    —          —          —          —   

>3 Months to 1 Year

    —          —          —          —   

Greater than 1 Year

    —          —          —          —   

The Company did not have any securities sold or outstanding for which the repo agreement defaulted as of both December 31, 2022 and 2021.

 

B-35


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table sets forth the fair value of securities acquired under reverse repurchase agreements as of the dates indicated:

 

     December 31, 2022             December 31, 2021   
     (in millions)  

Maximum Amount

   $                          —         $                         100   

Ending Balance

     —           —   

The ending balance of reverse repurchase agreements had no NAIC designation as of both December 31, 2022 and 2021.

The following table sets forth the fair value of the security collateral pledged as of the dates indicated:

 

    December 31, 2022           December 31, 2021  
    Maximum Amount            Ending Balance            Maximum Amount            Ending Balance   
    (in millions)  

Cash

  $                            —        $                      —        $                             —        $                       —   

Securities (FV)

    —          —          102          —   

Securities (BACV)

        —              —   

The Company did not have any allocation of aggregate collateral pledged by remaining contractual maturity as of both December 31, 2022 and 2021.

The following table sets forth the recognized receivable for the return cash collateral as of the dates indicated:

 

    December 31, 2022           December 31, 2021  
    Maximum Amount            Ending Balance            Maximum Amount            Ending Balance   
    (in millions)  

Cash

  $                          —        $                      —        $                         100        $                     —   

Securities (FV)

    —          —          —          —   

The following table sets forth the total liability recognized to return collateral (repo securities sold/acquired with securities collateral) as of the dates indicated:

 

    December 31, 2022           December 31, 2021  
    Maximum Amount            Ending Balance            Maximum Amount           Ending Balance   
    (in millions)  

Repo Securities Sold/Acquired with Cash Collateral

  $                           —        $                       —        $                         100        $                       —   

Repo Securities Sold/Acquired with Securities Collateral (FV)

    —          —          —          —   

 

5E.

Real Estate

The Company recorded $42 million and $0 million of net gains on the sale of real estate for the years ended December 31, 2022 and 2021, respectively. There were $5 million and $6 million impairment losses recognized on real estate for the years ended December 31, 2022 and 2021, respectively.

The Company classified $231 million and $268 million as real estate occupied by the Company as of December 31, 2022 and 2021, respectively.

 

B-36


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The Company classified $103 million (less $97 million of encumbrances) and $147 million (less $122 million of encumbrances) as real estate held for the production of income as of December 31, 2022 and 2021, respectively.

The Company did not classify any real estate as held for sale as of both December 31, 2022 and 2021.

 

5F.

Other Invested Assets

The following table sets forth the composition of the Company’s other invested assets as of the dates indicated:

 

        December 31, 2022                   December 31, 2021  
    Carrying
Value
      % of Total           Carrying
Value
      % of Total  
    ($ in millions)  

Joint venture and limited partnerships interests in real estate

  $ 322       3.5  %      $ 393       4.2  % 

Joint venture and limited partnerships interests in common stock

    7,430       80.4         7,431       80.2  

Joint venture and limited partnerships interests in fixed income

    293       3.2         507       5.5  

Joint venture and limited partnerships interests - other

    619       6.7         627       6.8  
 

 

 

     

 

 

 

Subtotal - Other Invested Assets

  $ 8,664       93.8  %      $ 8,958       96.7  % 

Receivables for Securities

    210       2.3             224       2.4      

Cash collateral for variation margin

    364       3.9         88       0.9  
 

 

 

     

 

 

 

Total Other Invested Assets

  $         9,238       100.0  %      $         9,270       100.0  % 
 

 

 

     

 

 

 

 

5G.

Other Investment Disclosures

Troubled Debt Restructuring

The Company did not have restructured mortgage loans as of both December 31, 2022 and 2021.

The Company accrues interest income on impaired loans to the extent it is deemed collectible (delinquent less than ninety days) and the loan continues to perform under its original or restructured contractual terms. Interest income on non-performing loans is generally recognized on a cash basis.

Reverse Mortgages

The Company did not have reverse mortgages as of both December 31, 2022 and 2021.

Low-Income Housing Tax Credits

The Company had $16 million, $34 million and $49 million of low-income housing tax credits (“LIHTC”) and other tax benefits for the years ended December 31, 2022, 2021 and 2020, respectively. The Company had $225 million and $204 million of LIHTC property investments as of December 31, 2022 and 2021, respectively. These investments are included in “Other invested assets.” The number of years remaining of unexpired tax credits and required holding periods are as follows: 0-5 years – 3 investments, 6-10 years – 3 investments, over 10 years – 0 investments as of December 31, 2022 and 0-5 years – 4 investments, 6-10 years – 2 investments, over 10 years – 2 investments as of December 31, 2021. None of the LIHTC investments are currently subject to any regulatory reviews and there are no commitments or contingent commitments anticipated to be paid. There were no impairments on LIHTC property investments for both the years ended December 31, 2022 and 2021.

 

B-37


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Restricted Assets

The following table sets forth restricted assets (including pledged) as of the date indicated:

 

    December 31, 2022  
    Gross (Admitted and Nonadmitted) Restricted     Percentage  
Restricted Asset
Category
  Total
General
Account
(G/A)
    G/A
Supporting
S/A
Activity
    Total
Separate
Account
(S/A)
Restricted
Assets
    S/A Assets
Supporting
G/A
Activity
    Total     Total
Nonadmitted
Restricted
    Total
Admitted
Restricted
    Gross
(Admitted &
Nonadmitted)
Restricted to
Total Assets
    Admitted
Restricted
to Total
Admitted
Assets
 
    ($ in millions)  
Subject to contractual obligation for which liability is not shown    $     $     $     $             —     $     $     $       0.0%       0.0%  
Collateral held under security lending agreements     5,823             2,837             8,660             8,660       2.8%       2.9%  
Subject to repurchase agreements     3,325                         3,325             3,325       1.1%       1.1%  
Subject to reverse repurchase agreements                                               0.0%       0.0%  
Subject to dollar repurchase agreements                                               0.0%       0.0%  
Subject to dollar reverse repurchase agreements                                               0.0%       0.0%  
Placed under option contracts                                               0.0%       0.0%  
Letter stock or securities restricted as to sale - excluding FHLB capital stock     471                         471             471       0.2%       0.2%  
FHLB capital stock     149                         149             149       0.0%       0.0%  
On deposit with state     5                         5             5       0.0%       0.0%  
On deposit with other regulatory bodies                                               0.0%       0.0%  
Pledged as collateral to FHLB (including assets backing funding agreements)     3,161                         3,161             3,161       1.0%       1.1%  
Pledged as collateral not captured in other categories     20,315             180             20,495             20,495       6.7%       6.8%  
Other restricted assets                                               0.0%       0.0%  
 

 

 

 
Total restricted assets    $   33,249     $             —     $   3,017     $             —     $   36,266     $             —     $   36,266       11.8%       12.1%  
 

 

 

 

 

B-38


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table sets forth the detail of assets pledged as collateral not captured in other categories as of the date indicated:

 

    December 31, 2022  
    Gross (Admitted & Nonadmitted) Restricted     Percentage  
Description of
Assets:
  Total
General
Account
(G/A)
    G/A
Supporting
S/A
Activity
    Total
Separate
Account
(S/A)
Restricted
Assets
    S/A Assets
Supporting
G/A
Activity
    Total     Total
Nonadmitted
Restricted
    Total
Admitted
Restricted
    Gross
(Admitted &
Nonadmitted)
Restricted to
Total Assets
    Admitted
Restricted
to Total
Admitted
Assets
 
    ($ in millions)  
Derivatives Collateral    $ 1,300     $     $ 180     $     $ 1,480     $     $ 1,480       0.5 %       0.5 %  
Funded Reinsurance Pledged Collateral     2,021                         2,021             2,021       0.7 %       0.7 %  
Reinsurance Trust Assets     16,994                         16,994             16,994       5.5 %       5.6 %  
 

 

 

 

Total

   $   20,315     $         —     $   180     $         —     $   20,495     $         —     $   20,495       6.7 %       6.8 %  
 

 

 

 

The following tables set forth the collateral received and reflected as assets within the Company’s financial statements as of the date indicated:

 

     December 31, 2022  
     BACV      Fair Value      % of BACV to
Total Assets
(Admitted and
Nonadmitted)
     % of BACV
to Total
Admitted
Assets
 
     ($ in millions)  

Collateral Assets:

           

General Account:

           
Cash, Cash Equivalents, and Short-Term Investments     $ 1,059        $ 1,069         0.7 %        0.7 %  

Bonds

     21,529         19,846         14.0 %        14.7 %  

Mortgage loans

     5,417         4,974         3.5 %        3.7 %  

Preferred stocks

                   0.0 %        0.0 %  

Common stocks

     —         —         0.0 %        0.0 %  

Other invested assets

     12         11         0.0 %        0.0 %  

Other

     2,178         2,753         1.4 %        1.5 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total General Account

    $             30,197        $             28,655                     19.6 %                    20.6 %  

Separate Account:

           
Cash, Cash Equivalents, and Short-Term Investments     $ 2,780        $ 2,780         1.8 %        1.8 %  

Bonds

     112         1,070         0.1 %        0.1 %  

Mortgage loans

     —         —         0.0 %        0.0 %  

Common stocks

     —         —         0.0 %        0.0 %  

Other invested assets

     —         —         0.0 %        0.0 %  

Other (1)

     —         294         0.0 %        0.0 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Separate Account

    $ 2,892        $ 4,144         1.9 %        1.9 %  
  

 

 

    

 

 

    

 

 

    

 

 

 
  (1)   Revised to correct amounts reported in the 2022 annual statement.

 

B-39


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

    December 31, 2022  
    Amount     % of Liability to Total
Liabilities
 
    ($ in millions)  
Recognized Obligation to Return Collateral Asset (General Account)   $                                 8,224                                   6.2 %  
Recognized Obligation to Return Collateral Asset (Separate Account)   $ 2,919       1.9 %  

The following table sets forth restricted assets (including pledged) as of the date indicated:

 

    December 31, 2021  
    Gross (Admitted and Nonadmitted) Restricted     Percentage  
Restricted Asset
Category
  Total
General
Account
(G/A)
    G/A
Supporting
S/A
Activity
    Total
Separate
Account
(S/A)
Restricted
Assets
    S/A Assets
Supporting
G/A
Activity
    Total     Total
Nonadmitted
Restricted
    Total
Admitted
Restricted
    Gross
(Admitted &
Nonadmitted)
Restricted to
Total Assets
    Admitted
Restricted
to Total
Admitted
Assets
 
    ($ in millions)  
Subject to contractual obligation for which liability is not shown    $     $     $     $     $     $     $       0.0 %       0.0 %  
Collateral held under security lending agreements     3,536             2,710             6,246             6,246       1.9 %       1.9 %  
Subject to repurchase agreements     5,640                         5,640             5,640       1.7 %       1.7 %  
Subject to reverse repurchase agreements                                               0.0 %       0.0 %  
Subject to dollar repurchase agreements                                               0.0 %       0.0 %  
Subject to dollar reverse repurchase agreements                                               0.0 %       0.0 %  
Placed under option contracts                                               0.0 %       0.0 %  
Letter stock or securities restricted as to sale - excluding FHLB capital stock     476                         476             476       0.1 %       0.1 %  
FHLB capital stock     81                         81             81       0.0 %       0.0 %  
On deposit with state     5                         5             5       0.0 %       0.0 %  
On deposit with other regulatory bodies                                               0.0 %       0.0 %  
Pledged as collateral to FHLB (including assets backing funding agreements)     1,154                         1,154             1,154       0.4 %       0.4 %  
Pledged as collateral not captured in other categories     18,943             211             19,154             19,154       5.8 %       5.9 %  
Other restricted assets                                               0.0 %       0.0 %  
 

 

 

 
Total restricted assets    $   29,835     $         —     $     2,921     $         —     $   32,756     $         —     $   32,756       9.9 %       10.0 %  
 

 

 

 

 

B-40


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table sets forth the detail of assets pledged as collateral not captured in other categories as of the date indicated:

 

    December 31, 2021  
    Gross (Admitted & Nonadmitted) Restricted     Percentage  
Description
of Assets:
  Total
General
Account
(G/A)
    G/A
Supporting
S/A
Activity
    Total
Separate
Account
(S/A)
Restricted
Assets
    S/A Assets
Supporting
G/A
Activity
    Total     Total
Nonadmitted
Restricted
    Total
Admitted
Restricted
    Gross
(Admitted &
Nonadmitted)
Restricted to
Total Assets
    Admitted
Restricted
to Total
Admitted
Assets
 
    ($ in millions)  
Derivatives Collateral    $ 403     $     $ 211     $     $ 614     $     $ 614       0.2 %       0.2 %  
Funded Reinsurance Pledged Collateral     2,027                         2,027             2,027       0.6 %       0.6 %  
Reinsurance Trust Assets     16,513                         16,513             16,513       5.0 %       5.1 %  
 

 

 

 

Total

   $ 18,943     $         —     $         211     $         —     $     19,154     $         —     $ 19,154       5.8 %       5.9 %  
 

 

 

 

The following tables set forth the collateral received and reflected as assets within the Company’s financial statements as of the date indicated:

 

     December 31, 2021  
     BACV      Fair Value      % of BACV to
Total Assets
(Admitted and
Nonadmitted)
     % of BACV
to Total
Admitted
Assets
 
     ($ in millions)  

Collateral Assets:

           

General Account:

           

Cash, Cash Equivalents, and Short-Term Investments

    $ 2,792        $ 2,792         1.7 %        1.7 %  

Bonds

     19,525         20,846         11.7 %        12.0 %  

Mortgage loans

     4,539         4,720         2.7 %        2.8 %  

Preferred stocks

                   0.0 %        0.0 %  

Common Stocks

     92         92         0.1 %        0.1 %  

Other invested assets

     13         14         0.0 %        0.0 %  

Other

     2,030         4,553         1.2 %        1.2 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total General Account

    $         28,993        $         33,019                     17.4 %                    17.8 %  

Separate Account:

           

Cash, Cash Equivalents, and Short-Term Investments

    $ 2,562        $ 2,562         1.6 %        1.6 %  

Bonds

     88         206         0.1 %        0.1 %  

Mortgage loans

     —         —         0.0 %        0.0 %  

Common stocks

     —         —         0.0 %        0.0 %  

Other invested assets

     —         —         0.0 %        0.0 %  

Other

     —         129         0.0 %        0.0 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Separate Account

    $ 2,650        $ 2,897         1.7 %        1.7 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

B-41


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

     December 31, 2021  
     Amount      % of Liability to Total
Liabilities
 
     ($ in millions)  
Recognized Obligation to Return Collateral Asset (General Account)    $                                             10,799                                                    7.5 %  
Recognized Obligation to Return Collateral Asset (Separate Account)    $ 2,779        1.7 %  

Net Investment Income

Interest overdue is accrued up to a maximum of ninety days. If accrued interest is more than ninety days overdue, it is reversed and recognized as income when received.

Income is not accrued on bonds in or near default and is excluded from “Net investment income.” Bond income not accrued was $62 million, $63 million and $40 million for the years ended December 31, 2022, 2021 and 2020, respectively.

The Company did not have any interest on mortgage loans over ninety days due for the years ended both December 31, 2022, 2021 and 2020.

Real estate rent that is in arrears for more than three months or the collection of rent that is uncertain is non-admitted and excluded from “Net investment income.” There was no non-admitted due and accrued rental income on real estate for the years ended December 31, 2022, 2021 and 2020.

Other invested assets had no non-admitted due and accrued income for the years ended December 31, 2022, 2021 and 2020.

The following table sets forth “Net investment income” for the years ended December 31:

 

     2022      2021      2020  
     (in millions)  

Bonds

    $ 3,611       $ 3,589       $ 3,681  

Stocks

     354        203        198  

Mortgage loans

     758        858        865  

Contract loans

     80        140        140  

Cash, cash equivalents, and short-term investments

     111        15        58  

Other investments

     1,125        1,000        579  
  

 

 

    

 

 

    

 

 

 

Total gross investment income

     6,039        5,805        5,521  

Less investment expenses

     (781      (670      (703
  

 

 

    

 

 

    

 

 

 

Net investment income before amortization of IMR

     5,258        5,135        4,818  

Amortization of IMR

     7        128        108  
  

 

 

    

 

 

    

 

 

 

Net investment income

    $             5,265       $             5,263       $             4,926  
  

 

 

    

 

 

    

 

 

 

 

B-42


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table sets forth “Net realized capital gains (losses)” for the years ended December 31:

 

     2022      2021      2020  
     (in millions)  

Bonds

    $             (900     $             199       $             147  

Stocks

     287        14        (77

Mortgage loans

     (88      111        (8

Derivative instruments

     (1,638      (357      526  

Other invested assets

     25        (8      25  
  

 

 

    

 

 

    

 

 

 

Gross realized capital gains (losses)

                 (2,314                  (41                  613  

Capital gains tax

     226        (28      (59

IMR transfers, net of tax

     2,174        71        (759
  

 

 

    

 

 

    

 

 

 

Net realized capital gains (losses)

    $ 86       $ 2       $ (205
  

 

 

    

 

 

    

 

 

 

Sub-prime Mortgage Related Risk Exposure

While there is no market standard definition, the Company defines sub-prime mortgages as residential mortgages that are originated to weaker quality obligors as indicated by weaker credit scores, as well as mortgages with higher loan to value ratios, or limited documentation.

The Company did not have direct exposure through investments in subprime mortgage loans.

The Company’s exposure to sub-prime mortgage loans is through other investments. The following tables set forth the composition of our asset-backed securities collateralized by sub-prime mortgages as of the dates indicated:

 

     December 31, 2022  
     Actual
Cost
     BACV      Fair
Value
     Other-Than-
Temporary
Impairment
Losses
Recognized
 
     (in millions)  

Residential mortgage-backed securities

    $ 53       $ 53       $ 99       $ 1  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

    $                 53       $                 53       $                 99       $                 1  
  

 

 

    

 

 

    

 

 

    

 

 

 
     December 31, 2021  
     Actual
Cost
     BACV      Fair
Value
     Other-Than-
Temporary
Impairment
Losses
Recognized
 
     (in millions)  

Residential mortgage-backed securities

   $ 72      $ 72      $ 130      $ —   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 72      $ 72      $ 130      $ —   
  

 

 

    

 

 

    

 

 

    

 

 

 

The residential mortgage-backed securities in the table above are rated by nationally recognized rating agencies. In making our investment decisions, the Company assigns internal ratings to our asset-backed securities based upon our dedicated asset-backed securities unit’s independent evaluation of the underlying collateral and securitization structure.

 

B-43


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The Company did not have underwriting exposure to sub-prime mortgage risk through Mortgage Guaranty or Financial Guaranty insurance coverage.

Information about Financial Instruments with Off-Balance Sheet Risk and Financial Instruments with Concentrations of Credit Risk

During the normal course of its business, the Company utilizes financial instruments with off-balance sheet credit risk such as commitments and financial guarantees. Commitments primarily include commitments to fund investments in private placement securities, limited partnerships and other investments, as well as commitments to originate mortgage loans. As of December 31, 2022 and 2021, these commitments were $4,365 million and $5,234 million, respectively.

The Company writes credit default swaps requiring payment of principal due in exchange for the referenced credits, depending on the nature or occurrence of specified credit events for the referenced entities. In the event of a specified credit event, the Company’s maximum amount at risk, assuming the value of the referenced credits become worthless, is $4,873 million and $1,935 million at December 31, 2022 and 2021, respectively. The credit default swaps generally have maturities of five years or less.

In the course of the Company’s business, it provides certain financial guarantees and indemnities to third parties pursuant to which it may be contingently required to make payments now or in the future. As of December 31, 2022 and 2021, financial guarantees issued by the Company were $84,339 million and $81,984 million, respectively, primarily comprised of certain contracts underwritten by the Retirement segment include guarantees related to financial assets owned by the guaranteed party. These contracts are accounted for as derivatives and carried at fair value. At December 31, 2022 and 2021, such contracts in force carried a total guaranteed value of $84,338 million and $81,984 million, respectively. These guarantees are supported by collateral that is not reflected on the Company’s Statutory Statements of Admitted Assets, Liabilities and Capital and Surplus. This collateral had a fair value of $77,693 million and $83,609 million at December 31, 2022 and 2021, respectively. The remaining $1 million is due to a guarantee on behalf of a previously owned investment subsidiary, Washington Street Investments, LLC.

Netting and Offsetting of Assets and Liabilities

The Company did not have any applicable transactions that are offset and reported net in accordance with SSAP No. 64, “Offsetting and Netting of Assets and Liabilities.”

5* Securities

The following table sets forth the NAIC 5* securities as of the dates indicated:

 

     December 31, 2022     

 

     December 31, 2021  
     Number of
5* Securities
     Aggregate
BACV
     Aggregate
Fair Value
    

 

     Number of
5* Securities
     Aggregate
BACV
     Aggregate
Fair Value
 
     ($ in millions)  

Investment:

                    

Bonds

     33       $ 234       $ 241           20       $ 140       $ 143  

LB&SS

     14        28        26           15        35        36  

Preferred stock

     4        81        89           2        7        15  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

                  51       $             343       $             356                        37       $             182       $             194  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

B-44


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Prepayment Penalties

The following table sets forth the prepayment penalty and acceleration fees for the years ended:

 

         December 31, 2022              December 31, 2021              December 31, 2020      
     General
Account
     Separate
Account
     General
Account
     Separate
Account
     General
Account
     Separate
Account
 
     ($ in millions)  
Prepayment Penalty and Acceleration Fees:                  

Number of CUSIPs

         151            111            201            148            152         
Aggregate Amount of investment income    $ 40      $ 16      $ 92      $ 58      $ 77      $     —  

 

6.

SUBSEQUENT EVENTS

Type 1 – Recognized Subsequent Events:

Subsequent events have been considered through April 6, 2023, the date these audited financial statements were issued.

In February of 2023, the Company received approval from the Department to record a $405 million payable as of December 31, 2022 for a capital contribution to its subsidiary, Pruco Life Insurance Company (“Pruco Life”). The capital contribution was received by Pruco Life prior to March 1, 2023.

Type 2 – Non-recognized Subsequent Events:

Subsequent events have been considered through April 6, 2023, the date these audited financial statements were issued.

There were no Type 2 subsequent events to report.

 

7.

REINSURANCE

The Company participates in reinsurance in order to provide greater diversification of business, provide additional capacity for future growth, limit the maximum net loss potential arising from large risks, and manage capital, as well as certain risks associated with its products. Life reinsurance is accomplished through various plans of reinsurance, primarily yearly renewable term, coinsurance and modified coinsurance.

Total direct, assumed and ceded premiums for the years ended December 31, are as follows:

 

     2022      2021      2020  
  

 

 

    

 

 

    

 

 

 
     (in millions)  

Premiums:

        

Direct

   $         31,094      $         26,693      $         19,740  

Assumed

     12,121        13,176        11,986  

Ceded

     18,298        6,640        6,564  

The Company does not have reinsurance agreements under which the reinsurer may unilaterally cancel any reinsurance for reasons other than for nonpayment of premium or other similar credits as of December 31, 2022, 2021 and 2020.

The Company did not have any new reinsurance agreements with external counterparties as of December 31, 2022, 2021 and 2020.

The Company has not written off or reported in its operations amounts from uncollectible or commutated reinsurance as of December 31, 2022, 2021 and 2020.

 

B-45


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Most of the Company’s ceded reinsurance is undertaken as indemnity reinsurance, which does not discharge the Company as the primary insurer. Ceded balances would represent a liability to the Company in the event the reinsurers were unable to meet their obligations to the Company under the terms of the reinsurance agreements. The Company periodically reviews the financial condition of its reinsurers and amounts recoverable, recording an allowance when necessary for uncollectible reinsurance.

The amounts related to reinsurance agreements as of and for the years ended December 31, are as follows:

 

     Policy and Claim Reserves      Premiums  
         
     2022      2021      2020      2022      2021      2020  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
     (in millions)  

Assumed from affiliated insurers

    $ 34,880        $ 33,703        $ 30,177        $ 7,292        $ 7,532        $ 7,399   

Assumed from unaffiliated insurers

     21,042         20,176         18,506         4,829         5,643         4,587   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total reinsurance assumed

    $     55,922        $     53,879        $     48,683        $     12,121        $     13,175        $     11,986   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Ceded to affiliated insurers

    $ 63,362        $ 61,489        $ 62,196        $ 4,813        $ 2,201        $ 2,410   

Ceded to unaffiliated insurers

     11,214         3,047         3,018         13,485         4,439         4,154   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total reinsurance ceded

    $ 74,576        $ 64,536        $ 65,214        $ 18,298        $ 6,640        $ 6,564   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Individual Life

The Company has assumed from and ceded to affiliated and unaffiliated insurers as of and for the years ended December 31, as follows:

 

     Policy and Claim Reserves      Premiums  
    

 

2022

    

 

2021

    

 

2020

    

 

2022

    

 

2021

    

 

2020

 
     (in millions)  

Assumed:

                 

DART

    $ 235        $ 224        $ 213        $ 128        $ 110        $ 90   

GUL Re

     120         116         108         86         81         76   

Term Re

     501         476         454         336         305         270   

PURC

     193         177         161         116         104         92   

PARU

     1,049         1,023         973         547         528         478   

PAR Term

     395         406         417         313         286         314   

PARCC

     675         715         715         551         601         594   

PLAZ

     78         281         274         281         246         238   

PLNJ

     50         51         50         44         46         43   

Lotus Re

     40         —         —         31         —         —   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

     3,336         3,469         3,365         2,433         2,307         2,195   

Unaffiliated

     17,045         16,435         16,044         888         936         956   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

     17,045         16,435         16,044         888         936         956   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

    $     20,381        $     19,904        $     19,409        $     3,321        $     3,243        $     3,151   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

B-46


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

     Policy and Claim Reserves      Premiums  
     2022      2021      2020      2022      2021      2020  
     (in millions)  

Ceded:

                 

PLAZ

    $ 13,093        $ 12,352        $ 11,860        $ 360        $ 380        $ 371   

Lotus Re

     2,314         —         —         2,732         —         —   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

     15,407         12,352         11,860         3,092         380         371   

Unaffiliated

     2,754         2,798         2,791         1,437         1,567         1,537   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

     2,754         2,798         2,791         1,437         1,567         1,537    
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

    $ 18,161        $ 15,150        $ 14,651        $ 4,529        $ 1,947        $ 1,908   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

DART

Effective January 1, 2018, the Company entered into a yearly renewable term (“YRT”) agreement with a subsidiary, Dryden Arizona Reinsurance Term Company (“DART”), that states DART will retrocede 95% to 100% of the mortality risk on each policy assumed from Pruco Life Insurance Company of Arizona (“PLAZ”) and Pruco Life Insurance Company of New Jersey (“PLNJ”).

GUL Re

Effective January 1, 2017, the Company entered into a YRT agreement with a subsidiary, Gibraltar Universal Life Reinsurance Company (“GUL Re”), that states GUL Re will retrocede 95% of the net amount at risk related to the first $1 million of face amount and 100% of net amount at risk related to the face amount in excess of $1 million on policies assumed from PLAZ under the coinsurance agreement between PLAZ and GUL Re. The agreement covers Universal Life (“UL”) policies with effective dates of January 1, 2017 and later, excluding policies that utilize a principles-based reserving methodology. Under this agreement, GUL Re retains between 0% and 5% of the face amount with respect to the mortality risk assumed on these PLAZ policies, subject to a $50,000 per policy maximum, and retrocedes all of the remaining mortality risk to the Company. Effective July 1, 2017, the Company amended the agreement with GUL Re to include policies with effective dates prior to January 1, 2014. The amendment states that GUL Re will retrocede 27% of the net amount at risk related to the first $1 million of face amount and 30% of net amount at risk related to the face amount in excess of $1 million on policies assumed from PLAZ under the coinsurance agreement between PLAZ and GUL Re. Under this amended agreement, GUL Re retains between 0% and 3% of the face amount with respect to the mortality risk assumed on these PLAZ policies, subject to a $30,000 per policy maximum, and retrocedes all of the remaining mortality risk to the Company.

Term Re

Effective January 1, 2014, the Company entered into a YRT agreement with a subsidiary, Prudential Term Reinsurance Company (“Term Re”), that states Term Re will retrocede 95% to 100% of the mortality risk on each policy assumed from PLAZ and PLNJ.

PURC

Effective October 1, 2013, the Company entered into a YRT agreement with a subsidiary, Prudential Universal Reinsurance Company (“PURC”), that states PURC will retrocede 63% of the net amount at risk related to the first $1 million of face amount and 100% of net amount at risk related to the face amount in excess of $1 million on policies assumed from PLAZ under the coinsurance agreement between PLAZ and PURC (i.e., UL policies with effective dates of 2011 and 2012). Under this agreement, PURC retains between 0% and 7% of the face amount with respect to the mortality risk assumed on these PLAZ policies, subject to a $70,000 per policy maximum, and retrocedes all of the remaining mortality risk to the Company. In July 2013, the Company amended the agreement with PURC for policies with effective dates of January 1, 2014 and later. The amendment states that PURC will retrocede 95% of the net amount at risk related to the first $1 million of face amount and 100% of net amount at risk related to the face amount in excess of $1 million on policies assumed from PLAZ under the coinsurance agreement between PLAZ and PURC. Under this amended agreement, PURC retains between 0% and 5% of the

 

B-47


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

face amount with respect to the mortality risk assumed on these PLAZ policies, subject to a $50,000 per policy maximum, and retrocedes all of the remaining mortality risk to the Company. In third quarter 2014, the Company amended this YRT agreement to include the additional business assumed from PLAZ (i.e., under the coinsurance agreement between PLAZ and PURC, which was amended to include UL policies with effective dates of 2013, covering the same terms as the original agreement for policies with effective dates of 2011 and 2012 as indicated above). PURC also retains 100% of the supplemental benefits and riders on these policies assumed from PLAZ and PLNJ under the coinsurance agreements, excluding the Target Term Rider, Estate Protection Rider and the Living Needs Benefit Rider.

PARU

Effective January 1, 2013, the Company also entered into an agreement with a subsidiary, Prudential Arizona Reinsurance Universal Company (“PARU”), to assume 95% of the face amount of mortality risk on the first $1 million and 100% of the mortality risk in excess of $1 million on the Hartford Guaranteed Universal Life (“GUL”) business assumed from PLAZ. Under this agreement, PARU retains between 0% and 5% of the face amount with respect to the mortality risk assumed on these policies, subject to a $50,000 per policy maximum, and retrocedes all of the remaining mortality risk to the Company. For select GUL policies where Hartford reinsured a portion of the no-lapse risk with external reinsurers and where those reinsurance agreements have been novated from Hartford to the Company, PARU retrocedes that same percentage of no-lapse risk to the Company.

Effective July 1, 2011, the Company entered into a YRT agreement with this same subsidiary, that states PARU will retrocede 63% of the net amount at risk related to the first $1 million of face amount and 100% of net amount at risk related to the face amount in excess of $1 million on policies assumed from PLAZ under the coinsurance agreement between PLAZ and PARU (i.e., UL policies with effective dates prior to January 1, 2011). Under this agreement, PARU retains between 0% and 7% of the face amount with respect to the mortality risk assumed on these PLAZ policies, subject to a $70,000 per policy maximum, and retrocedes all of the remaining mortality risk to the Company. In July 2012, the Company amended the agreement with PARU. The amendment states that PARU will retrocede 95% of the net amount at risk related to the first $1 million of face amount and 100% of net amount at risk related to the face amount in excess of $1 million on policies assumed from PLNJ under the coinsurance agreement between PLNJ and PARU. Under this amended agreement, PARU retains between 0% and 5% of the face amount with respect to the mortality risk assumed on these PLNJ policies, subject to a $50,000 per policy maximum, and retrocedes all of the remaining mortality risk to the Company. PARU also retains 100% of the supplemental benefits and riders on these policies assumed from PLAZ and PLNJ under the coinsurance agreements, excluding the Target Term Rider, Estate Protection Rider and the Living Needs Benefit Rider. In third quarter 2013, the Company amended this YRT agreement to include the additional business assumed from PLAZ (i.e., under the coinsurance agreement between PLAZ and PARU, which was amended to include UL policies with effective dates of 2011 as indicated above). Additionally, in fourth quarter 2013, the Company entered into a novation and assumption agreement with PURC and PARU to have PARU released and discharged from the YRT reinsurance related to the 2011 and 2012 business, which is now being coinsured with PURC and retroceded to the Company through YRT reinsurance.

PAR Term

Effective January 1, 2010, the Company entered into a YRT agreement with a subsidiary, Prudential Arizona Reinsurance Term Company (“PAR Term”), that states PAR Term will retrocede 95% to 100% of the mortality risk on each policy assumed from PLAZ and PLNJ.

PARCC

Effective August 1, 2004, the Company entered into a YRT agreement with a subsidiary, Prudential Arizona Reinsurance Captive Company (“PARCC”), to assume up to 100% of its mortality risk associated with certain term life insurance contracts. The Company subsequently entered into yearly renewable agreements to cede up to 100% of the mortality risk assumed from PARCC to external reinsurers.

PLAZ

Effective December 1, 2004, the Company has entered into a YRT reinsurance agreement with PLAZ, a subsidiary of the Company, to reinsure up to 100% of mortality risk remaining on its policies after any coinsurance with other captives.

 

B-48


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Effective July 1, 2017, this agreement was terminated for new business for most permanent products. Effective July 1, 2019, the agreement between PLAZ and PICA was recaptured for any risk on term products that are coinsured from PLAZ to the term captives PAR Term and PARCC, due to the coinsurance increasing to 100%. Also, effective January 2, 2013, the Company entered into two agreements with PLAZ to retrocede the portion of the Hartford assumed business (From Individual Life Insurance (“ILI”) and Hartford Life Insurance Company (“HLIC”) entities) that is classified as GUL. As of January 1, 2022, most of the variable life insurance policies were recaptured resulting in a $460 million gain. These policies were then reinsured from PLAZ to Lotus Re as mentioned below.

PLNJ

Effective December 1, 2004, the Company has entered into a YRT reinsurance agreement with PLNJ, a subsidiary of the Company, to reinsure up to 100% of mortality risk remaining on its policies after any coinsurance with other captives. Effective July 1, 2017, this agreement was terminated for new business for most permanent products.

Lotus Re

Effective January 1, 2022, the Company entered into an agreement with Lotus Re, an affiliate reinsurance company, to reinsure variable life policies. The structure is coinsurance/modified coinsurance, with 90% of risk covered by Lotus Re and PICA retaining 10% under the agreement. In addition, the Company entered into a YRT agreement with Lotus Re, also effective January 1, 2022, under which Lotus Re cedes mortality risk for variable life policies back to the Company. The amount ceded from Lotus Re to the Company and the reinsurance premiums are a full passthrough to replicate the amounts covered under various YRT agreements between the Company and third-party reinsurers. Settlement of $3.2 billion was in-kind and is therefore reflected within the non-cash disclosure on the Statutory Statements of Cash Flows. As a result of this transaction, the Company recorded an $830 million deferred reinsurance gain as of December 31, 2022.

Unaffiliated

Life reinsurance is accomplished through various plans of reinsurance, primarily YRT, per person excess, excess of loss, and coinsurance. On policies sold since 2000, the Company has reinsured a significant portion of the individual life mortality risk. Placement of reinsurance is accomplished primarily on an automatic basis with some specific risks reinsured on a facultative basis. The Company has historically retained up to $30 million per life, but reduced its retention limit to $20 million per life beginning in 2013.

On January 2, 2013, the Company acquired the individual life insurance business of The Hartford Financial Services Group, Inc. (“The Hartford”) through a reinsurance transaction. Under the terms of the agreement, the Company paid The Hartford a cash consideration of $615 million consisting primarily of a ceding commission to provide reinsurance for approximately 700,000 Hartford life insurance policies with a net retained face amount in force of approximately $141 billion. The assets acquired and liabilities assumed have been included in the Company’s Statutory Statements of Admitted Assets, Liabilities and Capital and Surplus as of the date of acquisition. The Company’s Statement of Operations and Changes in Capital and Surplus includes the results of the acquired business beginning from the date of acquisition.

Closed Block

The Company has ceded to an affiliated insurer as of and for the years ended December 31, as follows:

 

     Policy and Claim Reserves      Premiums  
     2022      2021      2020      2022      2021      2020  
     (in millions)  

Ceded:

                 

PLIC

   $ 47,955      $ 49,137      $ 50,336      $ 1,692      $ 1,782      $ 1,973  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

   $         47,955      $         49,137      $         50,336      $         1,692      $         1,782      $         1,973  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

PLIC

The Plan of Reorganization provided that Prudential Insurance may, with the prior consent of the New Jersey Commissioner of Banking and Insurance, enter into agreements to transfer to a third party all or any part of the risks under the Closed Block policies.

 

B-49


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Effective January 1, 2015, the Company recaptured 100% of the remaining Closed Block policies in force covered by these agreements. Concurrently, on January 1, 2015, the Company entered into a reinsurance agreement with its subsidiary, PLIC, in which the Company reinsured substantially all of the outstanding liabilities of its regulatory Closed Block, primarily on a coinsurance basis. The only exceptions to the 100% coinsurance arrangement are as follows (1) the policyholder dividend liability which will be reinsured from the Company to PLIC on a 100% modified coinsurance basis (2) 10% of the Closed Block’s New York policies, which will be retained by the Company on both the coinsurance and modified coinsurance agreements; and (3) certain Closed Block policies that were previously reinsured externally. In connection with this reinsurance transaction, the Company ceded approximately $58 billion of assets into a newly established statutory guaranteed separate account of PLIC. Concurrently, the Company ceded approximately $5 billion of assets to PLIC to support the securities lending program.

Individual Annuities

The Company has assumed from affiliated and unaffiliated insurers as of and for the years ended December 31, as follows:

 

     Policy and Claim Reserves      Premiums  
     2022      2021      2020      2022      2021      2020  
     (in millions)  

Assumed:

                 

PLNJ

   $ 394      $ 447      $ 594      $ 62      $ 91      $ 432  

FLIAC

            102        151        2        5        5  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

     394        549        745        64        96        437  

Unaffiliated

     1,524        1,410        1,563        16        12        10  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

     1,524        1,410        1,563        16        12        10  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $         1,918      $         1,959      $         2,308      $         80      $         108      $         447  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

PLNJ

Effective April 1, 2016, the Company reinsured variable annuity base contracts, along with the living benefit guarantees, from PLNJ. This reinsurance agreement covers new and in force business and excludes business reinsured externally. As of December 31, 2020, PLNJ discontinued the sales of traditional variable annuities with guaranteed living benefit riders. This discontinuation has no impact on the reinsurance agreement between PLNJ and the Company. The product risks related to the reinsured business are being managed in the Company. In addition, the living benefit hedging program related to the reinsured living benefit guarantees is being managed within the Company.

FLIAC

Effective December 31, 2015, the Company entered into a reinsurance agreement with FLIAC for its deferred variable annuity business written in New York on a whole contract basis where of the general account liabilities will be reinsured on a coinsurance basis, and the separate account and Market Value Adjusted liabilities will be reinsured on a modified coinsurance basis. On April 1, 2022, FLIAC (formerly PALAC) was sold to Fortitude Re and is no longer considered an affiliate of the Company.

Unaffiliated

Effective June 1, 2006, the Company acquired the variable annuity business of Wilton Re and Everlake (former Allstate block of business) through a reinsurance transaction for $635 million pre-tax of total consideration, consisting primarily of a $628 million ceding commission. The reinsurance arrangement with Wilton Re and Everlake included a coinsurance arrangement associated with the separate account assets and liabilities assumed. The assets acquired and liabilities assumed have been included in the Company’s Statutory Statements of Admitted Assets, Liabilities and Capital and Surplus as of the date of acquisition. The Company’s Statement of Operations and Changes in Capital and Surplus includes the results of the acquired variable annuity business beginning from the date of acquisition.

 

B-50


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Retirement

The Company has assumed from affiliated and unaffiliated insurers as of and for the years ended December 31, as follows:

 

     Policy and Claim Reserves      Premiums  
     2022      2021      2020      2022      2021      2020  
     (in millions)  

Assumed:

                 

PLAZ

   $ 2      $ 3      $ 2      $      $      $  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

     2        3        2                       

Unaffiliated

     2,465        2,323        891        3,924        4,693        3,619  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

     2,465        2,323        891        3,924        4,693        3,619  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $         2,467      $         2,326      $         893      $         3,924      $         4,693      $         3,619  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

PLAZ

Effective July 31, 1984, the Company has entered into a Group Annuity Contract reinsurance agreement with PLAZ, a subsidiary of the Company, whereby the reinsurer, in consideration for a single premium payment by the Company, provides reinsurance equal to 100% of all payments due under the contract.

Unaffiliated

Since 2014, the Company has entered into reinsurance agreements to assume longevity risk in the United Kingdom. Under these arrangements, the Company assumes scheduled monthly premiums including reinsurance fees, and in exchange, the Company pays the reinsured benefits based on the actual mortality experience for the period to the ceding insurers. The Company has secured collateral from its counterparties to minimize counterparty default risk. As of December 31, 2022, the Company has reserves of $324.7 million to cover the asset and longevity risk associated with the pension benefits.

International

The Company has assumed from and ceded to affiliated and unaffiliated insurers as of and for the years ended December 31, as follows:

 

     Policy and Claim Reserves      Premiums  
     2022      2021      2020      2022      2021      2020  
     (in millions)  

Assumed:

                 

Prudential Life Insurance Co., Ltd. (Japan)

   $ 23,412      $ 21,727      $ 19,006      $ 3,704      $ 3,716      $ 3,323  

Prudential Gibraltar Financial Life Insurance Co., Ltd.

     7,736        7,955        7,059        1,091        1,413        1,443  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

   $     31,148      $     29,682      $     26,065      $     4,795      $     5,129      $     4,766  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Ceded:

                 

Prudential Seguros, S.A. (1)

   $      $      $      $      $      $ 1  

Prudential Seguros Mexico, S.A. de C.V.

                          29        29        46  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

                          29        29        47  

Unaffiliated

                          4        4        4  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

                          4        4        4  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $      $      $      $ 33      $ 33      $ 51  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

(1) As of 2021, Prudential Seguros, S.A. retrocession agreement with PICA has been terminated.

 

B-51


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Affiliated

The Company reinsures certain individual life insurance policies through excess risk term contracts. In addition, the Company has entered into coinsurance agreements for U.S. dollar-denominated policies sold by The Prudential Life Insurance Company, Ltd. (Japan) (“POJ”) and Prudential Gibraltar Financial Life Insurance Co. Ltd (“PGFL”). For these reinsurance policies assumed through excess risk term contracts, the Company retrocedes a portion of these reinsurance policies to foreign subsidiary companies of Prudential Financial.

During the second quarter of 2016, a trust was established for the benefit of certain policyholders related to a reinsurance agreement between the Company and POJ. Total assets of $13.3 billion and $11.7 billion related to this trust arrangement were on deposit with trustees as of December 31, 2022 and December 31, 2021, respectively.

Group Insurance

The Company has assumed from and ceded to unaffiliated insurers as of and for the years ended December 31, as follows:

 

     Policy and Claim Reserves      Premiums  
     2022      2021      2020      2022      2021      2020  
     (in millions)  

Assumed:

                 

Unaffiliated

    $ 7       $ 7       $ 7       $       $ 1       $ 1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

    $ 7       $ 7       $ 7       $       $ 1       $ 1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Ceded:

                 

Unaffiliated

    $ 250       $ 238       $ 213       $ 3,122       $ 2,867       $ 2,612  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

    $         250       $         238       $         213       $         3,122       $         2,867       $         2,612  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated

Group Insurance uses reinsurance primarily to limit losses from large claims, in response to client requests and for capital management purposes.

Other Business

The Company has assumed from and ceded to affiliated and unaffiliated insurers as of and for the years ended December 31, as follows:

 

     Policy and Claim Reserves      Premiums  
     2022      2021      2020      2022      2021      2020  
     (in millions)  

Assumed:

                 

Prudential Life Insurance Co. of Korea, Ltd.

    $       $       $       $       $       $ 1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

                                        1  

Unaffiliated

     1        1        1        1        1        1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

     1        1        1        1        1        1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

    $           1       $           1       $           1       $           1       $           1       $           2  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

B-52


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

     Policy and Claim Reserves      Premiums  
     2022      2021      2020      2022      2021      2020  
     (in millions)  

Ceded:

                 

Prudential Life Insurance Company of Taiwan Inc.

    $       $       $       $       $ 10       $ 19  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Affiliated total

                                 10        19  

Unaffiliated

     8,210        11        14        8,922        1        1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Unaffiliated total

     8,210        11        14        8,922        1        1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

    $           8,210       $           11       $           14       $           8,922       $           11       $           20  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Effective April 2022, in connection with the Full Service Retirement business sale, the Company entered into separate agreements with external counterparties, Empower and Empower Life & Annuity Insurance Company of New York to reinsure a portion of its Full Service Retirement business. The company ceded 100% of separate account liabilities under modified coinsurance and 100% of general account liabilities under coinsurance of its Full Service Retirement business. The Company’s Full Service Retirement business separate accounts consist of market value and stable value separate accounts, and the Full Service general account products consist of individual annuities, stable value accumulation funds and a stable value wrap product known as a synthetic guaranteed investment contract. The reinsurance agreement offers the policyholders the opportunity to novate their contracts from the Company to Empower and any such novated contracts shall cease to be reinsured under this agreement. As a result of this transaction, the Company recorded a $222 million reinsurance gain at the time of transaction of which $175 million was reflected as a deferred reinsurance gain as of December 31, 2022.

 

8.

DERIVATIVE INSTRUMENTS

The Company uses derivatives to manage risks from changes in interest rates or foreign currency values, to alter interest rate or currency exposures arising from mismatches between assets and liabilities (including duration mismatches), to hedge against changes in the value of assets it owns or anticipates acquiring and other anticipated transactions and commitments, and to replicate the investment performance of otherwise permissible investments. Insurance statutes restrict the Company’s use of derivatives primarily to hedging, income generation, and replication activities intended to offset changes in the market value and cash flows of assets held, obligations, and anticipated transactions and prohibit the use of derivatives for speculation.

The Company, at inception, may designate derivatives as either (1) a hedge of the fair value of a recognized asset or liability or unrecognized firm commitment; (2) a hedge of a forecasted transaction or the variability of cash flows to be received or paid related to a recognized asset or liability; (3) a foreign-currency fair value or cash flow hedge; (4) a hedge of the foreign currency exposure of a net investment in a foreign operation or (5) a derivative that does not qualify for hedge accounting, including replications.

To qualify for hedge accounting treatment, a derivative must be highly effective in mitigating the designated risk of the hedged item. Effectiveness of the hedge is formally assessed at inception and throughout the life of the hedging relationship.

Upon termination of a derivative that qualified for hedge accounting, the gain or loss is usually reflected as an adjustment to the basis of the hedged item and is recognized in income consistent with the hedged item. There were no instances in which the Company discontinued cash flow hedge accounting because the forecasted transaction did not occur. The qualifying cash flow hedges are related to the variability of the payment or receipt of interest or foreign currency amounts on existing financial instruments and certain forecasted transactions. The maximum length of time for which these variable cash flows are hedged was 38 years and 39 years, as of December 31, 2022 and 2021, respectively.

To the extent that the Company chooses not to designate its derivatives for hedge accounting or designated derivatives no longer meet the criteria of an effective hedge, the changes in their fair value are included in “Change in net unrealized capital gains (losses)” without considering changes in fair value of the hedged item. Accruals of interest income, expense and related cash flows on swaps are reported in “Net investment income.” Upon termination of a derivative that does not qualify for

 

B-53


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

hedge accounting, the gain or loss is included in “Net realized capital gains (losses).” In addition, when realized gains or losses on interest-rate related derivatives are recognized, they are amortized through the IMR.

Types of Derivative Instruments and Derivative Strategies

Derivative instruments used by the Company include currency swaps, currency forwards, interest rate swaps, interest rate forwards, interest rate options, total return swaps, treasury futures, equity options (including rights and warrants), equity futures, and credit default swaps. For those hedge transactions which qualify for hedge accounting, the change in the carrying value or cash flow of the derivative is recorded in a manner consistent with the changes in the carrying value or cash flow of the hedged asset, liability, firm commitment or forecasted transaction. For hedges of net investments in a foreign operation, changes in fair value of such derivatives, to the extent effective, are recorded in “Change in net unrealized capital gains.” In measuring effectiveness, with respect to certain hedge relationships, the Company’s risk management strategy may define specific risk being hedged and it may exclude specific components of derivatives gains or losses unrelated to the defined risk; such excluded components for hedge relationships the Company has are recognized in “Net investment income” and amortized over the term of the hedge relationship.

Interest Rate Contracts

Interest rate swaps, options, forwards, and futures are used by the Company to reduce risks from changes in interest rates, manage interest rate exposures arising from mismatches between assets and liabilities (including duration mismatches) and to hedge against changes in the value of assets it owns or anticipates acquiring or selling. Swaps may be attributed to specific assets or liabilities or may be used on a portfolio basis. Under interest rate swaps, the Company agrees with counterparties to exchange, at specified intervals, the difference between fixed-rate and floating-rate interest amounts calculated by reference to an agreed upon notional principal amount.

In exchange-traded interest rate futures transactions, the Company purchases or sells a specified number of contracts, the values of which are determined by the values of underlying referenced investments, and receives/posts variation margin on a daily basis in an amount equal to the difference in the daily market values of those contracts. The Company enters into exchange-traded futures with regulated futures commission’s merchants who are members of a trading exchange.

Equity Contracts

Total return swaps are contracts whereby the Company agrees with counterparties to exchange, at specified intervals, the difference between the return on an asset (or market index) and LIBOR based on a notional amount. The Company generally uses total return swaps to hedge the effect of adverse changes in equity indices.

Equity index options and futures are contracts which will settle in cash based on differentials in the underlying indices at the time of exercise and the strike price. The Company uses combinations of purchases and sales of equity index options to hedge the effects of adverse changes in equity indices within a predetermined range.

Foreign Exchange Contracts

Currency derivatives, including currency forwards and swaps are used by the Company to reduce risks from fluctuations in currency exchange rates with respect to investments denominated in foreign currencies that the Company either holds or intends to acquire or sell, and to hedge the currency risk associated with net investments in foreign operations and anticipated earnings of its foreign operations.

Under currency forwards, the Company agrees with counterparties to deliver a specified amount of an identified currency at a specified future date. Typically, the price is agreed upon at the time of the contract and payment for such a contract is made at the specified future date. As noted above, the Company uses currency forwards to mitigate the impact of changes in currency exchange rates on U.S. dollar equivalent earnings generated by certain of its non-USD denominated businesses, international operations, and investments. The Company executes forward sales of the hedged currency in exchange for U.S. dollars at a specified exchange rate. The maturities of these forwards correspond with the future periods in which the non-U.S. dollar-denominated earnings are expected to be generated.

Under currency swaps, the Company agrees with counterparties to exchange, at specified intervals, the difference between one currency and another at an exchange rate and calculated by reference to an agreed principal amount. Generally, the principal amount of each currency is exchanged at the beginning and termination of the currency swap by each party.

 

B-54


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Other Contracts

The Company, from time to time, uses TBA forward contracts to gain exposure to the investment risk and return of mortgage-backed securities. TBA transactions can help the Company enhance the return on its investment portfolio, and can provide a more liquid and cost effective method of achieving these goals than purchasing or selling individual mortgage-backed pools. Typically, the price is agreed upon at the time of the contract and payment for such a contract is made at a specified future date. Additionally, pursuant to the Company’s mortgage dollar roll program, TBAs or mortgage-backed securities are transferred to counterparties with a corresponding agreement to repurchase them at a future date. These transactions do not qualify as secured borrowings and are accounted for as derivatives.

Credit Derivatives

Credit default swaps are used by the Company in conjunction with fixed income investments as replication synthetic asset transactions (“RSAT”). RSATs are derivative transactions entered into in conjunction with other investments in order to produce the investment characteristics of otherwise permissible investments. Credit default swaps used in RSATs are carried at amortized cost with premiums received on such transactions recorded to “Net investment income” over the life of the contract and loss payouts, if any, are recorded as “Net realized capital gains (losses).” The Company also uses credit default swaps to hedge exposures in its investment portfolios. Such contracts are not designated as replications, and they are used in relationships that do not qualify for hedge accounting.

As of both December 31, 2022 and December 31, 2021, the Company had no outstanding contracts where it has written credit protection on any single name reference. The Company has also written credit protection on certain index references with notional amounts of $4,873 million and $1,935 million, reported at fair value as a liability of $46 million and an asset of $59 million as of December 31, 2022 and 2021, respectively. As of December 31, 2022, these credit derivatives’ notionals had the following NAIC ratings: $49 million in NAIC 1, $4,564 million in NAIC 3, and $260 million in NAIC 6. As of December 31, 2021, these credit derivatives’ notionals had the following NAIC ratings: $50 million in NAIC 1, $1,500 million in NAIC 3, and $385 million in NAIC 6. NAIC designations are based on the lowest rated single name reference included in the index.

The Company’s maximum amount at risk under these credit derivatives equals the aforementioned notional amounts and assumes the value of the underlying securities becomes worthless. These single name credit derivatives have matured, while the credit protection on the index reference has a maturity of less than 25 years. These credit derivatives are accounted for as RSATs.

In addition to writing credit protection, the Company may purchase credit protection using credit derivatives in order to hedge specific credit exposures in the Company’s investment portfolio. As of both December 31, 2022 and 2021, the Company had no outstanding contracts where it had purchased credit protection.

Counterparty Credit Risk

The Company is exposed to credit-related losses in the event of nonperformance by counterparties to financial derivative transactions. Generally, the credit exposure of the Company’s OTC derivative transactions are represented by the contracts with a positive fair value (market value) at the reporting date after taking into consideration the existence of netting agreements. Also, the Company enters into exchange-traded futures and transactions through regulated exchanges and these transactions are settled on a daily basis, thereby reducing credit risk exposure in the event of non-performance by counterparties to such financial instruments.

Substantially all of the Company’s OTC derivative contracts are transacted with a subsidiary, Prudential Global Funding, LLC (“PGF”). In instances where the Company transacts with unaffiliated counterparties, the Company manages credit risk by entering into derivative transactions with highly rated major international financial institutions and other credit worthy counterparties, and by obtaining collateral where appropriate. Additionally, limits are set on single party credit exposures which are subject to periodic management review.

The net cash collateral that would need to be returned by the Company was $385 million and $1,941 million as of December 31, 2022 and 2021, respectively.

The net fair value of securities pledged as collateral by the Company was $217 million and $175 million as of December 31, 2022 and 2021, respectively.

 

B-55


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The table below depicts the derivatives owned by the Company as of December 31, 2022 and 2021:

 

     Derivatives Financial Instruments
     December 31, 2022          December 31, 2021
     Notional          Carrying
Amount
         Estimated
Fair Value
         Notional          Carrying
Amount
         Estimated
Fair Value
     (in millions)

Options:

                           

Assets

    $ 1,903          $ 18          $ 18          $ 2,356          $ 99          $ 99   

Liabilities

    $ 236         $ 5         $ 5         $ 229         $ 21         $ 21  

Swaps:

                           

Assets

     41,091          3,971          4,218          37,670          3,549          4,115  

Liabilities

     31,990          2,411          2,625          26,110          1,674          1,641  

Forwards:

                           

Assets

     2,254          25          137          3,193          56          87  

Liabilities

     4,490          265          406          2,997          35          105  

Futures:

                           

Assets

     1,971          5          3          4,663          5          58  

Liabilities

     4,363                   19          1,259                   3  

Totals:

                           

Assets

    $ 47,219         $ 4,019         $ 4,376         $ 47,882         $ 3,709         $ 4,359  
  

 

 

 

    

 

 

 

    

 

 

 

    

 

 

 

    

 

 

 

    

 

 

 

Liabilities

    $         41,079         $         2,681         $         3,055         $         30,595         $         1,730         $         1,770  
  

 

 

 

    

 

 

 

    

 

 

 

    

 

 

 

    

 

 

 

    

 

 

 

Certain of the Company’s derivative contracts require premiums to be paid at a series of specified future dates over the life of the contract or at maturity. The discounted value of these future settled premiums is included in the measurement of the estimated fair value of each derivative along with all other contractual cash flows.

The table below summarizes the net amount of undiscounted future settled premium payments (receipts), by year, as of December 31, 2022:

 

Fiscal Year        Premium Payments Due

2023

      $   

2024

       25  

2025

        

2026

        

Thereafter

        
    

 

 

 

Total Future Settled Premiums

      $                                     25  
    

 

 

 

 

     December 31, 2022            December 31, 2021  
     (in millions)  

Undiscounted Future Premium Commitments

   $                             25        $                         55  

Derivative Fair Value With Premium Commitments

     (17        1  

Derivative Fair Value Excluding Impact of Future Settled Premiums

     8          56  

 

 

B-56


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The table below summarizes the applicable excluded component data as of December 31, 2022:

 

Type of Excluded
Component
      Current Fair
Value
          Recognized
Unrealized
Gain/Loss
          Fair Value
Reflected
in BACV
          Aggregate
Amount
Owed at
Maturity
          Current Year
Amortization
          Remaining
Amortization
 
(in millions)  

Time Value

      N/A         N/A         N/A              

Intrinsic Value

      N/A         N/A         N/A              

Cross Current Basis Spread

      N/A         N/A         N/A              

Forward Points

    $             (54)       $             —       $             —       $             (328)       $             (3)       $             (318)  

 

9.

INCOME TAXES

The application of SSAP 101 requires a company to evaluate the recoverability of deferred tax assets and to establish a valuation allowance if necessary to reduce the deferred tax asset to an amount which is more likely than not to be realized. Considerable judgment is required in determining whether a valuation allowance is necessary, and if so, the amount of such valuation allowance. In evaluating the need for a valuation allowance the Company considers many factors, including: (1) the nature of the deferred tax assets and liabilities; (2) whether they are ordinary or capital; (3) the timing of their reversal; (4) taxable income in prior carry back years as well as projected taxable earnings, exclusive of reversing temporary differences and carry forwards; (5) the length of time that carryovers can be utilized; (6) unique tax rules that would impact the utilization of the deferred tax assets; and, (7) any tax planning strategies that the Company would employ to avoid a tax benefit from expiring unused. Although the realization is not assured, management believes it is more likely than not that the deferred tax assets, net of valuation allowances, will be realized. The Company has not recorded a valuation allowance as of December 31, 2022 and 2021.

 

9A.

The components of the net deferred tax asset/(liability) (“DTA”/“DTL”) are as follows:

 

    December 31, 2022         December 31, 2021         Change
               
    Ordinary          Capital          Total         Ordinary          Capital         Total         Ordinary          Capital          Total
    (in millions)

Gross DTA

  $ 7,003        $     332        $ 7,335        $ 4,471        $ 145        $ 4,616        $     2,532        $     187        $     2,719   
Statutory Valuation Allowance Adjustment                                                                      

Adjusted Gross DTA

    7,003         332         7,335         4,471         145         4,616         2,532         187         2,719  

DTA Nonadmitted

    1,538         95         1,633         342                 342         1,196         95         1,291  
 

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

Subtotal (Net Admitted Adjusted Gross DTA)     5,465         237         5,702         4,129         145         4,274         1,336         92         1,428  

DTL

    3,653         191         3,844         2,015         310         2,325         1,638         (119       1,519  
 

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

Net Admitted DTA

  $     1,812       $ 46       $     1,858       $     2,114       $     (165)       $     1,949       $ (302     $     211       $ (91
 

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

 

     December 31, 2022          December 31, 2021
     (in millions)

Change in Net DTA

    $                 1,200          $                 132   

Less: Change in Net DTL on unrealized (gains)/losses

     307          (165

Less: Shared based payment adjustment

               

Less: Other deferred booked to surplus

     284           
  

 

 

 

    

 

 

 

Change in net deferred income tax

    $ 609         $ 297  
  

 

 

 

    

 

 

 

 

B-57


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The components of the admission calculation are as follows:

 

    December 31, 2022           December 31, 2021            Change  
    Ordinary           Capital           Total           Ordinary           Capital           Total            Ordinary           Capital           Total  

Admission Calculation

Components - SSAP

No. 101

    (in millions)  

Admitted pursuant to 11.a. (loss carrybacks)

  $       $ 46       $ 46       $       $ 41       $ 41        $       $ 5       $ 5  

Admitted pursuant to 11.b. (Realization)

    1,813                 1,813         1,909                 1,909          (96               (96

Realization per 11.b.i

    4,363                 4,363         1,909                 1,909          2,454                 2,454  

Limitation per 11.b.ii

            1,813                 2,562                  (749

Admitted pursuant to 11.c

    3,652         191         3,843         2,220         104         2,324          1,432         87         1,519  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

      

 

 

     

 

 

     

 

 

 

Total Admitted pursuant to SSAP No. 101

  $     5,465       $     237       $     5,702       $     4,129       $     145       $     4,274        $     1,336       $     92       $     1,428  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

      

 

 

     

 

 

     

 

 

 

Additional information used in certain components of the admission calculation are as follows:

 

     December 31, 2022          December 31, 2021
     Total          Total

ExDTA ACL RBC ratio

     ($ in millions)  

Ratio % used to determine recovery period & threshold limit amount

     690.27  %         839.94  % 

Amount of adjusted capital and surplus used to determine recovery period & threshold limit

   $                 16,954        $                 22,463  

 

    December 31, 2022         December 31, 2021         Change
    Ordinary         Capital         Ordinary         Capital         Ordinary         Capital

Impact of Tax-Planning Strategies

    ($ in millions)  
Determination of adjusted gross deferred tax assets and net admitted deferred tax assets by tax character as a percentage                      

Adjusted gross DTAs amount from Note 9A

  $     7,003       $     332       $     4,471       $     145       $     2,532       $     187  

Percentage of adjusted gross DTAs by tax character admitted because of the impact of tax planning strategies attributable to the tax character

    0.0  %        0.0  %        0.0  %        0.0  %        0.0  %        0.0  % 

Net admitted adjusted gross DTAs amount from Note 9A

    5,465         237         4,129         145         1,336         92  

Percentage of net admitted adjusted gross DTAs by tax character admitted because of the impact of tax planning strategies attributable to that tax character

    0.0  %        0.0  %        0.0  %        0.0  %        0.0  %        0.0  % 

The Company’s tax-planning strategies do not include the use of reinsurance.

 

9B.

Deferred tax liabilities not recognized:

There were no deferred tax liabilities that are not recognized.

The Company has no Policyholder surplus account under the Internal Revenue Code.

 

B-58


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

9C.

Current income taxes incurred consist of the following major components as of December 31:

Current Income Tax:

 

    2022         2021         2020         Change
2022-2021
        Change
2021-2020
    (in millions)

Federal

   $ 953         $ 588         $ 27         $ 365         $ 561   

Foreign

    3         3         3                  
 

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

Subtotal

    956         591         30         365         561  

Federal income tax on net realized capital gains (losses)

                (226)         28         59                     (254)         (31

Capital loss carry-forwards

                                     

Other

                                     
 

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

Federal and foreign income taxes incurred

   $ 730        $             619        $             89        $ 111        $             530  
 

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

   

 

 

 

DTAs Resulting from Book/Tax Differences:

 

     2022            2021            Change  
     (in millions)  

Ordinary:

            

Insurance Reserves

    $ 2,361          $ 2,130          $ 231   

Policyholder Dividends

     218           208           10   

Deferred Acquisition Costs

     463           503           (40)  

Employee Benefits

     628           720           (92)  

Invested Assets

     3,155           710           2,445   

Nonadmitted Assets

     118           119           (1)  

Other Deferred Tax Assets

     60           82           (22)  
  

 

 

      

 

 

      

 

 

 

Subtotal

     7,003           4,472           2,531   

Statutory valuation allowance adjustment

     —           —           —   

Nonadmitted

     1,538           342           1,196   
  

 

 

      

 

 

      

 

 

 

Total admitted ordinary DTA

     5,465           4,130           1,335   

Capital:

            

Invested Assets – Bonds, Stocks, & Other

     174           144           30   

Unrealized Capital (Gains)/Losses

     158           —           158   
  

 

 

      

 

 

      

 

 

 

Subtotal

     332           144           188   

Statutory valuation allowance adjustment

     —           —           —   

Nonadmitted

     95           —           95   
  

 

 

      

 

 

      

 

 

 

Total admitted capital DTA

     237           144           93   
  

 

 

      

 

 

      

 

 

 

Total admitted DTA (Ordinary and Capital)

    $                 5,702          $                 4,274          $                 1,428   
  

 

 

      

 

 

      

 

 

 

 

B-59


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

DTLs Resulting from Book/Tax Differences:

 

     2022            2021            Change  
     (in millions)  

Ordinary:

            

Insurance Reserves

    $ 761          $ 870          $ (109)  

Invested Assets - Derivatives & Other

     2,653           752           1,901   

Unrealized Capital (Gains)/Losses

     199           332           (133)  

Other

     40           61           (21)  
  

 

 

      

 

 

      

 

 

 

Subtotal

     3,653           2,015           1,638   

Capital:

            

Invested Assets - Bonds, Stocks, & Other

     191           310           (119)  

Subtotal

     191           310           (119)  
  

 

 

      

 

 

      

 

 

 

Total DTLs

    $ 3,844          $ 2,325          $                 1,519   
  

 

 

      

 

 

      

 

 

 

Net DTAs/DTLs

    $                 1,858          $                 1,949          $ (91)  
  

 

 

      

 

 

      

 

 

 

 

9D.

Analysis of Actual Income Tax Expense

The Company’s income tax expense differs from the amount obtained by applying the statutory rate of 21% to pretax net income for the following reasons at December 31:

 

     2022    

 

     2021    

 

     2020    

 

     Change
2022-2021
   

 

     Change
2021-2020
 
     (in millions)  

Expected federal income tax expense

    $ (69)         $ 318          $ 548          $ (387)           $        (230)  

Non taxable investment income

             (148)          (84)          (62)          (64)          (22)  

STAT reserve basis change

              —           (1)          —            

Tax credits

     (47)          (36)          (47)          (11)          11   

Items in equity

     74           106           (35)          (32)          141   

Prior year true-up

     (1)          17           —           (18)          17   

Deferred ceding allowance (1)

     211                    (1)          209           

Sale of subsidiary

     113           —           —           113           —   

Change in law

     —                    (4)          (4)           

Prior year audit settlement

     (11)          (5)                   (6)          (7)  

Other amounts (1)

     (1)          —           19           (1)          (19)  
  

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Total incurred income tax expense

    $ 121          $         322          $         419            $        (201)         $ (97)  
  

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

(1) Prior period amounts have been updated to conform to current period presentation.

Non-Taxable Investment Income - This item is primarily related to common stock earnings of subsidiaries, interest maintenance reserve (IMR) and the U.S. Dividends Received Deduction (“DRD”). The DRD reduces the amount of dividend income subject to U.S. tax and accounts for a significant amount of the non-taxable investment income shown in the table above. More specifically, the U.S. DRD constitutes $22 million of the total $148 million of 2022 non-taxable investment income and $21 million of the total $84 million of 2021 non-taxable investment income. The DRD for the current period was estimated using information from 2021, current year investment results, and current year’s equity market performance. The actual current year DRD can vary based on factors such as, but not limited to, changes in the amount of dividends received that are eligible for the DRD, changes in the amount of distributions received from fund investments, changes in the account balances of variable life and annuity contracts, and the Company’s taxable income before the DRD. The remaining $126

 

B-60


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

million of tax benefit for 2022 is driven by $60 million related to common stock earnings of subsidiaries, $53 million of IMR deferred and amortized for book but not for tax, $16 million of tax-exempt interest, and other adjustments. For 2021, $63 million of tax benefit is driven by $34 million related to common stock earnings of subsidiaries, $16 million of tax-exempt interest, and other adjustments such as IMR and others.

Deferred Ceding Allowance - SSAP 61R requires that any initial gains or increase in surplus resulting from reinsurance agreements be deferred. Recognition of the gain is reflected as earnings emerge from the business reinsured. The deferred gain is recognized for tax purposes on day 1 and subsequent recognition in pre-tax is reversed for tax.

Sale of Subsidiary - This line item represents the inclusion of the taxable gain on sale of PRIAC, PICA’s former subsidiary, to EAICA booked to surplus.

Low-Income Housing and Other Tax Credits - These amounts include credits within the U.S. tax code for the development of affordable housing aiming at low-income Americans, as well as foreign tax credits.

Changes in Tax Law - The CARES Act - On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was enacted into law. One provision of the CARES Act amends the Tax Act of 2017 and allows companies with NOL originating in 2020, 2019 or 2018 to carry back those losses for up to five years. With the filing of the 2020 tax return during 2021, the Company has recorded an income tax expense of $4 million to true-up the income tax benefit from carrying back the 2018 NOL.

 

9E.

Additional Tax Disclosures

 

  1.

The amounts, origination dates and expiration dates of operating loss and tax credit carry forwards available for tax purposes:

At December 31, 2022, the Company had no net operating loss and no tax credit carry forwards.

 

  2.

The following is income tax incurred for 2020, 2021 and 2022 that is available for recoupment in the event of future net losses:

 

Year    Ordinary            Capital            Total  
     (in millions)  

2020

   $        $ 59        $ 59  

2021

              276          276  

2022

                        
  

 

 

      

 

 

      

 

 

 

Total

   $                             —        $                             335        $                             335  
  

 

 

      

 

 

      

 

 

 

 

  3.

The aggregate amount of deposits admitted under IRC § 6603 is $0.

 

9F.

The Company’s liability for income taxes includes the liability for unrecognized tax benefits and interest that relate to tax years still subject to review by the IRS or other taxing authorities. The completion of review or the expiration of the Federal statute of limitations for a given audit period could result in an adjustment to the liability for income taxes.

The Company’s unrecognized tax benefits were $8 million, $8 million and $17 million for the years ended December 31, 2022, 2021 and 2020, respectively. The Company cannot predict with reasonable accuracy whether there will be any significant changes within the next twelve months to its total unrecognized tax benefits related to tax years for which the statute of limitations has not expired.

The Company classifies all interest and penalties related to tax uncertainties as income tax expense (benefit). In 2022, 2021 and 2020 the Company recognized $1 million, $1 million and $1 million, respectively, in the statement of operations and in the statement of financial positions for tax related interest and penalties.

The tax years that remain subject to examination by the U.S. tax authorities at December 31, 2022 are 2014 through 2022.

The Company participates in the IRS’s Compliance Assurance Program. Under this program, the IRS assigns an examination team to review completed transactions as they occur in order to reach agreement with the Company on how they should be reported in the relevant tax returns. If disagreements arise, accelerated resolutions programs are available to resolve the disagreements in a timely manner.

 

B-61


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

9G.

The Company joins in filing a consolidated federal income tax return with its ultimate parent company, PFI. The consolidated companies have executed a written tax allocation agreement, which allocates the tax liability of each company based on their separate return tax liabilities, in accordance with Internal Revenue Code Section 1552(a)(2) and the Treasury Regulations Sections 1.1552-1(a)(2) and 1.1502-33(d)(2)(ii). Members with losses record current tax benefits to the extent such losses are recognized in the consolidated federal tax return. Any company allocated a credit in accordance with these provisions will receive payment for such credit not later than the 31st day of December in the year in which the return is filed.

The Company joins in filing a consolidated federal income tax return, which includes the following companies:

 

AST Investment Services, Inc.

   Pruco Life Insurance Company of NJ

Braeloch Holdings, Inc.

   Prudential Annuities Distributors, Inc.

Braeloch Successor Corporation

   Prudential Annuities Holding Co, Inc

Capital Agricultural Property Services, Inc.

   Prudential Annuities Information Services & Technology Corporation

Colico II, Inc.

   Prudential Annuities Life Assurance Corporation

Colico, Inc.

   Prudential Annuities, Inc.

Dryden Arizona Reinsurance Term Company

   Prudential Arizona Reinsurance Captive Co.

Gibraltar International Insurance Services Company Inc.

   Prudential Arizona Reinsurance Term Company

Gibraltar Universal Life Reinsurance Company

   Prudential Arizona Reinsurance Universal Co.

Global Portfolio Strategies, Inc.

   Prudential Bank & Trust, FSB

Graham Resources, Inc.

   Prudential Financial, Inc. (Parent)

Graham Royalty, Ltd.

   Prudential IBH Holdco, Inc.

Lotus Reinsurance Company Ltd.

   Prudential International Insurance Holding, Ltd.

Orchard Street Acres Inc

   Prudential Legacy Insurance Company of New Jersey

PGIM Foreign Investment, Inc.

   Prudential Retirement Insurance and Annuity Company

PGIM International Financing Inc

   Prudential Securities Secured Financing Corporation

PGIM Private Placement Investors, Inc.

   Prudential Structured Settlement Company

PGIM Real Estate Finance Holding Company

   Prudential Term Reinsurance Company

PGIM Real Estate Loan Services, Inc.

   Prudential Trust Company

PGIM REF Intermediary Services Inc

   Prudential Universal Reinsurance Company

PGIM Strategic Investments, Inc.

   SMP Holdings, Inc.

PGIM Warehouse, Inc.

   SVIIT Holdings, Inc.

PGIM, Inc.

   TBG Insurance Services Corporation

PGLH of Delaware, Inc.

   The Prudential Assigned Settlement Services, Inc.

PREI Acquisition I, Inc.

   The Prudential Home Mortgage Company, Inc.

PREI Acquisition II, Inc.

   The Prudential Real Estate Financial Services of America, Inc.

PREI International, Inc.

   TRGOAG Company, Inc. (Texas Rio Grande Other Asset Group)

Pruco Life Insurance Company (Arizona)

   Vantage Casualty Insurance Company

 

9H.

Repatriation Transition Tax (“RTT”) - The Company recognized $5 million tax expense related to RTT including the $3 million tax benefit related to refinement to provisional estimates recorded in 2018.

The Company is electing to pay the RTT liability under the permitted installments over 8 years. The Company made a $0.4 million payment in both 2021 and 2022 and expects to pay $3 million during the next three years to satisfy the RTT liability.

 

9I.

The Company did not have AMT credit carryforward as of December 31, 2021 and December 31, 2022.

 

10.

INFORMATION CONCERNING PARENT, SUBSIDIARIES AND AFFILIATES

 

10A.

The Company did not have any material transactions, excluding reinsurance and non-insurance transactions, with affiliates for the years ended December 31, 2022 and 2021.

 

10B.

The Company reported a receivable from parents, subsidiaries and affiliates of $291 million and $354 million at December 31, 2022 and 2021, respectively. The Company reported a payable to parents, subsidiaries and affiliates of $495

 

B-62


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

 

million and $155 million at December 31, 2022 and 2021, respectively. Receivables from and payables to parents, subsidiaries and affiliates are reported in “Other assets” and “Other liabilities,” respectively, in the Statutory Statements of Admitted Assets, Liabilities and Capital and Surplus. Intercompany balances are settled in cash, generally within thirty days of the respective reporting date.

 

10C.

The Company has entered into service agreements with various affiliates. Under these agreements, the Company furnishes services of officers and employees and provides supplies, use of equipment, office space, and makes payment to third parties for general expenses, state and local taxes. The agreements obligate the affiliates to reimburse the Company for the approximate cost of providing such services. The affiliates also furnish similar services to the Company in connection with such agreements.

 

 

The Company pays commissions and certain other fees to its affiliate, Prudential Annuities Distributors, Inc. (“PAD”), in consideration for PAD’s marketing and underwriting of the Company’s products. Commission expenses for December 31, 2022 and December 31, 2021 were $3 million and $5 million, respectively.

 

 

The Company has a revenue sharing agreement with PGIM Investments LLC (“PGIM Investments”) whereby the Company receives fee income based on policyholders’ separate account balances invested in the Prudential Series Fund. Income received from PGIM Investments related to this agreement was $33 million and $16 million for December 31, 2022 and December 31, 2021, respectively.

 

 

The Company has a service agreement with PGIM, Inc. whereby PGIM performs investment advisory services. Investment advisory fees paid to PGIM, Inc. from the Company under affiliated agreements were $272 million and $302 million for December 31, 2022 and December 31, 2021, respectively.

 

10D.

Investment in Affiliates Sub-1/Sub- 2 Filing

 

 

Balance sheet values of SCAs (excluding U.S. insurance SCA entities) and NAIC filing response information as of December 31, 2022:

 

SCA Entity

  Percentage
of SCA
Ownership
    Admitted
Amount
    Type of
NAIC
Filing*
  Date of
Filing to
the NAIC
  NAIC
Valuation
Amount
    NAIC Disallowed
Entities Valuation
Method,
Resubmission
Required (Y/N)
  Code**
    ($ in millions)

SSAP No. 97 8b(iii) Entities:

             

Colico II, Inc.

    100    $ 517     S2   10/18/2022   $ 586     N   I

Colico, Inc.

    100      2,003     S2   10/18/2022     2,298     N   I

Orchard Street Acres Inc.

    100      1,034     S2   10/18/2022     1,283     N   I

Prudential Realty Securities, Inc. (Common)

    100      553     S2   10/18/2022     529     N   I

Prudential Realty Securities, Inc. PFD

    50          S2   10/18/2022         N   I

PGIM Loan Originator

    73      227     S2   11/16/2022     165     N   I

Prudential Annuities Distributors Inc.

    100      29     N/A   In Process     N/A     N/A   N/A
   

 

 

       

 

 

     

Total SSAP No. 97 8b(iii) Entities

    $     4,363         $     4,861      
   

 

 

       

 

 

     

* S1 - Sub 1 or S2 - Sub 2

** I - Immaterial

The Company did not have an investment in an insurance SCA for which the statutory capital and surplus differed from the NAIC SAP as a result of using a permitted practice as of December 31, 2022. Please refer to Note 1 for a description of all permitted and prescribed practices.

 

B-63


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

11.

NOTES PAYABLE AND OTHER BORROWINGS

 

11A.

Notes payable and other borrowings consisted of the following as of the dates indicated:

 

December 31, 2022  
Debt Name   Date
Issued
  Kind of
Borrowing
  Original
Face
Amount
    Carrying
Value
    Rate of
Interest
    Effective
Interest
Rate
    Collateral
Requirements
    Interest Paid
(Current
Year)
 
($ in millions)  
Pru Funding LLC - LT   06/26/2008   Cash   $ 64     $         64       6.90     6.90     None     $ 4  
Pru Funding LLC - ST   02/17/2022   Cash     75             0.39     0.39     None                   —  
Pru Funding LLC - ST   04/13/2022   Cash     250             0.72     0.72     None        
Pru Funding LLC - ST   05/04/2022   Cash     180             1.12     1.12     None        
Pru Funding LLC - ST   05/04/2022   Cash     70             0.63     0.63     None        
Pru Funding LLC - ST   Various   Cash     170             1.13     1.13     None        
Pru Funding LLC - ST   Various   Cash     170             1.23     1.23     None        
Pru Funding LLC - ST   05/09/2022   Cash     150             1.19     1.19     None        
Pru Funding LLC - ST   05/13/2022   Cash     100             1.16     1.16     None        
Pru Funding LLC - ST   Various   Cash             400             3.40     3.40     None        
Pru Funding LLC - ST   11/03/2022   Cash     100             4.20     4.20     None        
Pru Funding LLC - ST   Various   Cash     300             4.15     4.15     None        

1. PICA had Accrued Interest of less than $1 million outstanding as of December 31, 2022.

 

December 31, 2021  
Debt Name   Date
Issued
  Kind of
Borrowing
  Original
Face
Amount
    Carrying
Value
    Rate of
Interest
    Effective
Interest
Rate
    Collateral
Requirements
    Interest Paid
(Current
Year)
 
($ in millions)  
Pru Funding LLC - LT   06/26/2008   Cash   $ 64     $ 64       6.90     6.90     None     $ 4  
Defined Contribution - LT   06/28/2016   Cash             116             3.09     3.09     None       3  
Pru Funding LLC - ST   02/26/2021   Cash     200             0.22     0.22     None                   —  
Pru Funding LLC - ST   03/04/2021   Cash     100             0.22     0.22     None        
Pru Funding LLC - ST   06/03/2021   Cash     250             0.16     0.16     None        

1. PICA had Accrued Interest of less than $1 million outstanding as of December 31, 2021.

 

B-64


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Scheduled principal repayments on debt as of December 31, 2022 are as follows: $64 million in 2023, $0 in 2024, $0 in 2025, $0 in 2026, $0 in 2027 and $0 in 2028 and beyond.

There are no covenant violations of the above debt. None of the debt was considered to be extinguished by in-substance defeasance prior to the effective date of this statement. Additionally, no assets have been set aside after the effective date of this statement solely for satisfying scheduled payments of a specific obligation. There are no reverse repurchase agreements whose amounts are included as part of the above debt.

 

11B.

Federal Home Loan Bank Funding Agreements

The Company is a member of the Federal Home Loan Bank of New York (“FHLBNY”). Membership allows the Company access to the FHLBNY’s financial services, including the ability to obtain collateralized loans and to issue collateralized funding agreements. Under applicable law, the funding agreements issued to the FHLBNY have priority claim status above debt holders of the Company. FHLBNY borrowings and funding agreements are collateralized by qualifying mortgage-related assets or U.S. Treasury securities, the fair value of which must be maintained at certain specified levels relative to outstanding borrowings. FHLBNY membership requires the Company to own member stock and borrowings require the purchase of activity-based stock in an amount equal to 4.5% of outstanding borrowings. Borrowings by the Company from the FHLBNY are limited to a term of 10 years. The FHLBNY may further restrict the term of borrowings by the Company due to changes in an internal FHLBNY credit rating of the Company that is based on financial strength ratings and RBC ratio. Currently there are no restrictions on the term of borrowings from the FHLBNY. All FHLBNY stock purchased by the Company is classified as restricted general account investments within “Other invested assets” and the carrying value of these investments was $149 million and $81 million as of December 31, 2022 and 2021, respectively.

NJDOBI permits the Company to pledge collateral to the FHLBNY in an amount of up to 5% of its prior year-end statutory net admitted assets, excluding separate account assets. Based on the Company’s statutory net admitted assets as of December 31, 2021, the 5% limitation equates to a maximum amount of pledged assets of $8.1 billion and an estimated maximum borrowing capacity (after taking into account required collateralization levels) of approximately $7.0 billion. Nevertheless, FHLBNY borrowings are subject to the FHLBNY’s discretion and to the availability of qualifying assets at the Company. As of December 31, 2022, $2.6 billion of funding agreements remain outstanding under this facility with an original maturity of seven years and rates from 1.925% to 4.510%.

The Company had pledged assets with a fair value of $3.9 billion and $1.2 billion supporting aggregate outstanding collateralized advances and collateralized funding agreements as of December 31, 2022 and 2021, respectively. Outstanding funding agreements, totaling $2.6 billion and $1.0 billion are included in “Deposit-type contracts” as of December 31, 2022 and 2021, respectively. The fair value of qualifying assets that were available to the Company but not pledged amounted to $2.2 billion and $3.7 billion as of December 31, 2022 and 2021, respectively.

FHLBNY Capital Stock

Aggregate Totals:

 

Debt Name        December 31, 2022            December 31, 2021  
          (in millions)  

Membership Stock - Class A

     $ —         $ —   

Membership Stock - Class B

       31           33   

Activity Stock

       118           47   

Excess Stock

       —           —   
    

 

 

   

 

 

    

 

 

 

Aggregate Total

     $ 149         $ 80   
    

 

 

   

 

 

    

 

 

 

Actual or estimated Borrowing Capacity as Determined by the Insurer

     $                     6,954         $                     6,859   
    

 

 

   

 

 

    

 

 

 

 

B-65


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Membership Stock (Class A and B) Eligible and Not Eligible for Redemption:

 

December 31, 2022  
(in millions)  
Membership Stock        Current Year           

Not eligible for  

redemption  

           Eligible for Redemption  
   Less than 6
months
           6 months to less
than 1 year
           1 to less than 3
years
           3 to 5 years  

Class A

     $                 —        $                 —        $             —        $                 —        $                 —        $                 —  

Class B

       31                   31                             

 

December 31, 2021  
(in millions)  
Membership Stock        Current Year           

Not eligible for  

redemption  

           Eligible for Redemption  
   Less than 6
months
           6 months to less
than 1 year
           1 to less than 3
years
           3 to 5 years  

Class A

     $                 —        $                 —        $             —        $                 —        $                 —        $                 —  

Class B

       33                   33                             

Collateral Pledged to FHLBNY

Amount Pledged:

 

    Fair Value      Carrying Value        Aggregate Total Borrowing    
 

 

 

    

 

 

    

 

 

 
    (in millions)              

Total Collateral Pledged as of 12/31/2022

  $                         3,945      $                         3,161      $                                         2,619  

Total Collateral Pledged as of 12/31/2021

    1,209        1,154        1,047  

Maximum Amount Pledged:

 

    Fair Value      Carrying Value      Amount Borrowed at Time
of Maximum Collateral
 
 

 

 

    

 

 

    

 

 

 
    (in millions)              

Total Collateral Pledged as of 12/31/2022

  $                         3,945      $                         3,161      $                                         2,619  

Total Collateral Pledged as of 12/31/2021

    2,179        2,046        1,782  

Borrowing from FHLBNY

Amount as of the dates indicated:

 

    December 31, 2022     December 31, 2021  
    Total     Funding Agreements
Reserves Established
    Total     Funding Agreements
Reserves Established
 
 

 

 

   

 

 

   

 

 

   

 

 

 
    (in millions)  

Debt

  $ —        $ —     

Funding Agreements (1)

    2,619        2,628        1,047        1,050   

Other

    —          —     
 

 

 

   

 

 

   

 

 

   

 

 

 

Aggregate Total

  $                     2,619      $                     2,628      $                     1,047      $                     1,050   
 

 

 

   

 

 

   

 

 

   

 

 

 

 

  (1)

Revised to correct amounts reported in the 2022 annual statement.

 

B-66


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Maximum Amount during period ended December 31, 2022:

 

    Total  
    (in millions)  

Debt

  $ —   

Funding Agreements (1)

    2,619   

Other

    —   
 

 

 

 

Aggregate Total

  $                                 2,619   
 

 

 

 

 

  (1)

Revised to correct amounts reported in the 2022 annual statement.

FHLBNY - Prepayment Obligations as of December 31, 2022:

 

     Does the Company have prepayment obligations under
the following arrangements (Y/N)

Debt

   N

Funding Agreements

   N

Other

   N

 

12.

RETIREMENT PLANS, DEFERRED COMPENSATION, POSTEMPLOYMENT BENEFITS AND COMPENSATED ABSENCES AND OTHER POSTRETIREMENT PLANS

 

12A.

The Company has funded and non-funded non-contributory defined benefit pension plans (“Pension Benefits”), which cover substantially all of its employees. For some employees, benefits are based on final average earnings and length of service (the “traditional formula”), while benefits for other employees are based on an account balance that takes into consideration age, length of service and earnings during their career (the “cash balance formula”). At December 31, 2022, approximately 89% of the Company’s Pension Benefits relate to its domestic qualified pension plan, which initially determined benefits based on the traditional formula. Effective January 1, 2001, active domestic employees covered under this plan were given the option to convert from the traditional formula to the cash balance formula, and all new domestic employees began accruing benefits under the cash balance formula. As of December 31, 2022, approximately 68% and 32% of the benefit obligation under this plan relates to participants under the traditional formula (including all retirees who are receiving an annuity payment) and cash balance formula, respectively. At December 31, 2022, the vast majority of active employees under this plan are accruing benefits under the cash balance formula.

The Company provides certain health care and life insurance benefits for its retired employees, their beneficiaries and covered dependents (“Other Postretirement Benefits”). The health care plan is contributory; the life insurance plan is non-contributory. Substantially all of the Company’s U.S. employees are eligible to receive Other Postretirement Benefits if they retire after age 55 with at least 10 years of service or under certain circumstances after age 50 with at least 20 years of continuous service.

The Company modified the Retiree Medical Savings Account (“RMSA”) program, one of the components of Other Postretirement Benefits, in 2022. The RMSA program is no longer offered to employees hired or rehired on or after January 1, 2022, while active employees no longer receive service credits after September 1, 2022 and retirees no longer receive interest credits after December 31, 2022. In addition, effective January 1, 2023, the Company expanded the permitted uses of the RMSA by retirees and added a 25-year time limit for retirees to utilize the RMSA.

 

B-67


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

A summary of asset, obligations, and assumptions of the Pension and Other Postretirement Benefit Plans are as follows:

 

(1)

Change in Benefit Obligation:

Pension Benefits:

 

     Overfunded     Underfunded  
  

 

 

   

 

 

 
     2022     2021     2022     2021  
  

 

 

   

 

 

   

 

 

   

 

 

 
     (in millions)  

Benefit obligation at the beginning of year

     $        (11,533     $        (11,991     $        (1,379     $        (1,405

Service cost

     (174     (209     (40     (44

Interest cost

     (368     (303     (44     (36

Contributions by plan participants

                        

Actuarial gain (loss)

     2,709       302       290       (2

Foreign currency exchange rate changes

                        

Benefits paid

     695       668       92       109  

Plan amendments

                        
Business combinations, divestitures, curtailment, settlements and special termination benefits      42             2       (1
  

 

 

   

 

 

   

 

 

   

 

 

 

Benefit obligation at end of year

     $        (8,629)       $        (11,533)       $        (1,079)       $        (1,379)  
  

 

 

   

 

 

   

 

 

   

 

 

 

Postretirement Benefits:

 

     Overfunded      Underfunded  
     2022      2021      2022     2021  
     (in millions)  

Benefit obligation at the beginning of year

     $        —        $        —        $        (1,734     $        (1,989

Service cost

                   (9)       (23

Interest cost

                   (54)       (47

Contributions by plan participants

                   (27)       (23

Actuarial gain (loss)

                   343       60  

Foreign currency exchange rate changes

                   1        

Benefits paid

                   183       172  

Plan amendments

                         121  
Business combinations, divestitures, curtailment, settlements and special termination benefits                    (8)       (5
  

 

 

    

 

 

    

 

 

   

 

 

 

Benefit obligation at end of year

     $        —        $        —        $        (1,305)       $        (1,734
  

 

 

    

 

 

    

 

 

   

 

 

 

 

B-68


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Special or Contractual Benefits Per SSAP No. 11:

 

     Overfunded      Underfunded  
     2022      2021      2022     2021  
     (in millions)  

Benefit obligation at the beginning of year

     $        —        $        —        $        (56)       $        (65)  

Service cost

                   (44)       (43)  

Interest cost

                   (1)       (1)  

Contributions by plan participants

                   (10)       (13)  

Actuarial gain (loss)

                   12       (1)  

Foreign currency exchange rate changes

                          

Benefits paid

                   51       67  

Plan amendments

                          
Business combinations, divestitures, curtailment, settlements and special termination benefits                           
  

 

 

    

 

 

    

 

 

   

 

 

 

Benefit obligation at end of year

     $        —        $        —        $        (48     $        (56
  

 

 

    

 

 

    

 

 

   

 

 

 

 

(2)

Change in Plan Assets:

 

    Pension Benefits     Postretirement
Benefits
    Special or Contractual
Benefits Per SSAP No. 11
 
    2022     2021     2022     2021     2022     2021  
    (in millions)  
Fair value of plan assets at the beginning of year   $ 14,672     $ 14,288     $ 1,572     $ 1,544     $ 23     $ 49  

Actual return on plan assets

    (1,803)       1,053       (275)       170       (3)        

Foreign currency exchange rate changes

                                   

Reporting entity contribution

    92       109       9       7       40       51  

Plan participants’ contributions

                27       23       11       13  

Benefits paid

    (787)       (778)       (184)       (172)       (51)       (90)  
Business combinations, divestitures, settlements                                    
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
Fair value of plan assets at the end of year   $     12,174     $     14,672     $     1,149     $     1,572     $     20     $     23  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

(3)

Funded status:

 

    Pension Benefits     Postretirement Benefits  
    2022     2021     2022     2021  
    (in millions)  

Components

       

Prepaid benefit costs

  $ 5,903     $ 5,707     $     $  

Overfunded plan assets

    (2,358)       (2,568)              

Accrued benefit cost

            (1,253)               (1,219)       96       55  

Liability for benefits

    174       (160)               (252)               (218)  

Assets and liabilities recognized

       

Assets (nonadmitted)

    3,545       3,139              

Liabilities recognized

    (1,079)       (1,379)       (156)       (163)  

Unrecognized liabilities

                       

 

B-69


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

(4)

Net periodic benefit cost included in “Other expenses (benefits)” in the Company’s Statements of Operations and Changes in Capital and Surplus for the period ended December 31 includes the following components:

Components of net periodic benefit cost:

 

     Pension Benefits            Postretirement Benefits           

Special or Contractual    

Benefits Per SSAP No. 11    

 
     2022            2021             2020            2022             2021             2020            2022             2021             2020  
     (in millions)  

Service cost

   $ 213        $ 253        $ 233        $ 9        $ 24        $ 21        $ 44        $     43        $     56  

Interest cost

     412          339          407          55          46          62          1          1          1  

Expected return on plan assets

         (871            (804            (775            (100            (100            (98        3                   (3

Transition asset or obligation

                                                                              

Gains and losses

     160          301          341          8          19          20               (12)         1          (5

Prior service cost or credit

     5          6          6          (7        16          11                             
Gain or loss recognized due to a settlement or curtailment      11          1          7          (2                                             
  

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

Total net periodic benefit cost

   $ (70      $ 96        $ 219        $ (37      $ 5        $ 16        $ 36        $ 45        $ 49  
  

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

      

 

 

 

 

(5)

Amounts in unassigned surplus recognized as components of net periodic benefit cost:

 

     Pension Benefits            Postretirement Benefits  
     2022             2021            2022             2021  
     (in millions)  
Items not yet recognized as a component of net periodic benefit cost - prior year    $ 3,235        $ 4,091        $ 196        $ 482  

Net transition asset or obligation recognized

                                 

Net prior service cost or credit arising during period

     (7                 5           

Net prior service cost or credit recognized

     (5        (6        8          (16

Net gain and loss arising during period

     (371        (548        31          (251

Net gain and loss recognized

     (161        (302        (8        (19
  

 

 

      

 

 

      

 

 

      

 

 

 
Items not yet recognized as a component of net periodic benefit cost - current year    $         2,691        $         3,235        $         232        $         196  
  

 

 

      

 

 

      

 

 

      

 

 

 

 

B-70


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

(6)

Amounts in unassigned surplus that have not yet been recognized as components of net periodic benefit cost:

 

     Pension Benefits      Postretirement Benefits  
     2022      2021      2022     2021  
     (in millions)  

Net transition asset or obligation

   $      $      $     $  

Net prior service cost or credit

     60        73        (40     (53

Net recognized gains and losses

                 2,631                    3,162                    272                   250  

 

(7)

On a weighted-average basis, the following assumptions are used in accounting for the pension plans:

 

             2022                     2021                     2020          

Weighted-average assumptions used to determine net periodic

benefit cost as of December 31, 2022, 2021 and 2020:

      

Discount rate

     2.85     2.55     3.30

Expected long-term rate of return on plan assets

     6.00     5.75     6.00

Rate of compensation increase

     4.50     4.50     4.50

Interest crediting rate

     4.25     4.25     4.30

Weighted-average assumptions used to determine projected benefit

obligations as of December 31, 2022, 2021 and 2020:

      

Discount rate

     5.45     2.85     2.55

Rate of compensation increase

     4.50     4.50     4.50

Interest crediting rate

     4.25     4.25     4.25

On a weighted-average basis, the following assumptions are used in accounting for the postretirement plans:

The weighted-average assumptions used to determine net periodic benefit cost as of December 31, 2022, 2021 and 2020 are discount rates of 2.75%, 2.40% and 3.25%, respectively, and expected long-term rate of return on plan assets of 7.00%, 6.75% and 6.75%, respectively.

The weighted-average assumptions used to determine accumulated postretirement benefit obligation as of December 31, 2022, 2021 and 2020 are discount rates of 5.55%, 2.75% and 2.40%, respectively.

 

(8)

The amount of the accumulated benefit obligation for defined benefit pension plans as of December 31, 2022 and 2021, was $9,285 million and $12,111 million, respectively.

 

(9)

For postretirement benefits other than pensions, the assumed health care cost trend rate(s) used to measure the expected cost of benefits covered by the plan are:

 

             2022                     2021                     2020          

Health care cost trend rates

     6.00     6.25     6.25%  

Ultimate health care cost trend rate after gradual decrease until 2030

     4.75     4.50     4.50%  

 

B-71


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

(10)

The expected future benefit payments for the Company’s domestic pension and postretirement plans for the years indicated are as follows:

 

Years

   Amount  
     (in millions)  

2023

   $                             854  

2024

     868  

2025

     894  

2026

     920  

2027

     931  

2028-2032

     4,583  

 

(11)

The Company anticipates that it will make cash contributions in 2023 of $85 million, $10 million and $40 million to the pension, postretirement and the postemployment plans, respectively.

 

(12)

There were no purchases of annuity contracts in 2022 and 2021.

 

(13)

The Company does not use an alternative method to amortize prior service amounts or net gains and losses.

 

(14)

The Company does not have any substantive commitment, such as past practice or a history of regular benefit increases, used as the basis for accounting for the benefit obligation.

 

(15)

For 2022, certain employees were provided special termination benefits under non-qualified plans in the form of unreduced early retirement benefits as a result of their involuntary termination while others were provided enhanced benefits due to the sale of the Full Service Retirement business. For 2021 and 2020, certain employees were provided special termination benefits under non-qualified plans in the form of unreduced early retirement benefits as a result of their involuntary termination or participation in the Voluntary Separation Program that was offered to eligible U.S.-based employees in 2019. The cost associated with these benefits for 2022, 2021 and 2020 was $7 million, $1 million and $7 million, respectively.

 

(16)

There were no pension plan amendments in 2022 and 2021.

There were postretirement plan amendments of $0 million and $121 million in 2022 and 2021, respectively.

 

(17)

Refer to Funded Status disclosure in Note 12A(3).

 

12B.

The plan fiduciaries for the Company’s pension and postretirement plans have developed guidelines for asset allocations reflecting a percentage of total assets by asset class, which are reviewed on an annual basis. Asset allocation targets as of December 31, 2022 are as follows:

 

             Pension Investment                      Postretirement Investment          
     Policy Guidelines      Policy Guidelines  
     2022      2022  
     Minimum      Maximum      Minimum      Maximum  

Asset category

           

U.S. Stocks

     3%        7%        36%        78%  

International Stocks

     3%        9%        2%        25%  

Bonds

     44%        60%        9%        44%  

Short-Term Investments

     0%        14%        0%        24%  

Real Estate

     3%        19%        0%        0%  

Other

     5%        37%        0%        0%  

 

B-72


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The investment goal of the domestic pension plan assets is to generate an above benchmark return on a diversified portfolio of stocks, bonds and other investments. The cash requirements of the pension obligation, which include a traditional formula principally representing payments to annuitants and a cash balance formula that allows lump sum payments and annuity payments, are designed to be met by the bonds and short-term investments in the portfolio.

The investment goal of the domestic postretirement plan assets is to generate an above benchmark return on a diversified portfolio of stocks, bonds, and other investments, while meeting the cash requirements for the postretirement obligation that includes a medical benefit including prescription drugs, a dental benefit, and a life benefit.

To implement the investment strategy, plan assets are invested in funds that primarily invest in securities that correspond to one of the asset categories under the investment guidelines. However, at any point in time, some of the assets in a fund may be of a different nature than the specified asset category.

Assets held with the Company are in either pooled separate accounts or single client separate accounts. Assets held with a bank are either in common/collective trusts or single client trusts. Pooled separate accounts and common/collective trusts hold assets for multiple investors. Each investor owns a “unit of account.” The asset allocation targets above include the underlying asset mix in the Pooled Separate Accounts and Common/Collective Trusts. Single client separate accounts or trusts hold assets for only one investor, the domestic qualified pension plan, and each security in the fund is treated as individually owned.

There were no investments in Prudential Financial Common Stock as of December 31, 2022 and 2021 for either the pension or postretirement plans.

The authoritative guidance around fair value established a framework for measuring fair value. Fair value is disclosed using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value, as described in Note 20.

The following describes the valuation methodologies used for pension and postretirement plans assets measured at fair value.

Insurance Company Pooled Separate Accounts and Common or Collective Trusts – Insurance company pooled separate accounts are invested via group annuity contracts issued by the Company. Assets are represented by a “unit of account.” The redemption value of those units is based on a per unit value whose value is the result of the accumulated values of underlying investments. The unit of account value is used as a practical expedient to estimate fair value.

Equities - See Note 20, Fair value of assets and liabilities, for a discussion of the valuation methodologies for equity securities.

U.S. Government Securities (both Federal and State & Other), Non–U.S. Government Securities, and Corporate Debt - See Note 20, Fair value of assets and liabilities, for a discussion of the valuation methodologies for fixed maturity securities.

Interest Rate Swaps - See Note 20, Fair value of assets and liabilities, for a discussion of the valuation methodologies for derivative instruments.

Registered Investment Companies (Mutual Funds) - Securities are priced at the net asset values (“NAV”), which is the closing price published by the registered investment company on the reporting date.

Short-term Investments - Securities are valued initially at cost and thereafter adjusted for amortization of any discount or premium (i.e., amortized cost). Amortized cost approximates fair value.

Partnerships - The value of interests owned in partnerships is based on valuations of the underlying investments that include private placements, structured debt, real estate, equities, fixed maturities, commodities and other investments.

Hedge Funds - The value of interests in hedge funds is based on the underlying investments that include equities, debt and other investments.

 

B-73


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Variable Life Insurance Policies - These assets are held in group and individual variable life insurance policies issued by the Company. Group policies are invested in Insurance Company Pooled Separate Accounts. Individual policies are invested in Registered Investment Companies (Mutual Funds). The value of interest in these policies is the cash surrender value of the policies based on the underlying investments. The variable life insurance policies are valued at contract value which approximates fair value.

12C.

(1)

Fair Value Measurements of Pension Plan Assets as of December 31, 2022:

 

    Level 1      Level 2      Level 3      Total  
    (in millions)  

Bonds:

          

U.S. government securities (federal):

          

Mortgage-backed

  $      $      $      $  

Other U.S. government securities

           406               406  

U.S. government securities (state & other)

           375               375  

Non U.S. government securities

           13               13  

Corporate Debt:

          

Corporate bonds

           2,481               2,481  

Asset-backed

           46               46  

Collateralized mortgage obligations

           473               473  

Collateralized loan obligation

           650               650  

Interest rate swaps (1)

           11               11  

Registered investment companies

    65                      65  

Other (2)

    17               65        82  
 

 

 

    

 

 

    

 

 

    

 

 

 

Subtotal-Bonds

    82        4,455        65        4,602  

Real Estate:

          

Partnerships

                  1,004        1,004  

Other:

          

Partnerships

                  1,713        1,713  

Hedge funds

                  1,455        1,455  
 

 

 

    

 

 

    

 

 

    

 

 

 

Subtotal-Other

                  3,168        3,168  
 

 

 

    

 

 

    

 

 

    

 

 

 

Net assets in the fair value hierarchy

  $               82      $             4,455      $             4,237      $             8,774  
 

 

 

    

 

 

    

 

 

    

 

 

 
Investments Measured at Net Asset Value, as a practical expedient (3)           

Pooled separate accounts

 

     2,321  

Common/collective trusts

 

     1,079  
          

 

 

 

Net assets at fair value

 

   $ 12,174  
          

 

 

 

 

B-74


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Fair Value Measurements of Pension Plan Assets as of December 31, 2021:

 

    Level 1     Level 2     Level 3     Total  
    (in millions)  

Bonds:

       

U.S. government securities (federal):

       

Mortgage-backed

  $     $     $     $  

Other U.S. government securities

          1,081             1,081  

U.S. government securities (state & other)

          518             518  

Non U.S. government securities

          21             21  

Corporate Debt:

       

Corporate bonds

          3,586             3,586  

Asset-backed

          23             23  

Collateralized mortgage obligations

          570             570  

Collateralized loan obligation

          502             502  

Interest rate swaps (1)

          (1           (1

Registered investment companies

    85                   85  

Other (2)

    11       4       42       57  
 

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal-Bonds

    96       6,304       42       6,442  

Real Estate:

       

Partnerships

                998       998  

Other:

       

Partnerships

                1,800       1,800  

Hedge funds

                1,304       1,304  
 

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal-Other

                3,104       3,104  
 

 

 

   

 

 

   

 

 

   

 

 

 

Net assets in the fair value hierarchy

  $               96     $             6,304     $             4,144     $             10,544  
 

 

 

   

 

 

   

 

 

   

 

 

 
Investments Measured at Net Asset Value, as a practical expedient (3)        

Pooled separate accounts

 

    2,521  

Common/collective trusts

 

    1,607  
       

 

 

 

Net assets at fair value

 

  $ 14,672  
       

 

 

 

 

1.

Interest rate swaps notional amount is $1,373 million and $433 million for the years ended December 31, 2022 and 2021, respectively.

2.

This category primarily consists of cash and cash equivalents, short term investments, payables and receivables and open future contract positions (including fixed income collateral).

3.

The Pension plan excludes from the fair value hierarchy investments that are measured at NAV per share (or its equivalent) as a practical expedient to estimate fair value.

 

B-75


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

(2)

Fair Value Measurements of Postretirement Plan Assets as of December 31, 2022:

 

     Level 1             Level 2             Level 3             Total  
     (in millions)  

Short Term Investments:

                    

Registered investment companies

     50                               50  
  

 

 

       

 

 

       

 

 

       

 

 

 

Net assets in the fair value hierarchy

   $             50         $             —         $             —         $ 50  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

       

 

 

 
Investments Measured at Net Asset Value, as a
practical expedient (2)
                    

Common trusts

 

        189  
                    

 

 

 

Net assets at fair value

 

        239  
                    

 

 

 

Variable life insurance policies at contract value

 

        910  
                    

 

 

 

Total net assets

 

      $             1,149  
                    

 

 

 

Fair Value Measurements of Postretirement Plan Assets as of December 31, 2021:

 

     Level 1             Level 2             Level 3             Total  
     (in millions)  

Short Term Investments:

                    

Registered investment companies

     114                               114  
  

 

 

       

 

 

       

 

 

       

 

 

 

Net assets in the fair value hierarchy

   $             114         $             —         $             —         $ 114  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

       

 

 

 

Investments Measured at Net Asset Value, as a practical

expedient (2)

                    

Common trusts

 

        294  
                    

 

 

 

Net assets at fair value

 

        408  
                    

 

 

 

Variable life insurance policies at contract value

 

        1,163  
                    

 

 

 

Total net assets

 

      $             1,571  
                    

 

 

 

 

  1.

This category primarily consists of cash and cash equivalents, short term investments, payables and receivables and open future contract positions (including fixed income collateral).

  2.

The Postretirement plan excludes from the fair value hierarchy investments that are measured at NAV per share (or its equivalent) as a practical expedient to estimate fair value.

 

12D.

The domestic discount rate used to value the pension and postretirement obligations at December 31, 2022 and 2021 is based upon the value of a portfolio of Aa investments whose cash flows would be available to pay the benefit obligation’s cash flows when due. The portfolio is selected from a compilation of approximately 420 Aa-rated bonds across the full range of maturities. Since yields can vary widely at each maturity point, the Company generally avoids using the highest and lowest yielding bonds at the maturity points, so as to avoid relying on bonds that might be mispriced or misrated. This refinement process generally results in having a distribution from the 10th to 90th percentile. The Aa portfolio is then selected and, accordingly, its value is a measure of the benefit obligation at December 31, 2022 and 2021. A single equivalent discount rate is calculated to equate the value of the Aa portfolio to the cash flows for the benefit obligation. The result is rounded to the nearest 5 basis points and the benefit obligation is recalculated using the rounded discount rate.

 

B-76


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The pension and postretirement expected long-term rates of return on plan assets for 2022 were determined based upon an approach that considered the allocation of plan assets as of December 31, 2021. Expected returns are estimated by asset class as noted in the discussion of investment policies and strategies below. Expected returns on asset classes are developed using a building-block approach that is forward looking and are not strictly based upon historical returns. The building blocks for equity returns include inflation, real return, a term premium, an equity risk premium, capital appreciation, expenses, the effect of active management and the effect of rebalancing. The building blocks for fixed maturity returns include inflation, real return, a term premium, credit spread, capital appreciation, effect of active management, expenses and the effect of rebalancing.

The Company applied the same approach to the determination of the expected rate of return on plan assets in 2023. The expected rate of return for 2023 is 7.50% and 7.75% for pension and postretirement, respectively.

 

12E.

The Company sponsors voluntary savings plans for employees (401(k) plans). The plans provide for salary reduction contributions by employees and matching contributions/(benefits) by the Company of up to 4% of annual salary for 2022, 2021 and 2020. The matching contributions by the Company included in “Other expenses (benefits)” are $77 million, $80 million and $82 million for 2022, 2021 and 2020, respectively.

 

12F.

The Company does not participate in multiemployer pension or postretirement benefit plans.

 

12G.

The Company does not participate in pension or postretirement benefit plans sponsored by an affiliated consolidated/ holding company.

 

12H.

Postretirement benefits are accounted for in accordance with prescribed NAIC policy.

 

12I.

The Impact of Medicare Modernization Act on Postretirement Benefits is not applicable.

Disclosure of Gross Other Postretirement Benefit Payments:

 

Years  

Other

        Postretirement Benefits        

 
    (in millions)  

2023

    148  

2024

    149  

2025

    149  

2026

    143  

2027

    135  

2028-2032

    544  
 

 

 

 

Total

  $                                                   1,268  
 

 

 

 

 

12J.

Share Based Payments

Employees participate in share based payment awards sponsored by Prudential Financial for which the Company has no legal obligation. Prudential Financial issued stock-based compensation awards to employees of the Company, including stock options, restricted stock units, restricted stock awards, performance shares and performance units, under a plan authorized by Prudential Financial’s Board of Directors.

Prudential Financial recognizes the cost resulting from all share-based payments in the financial statements in accordance with the authoritative guidance on accounting for stock based compensation and applies the fair value based measurement method in accounting for share-based payment transactions with employees except for equity instruments held by employee share ownership plans.

 

B-77


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The results of operations of the Company for the years ended December 31, 2022, 2021 and 2020, include allocated costs of $0 million, $0 million and $3 million, respectively, associated with employee stock options and $90 million, $101 million and $91 million, respectively, associated with employee restricted stock units, performance shares and performance units issued by Prudential Financial to certain employees of the Company.

 

13.

CAPITAL AND SURPLUS, SHAREHOLDERS’ DIVIDENDS RESTRICTIONS AND QUASI-REORGANIZATIONS

 

  (A)

The Company has 500,000 shares authorized, issued, and outstanding with a total par value of $2.5 million at December 31, 2022. All outstanding shares of the Company’s common stock are held by Prudential Financial, Inc.

 

  (B)

New Jersey insurance law provides that dividends or distributions may be declared or paid by the Company without prior regulatory approval only from unassigned surplus, as determined pursuant to statutory accounting principles, less unrealized capital gains and certain other adjustments. In addition, the Company must obtain approval from the New Jersey insurance regulator prior to paying a dividend if the dividend, together with other dividends or distributions made within the preceding twelve months, will exceed greater than 10% of the Company’s surplus or net gain from operations as of the preceding December 31. As of December 31, 2022, the Company’s statutory surplus was $14,049 million. For the year ended, December 31, 2022, the Company’s net gain from operations was $1,030 million.

In December 2022, the Company received a capital contribution of $430 million from its parent, PFI, including the transfer of Prudential Annuities, Inc. (“PAI”) in the form of common stock. PAI was subsequently liquidated, at which time the Company assumed $183 million in underlying admitted assets. Deferred tax assets of $242 million and common stock of $5 million was non-admitted to comply with Statutory requirements.

In September 2022, the Company received a capital contribution of $1 billion from its parent, PFI.

In June 2022, the Company recorded a reduction to paid in capital of $500 million for the elimination of a K-note. The Company, in turn, reduced its holdings in PRIAC through common stock.

In June 2022, the Company received a capital contribution of $19 million from its parent, PFI.

In April 2022, the Company paid a dividend of $2.4 billion to its parent, PFI, of which $1.7 billion was an extraordinary dividend and $0.7 million was an ordinary dividend. The dividend was recorded as dividend to stockholders. The extraordinary dividend was approved by the State of New Jersey.

In March 2022, the Company received a $17 million capital contribution from its parent, PFI, in the form of state tax credits. The Company, in turn, contributed $7 million of state tax credits to its insurance subsidiary, Pruco Life.

In February 2022, the Company contributed its $140 million investment in a former subsidiary, Lotus Re, to its parent, PFI. This transaction was recorded as a dividend to stockholders.

In December 2021, the Company received a $451 million capital contribution from its parent, PFI, in the form of cash and invested assets. The Company, in turn, contributed $451 million of cash and invested assets to its insurance subsidiary, Pruco Life.

In December 2021, the Company paid an ordinary dividend of $1.1 billion to its parent, PFI. The dividend was recorded as dividend to stockholders.

In June 2021, the Company received a $3.8 billion capital contribution from its parent, PFI, in the form of cash and invested assets. The Company, in turn, contributed $3.8 billion of cash and invested assets to its insurance subsidiary, Pruco Life.

In March 2021, the Company received a $15 million capital contribution from its parent, PFI, in the form of state tax credits. The Company, in turn, contributed $6 million of state tax credits to its insurance subsidiary, Pruco Life.

In December 2020, the Company paid an ordinary dividend of $500 million to its parent, PFI. The dividend was recorded as dividend to stockholders.

 

B-78


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

  (C)

The portion of profits on participating policies and contracts is limited pursuant to N.J.S.A. 17B:18-46. The limitations would not restrict the Company’s ability to pay a dividend.

 

  (D)

Unassigned funds are held for the corporate purposes of the Company. In addition, the Company maintains special surplus funds as part of its surplus to meet special requirements of various states.

 

  (E)

In accordance with the requirements of the various states, a special surplus fund has been established for contingency reserves of $197 million and $196 million as of December 31, 2022 and 2021, respectively.

 

  (F)

The portion of unassigned funds (surplus) represented by cumulative unrealized gains and losses was $31 million and $3,931 million as of December 31, 2022 and 2021, respectively. The portion of unassigned funds (surplus) reduced by nonadmitted assets were $6,815 million and $4,049 million as of December 31, 2022 and 2021, respectively.

 

  (G)

The following table provides information relating to the outstanding surplus notes as of December 31, 2022:

 

Item
Number
  Date
Issued
    Interest
Rate
    Original Issue
Amount of
Note
    Is Surplus Note
Holder a Related
Party (Y/N)
    Carrying
Value of Note
Prior Year
    Carrying Value
of Note
Current Year
    Unapproved
Interest And/Or
Principal
 
($ in millions)  
1     7/1/1995       8.30   $                 350       N     $                 347     $                 348     $                 15  
     

 

 

     

 

 

   

 

 

   

 

 

 
Totals       $ 350       $                 347     $         348     $         15  
     

 

 

     

 

 

   

 

 

   

 

 

 

 

Item
Number
  Current Year
Interest Expense
Recognized
    Life to Date
Interest Expense
Recognized
    Current Year Interest Offset
Percentage (not including
amounts paid to a 3rd party
liquidity provider)
    Current
Year
Principal
Paid
    Life to Date
Principal
Paid
    Date of
Maturity
 
($ in millions)  

1

  $                     29     $                     787       —%     $                 —     $                 —       7/1/2025  
 

 

 

   

 

 

     

 

 

   

 

 

   

Totals

  $         29     $         787       $         —     $         —    
 

 

 

   

 

 

     

 

 

   

 

 

   

 

Item
Number
  Are Surplus
payments
contractually
linked? (Y/N)
  Surplus Note payments
subject to
administrative
offsetting provisions?
(Y/N)
  Were Surplus Note proceeds
used to purchase an asset
directly from the holder of
the surplus note? (Y/N)
  Is Asset Issuer a
Related Party
(Y/N)
  Type of Assets
Received Upon
Issuance

1

  N   N   N   N   Cash

 

Item
Number
  Principal Amount of assets received
upon issuance
    Book/Adjusted Carry Value
of Assets
    Is Liquidity Source a Related Party
to the Surplus Note Issuer (Y/N)
 
($ in millions)  
1   $                                                 338     $                                     338       N  
 

 

 

   

 

 

   
Totals   $             338     $             338    
 

 

 

   

 

 

   

The surplus notes in the aggregate principal amount of $350 million listed in the table above were distributed pursuant to Rule 144A under the Securities Act of 1933, underwritten by Goldman, Sachs & Co., CS First Boston, Merrill Lynch & Co., J.P. Morgan Securities Inc., and Prudential Securities Incorporated, an affiliate, pursuant to SSAP 25, and are administered by the Company as a registrar/paying agent. Under the agreement with external counterparties, the Company received cash proceeds from qualified institutional investors in exchange for the surplus note.

The surplus notes are subordinate in right of payment to policy claims, prior claims, and senior indebtedness. The surplus notes have the following restrictions on payment.

 

B-79


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Each payment of principal and interest on the surplus notes may be made only with the prior written approval of the Commissioner, for which approval will only be granted if, in the judgment of the Commissioner, the then current and projected financial condition of the Company warrants such payment. In addition, pursuant to applicable New Jersey law, any payment of principal or interest on the surplus notes may be only out of surplus, earnings, or profits of the Company.

If these conditions to payment are not met, the applicable scheduled maturity date or scheduled interest payment date will be extended until such time, if any, at which conditions are met. Interest will continue to accrue on any unpaid principal amount of the surplus notes during the period of any such extension. Interest will not accrue on interest.

Effective January 1, 2015, the Company entered into a reinsurance agreement with Prudential Legacy Insurance Company (“PLIC”, “Reinsurer”), in which the Company reinsured substantially all of the outstanding liabilities of the Closed Block into a newly established statutory guaranteed separate account. The following information describes the financing arrangement between the Reinsurer and the external counterparties.

The Reinsurer issued a surplus note in the aggregate principal amount of $100 million on November 20, 2019 pursuant to, and is made subject to the terms of, the Amended and Restated Surplus Note Purchase Agreement, dated August 1, 2019, by and between the Reinsurer, the issuer, and Essex LLC, an affiliate. In March 2020, the Reinsurer executed an increase of outstanding notes by $800 million resulting in cumulative outstanding notes of $900 million. Under the agreement with external counterparties, the Reinsurer received credit-linked notes issued by Essex LLC in exchange for the surplus note. On December 30, 2020, the Reinsurer executed a principal redemption in the amount of $500 million and subsequently executed another principal redemption in the amount of $300 million on March 30, 2021. Under the agreement with external counterparties the Company, the issuer, redeemed credit-linked notes issued by Essex LLC, an affiliate. In December 2022, the Reinsurer executed an increase of outstanding notes by $200 million. Under the agreement with external counterparties, the Reinsurer received a $200 million increase in credit-linked notes issued by Essex LLC in exchange for the increase in surplus notes. As of December 31, 2022, $300 million of these notes remain outstanding. The Reinsurer can redeem the principal amount of the outstanding credit-linked notes for cash upon the occurrence of, and in an amount necessary to remedy, a specified liquidity stress event. Upon such event, the surplus note issuer would monetize the amount of credit-linked notes equal to the amount needed to cure the triggering event which would be provided by external counterparties. At this point, the outstanding principal on the asset would be less than the outstanding principal on the surplus note outstanding. Under the agreements, the external counterparties have agreed to fund any such payments under the credit-linked notes in return for the receipt of fees.

Under these transactions, because valid rights of set-off exist, interest payments on the surplus notes and on the credit-linked notes are settled on a net basis. As of December 31, 2022, 100% of interest payments are offset solely due to administrative offsetting. Administrative offsetting occurs throughout the duration of the surplus note agreement which eliminates or reduces the exchange of cash or assets that would normally occur. As of December 31, 2022, $37 million of interest payments have been remitted.

Assets purchased from the proceeds of the surplus notes were credit-linked notes with an NAIC designation of 1. The book adjusted carrying value of these assets are $300 million as of December 31, 2022. The fair value of the credit-linked notes received is the greater of a liquidity event price, optional prepayment price, or sale price. Given that there is a disposition option under which the credits linked notes provide liquidity for their full par price, the carrying value is deemed to approximate the fair value.

 

14.

CONTINGENCIES

 

14A.

Contingent Commitments

In accordance with SSAP No. 5R, “Liabilities, Contingencies and Impairments of Assets” (“SSAP No. 5R”), the following provides detailed information regarding each of the Company’s guarantee agreements, including the nature of the guarantee, the ultimate impact to the financial statements, the current status of the payment or performance risk, the maximum potential of future payments that could be required, the current carrying value of the liability, and the nature of any recourse provisions. In addition, the table following the descriptions summarizes key information about each guarantee.

 

B-80


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

  1)

On March 18, 1982, the Company has entered into a support agreement with Prudential Funding, LLC (“Pru Funding”), a wholly owned, non-insurance subsidiary, pursuant to which the Company has agreed to cause Pru Funding to maintain, at all times, tangible net worth (including subordinated debt) of at least $1. As of December 31, 2022 and 2021, the tangible net worth of Pru Funding was $40 million and $35 million, respectively. There are no recourse provisions that enable recovery from a third party, nor are there any assets held as collateral that can be liquidated to cover amounts paid under the support agreement.

 

  2)

On September 14, 2010, the Company entered into a yield maintenance agreement, pursuant to which the Company agreed to provide an unaffiliated third party (a “purchaser”) with a minimum rate of return on a portfolio of real estate investments acquired by the purchaser from Washington Street. The Company’s maximum potential exposure under this agreement was estimated to be $1 million as of December 31, 2022. There are no recourse provisions that enable recovery from a third party, nor are there any assets held as collateral that can be liquidated to cover amounts paid under the agreement.

 

  3)

On December 13, 2005, the Company has entered into a support agreement with Pruco Securities, LLC (“Pruco Securities”), a wholly owned, non-insurance subsidiary, pursuant to which the Company agrees to cause Pruco Securities to maintain, at all times, (A) a minimum net capital equal to the greater of $250 thousand or six and two-thirds percent of aggregate indebtedness and (B) a ratio of aggregate indebtedness to net capital of less than or equal to 15:1; provided that the Company’s obligations under the support agreement are limited to an aggregate amount of $10 million. As of December 31, 2022 and 2021, the net capital of Pruco Securities was $147 million and $126 million, respectively. On March 20, 2015, the Company paid the maximum amount payable under the guarantee agreement of $10 million to Pruco Securities to maintain the subsidiary’s debt to capital ratio. There are no recourse provisions that enable recovery from a third party, nor are there any assets held as collateral that can be liquidated to cover amounts paid under the support agreement.

 

  4)

Prudential Assigned Settlement Services Corporation (“PASS Corp”), a wholly owned, non-insurance subsidiary of the Company, participates in the structured settlement annuity market by assuming third party payment obligations to injured parties (“claimants”) pursuant to assignment agreements. The Company guarantees the payment obligations of PASS Corp owing to claimants under these assignment agreements. PASS Corp purchases annuity contracts from the Company and uses such annuity contracts to fund its payment obligations under the assignment agreements. The Company has recognized all obligations related to PASS Corp’s assignment agreements in its own reserves. There are no current remaining policyholder obligations held by PASS Corp related to assignment agreements. There are no recourse provisions that enable recovery from a third party, nor are there any assets held as collateral that can be liquidated to cover amounts paid under the guarantees.

 

  5)

Prudential Structured Settlement Company (“PSSC”), a wholly owned, non-insurance subsidiary of the Company, participates in the structured settlement annuity market by assuming third party payment obligations to claimants pursuant to assignment agreements or by assuming obligations under previously executed assignment agreements. The Company guarantees the payment obligations of PSSC owing to claimants under these assignment agreements. PSSC purchases annuity contracts from the Company and uses such annuity contracts to fund its payment obligations under the assignment agreements. The Company has recognized all obligations related to PSSC’s assignment agreements in its own reserves. There are no current remaining obligations held by PSSC related to assignment agreements. There are no recourse provisions that enable recovery from a third party, nor are there any assets held as collateral that can be liquidated to cover amounts paid under the guarantees.

 

  6)

E. 22nd Street SSGA Venture LLC is a directly owned real estate investment of the Company. The Company has issued a guarantee in relation to the acquisition of this real estate investment. The guarantee is issued to the senior mortgage lender, PALAC. The guarantee relates to events such as fraud or malicious conduct, and indemnification for any environmental claims/losses. The Company’s maximum potential exposure under this guarantee is $225 million. The term of the guarantee coincides with the term of the mortgage, which has a debt maturity of June 5, 2025.

 

  7)

The Company is the sole member of GA JHCII, LLC. GA JHCII, LLC has issued a guarantee in relation to John Hancock Center, a real estate investment directly owned by GA JHCII, LLC. The guarantee is issued to the senior mortgage lenders, JP Morgan Chase. The guarantee relates to events such as fraud or malicious misconduct, and

 

B-81


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

 

indemnification for any environmental claims/losses. The term of the guarantee coincides with the term of the mortgage, which has a debt maturity of June 22, 2022. The maximum exposure is $1 billion as of December 31, 2022.

 

  8)

Metro Retail is a directly owned real estate investment of the Company. The Company has issued a guarantee in relation to the acquisition of this real estate investment. The guarantee is issued to the senior mortgage lender, Citizens, N. A. The guarantee relates to events such as fraud or malicious misconduct, and indemnification for any environmental claims/losses. The term of the guarantee coincides with the term of the mortgage, which has a debt maturity of March 20, 2024. The property was sold and the loan was paid in full on September 23, 2022. The environmental indemnity remains in effect until September 23, 2023.

 

  9)

Thurloe Commercial Guernsey Limited is a real estate investment of the Company. The Company has issued a guarantee in relation to the acquisition of this real estate investment. The guarantee is issued to the senior mortgage lender, Aareal Bank AG. The guarantee relates to events such as fraud or malicious conduct, and indemnification for any environmental claims/losses. The term of the guarantee coincides with the term of the mortgage, which has a debt maturity of March 24, 2023.

 

  10)

The Company is the sole member of GA 1600 Commons LLC. GA 1600 Commons LLC has issued a guarantee in relation to the acquisition of 1600 Commons, a real estate investment directly owned by GA 1600 Commons LLC. The guarantee is issued to the senior mortgage lender, New York Life Insurance Company. The guarantee relates to events such as fraud or malicious conduct, and indemnification for any environmental claims/losses. The term of the guarantee coincides with the terms of the mortgage, which has a debt maturity of July 10, 2027.

 

  11)

PLIC, a wholly owned subsidiary of the Company, enters into securities repurchase transactions pursuant to which PLIC transfers securities to third parties and receives cash as collateral, which it invests. The Company guarantees the obligations of PLIC to certain of PLIC’s counterparties under these transactions in the event of PLIC’s non-performance. The amount of the guarantee is equal to the notional amount of guaranteed transaction, which was $2.5 billion as of December 31, 2022, and there is not a contractual limit on PLIC’s repurchase agreement transactions. The guarantee will remain in effect as long as PLIC has outstanding guaranteed obligations.

 

  12)

The Company has entered into a joint venture agreement relating to Gibraltar BSN Holdings SDN BHD (the “BSN JV”) with its joint venture partner setting out their respective rights and obligations with respect to the BSN JV. Pursuant to the joint venture agreement, the Company and its joint venture partner have agreed to contribute additional capital to the BSN JV, based on their respective ownership percentages in the BSN JV, if determined by the BSN JV’s Board of Directors to be necessary to (i) fund payments under the agreement pursuant to which the BSN JV acquired an insurance operating subsidiary, (ii) comply with applicable law concerning minimum capital, solvency or similar requirements, or (iii) execute the business plan or capital plan of the BSN JV or for any other reasonable business purpose, provided that until approximately year end 2023 such contributions under this clause (iii) are limited to each party’s pro-rata share of 188.4 million Malaysian Ringgit. There are no recourse provisions that enable recovery from a third party, nor are there any assets held as collateral that can be liquidated to cover amounts paid under such provisions of the joint venture agreement. The Company does not expect to make any payments on this guarantee and is not carrying any liabilities associated with the guarantee.

 

  13)

The Company has entered into a joint venture agreement relating to Pramerica Fosun Life Insurance Co., Ltd. (the “Fosun JV”) with its joint venture partner setting out their respective rights and obligations with respect to the Fosun JV. Pursuant to the joint venture agreement, the Company and its joint venture partner have agreed to contribute additional capital to the Fosun JV, based on their respective ownership percentages in the Fosun JV, if (i) the Fosun JV’s solvency margin ratio falls below the minimum ratio required by applicable law or regulation (or additional capital is otherwise required to comply with applicable laws or regulatory requirements) or a higher ratio agreed upon by the parties or (ii) an increase in the Fosun JV’s capital is unanimously agreed upon by the Board of Directors of the Fosun JV. There are no recourse provisions that enable recovery from a third party, nor are there any assets held as collateral that can be liquidated to cover amounts paid under such provisions of the joint venture agreement. The Company does not expect to make any payments on this guarantee and is not carrying any liabilities associated with the guarantee.

 

B-82


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

#     Guarantees and key attributes   Current CV of liability
obligations under
guarantee (including
amount recognized at
inception)
  Financial statement
line impacted if action
under guarantee
required
   Max amount of
future potential
guarantee payments
(undiscounted)
  Current status of
payment or
performance risk of
guarantee
($ in millions)
  1     Guarantee that the net worth of Pru Funding is not less than $1.00   (a)   Other Invested Assets, Page 3    (b)   No payments required since inception.
  2     Guarantee payments by Washington Street to purchaser based on a minimum rate of return on a portfolio related to real estate   (a)   Other Invested Assets, Page 3    $1   No payments required since inception.
  3     Guarantee the minimum net capital and a ratio of aggregate indebtedness to net capital of Pruco Securities   (a)   Other Invested Assets, Page 3    $—   The maximum amount payable under the guarantee agreement was paid to Pruco Securities during 2015 for $10 million.
  4     Guarantee obligations to PASS Corp’s claimants   (a)   Other Expenses (Benefits), Page 4    (c)   No payments required since inception.
  5     Guarantee obligations to PSSC’s claimants   (a)   Other Expenses (Benefits), Page 4    (c)   No payments required since inception.
  6     Guarantee related to E. 22nd Street SSGA Venture LLC   $—   Other Invested Assets, Page 3    $225   No payments required since inception.
  7     Guarantee related to acquisition of John Hancock real estate investment   (a)   Real Estate, Page 3    $1,000   No payments required since inception.
  8     Guarantee related to Metro Retail Investment   $—   Real Estate, Page 3    (b)   No payments required since inception.
  9     Guarantee related to Thurloe Commercial Guernsey Limited   $—   Common Stock, Page 3    (b)   No payments required since inception.
  10     Guarantee related to 1600 Commons LLC   $—   Real Estate, Page 3    (b)   No payments required since inception.
  11     Guarantee related to Prudential Legacy Insurance Company   (a)   Common Stock, Page 3    $2,495   No payments required since inception.
  12     Guarantee related to Gibraltar BSN Holdings SDN BHD   $—   Other Invested Assets, Page 3    (b)   No payments required since inception.
  13     Guarantee related to Pramerica Fosun Life Insurance Co., Ltd   $—   Other Invested Assets, Page 3    (b)   No payments required since inception.

(a) Liability recognition not required for guarantees made on behalf of wholly owned insurance or non-insurance subsidiaries.

(b) No limitation on the maximum potential future payments under guarantee.

(c) No current remaining obligations are held by the supported entity related to assignment agreements.

 

B-83


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

     2022      2021  
     (in millions)  
Aggregate maximum potential future payments of all guarantees (undiscounted) that the Company could be required to make as of December 31:    $ 3,721      $ 4,474  

Current liability recognized in financial statements as of December 31:

     

Noncontingent liabilities

             

Contingent liabilities

             

Financial statement impact as of December 31, if action under Guarantee is required:

     

Investments in Affiliated Other Invested Assets and Common Stock

     3,721        4,474  

Dividends to stockholders (capital contribution)

             

Expense

             

Other

         
  

 

 

    

 

 

 

Total

   $             3,721      $             4,474  
  

 

 

    

 

 

 

 

14B.

Assessments

In 1991, the Company established a liability for guaranty fund assessments as a result of the Executive Life Insurance Company (“ELIC”), insolvency. In 2007, the Company also established a guaranty fund assessment liability related to Executive Life Insurance Company of New York (“ELNY”). In 2010, the Company established a guaranty fund assessment liability related to Penn Treaty Network America Insurance Company (“Penn Treaty”). In 2011, the Company established a guaranty fund assessment liability related to Lincoln Memorial Life Insurance Company. The assessments are expected to be paid out over a number of years. As of both December 31, 2022 and 2021, the total amount of the liability related to guaranty fund assessments was $26 million. As of December 31, 2022 and 2021, the Company also held a related asset of $33 million and $35 million, respectively, for premium tax credits associated with the guaranty fund assessments. Premium tax credits are generally expected to be realized over a similar time period as the assessment liability but will vary by state, which can affect the available amounts and duration. Penn Treaty is an entity that wrote long-term care contracts. The liability and related asset for premium tax credits held related to the Penn Treaty insolvency does not have a material financial effect for the Company.

Periodically as new information becomes available, the Company revises its estimates for both the guaranty fund assessment liability and the related asset.

 

     (in millions)  

Assets recognized from paid and accrued premium tax offsets as of December 31, 2021

   $ 35  

Decreases in December 31, 2022:

  

Premium tax offsets utilized

     2  

Increases in December 31, 2022:

  

Additional premium tax offsets applied

      
  

 

 

 

Assets recognized from paid and accrued premium tax offsets as of December 31, 2022

   $             33  
  

 

 

 

 

14C.

Claims Related Extra Contractual Obligations and Bad Faith Losses Stemming from Lawsuits

The Company paid $6 million for the year ended December 31, 2022, to settle less than 50 claims related to extra contractual obligations and bad faith losses stemming from lawsuits.

 

14D.

Other Contingencies

The Company is subject to legal and regulatory actions in the ordinary course of its businesses. Pending legal and regulatory actions include proceedings related to aspects of the Company’s businesses and operations that are specific to it and proceedings that are typical of the businesses in which it operates, including in both cases businesses that have either been

 

B-84


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

divested or placed in wind-down status. Some of these proceedings have been brought on behalf of various alleged classes of complainants. In certain of these matters, the plaintiffs are seeking large and/or indeterminate amounts, including punitive or exemplary damages. The outcome of litigation or a regulatory matter, and the amount or range of potential loss at any particular time, is often inherently uncertain.

Individual Annuities, Individual Life and Group Insurance

Moreland, Socorro v. PICA, et al.

In June 2020, a putative class action complaint entitled Socorro Moreland v. The Prudential Insurance Company of America; Pruco Life Insurance Company, was filed in the United States District Court for the Northern District of California, alleging that the Company failed to comply with California laws requiring that life insurance policies issued and delivered in California: (i) provide for a 60-day grace period pre-lapse during which a policy must stay in force; (ii) provide a 30 day written notice of pending lapse; and (iii) notify policyowners of their right to designate additional recipients for lapse notices. The complaint asserts claims for violation of California law, breach of contract, unfair competition, and bad faith violation of the implied covenant of good faith and fair dealing, and seeks unspecified damages, declaratory and injunctive relief. In August 2020, defendants filed an answer to the complaint and a motion to stay the action pending the California Supreme Court’s decision, in McHugh v. Protective Life Insurance, on the question of whether the California lapse statutes apply to policies that were in force when the statutes went into effect on January 1, 2013, or solely to policies issued after that date. The Moreland court granted defendants’ motion to stay in October 2020. Subsequently, in August 2021, the California Supreme Court in McHugh determined that the California lapse statutes apply to policies that were in force as of January 1, 2013. In October 2021, the Moreland court lifted the stay order. In December 2022, plaintiff filed a motion for class certification.

Escheatment Litigation

Total Asset Recovery Services, LLC v. MetLife, Inc., et al., Prudential Financial, Inc., The Prudential Insurance Company of America, and Prudential Insurance Agency, LLC

In December 2017, Total Asset Recovery Services, LLC, on behalf of the State of New York, filed a Second Amended Complaint in the Supreme Court of the State of New York, County of New York, against, among other 19 defendants, Prudential Financial, Inc., The Prudential Insurance Company of America and Prudential Insurance Agency, LLC, alleging that the Company failed to escheat life insurance proceeds in violation of the New York False Claims Act. The second amended complaint seeks injunctive relief, compensatory damages, civil penalties, treble damages, prejudgment interest, attorneys’ fees and costs. In May 2018, defendants filed a motion to dismiss the Second Amended Complaint. In April 2019, defendants’ motion to dismiss the Second Amended Complaint was granted and plaintiff subsequently filed a Notice of Appeal with the New York State Supreme Court, First Department. In December 2020, the New York Supreme Court, First Department, reversed and vacated the judgment of the trial court and granted leave to plaintiff to file a third amended complaint. In March 2021, the plaintiff filed a third amended complaint asserting claims against all defendants for violation of the New York False Claims Act, and seeking injunctive relief, compensatory and treble damages, attorneys’ fees and costs. In January 2023, the plaintiff filed a Fourth Amended Complaint.

Other Matters

Cho v. PICA, et al.

In November 2019, a putative class action complaint entitled Cho v. The Prudential Insurance Company of America, et. al., was filed in the United States District Court for the District of New Jersey. The Complaint purports to be brought on behalf of participants in the Prudential Employee Savings Plan (the “Plan”) and (i) alleges that Defendants failed to fulfill their fiduciary obligations under the Employee Retirement Income Security Act of 1974, in the administration, management and operation of the Plan, including engaging in prohibited transactions; and (ii) seeks declaratory, injunctive and equitable relief, and unspecified damages including interest, attorneys’ fees and costs. In January 2020, defendants filed a motion to dismiss the complaint. In September 2020, plaintiff filed an amended complaint and added as individual defendants certain PFI officers and current and former members of the Company’s Administrative Committee and Investment Oversight Committee. In December 2020, defendants filed a motion to dismiss the amended complaint. In September 2021, the court granted defendants’ motion to dismiss the amended complaint without prejudice. In October 2021, plaintiff filed a second amended

 

B-85


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

complaint asserting claims against defendants under the Employee Retirement Income Security Act of 1974 for breach of fiduciary duty, prohibited transactions and failure to monitor fiduciaries. The second amended complaint seeks declaratory, injunctive and equitable relief, unspecified damages, attorneys’ fees and costs. In December 2021, defendants filed a motion to dismiss the second amended complaint. In August 2022, the court: (i) dismissed, with prejudice, the breach of the fiduciary duty of loyalty and prohibited transaction claims based on the inclusion of Prudential-affiliated funds in the Plan’s investment options; (ii) dismissed, without prejudice, the breach of fiduciary duty claims based on certain alleged underperforming Plan funds; and (iii) denied the motion to dismiss plaintiffs’ claims for breach of the fiduciary duties of prudence and to monitor other fiduciaries, based on alleged delays in removing other alleged underperforming funds. In September 2022, plaintiff filed a third amended complaint asserting claims for breach of duty of prudence and to monitor fiduciaries, and in October 2022, defendants filed their answer to the third amended complaint.

Regulatory Matters

Variable Products

The Company has received regulatory inquiries and requests for information from state and federal regulators, including subpoenas from the U.S. Securities and Exchange Commission, concerning the appropriateness of variable product sales and replacement activity. The Company is cooperating with regulators and may become subject to additional regulatory inquiries and other actions related to this matter.

Summary

The Company’s litigation and regulatory matters are subject to many uncertainties, and given their complexity and scope, their outcomes cannot be predicted. It is possible that the Company’s results of operations or cash flows in a particular quarterly or annual period could be materially affected by an ultimate unfavorable resolution of pending litigation and regulatory matters depending, in part, upon the results of operations or cash flow for such period. In light of the unpredictability of the Company’s litigation and regulatory matters, it is also possible that in certain cases an ultimate unfavorable resolution of one or more pending litigation or regulatory matters could have a material adverse effect on the Company’s financial position. Management believes, however, that, based on information currently known to it, the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and rights to indemnification, is not likely to have a material adverse effect on the Company’s financial position.

 

15.

LEASES

Lessee Operating Lease:

The Company occupies leased office space in many locations under various long-term leases and has entered into numerous leases covering the long-term use of computers and other equipment.

At December 31, 2022, future minimum lease payments under non-cancelable operating leases are estimated as follows:

 

 Year (1)

  Minimum aggregate
rental commitments
 
    (in millions)  

2023

  $ 57  

2024

    51  

2025

    43  

2026

    19  

2027

    13  

Thereafter

    23  
 

 

 

 

Total

  $                                 206  
 

 

 

 

(1) Revised to correct amounts reported in the 2022 annual statement.

 

B-86


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Rental expense, net of sub-lease income, incurred for the years ended December 31, 2022, 2021 and 2020 was $55 million, $64 million and $71 million, respectively.

 

16.

PREMIUM AND ANNUITY CONSIDERATIONS DEFERRED AND UNCOLLECTED

Deferred and uncollected life insurance premiums and annuity considerations as of December 31:

 

     2022      2021  
Type    Gross      Net of Loading      Gross      Net of Loading  
     (in millions)  
Ordinary - New Business (Individual Life & Annuities)      $               —        $               —        $               4        $               4  

Ordinary - Renewal Business

     2,608        2,609        2,694        2,695  

Group Life

     357        357        294        294  

Group Annuity

     725        725        761        761  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

     $          3,690        $          3,691        $          3,753        $          3,754  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

17.

OTHER DISCLOSURES AND UNUSUAL ITEMS

Other disclosures

Effective January 1, 2022, the Company reinsured a closed block of Variable Universal Life (“VUL”) business to Lotus Reinsurance Company Ltd. (“Lotus Re”), an affiliated Class E Bermuda insurance company. During the first quarter, PFI has repositioned Lotus Re from being a wholly owned subsidiary of Prudential Insurance to being a wholly owned subsidiary of Prudential International Insurance Holdings (“PIIH”). On the effective date of the reinsurance agreement, the Company ceded to Lotus Re approximately $2 billion in general account reserves under coinsurance and approximately $12 billion in separate account reserves under Modco. For the Modco component of the reinsurance agreement, the initial Modco transaction was reported on a net basis in the Company’s financial statements.

On July 21, 2021, PFI entered into an agreement with EAICA (formerly known as Great-West Life and Annuity Insurance Company) pursuant to which PFI agreed to sell to EAICA its Full Service Retirement business written by the Company and its former Connecticut subsidiary, PRIAC, primarily through a combination of (i) the sale of all outstanding equity interests of certain legal entities, including PRIAC; (ii) the ceding of certain insurance policies through reinsurance; and (iii) the sale, transfer and/or novation of certain in-scope contracts and brokerage accounts. The transaction closed effective April 1, 2022, after receiving all regulatory approvals and satisfying all customary closing conditions. The Company recorded a gain of $488 million on the transaction that is reflected in the 2022 financial statements. Please see Note 7 for additional information on the reinsurance agreement implemented as a result of the sale.

The agreement pertains exclusively to the Full-Service business written by the Company and EAIC and therefore excludes any contractual rights and obligations, assets, liabilities and surplus associated with any non-Full-Service business written by the Company and EAIC (the “Excluded Business”). This population of Excluded Business primarily consists of the Company’s and EAIC’s Institutional Investment Products which includes Longevity Risk Transfer (“LRT” business) products, Guaranteed Cost and Pripar contracts (“PRT” business) and certain separate accounts.

In order to exclude these assets from the sale of PRIAC, PRIAC novated to the Company, through assumption reinsurance, the rights and obligations, assets, liabilities and surplus associated with any Excluded Business prior to the close of the sale. The LRT Excluded Business was novated effective December 31, 2021. The impact of the novation on the Company was an increase in assets of $259 million, an increase in liabilities of $257 million and an increase in surplus of $1 million. The PRT

 

B-87


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

and separate account components of the Excluded Business novated effective February 1, 2022 subsequent to all necessary policyholder and regulator approvals. The impact that PRT and separate account novation had on the Company upon novation in 2022 is an increase in assets of $6,835 million, an increase in liabilities of $6,769 million and an increase in surplus of $65 million.

As a result of an agreement with the New York State Department of Financial Services (“NY DFS”) regarding the Company’s reserving methodologies for certain variable annuity and life insurance products, the Company holds additional statutory reserves on a New York basis, which reduces its New York statutory surplus. The Company is not domiciled in New York, and these changes do not impact statutory reserves reported in the Company’s state of domicile, or any states other than New York, and therefore do not impact its RBC ratio; however, the agreed reserve methodologies may require the Company to increase additional New York statutory reserves in the future. New York’s version of PBR, which became effective in January 2020, allows for modifications to the NAIC valuation model and New York’s modifications might require the Company to increase its New York Statutory Reserves. In 2022, as a result of a periodic examination, the NY DFS determined that the Company would be required to change certain Asset Adequacy Testing methodologies that may require the Company to hold additional reserves on a New York statutory basis. If the Company were required to establish material additional reserves on a New York statutory accounting basis or post material amounts of additional collateral with respect to annuity or insurance products, its ability to deploy capital held within the Company for other purposes could be affected.

The Company is subject to an annual fee under section 9010 of the Affordable Care Act (“ACA”). This annual fee is allocated to individual health insurers based on the ratio of the amount of an entity’s net premiums written for health insurance for any U.S. health risk during the preceding calendar year to the aggregate amount of health insurance for any U.S. health risk that is written during the preceding calendar year. For the years ended December 31, 2022 and December 31, 2021, the Company had health insurance premiums subject to the ACA assessment of $1 million. However, because net premiums written in 2022 were less than $25 million, no fee is required. As such, there is no expected impact to risk based capital.

The Company has, consistent with past practice, guaranteed that a minimum amount of $471 million of annual and termination dividends will be paid and credited to the U.S. holders of policies issued after 1983 by December 31, 2023, as declared by the Company’s Board of Directors.

The Company is owner and beneficiary of variable life insurance policies which it holds through subsidiaries that are recorded under the equity method of accounting.

The composition of the investments that underlie the cash surrender value are as follows as of December 31:

 

     2022     2021  
     Aggregate Cash
Surrender Value
     Percentage     Aggregate Cash
Surrender Value
     Percentage  
     ($ in millions)  

Bonds

   $             2,138        57.2  %    $             2,401        57.8  % 

Stocks

     1,105        29.6  %      1,396        33.6  % 

Mortgage loans

            0.0  %             0.0  % 

Real estate

            0.0  %             0.0  % 

Cash and short-term investments

     451        12.1  %      310        7.5  % 

Derivatives

            0.0  %      8        0.2  % 

Other invested assets

     42        1.1  %      41        1.0  % 

 

B-88


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

18.

ANALYSIS OF ANNUITY ACTUARIAL RESERVES AND DEPOSIT LIABILITIES BY WITHDRAWAL CHARACTERISTICS

The following table is an analysis of annuity actuarial reserves and deposit-type contract funds and other liabilities without life or disability contingencies by withdrawal characteristics as of December 31:

 

    2022  
    General
Account
          Separate
Account
with
Guarantees
          Separate
Account
Nonguaranteed
          Total           % of
Total
 
    ($ in millions)  

INDIVIDUAL ANNUITIES:

                 

Subject to discretionary withdrawal:

                 

With market value adjustment

  $             85       $               —       $                     —       $             85         1.0 %  

At book value less current surrender charge of 5% or more (1)

    83                         83         0.9 %  

At fair value

                    1,487         1,487         17.0 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total with market value adjustment or at fair value

    168                 1,487         1,655         18.9 %  
At book value without adjustment (minimal or no charge or adjustment) (2)     2,145                         2,145         24.6 %  

Not subject to discretionary withdrawal

    4,935                         4,935         56.5 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    7,248                 1,487         8,735         100.0 %  

Reinsurance ceded

    1                         1      
 

 

 

     

 

 

     

 

 

     

 

 

     

Total (Net)

  $ 7,247       $       $ 1,487       $ 8,734      
 

 

 

     

 

 

     

 

 

     

 

 

     
Amount included in (1) above that will move to (2) for the first time within the year after the statement date   $ 13       $       $       $ 13      

 

    2022  
    General
Account
          Separate
Account
with
Guarantees
          Separate
Account
Nonguaranteed
          Total           % of
Total
 
    ($ in millions)  

GROUP ANNUITIES:

                 

Subject to discretionary withdrawal:

                 

With market value adjustment

  $        7,054       $ 1,458       $                     —       $ 8,512         6.3 %  

At book value less current surrender charge of 5% or more (1)

                          —                             —         0.0 %  

At fair value

            1,115         33,601         34,716         25.9 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total with market value adjustment or at fair value

    7,054         2,573         33,601         43,228         32.2 %  
At book value without adjustment (minimal or no charge or adjustment) (2)     1,749         11                 1,760         1.3 %  

Not subject to discretionary withdrawal

    27,005         62,346                 89,351         66.5 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    35,808         64,930         33,601         134,339         100.0 %  

Reinsurance ceded

    8,200                         8,200      
 

 

 

     

 

 

     

 

 

     

 

 

     

Total (Net)

  $ 27,608       $ 64,930       $ 33,601       $ 126,139      
 

 

 

     

 

 

     

 

 

     

 

 

     
Amount included in (1) above that will move to (2) for the first time within the year after the statement date   $       $       $       $      

 

B-89


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

    2022  
    General
Account
          Separate
Account
with
Guarantees
          Separate
Account
Nonguaranteed
          Total           % of
Total
 
    ($ in millions)  

DEPOSIT-TYPE CONTRACTS (no life contingencies):

                 

Subject to discretionary withdrawal:

                 

With market value adjustment

  $       $       $       $         0.0 %  

At book value less current surrender charge of 5% or more (1)

                                    0.0 %  

At fair value (*)

    2                 6,543         6,545         23.4 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total with market value adjustment or at fair value

    2                 6,543         6,545         23.4 %  
At book value without adjustment (minimal or no charge or adjustment) (2) (*)     9,720                         9,720         34.9 %  

Not subject to discretionary withdrawal

    11,646                         11,646         41.7 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    21,368                 6,543         27,911         100.0 %  

Reinsurance ceded

    4,538                         4,538      
 

 

 

     

 

 

     

 

 

     

 

 

     

Total (Net)

  $ 16,830       $       $ 6,543       $ 23,373      
 

 

 

     

 

 

     

 

 

     

 

 

     
Amount included in (1) above that will move to (2) for the first time within the year after the statement date   $             —       $               —       $                     —       $             —      

(*) Revised to correct amounts reported in the 2022 annual statement.

 

    2022  
    General
Account
           Separate
Account with
Guarantees
           Separate
Account
Nonguaranteed
           Total  
    (in millions)  
Reconciliation of total annuity actuarial reserves and deposit liabilities:                 

Life and Accident & Health Annual Statement

  $ 51,685        $        $        $ 51,685  

Separate Accounts Annual Statement

             64,930          41,631          106,561  
 

 

 

      

 

 

      

 

 

      

 

 

 

Total annuity actuarial reserves and deposit liabilities

  $         51,685        $         64,930        $             41,631        $     158,246  
 

 

 

      

 

 

      

 

 

      

 

 

 

 

B-90


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table is an analysis of annuity actuarial reserves and deposit-type contract funds and other liabilities without life or disability contingencies by withdrawal characteristics as of December 31:

 

    2021  
    General
Account
          Separate
Account
with
Guarantees
          Separate
Account
Nonguaranteed
          Total           % of
Total
 
    ($ in millions)  

INDIVIDUAL ANNUITIES:

                 

Subject to discretionary withdrawal:

                 

With market value adjustment

  $ 93       $       $       $ 93         1.0 %  

At book value less current surrender charge of 5% or more (1)

    50                         —                             —         50         0.5 %  

At fair value

                —                 2,078         2,078         22.0 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total with market value adjustment or at fair value

    143                 2,078         2,221         23.5 %  
At book value without adjustment (minimal or no charge or adjustment) (2)     2,326                         2,326         24.7 %  

Not subject to discretionary withdrawal

    4,879                         4,879         51.8 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    7,348                 2,078         9,426         100.0 %  

Reinsurance ceded

    1                                     1      
 

 

 

     

 

 

     

 

 

     

 

 

     

Total (Net)

  $ 7,347       $       $ 2,078       $ 9,425      
 

 

 

     

 

 

     

 

 

     

 

 

     
Amount included in (1) above that will move to (2) for the first time within the year after the statement date   $ 13       $       $       $ 13      

 

    2021  
    General
Account
          Separate
Account
with
Guarantees
          Separate
Account
Nonguaranteed
          Total           % of
Total
 
    ($ in millions)  

GROUP ANNUITIES:

                 

Subject to discretionary withdrawal:

                 

With market value adjustment

  $ 7,011       $ 1,552       $                     —       $ 8,563         6.7 %  

At book value less current surrender charge of 5% or more (1)

                            —                             —         0.0 %  

At fair value

                —         1,475         34,732         36,207         28.3 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total with market value adjustment or at fair value

    7,011         3,027         34,732         44,770         35.0 %  
At book value without adjustment (minimal or no charge or adjustment) (2)     2,058         11                 2,069         1.6 %  

Not subject to discretionary withdrawal

    26,698         54,457                 81,155         63.4 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    35,767         57,495         34,732         127,994         100.0 %  

Reinsurance ceded

                                 
 

 

 

     

 

 

     

 

 

     

 

 

     

Total (Net)

  $ 35,767       $ 57,495       $ 34,732       $ 127,994      
 

 

 

     

 

 

     

 

 

     

 

 

     
Amount included in (1) above that will move to (2) for the first time within the year after the statement date   $       $       $       $      

 

B-91


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

    2021  
    General
Account
          Separate
Account
with
Guarantees
          Separate
Account
Nonguaranteed
          Total           % of
Total
 
    ($ in millions)  

DEPOSIT-TYPE CONTRACTS (no life contingencies):

                 

Subject to discretionary withdrawal:

                 

With market value adjustment

  $       $       $       $         0.0 %  

At book value less current surrender charge of 5% or more (1)

                                    0.0 %  

At fair value

    3,169                 7,098         10,267         36.5 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total with market value adjustment or at fair value

    3,169                 7,098         10,267         36.5 %  
At book value without adjustment (minimal or no charge or adjustment) (2)     6,954                         6,954         24.8 %  

Not subject to discretionary withdrawal

    10,885                         10,885         38.7 %  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    21,008                 7,098         28,106         100.0 %  

Reinsurance ceded

    4,667                         4,667      
 

 

 

     

 

 

     

 

 

     

 

 

     

Total (Net)

  $ 16,341       $       $ 7,098       $ 23,439      
 

 

 

     

 

 

     

 

 

     

 

 

     
Amount included in (1) above that will move to (2) for the first time within the year after the statement date   $             —       $                 —       $                     —       $             —      

 

    2021  
    General
Account
           Separate
Account with
Guarantees
           Separate
Account
Nonguaranteed
           Total  
    (in millions)  
Reconciliation of total annuity actuarial reserves and deposit liabilities:                 

Life and Accident & Health Annual Statement

  $ 59,455        $        $        $ 59,455  

Separate Accounts Annual Statement

             57,495          43,908          101,403  
 

 

 

      

 

 

      

 

 

      

 

 

 

Total annuity actuarial reserves and deposit liabilities

  $         59,455        $         57,495        $             43,908        $     160,858  
 

 

 

      

 

 

      

 

 

      

 

 

 

 

B-92


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

19.

ANALYSIS OF LIFE ACTUARIAL RESERVES BY WITHDRAWAL CHARACTERISTICS

The following table is an analysis of life actuarial reserves by withdrawal characteristics as of December 31:

 

    General Account  
    2022           2021  
    Account
Value
          Cash Value           Reserve           Account
Value
          Cash Value           Reserve  
    (in millions)  
Subject to discretionary withdrawal, surrender values, or policy loans:                      

Term Policies with Cash Value

  $ 64       $ 120       $ 160       $ 67       $ 92       $ 120  

Universal Life

    2,432         2,511         2,677         2,476         2,543         2,711  

Universal Life with Secondary Guarantees

    4,324         3,775         13,545         4,565         3,927         13,142  

Indexed Universal Life

                    8                         8  

Indexed Universal Life with Secondary Guarantees

    449         424         547         431         402         524  

Indexed Life

                                             

Other Permanent Cash Value Life Insurance(1)

            42,813         43,088                 43,817         44,104  

Variable Life

    1,768         1,910         2,106         1,767         1,913         2,163  

Variable Universal Life

    1,555         1,554         1,734         1,551         1,548         1,830  

Miscellaneous Reserves (1)

            30,249         30,985                 28,455         29,297  
Not subject to discretionary withdrawals or no cash values:                      

Term Policies without Cash Value

            4,277                 4,329  

Accidental Death Benefits

            517                 530  

Disability - Active Lives

            213                 217  

Disability - Disabled Lives

            442                 482  

Miscellaneous Reserves

            1,654                 1,345  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    10,592         83,356         101,953         10,857         82,697         100,802  

Reinsurance Ceded

    5,885         47,715         61,625         4,471         47,067         59,664  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Net)

  $         4,707       $         35,641       $       40,328       $       6,386       $         35,630       $       41,138  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

(1) Prior period amounts have been reclassified to conform to current presentation and revised to correct amounts reported in the annual statement.

 

B-93


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

    Separate Account - Guaranteed  
    2022           2021  
    Account
Value
          Cash Value           Reserve           Account
Value
          Cash Value           Reserve  
    (in millions)  
Subject to discretionary withdrawal, surrender values, or policy loans:                      

Term Policies with Cash Value

  $       $       $       $       $       $  

Universal Life

                                             

Universal Life with Secondary Guarantees

                                             

Indexed Universal Life

                                             

Indexed Universal Life with Secondary Guarantees

                                             

Indexed Life

                                             

Other Permanent Cash Value Life Insurance

                                             

Variable Life

                                             

Variable Universal Life

    1,774         1,774         1,774         1,994         1,994         1,994  

Miscellaneous Reserves

                                             
Not subject to discretionary withdrawals or no cash values:                      

Term Policies without Cash Value

                             

Accidental Death Benefits

                             

Disability - Active Lives

                             

Disability - Disabled Lives

                             

Miscellaneous Reserves

                             
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    1,774         1,774         1,774         1,994         1,994         1,994  

Reinsurance Ceded

                                             
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Net)

  $         1,774       $           1,774       $         1,774       $         1,994       $           1,994       $         1,994  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

 

B-94


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

    Separate Account - Nonguaranteed  
    2022           2021  
    Account
Value
          Cash Value           Reserve           Account
Value
          Cash Value           Reserve  
    (in millions)  
Subject to discretionary withdrawal, surrender values, or policy loans:                      

Term Policies with Cash Value

  $       $       $       $       $       $  

Universal Life

                                             

Universal Life with Secondary Guarantees

                                             

Indexed Universal Life

                                             

Indexed Universal Life with Secondary Guarantees

                                             

Indexed Life

                                             

Other Permanent Cash Value Life Insurance

                                             

Variable Life

    10,497         10,495         10,497         13,704         13,701         13,704  

Variable Universal Life

    20,735         20,735         20,735         25,046         25,046         25,046  

Miscellaneous Reserves

                                             
Not subject to discretionary withdrawals or no cash values:                      

Term Policies without Cash Value

                             

Accidental Death Benefits

                             

Disability - Active Lives

                             

Disability - Disabled Lives

                             

Miscellaneous Reserves

                             
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Gross: Direct + Assumed)

    31,232         31,230         31,232         38,750         38,747         38,750  

Reinsurance Ceded

                                             
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total (Net)

  $       31,232       $         31,230       $       31,232       $       38,750       $         38,747       $       38,750  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

 

B-95


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

     2022  
     General Account     Separate Account
Guaranteed
    Separate Account
Nonguaranteed
    Total  
  

 

 

   

 

 

   

 

 

   

 

 

 
     (in millions)  
Reconciliation of total life actuarial reserves:         

Life and Accident & Health Annual Statement

   $ 40,328     $     $     $ 40,328  

Separate Accounts Annual Statement

           1,774       31,232       33,006  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total life actuarial reserves

   $                   40,328     $ 1,774     $ 31,232     $             73,334  
  

 

 

   

 

 

   

 

 

   

 

 

 
     2021  
     General Account     Separate Account
Guaranteed
    Separate Account
Nonguaranteed
    Total  
  

 

 

   

 

 

   

 

 

   

 

 

 
     (in millions)  
Reconciliation of total life actuarial reserves:         

Life and Accident & Health Annual Statement

   $ 41,138     $     $     $ 41,138  

Separate Accounts Annual Statement

           1,994       38,750       40,744  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total life actuarial reserves

   $ 41,138     $                       1,994     $                     38,750     $ 81,882  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

20.

FAIR VALUE OF ASSETS AND LIABILITIES

Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative fair value guidance establishes a framework for measuring fair value that includes a hierarchy used to classify the inputs used in measuring fair value. The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement. The levels of the fair value hierarchy are as follows:

Level 1 - Fair value is based on unadjusted quoted prices in active markets that are accessible to the Company for identical assets or liabilities. The Company’s Level 1 assets and liabilities primarily include certain cash equivalents and short-term investments, common stocks and derivative contracts that trade on an active exchange market.

Level 2 - Fair value is based on significant inputs, other than quoted prices included in Level 1, that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability through corroboration with observable market data. Level 2 inputs include quoted market prices in active markets for similar assets and liabilities, quoted market prices in markets that are not active for identical or similar assets or liabilities, and other market observable inputs. The Company’s Level 2 assets and liabilities include: bonds (corporate public and private bonds, most government securities, certain asset-backed and mortgage-backed securities, etc.), certain common stock securities (mutual funds, which do not trade in active markets because they are not publicly available), short-term investments and certain cash equivalents (primarily commercial paper), and certain over-the-counter (“OTC”) derivatives.

Level 3 - Fair value is based on at least one significant unobservable input for the asset or liability. The assets and liabilities in this category may require significant judgment or estimation in determining the fair value. The Company’s Level 3 assets and liabilities primarily include: certain private bonds and common stock securities, certain manually priced public common stock and bonds, certain commercial mortgage loans and certain highly structured OTC derivative contracts.

Bonds carried at the lower of amortized cost or market value (NAIC 6 rated bonds) - The fair values of the Company’s public bonds are generally based on prices obtained from independent pricing services. Prices for each bond are generally sourced from multiple pricing vendors, and a vendor hierarchy is maintained by asset type based on historical pricing

 

B-96


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

experience and vendor expertise. The Company ultimately uses the price from the pricing service highest in the vendor hierarchy based on the respective asset type. The pricing hierarchy is updated for new financial products and recent pricing experience with various vendors. Consistent with the fair value hierarchy described above, securities with validated quotes from pricing services are generally reflected within Level 2 as they are primarily based on observable pricing for similar assets and/or other market observable inputs. Typical inputs used by these pricing services include but are not limited to, reported trades, benchmark yields, issuer spreads, bids, offers, and/or estimated cash flow, prepayment speeds and default rates. If the pricing information received from third-party pricing services is deemed not reflective of market activity or other inputs observable in the market, the Company may challenge the price through a formal process with the pricing service or classify the securities as Level 3. If the pricing service updates the price to be more consistent with the presented market observations, the security remains within Level 2.

Internally-developed valuations or indicative broker quotes are also used to determine fair value in circumstances where vendor pricing is not available, or where the Company ultimately concludes that pricing information received from the independent pricing service is not reflective of market activity. If the Company concludes the values from both pricing services and brokers are not reflective of market activity, it may override the information with an internally-developed valuation. As of December 31, 2022 and 2021, overrides on a net basis were not material. Pricing service overrides, internally-developed valuations and indicative broker quotes are generally included in Level 3 in the fair value hierarchy.

The Company conducts several specific price monitoring activities. Daily analyses identify price changes over predetermined thresholds defined at the financial instrument level. Various pricing integrity reports are reviewed on a daily and monthly basis to determine if pricing is reflective of market activity or if it would warrant any adjustments. Other procedures performed include, but are not limited to, reviews of third-party pricing services methodologies, reviews of pricing trends and back testing.

The fair values of private bonds, which are primarily originated by internal private asset managers, are primarily determined using discounted cash flow models. These models primarily use observable inputs that include Treasury or similar base rates plus estimated credit spreads to value each security. The credit spreads are obtained through a survey of private market intermediaries who are active in both primary and secondary transactions, and consider, among other factors, the credit quality and the reduced liquidity associated with private placements. Internal adjustments are made to reflect variation in observed sector spreads. Since most private placements are valued using standard market observable inputs and inputs derived from, or corroborated by, market observable data including, but not limited to observed prices and spreads for similar publicly traded issues, they have been reflected within Level 2. For certain private fixed maturities, the discounted cash flow model may incorporate significant unobservable inputs, which reflect the Company’s own assumptions about the inputs that market participants would use in pricing the asset. To the extent management determines that such unobservable inputs are significant to the price of a security, a Level 3 classification is made.

Cash equivalents and short-term investments - Cash equivalents and short-term investments include money market instruments, commercial paper and other highly liquid debt instruments. Certain money market instruments are valued using unadjusted quoted prices in active markets that are accessible for identical assets and are primarily classified as Level 1. The remaining instruments in this category are generally fair valued based on market observable inputs and these investments have primarily been classified within Level 2.

Preferred stocks carried at the lower of amortized cost or market value - Preferred stocks consist principally of publicly traded and privately traded preferred stock. The fair values of most publicly traded preferred stock securities are based on quoted market prices in active markets for identical assets and are classified within Level 1 in the fair value hierarchy. Estimated fair values for most privately traded preferred stock securities are determined using valuation and discounted cash flow models that require a substantial level of judgment. In determining the fair value of certain privately traded preferred stock the discounted cash flow model may also use unobservable inputs, which reflect the Company’s assumptions about the inputs market participants would use in pricing the asset. Most privately traded preferred stock securities are classified within Level 3. Fair values of perpetual preferred stock based on observable market inputs are classified within Level 2. However, when prices from independent pricing services are based on indicative broker quotes as the directly observable market inputs become unavailable, the fair value of perpetual preferred stock is classified as Level 3.

 

B-97


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Common stocks carried at market value - Common stocks consist principally of investments in common stocks of publicly traded companies, privately traded securities, as well as common stock mutual fund shares. The fair values of most publicly traded common stocks are based on quoted market prices in active markets for identical assets and are classified within Level 1 in the fair value hierarchy. Estimated fair values for most privately traded equity securities are determined using discounted cash flow, earnings multiple and other valuation models that require a substantial level of judgment around inputs and therefore are classified within Level 3. The fair values of common stock mutual fund shares that transact regularly (but do not trade in active markets because they are not publicly available) are based on transaction prices of identical fund shares. The fair values of common stocks are based on prices obtained from independent pricing services. These prices are then validated for reasonableness against recently traded market prices. Accordingly, these securities are generally classified within Level 2 in the fair value hierarchy.

Derivative instruments - Derivatives are recorded at fair value either as assets or liabilities within “Derivatives.” The fair values of derivative contracts can be affected by changes in interest rates, foreign exchange rates, commodity prices, credit spreads, market volatility, expected returns, non-performance risk (“NPR”), liquidity and other factors. For derivative positions included within Level 3 of the fair value hierarchy, liquidity valuation adjustments are made to reflect the cost of exiting significant risk positions, and consider the bid-ask spread, maturity, complexity, and other specific attributes of the underlying derivative position.

The Company’s exchange-traded futures may include Treasury futures and equity futures. Exchange-traded futures and options are valued using quoted prices in active markets and are classified within Level 1 in the fair value hierarchy.

The majority of the Company’s derivative positions are traded in the OTC derivative market and are classified within Level 2 in the fair value hierarchy. OTC derivatives classified within Level 2 are valued using models that utilize actively quoted or observable market input from external market data providers, third-party pricing vendors and/or recent trading activity. The Company’s policy is to use mid-market pricing in determining its best estimate of fair value. The fair values of most OTC derivatives, including interest rate and cross-currency swaps, currency forward contracts, credit default swaps, and “to be announced” (“TBA”) forward contracts on highly rated mortgage-backed securities issued by U.S. government sponsored entities are determined using discounted cash flow models. The fair values of European style option contracts are determined using Black-Scholes option pricing models. These models’ key inputs include the contractual terms of the respective contract, along with significant observable inputs, including interest rates, currency rates, credit spreads, equity prices, index dividend yields, NPR, volatility and other factors.

The Company’s cleared interest rate swaps and credit derivatives linked to an index are valued using models that utilize actively quoted or observable market inputs, including the secured overnight financing rate (“SOFR”), obtained from external market data providers, third-party pricing vendors and/or recent trading activity. These derivatives are classified as Level 2 in the fair value hierarchy.

The majority of the Company’s derivative agreements are with highly rated major international financial institutions. To reflect the market’s perception of its own and the counterparty’s NPR, the Company incorporates additional spreads over London Interbank Offered Rates (“LIBOR”) into the discount rate used in determining the fair value of OTC derivative assets and liabilities after netting of collateral.

Derivatives classified as Level 3 include structured products. These derivatives are valued based upon models, such as Monte Carlo simulation models and other techniques that utilize significant unobservable inputs. Level 3 methodologies are validated through periodic comparison of the Company’s fair values to external broker-dealer values.

Separate account assets at fair value - Separate account assets primarily include bonds, treasuries, common stock and mutual funds for which values are determined consistent with similar instruments described above under “Bonds carried at the lower of amortized cost or market value (NAIC 6 rated bonds)” and “Common Stocks carried at market value.”

Effective January 1, 2018, the Company adopted changes to SSAP No. 100, “Fair Value” (“SSAP 100”), to allow NAV per share as a practical expedient to fair value either when specifically named in an SSAP or when specific conditions exist. This adoption removes the requirement to categorize within the fair value hierarchy all investments measured at net asset value per share (or its equivalent) as a practical expedient. As a result of the adoption of this guidance, certain separate account assets are no longer classified in the fair value hierarchy.

 

B-98


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

(1)

The table below presents the balances of assets and liabilities on a recurring and non-recurring basis measured at fair value as of December 31, 2022:

 

Description   Level 1     Level 2     Level 3     Net Asset Value
(NAV)
    Total  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
    (in millions)  

Assets at fair value

         

Bonds:

         

Industrial and Misc

  $ 161     $     $ 13     $     $ 174  
Cash, cash equivalents and short-term investments:          

Industrial and Misc

          789                   789  

Preferred stock:

         

Industrial and Misc

                89             89  

Common stock:

         

Industrial and Misc

    8       149       155             312  

Derivative assets: (b)

         

Currency swaps

          321                   321  

Interest rate swaps

          2,484                   2,484  

Total return swaps

          15                   15  

Options

          18                   18  

Currency forwards

          4                   4  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Derivative assets

          2,842                   2,842  

Separate account assets (a)

    8,172       63,137       1,075       25,161       97,545  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total assets at fair value

  $             8,341     $           66,917     $             1,332     $                     25,161     $         101,751  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities at fair value

         

Derivative liabilities: (b)

         

Currency swaps

  $     $ 9     $     $     $ 9  

Interest rate swaps

          2,255                   2,255  

Total return swaps

          38                   38  

Options

          5                   5  

Currency forwards

          84                   84  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Derivative liabilities

          2,391                   2,391  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities at fair value

  $     $ 2,391     $     $     $ 2,391  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

B-99


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The table below presents the balances of assets and liabilities on a recurring and non-recurring basis measured at fair value as of December 31, 2021:

 

Description   Level 1     Level 2     Level 3     Net Asset Value
(NAV)
    Total  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
    (in millions)  

Assets at fair value

         

Bonds:

         

Industrial and Misc

  $ 439     $     $ 8     $     $ 447  
Cash, cash equivalents and short-term investments:          

Industrial and Misc

          548                   548  

Preferred stock:

         

Industrial and Misc

                99             99  

Common stock:

         

Industrial and Misc

    278       84       194             556  

Derivative assets: (b)

         

Currency swaps

          226                   226  

Interest rate swaps

          2,578                   2,578  

Total return swaps

          23                   23  

Options

          93       6             99  

Currency forwards

          56                   56  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Derivative assets

          2,976       6             2,982  

Separate account assets (a)

    12,621       76,328       1,295       24,544       114,788  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total assets at fair value

  $           13,338     $           79,936     $             1,602     $                     24,544     $         119,420  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities at fair value

         

Derivative liabilities: (b)

         

Currency swaps

  $     $ 32     $     $     $ 32  

Interest rate swaps

          1,391                   1,391  

Total return swaps

          57                   57  

Options

          21                   21  

Currency forwards

          35                   35  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Derivative liabilities

          1,536                   1,536  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities at fair value

  $     $ 1,536     $     $     $ 1,536  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

  a.

Separate account assets represent segregated funds that are invested for certain customers. Investment risks associated with market value changes are borne by the customers, except to the extent of minimum guarantees made by the Company with respect to certain accounts. Separate account assets classified as Level 3 consist primarily of real estate and real estate investment funds. Separate account liabilities are not included in the above table as they are reported at contract value and not fair value in the Company’s Statements of Admitted Assets, Liabilities and Capital and Surplus.

 

  b.

Derivatives that are not held at fair value are excluded.

 

B-100


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

(2)

The tables below provide the following data as of December 31, 2022 and 2021:

  a.  

Summary of the changes in fair value of Level 3 assets and liabilities.

  b.  

The portion of gains or losses included in surplus attributable to unrealized gains or losses related to those assets and liabilities.

 

    Balance at
01/01/2022
    Transfers
into
Level 3
    Transfers
out of
Level 3
   

Total gains

(losses)
included in
Net Income

   

Total gains

(losses)
included in
Surplus

    Purchases     Issues     Sales     Settlements     Balance at
12/31/2022
 
    (in millions)  

Bonds:

                   

Industrial and Misc

  $ 8     $ 26     $     $ (14)     $ (1)     $     $     $     $ (6)     $ 13  

Preferred stock:

                   

Industrial and Misc

    99                         (6)       19             (9)       (14)       89  

Common stock:

                   

Industrial and Misc

    194                   (1)       (5)                   (33)             155  

Derivatives

    6                         1                   (7)              

Separate account assets (a)

    1,295       96       (50)       1       (228)       267             (199)       (107)       1,075  
 

 

 

 

Total Assets

  $ 1,602     $ 122     $ (50)     $ (14)     $ (239)     $ 286     $     $ (248)     $ (127)     $ 1,332  
 

 

 

 
                   
 

 

 

 

Total Liabilities

  $             —     $           —     $           —     $             —     $             —     $           —     $     —     $     —     $             —     $             —  
 

 

 

 

 

    Balance at
01/01/2021
    Transfers
into
Level 3
    Transfers
out of
Level 3
   

Total gains

(losses)
included in
Net Income

   

Total gains

(losses)
included in
Surplus

    Purchases     Issues     Sales     Settlements     Balance at
12/31/2021
 
    (in millions)  

Bonds:

                   

Industrial and Misc

  $ 3     $ 3     $ (3)     $ (1)     $     $ 6     $     $     $     $ 8  

Preferred stock:

                   

Industrial and Misc

    2       11             5       19       144             (71)       (11)       99  

Common stock:

                   

Industrial and Misc

    148                   7       3       47             (11)             194  

Derivatives

    2                         4                               6  

Separate account assets (a)

    1,072       68       (95)       12       213       66             (27)       (14)       1,295  
 

 

 

 

Total Assets

  $ 1,227     $ 82     $ (98)     $ 23     $ 239     $ 263     $     $ (109)     $ (25)     $ 1,602  
 

 

 

 
                   
 

 

 

 

Total Liabilities

  $             —     $           —     $           —     $             —     $             —     $           —     $     —     $     —     $             —     $             —  
 

 

 

 

 

  a.

Separate account assets represent segregated funds that are invested for certain customers. Investment risks associated with market value changes are borne by the customers, except to the extent of minimum guarantees made by the Company with respect to certain accounts. Separate account liabilities are not included in the above table as they are reported at contract value and not fair value in the Company’s Statement of Admitted Assets, Liabilities, and Capital and Surplus.

Unrealized gains (losses) for the period relating to Level 3 assets that were still held by the Company for General Account preferred and common stocks were $2 million and $30 million as of December 31, 2022 and 2021, respectively.

 

B-101


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Unrealized gains (losses) for the period relating to Level 3 assets that were still held by the Company for Separate Account assets were ($219) million and $3 million as of December 31, 2022 and 2021, respectively. Transfers resulted from further review of valuation methodologies for certain assets, which resulted in a change in classification.

For nonrecurring fair value measurements, certain financial assets are measured at fair value on a non-recurring basis, such as certain bonds and preferred stock valued at the lower of cost or fair value, or investments that are impaired during the reporting period and recorded at fair value in the Company’s Statements of Admitted Assets, Liabilities, and Capital and Surplus at December 31, 2022.

 

(3)

The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments as of December 31, 2022:

 

Type of Financial Instrument   Aggregate
Fair Value
   

Admitted
Assets /

Liabilities

    Level 1     Level 2     Level 3      NAV     Not
Practicable
(Carrying
Value)
 

Assets:

    (in millions)  

Bonds

  $ 81,195     $ 90,453     $ 161     $ 78,116     $ 2,918      $     $  

Unaffiliated preferred stock

    151       146             42       109               

Unaffiliated common stock

    312       312       8       149       155               

Mortgage loans

    18,156       19,814                   18,156               

Real estate

    384       334                   384               

Contract loans

    1,834       1,834                   1,834               

Cash and short-term investments

    2,646       2,716       287       2,354       5               

Derivative financial instruments

    4,376       4,019       3       4,373                     

Other invested assets

    82       78             61       21               

Separate accounts

      147,770         152,759           8,224         103,980           10,405            25,161                   —  

Liabilities:

              

Deposit-type contracts

  $ 16,594     $ 16,829     $     $ 14,592     $ 2,002      $     $  

Notes payable and other borrowings

    65       65             65                     

Securities sold under agreement to repurchase

    3,148       3,148             3,148                     

Cash collateral held for loaned securities

    5,076       5,076             5,076                     

Derivative financial instruments

    3,055       2,681       19       3,036                     

Separate account liabilities-investment contracts

    100,605       108,929             28,670       71,935               

 

B-102


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments as of December 31, 2021:

 

Type of Financial Instrument   Aggregate
Fair Value
   

Admitted
Assets /

Liabilities

    Level 1     Level 2     Level 3     NAV     Not
Practicable
(Carrying
Value)
 

Assets:

    (in millions)  

Bonds

  $   107,196     $ 97,581     $ 439     $ 103,093     $ 3,664     $     $  

Unaffiliated preferred stock

    168       158             50       118              

Unaffiliated common stock

    556       555       278       84       194              

Mortgage loans

    21,891       21,125                   21,891              

Real estate

    594       415                   594              

Contract loans

    2,943       2,943                   2,943              

Cash and short-term investments

    6,473       6,540       1,821       4,339       313              

Derivative financial instruments

    4,359       3,709       58       4,295       6              

Other invested assets

    113       88             82       31              

Separate accounts

    164,989         161,305           12,666         116,352           11,427           24,544                   —  

Liabilities:

             

Deposit-type contracts

  $ 16,338     $ 16,341     $     $ 14,168     $ 2,170     $     $  

Notes payable and other borrowings

    65       65             65                    

Securities sold under agreement to repurchase

    6,907       6,907             6,907                    

Cash collateral held for loaned securities

    3,892       3,892             3,892                    

Derivative financial instruments

    1,770       1,730       3       1,767                    

Separate account liabilities-investment contracts

    98,677       102,795             38,660       60,017              

Bonds: fixed maturities (excluding NAIC 6 rated bonds) - The fair values of public fixed maturity securities are generally based on prices from third-party pricing services, which are reviewed for reasonableness; however, for certain public fixed maturity securities and investments in private placement fixed maturity securities, this information is either not available or not reliable. For these public fixed maturity securities, the fair value is based on indicative quotes from brokers, if available, or determined using a discounted cash flow model or internally-developed models. For private fixed maturities, fair value is determined using a discounted cash flow model. In determining the fair value of certain fixed maturity securities, the discounted cash flow model may also use unobservable inputs, which reflect the Company’s own assumptions about the inputs market participants would use in pricing the security.

Mortgage loans - The fair value of most commercial mortgage loans is based upon the present value of the expected future cash flows discounted at the appropriate U.S. Treasury rate, plus an appropriate credit spread for loans of similar quality, average life and currency. The quality ratings for these loans, a primary determinant of the appropriate credit spread and a significant component of the pricing process, are based on internally-developed methodology.

Contract loans - The Company’s valuation technique for contract loans is to discount cash flows at the current contract loan coupon rate. Contract loans are fully collateralized by the cash surrender value of underlying insurance policies. As a result, the carrying value of the contract loans approximates the fair value.

Cash, cash equivalents and short-term investments - The Company believes that due to the short-term nature of certain assets, the carrying value approximates fair value. These assets include cash, cash equivalent instruments and certain short-term investments, which are recorded at amortized cost and are not securities.

Other invested assets - The estimated fair value of other invested assets is determined using the methodologies as described above for bonds, mortgage loans or short-term investments, including affiliated assets based on the nature of the investment.

 

B-103


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

Excluded from the disclosure are those other invested assets that are not considered to be financial instruments subject to this disclosure including investments carried on the equity method.

Deposit-type contracts & Separate account liabilities - Only the portion of deposit-type contracts and separate account liabilities related to products that are investment contracts (those without mortality and morbidity risk) are reflected in the table above. For fixed deferred annuities, single premium endowments, payout annuities and other similar contracts without life contingencies, fair values are generally derived using discounted projected cash flows based on interest rates that are representative of the Company’s financial strength ratings, and hence reflect the Company’s own NPR. For guaranteed investment contracts, funding agreements, structured settlements without life contingencies and other similar products, fair values are generally derived using discounted projected cash flows based on interest rates being offered for similar contracts with maturities consistent with those of the contracts being valued. For those balances that can be withdrawn by the customer at any time without prior notice or penalty, the fair value is the amount estimated to be payable to the customer as of the reporting date, which is generally the carrying value. For defined contribution and defined benefit contracts and certain other products, the fair value is the market value of the assets supporting the liabilities.

Notes payable and other borrowing - The fair value of debt is generally determined by either prices obtained from independent pricing services, which are validated by the Company, or discounted cash flow models. Discounted cash flow models predominately use market observable inputs such as the borrowing rates currently available to the Company for debt and financial instruments with similar terms and remaining maturities. For commercial paper issuances and other debt with a maturity of less than 90 days, the carrying value approximates fair value.

Securities sold under agreements to repurchase - The Company receives collateral for selling securities under agreements to repurchase. Repurchase agreements are also generally short-term in nature, and therefore, the carrying amounts of these instruments approximate fair value.

Cash collateral for loaned securities - Cash collateral for loaned securities represents the collateral received or paid in connection with loaning or borrowing securities, similar to the securities sold under agreement to repurchase above. Due to the short-term nature of these transactions, the carrying value approximates fair value.

Separate account liabilities-investment contracts - Only the portion of separate account liabilities related to products that are investments contracts are reflected in the table above. Separate account liabilities are recorded at the amount credited to the contractholder, which reflects the change in fair value of the corresponding separate account assets including contractholder deposits less withdrawals and fees; therefore, carrying value approximates fair value.

Certain Separate Account investments are measured at fair value using the NAV per share (or its equivalent) practical expedient and have not been classified in the fair value hierarchy. Separate account assets using NAV as a practical expedient consist of joint venture and limited partnership interests in real estate, bond, hedge, insurance and other funds. All of these investments have individually varying investment strategies which also have a variety of redemption terms and conditions including certain fund interests that are restricted until maturity. The Company believes that using NAV as a practical expedient for these investments is a fair and close approximation of the investment’s liquidation value.

Level 3 Assets by Price Source - The table below presents the balances of Level 3 assets measured at fair value with their corresponding pricing sources for the years ended:

 

    December 31, 2022     December 31, 2021  
    Internal (1)     External (2)     Total     Internal (1)     External (2)     Total  
    (in millions)  
US treasury and obligation of US governments   $     $     $             —     $     $     $             —  

Corporate securities

    13             13       8             8  

Asset-backed securities

                                   
Residential mortgage-backed securities                                    

Equity securities

    244             244       259       34       293  

(1) Represents valuations which could incorporate internally-derived and market inputs. See below for additional information related to internally-developed valuation for significant items in the above table.

 

B-104


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

(2) Represents unadjusted prices from independent pricing services and independent non-binding broker quotes where pricing inputs are not readily available.

Quantitative Information Regarding Internally-Priced Level 3 Assets – The table below represents quantitative information on significant internally-priced Level 3 assets for the years ended:

 

     December 31, 2022  
Assets    Fair Value      Valuation Techniques    Unobservable Inputs    Range  
     (in millions)                   

Corporate Securities

   $ 17      Discounted Cash Flow    Discount Rate      7%-20%  
      Liquidation      
      Cost      

Equity Securities

   $ 23      Market Comparables    EBITDA multiples   
      Net Asset Value      
      Discounted Cash Flow      

 

     December 31, 2021  
Assets    Fair Value      Valuation Techniques    Unobservable Inputs    Range  
     (in millions)                   

Corporate Securities

   $ 8      Discounted Cash Flow    Discount Rate      20%  

Equity Securities

   $ 24      Market Comparables    EBITDA multiples   
      Net Asset Value      
      Discounted Cash Flow      

 

21.

DIRECT PREMIUM WRITTEN/PRODUCED BY MANAGING GENERAL AGENTS/THIRD PARTY ADMINISTRATORS

Direct premiums written by Managing General Agents/Third Party Administrators for the years ended December 31, 2022, 2021 and 2020 were $124 million, $123 million and $264 million, respectively.

 

22.

RETROSPECTIVELY RATED CONTRACTS AND CONTRACTS SUBJECT TO REDETERMINATION

The Company estimates accrued retrospective premium based on actual experience of the group and the Company’s underwriting rules and experience rating practices. The Company records accrued retrospective premiums as an adjustment to written premium.

The amount of group life net premiums written by the Company that are subject to retrospective rating features was $1,190 million, $1,392 million and $1,118 million for the years ended December 31, 2022, 2021 and 2020, respectively. This represented 63%, 60% and 53% of the total net premiums written for group life for the years ended December 31, 2022, 2021 and 2020, respectively.

The amount of group accident and health net premiums written by the Company that are subject to retrospective rating features was $76 million, $97 million and $45 million for the years ended December 31, 2022, 2021 and 2020, respectively. This represented 4%*, 6% and 3% of the total net premiums written for group accident and health for the years ended December 31, 2022, 2021 and 2020, respectively.

*Revised to correct percentage reported in the 2022 annual statement.

 

B-105


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

23.

PARTICIPATING POLICIES

For the period ended December 31, 2022, 2021 and 2020, premiums under individual and group accident and health participating policies were $1 million, $2 million and $2 million, respectively, or less than 1% of total individual and group accident and health premiums earned. The Company accounts for its policyholder dividends based on actual experience of the group and a pre-determined dividend formula. The Company paid and accrued no dividends to policyholders as of December 31, 2022, 2021 and 2020.

For the period ended December 31, 2022, 2021 and 2020, premiums under individual life participating policies were $7 million, $8 million and $9 million, respectively, or less than 1% of total individual life premiums earned. The Company accounts for its policyholder dividends based upon the Plan of Reorganization for the Company’s demutualization. The Company paid and accrued dividends in the amounts of $25 million, ($18) million and ($147) million to policyholders and did not allocate any additional income to such policyholders as of December 31, 2022, 2021 and 2020, respectively.

 

24.

RESERVES FOR LIFE CONTRACTS AND DEPOSIT-TYPE CONTRACTS

Individual Life

Individual life insurance future policy benefit reserves are calculated using various methods, interest rates and mortality tables, which are prescribed by the Department and produce reserves that in the aggregate meet the requirements of state laws and regulations. Approximately 60% and 61% of individual life insurance reserves are calculated according to the CRVM, or methods which compare CRVM to policy cash values at December 31, 2022 and 2021, respectively. Approximately 40% and 39% at December 31, 2022 and 2021, respectively, of individual life insurance reserves are determined using the Net Level Premium (“NLP”) method, or by using the greater NLP method reserve or the policy cash value.

Reserves for other supplementary benefits relative to the Company’s life insurance contracts are calculated using methods, interest rates, and tables appropriate for the benefit provided.

As of December 31, 2022 and 2021, the Company did not have any direct written Universal Life product with secondary guarantee features. Business assumed from Hartford included some Universal Life products with secondary guarantees and the Company’s reserve methodology is compliant with appropriate state prescribed method. Reserves for these products were 100% ceded to its affiliate, PLAZ.

For life insurance contracts, the reserves are calculated based on the Standard Valuation Law and any variation from the state prescribed valuation method is taken into account in the Aggregate Sufficiency Testing.

For certain non-interest sensitive ordinary life plans, the Company waives deduction of deferred fractional premiums upon death of insured. Return of the unearned portion of the final premium is governed by the terms of the contract.

The reserve for waiver of the deduction of deferred fractional premiums upon death of the insured, and for return of a portion of final premium for periods beyond the date of death is at least as great as that computed using the minimum standards of mortality, interest and valuation method, taking into account the aforementioned treatment of premiums. The Company does not promise surrender values in excess of the legally computed reserves.

For certain policies, extra premiums are charged for substandard lives, in addition to the regular gross premiums for the true age. Mean reserves for traditional insurance products are determined by computing the regular mean reserve for the plan at the true age, and adding one-half (1/2) of the extra premium charge for the year. For plans with explicit mortality charges, mean reserves are based on appropriate multiples of standard rates of mortality.

Reserves on policies issued at or subsequently subject to a premium for extra mortality or otherwise issued on lives classed as substandard for the plan of contract issued or on special class lives, including paid-up insurance, are reported according to mortality and interest bases applicable to the respective years of issue. In addition, an extra mortality reserve is held for ordinary life insurance policies classed as group conversions, or otherwise substandard, equal to the excess, if any, over a basic reserve, of a substandard reserve based on mortality rates appropriately increased over the standard class mortality rates. For all other such policies, the extra mortality reserve is one-half the appropriate net additional premium. Weekly premium policies issued at ages higher than true ages are valued according to the higher ages, as are Ordinary second-to-die policies.

 

B-106


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

As of December 31, 2022 and 2021, the Company had $2.3 billion and $2.5 billion, respectively, of insurance in force for which gross premiums for the life insurance benefits are less than the net premiums according to the standard of valuation required by the state, respectively.

Reserves calculated for assumed dollar denominated products are the CRVM reserve, floored at cash value, plus the unearned premium reserve. The CRVM reserve uses 1980 CSO or 2001 CSO mortality table, depending on the policy issue date. The valuation interest rates in most cases are set at the lower of (a) the maximum permitted valuation rate under the Standard Valuation Law and (b) the interest rate used to determine cash values and nonforfeiture values in the contract. The Active life reserves for the dollar denominated products waiver of premium (WP) benefit are determined using the NLP method. The NLP reserve is based on the 1952 Disability table. Disabled life reserves are based on the 73-76 OASDI continuance table.

Group Life

For group life insurance, approximately 26% and 25% of the reserves at December 31, 2022 and 2021, respectively, are associated with extended death benefits. These reserves are primarily calculated using 2005 Group Life Term Waiver Table at various interest rates. The remaining reserves are unearned premium reserves, reserves for group life fund accumulations and other miscellaneous reserves.

Individual Annuities

Reserves for individual deferred annuity contracts are determined based on CARVM. These reserves account for 72% of the individual annuity reserves at December 31, 2022 and 2021. Additional reserves are held for guaranteed minimum death and living benefits under deferred annuities. Reserves for the variable annuity contracts are determined based on the “CARVM for Variable Annuities” (“VACARVM”), which is a principal-based approach described in the VM-21.

The remaining reserves are equal to the present value of future payments using prescribed annuity mortality tables and interest rates. Additional reserves are held for guaranteed minimum death and living benefits under deferred and immediate annuities.

The Company adopted VM-21 requirements applicable to the 2020 NAIC Valuation Manual effective January 1, 2020. The impact of the change in the valuation basis was a benefit of $83 million which was comprised of a $72 million decrease in the final general account statutory reserve as of January 1, 2020 as well as an $11 million decrease in separate account CARVM reserve due to MODCO reinsurance. The change in valuation basis in separate account CRVM was recorded in “Other changes, (net)” on the Company’s Statement of Operations and Changes in Capital and Surplus.

Group Annuities

Reserves for Structured Settlement Annuities are equal to the present value of future benefit payments. The valuation mortality table is the 1983-A Table. For contracts/certificates issued in 2017 and prior, the valuation interest rate is determined based on the issue year of the contract. Contracts issued in 2018 and later are subject to VM-22. Reserves for Structured Settlement Annuities issued in 2017 and prior follow Actuarial Guideline IX- B. Minimum requirements in all states other than New York, require the use of Type A interest rates defined by the dynamic Standard Valuation Law for the special lump sum calculations required under Guideline IX-B. New York requires Type B interest rates. The statutory reserves for all states are calculated using Type B interest rates (which are less than or equal to Type A rates) leading to excess reserves in non-New York states. Under Actuarial Guideline IX-B, payments in excess of 110% of the prior year’s payments are considered lump sum payments and must be valued using the type A valuation interest rates with a guarantee duration equal to the number of years from the date of issue to the date of the lump sum payment. However, as described above, in order to comply with the minimum standards in certain states, structured settlement lump sums are valued using Type B rates which are lower than Type A rates. Payments that are made less frequently than annually or for a period of less than five years are also considered to be lump sums and are therefore valued using Type B rates. Payments other than lump sums are valued using the maximum statutory valuation interest rate appropriate for the guarantee duration of the Structured Settlement Annuity. Structured Settlement Annuities issued in 2018 and later are not subject to Actuarial Guideline IX-B, since this Guideline is superseded by VM-22.

Reserves for annuities purchased under group contracts, now subject to VM-22, are equal to the present value of future payments, using prescribed and permitted mortality tables and interest rates. During 2021, the Company implemented a

 

B-107


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

stochastic statutory reserving framework for certain of its newly issued group annuity contracts. This reserving framework is expected to produce reserves that are better aligned to the underlying risk profile of the impacted contracts. Reserves for other deposit funds reflect the contract deposit account or experience accumulation for the contract.

The reserve for guaranteed interest contracts, deposit funds and other liabilities without life contingencies equal either the present value of future payments discounted at the appropriate interest rate or the fund value, if greater.

Accident & Health

Claim reserves for Group Long Term Disability are discounted at interest rates ranging from 2.0% to 6.75% as of December 31, 2022 and 2021. For non-buyout claims, the interest rate is based on the date of disability. For buyout claims, the interest rate is based on the effective date of the buyout. As of December 31, 2022 and 2021, Group Long Term Disability reserves are calculated using the 2012 GLTD Valuation Table blended with Prudential experience.

Individual Long Term Care active life reserves are one-year full preliminary term reserves. The assumptions for 2022 and 2021 are based on 2014 Milliman Long Term Care Guidelines with modifications for morbidity and company experience with statutory prescribed caps for lapse. Both years are using 1983 GAM for older products and 1994 GAM for the new generation products for mortality. Interest rates range from 3.0% to 4.5% as of December 31, 2022 and 2021, depending on the effective date of coverage of each participant.

Group Long Term Care active life reserves are one-year full preliminary term reserves. The assumptions for 2022 and 2021 are based on 2014 Milliman Long Term Care Guidelines with modifications for morbidity and company experience with statutory prescribed caps for lapse. Both years are using 1983 GAM for older products and 1994 GAM for the new generation products for mortality. Interest rates range from 3.0% to 5.5% as of December 31, 2022 and 2021, depending on the effective date of coverage of each participant.

Individual and Group Long Term Care claim reserves represent the present value of benefits payable to insureds in benefit status using claim termination rates based on 2020 Milliman Long Term Care Guidelines with modification for company experience for 2022 and 2021. Interest rates range from 3.0% to 4.5% as of December 31, 2022 and 2021, depending on the disablement date claim for each claimant.

MetLife Long Term Care active life reserves are using the 1983 GAM mortality table for disability years 2020 and prior and 1984 GAM mortality tables for disability year 2021 and beyond and interest rates ranging from 2.75% to 5.5%. For Disable Life Reserve, MetLife Termination Experience is used with interest rates ranging from 3.0% to 4.0% as of December 31, 2022 and 2021. For claims incurred in 2022 or prior, the rate is 3.0%.

Claim reserves for US Individual Disability are discounted using the 1964 CDT table with interest rate ranging from 3.5% and 6.0% for disability years 1988 and prior, the 1985 CIDA table with interest rate ranging from 3.5% and 6.0% for disability years 1989 through 2020, and the 2013 IDI table with interest rate 3.0% for disability year 2021 and beyond. This applies to both Active life and Disable life reserves as of as of December 31, 2022 and 2021.

Claim reserves for other Individual Guaranteed Renewable and Cancelable Accident and Health policies were not discounted as of December 31, 2022 and 2021.

Other Disclosures

The Company’s actuarial reserves are also subject to asset adequacy testing analysis, which is performed in each business unit. In accordance with the Actuarial and Opinion Memorandum Regulation (“AOMR”), an evaluation is also performed across the Company to assess asset adequacy reserve requirements for the Company based on the Appointed Actuary’s judgment. Asset adequacy reserves were $1,130 million and $900 million at December 31, 2022 and 2021, respectively.

Reserves have been determined using accepted actuarial methods applied on a basis consistent with the appropriate Standards of Practice as promulgated by the Actuarial Standards Board and with accounting practices prescribed or permitted by the Department. These actuarial methods have been applied on a basis consistent with the prior year’s methods.

 

B-108


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The Tabular Interest has been determined by formula except for individual unmatured annuities, group universal life insurance, group payout annuity reserves, and group annuity fund accumulation reserves, for which tabular interest has been determined from the basic data. The Tabular Less Actual Reserve Released has been determined by formula. The Tabular Cost has been determined by formula except for certain variable and universal life insurance policies for which tabular cost has been determined from the basic data for the calculation of policy reserves. For the determination of Tabular Interest on funds not involving life contingencies for each valuation rate of interest, the tabular interest is calculated as one hundredth of the product of such valuation rate of interest times the mean of the amount of funds subject to such valuation rate of interest held at the beginning and end of the year of valuation.

The Tabular Interest has been determined by formula as described in the instructions, except for Variable Life, where General Account Interest Credited is used. The Tabular less Actual Reserves Released has been determined by formula as described in the instructions. The Tabular Cost has been determined by formula as described in the instructions, except for certain Variable and Modified Guaranteed life insurance policies, for which Tabular Cost has been determined by the fees charged on the General and Separate accounts, excluding premium loads.

As of December 31, 2022 and December 31, 2021, there was no change in the general account reserves as a result of a change in valuation basis.

As of December 31, 2020, the change in the general account reserves for individual annuities (excluding the impact of separate account CARVM) due to a change in valuation basis applicable to policies or contracts issued prior to January 1 of the current year, was a decrease of $72 million which was due to the following:

 

Valuation Basis

   Individual Annuities      Total  
Change From        Change To    (in millions)  

VACARVM under prior VM-21

     VACARVM under new VM-21    $                             (72)      $                             (72)  
       

 

 

    

 

 

 
    

Total

   $ (72)      $ (72)  
       

 

 

    

 

 

 

 

25.

SEPARATE ACCOUNTS

 

25A.

The Company issues traditional variable annuity contracts through its separate accounts for which investment income and investment gains and losses accrue directly to, and investment risk is borne by, the contract holder, except to the extent of minimum guarantees made by the Company with respect to certain accounts. In addition, the Company issues variable life and variable universal life contracts where the Company contractually guarantees to the contract holder a death benefit even when there is insufficient value to cover monthly mortality and expense charges, whereas otherwise the contract would typically lapse (“no lapse guarantee”).

 

B-109


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

In accordance with the products/transactions recorded within the Separate Accounts, some assets are considered legally insulated whereas others are not legally insulated from the General Account. The Company’s Separate Account statement included legally insulated assets of $152 billion and $161 billion as of December 31, 2022 and 2021, respectively. The assets legally insulated from the General Account are attributed to the following products/transactions as of December 31:

 

Product/Transaction   Legally Insulated Assets*            Separate Account Assets
(Not Legally Insulated)
 
    2022           2021           2022           2021  
    (in millions)  
Pension Risk Transfer Group Annuity Contracts - Not reclassed to the General Account   $ 9,129       $ 9,849       $       $  
Pension Risk Transfer Group Annuity Contracts - Reclassed to the General Account for GAAP     55,486         47,062         278         435  
Group Annuity Contracts - Not reclassed to the General Account     44,303         45,876         6         17  
Group Annuity Contracts - Reclassed to the General Account for GAAP     11         8         2         1  
Group Variable Universal Life     140         175                  
Private Placement Group Flexible Premium Variable Life Insurance Contract     31,116         41,555         6         12  
Registered Group Flexible Premium Variable Life Insurance Contract     7         8                  
Variable Life     10,664         13,969                 29  
Variable Annuity     1,610         2,302         1         7  
 

 

 

     

 

 

     

 

 

     

 

 

 
Total   $           152,466       $           160,804       $                 293       $                 501  
 

 

 

     

 

 

     

 

 

     

 

 

 

*In addition to assets supporting contract holder liabilities, the legally insulated assets above include assets supporting other liabilities. The majority of these other liabilities relate to payable for securities purchased and cash collateral held for loaned securities.

Some Separate Account liabilities are guaranteed by the General Account. As of December 31, 2022 and 2021, the Company’s General Account had a maximum guarantee for Separate Account liabilities of $3.6 billion and $2.4 billion, respectively. To compensate the General Account for the risk taken, the Separate Account, excluding those assessed as a component of an overall insurance charge (where it is impractical to bifurcate each underlying charge), has paid risk charges of $22 million, $23 million and $20 million as of December 31, 2022, 2021 and 2020, respectively.

The Company’s General Account has paid $21 million, $16 million and $22 million towards Separate Account guarantees for the years ended December 31, 2022, 2021 and 2020, respectively.

The Company engages in securities lending transactions within the Separate Account. In accordance with such transactions conducted from the Separate Account, the Company’s securities lending policies and procedures are not materially different from the General Account policies and procedures, except that certain collateral is not included in assets and cash collateral held for loaned securities. For the period ended December 31, 2022 and 2021, the market value of loaned securities within the Separate Accounts was $2.8 billion and $2.7 billion, respectively.

 

B-110


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

25B.

General Nature and Characteristics of Separate Accounts

Separate Accounts assets and liabilities represent segregated funds, which are administered for pension and policyholders. The assets consist of common stocks, long-term bonds, real estate, mortgages and short-term investments. The liabilities consist of reserves established to meet withdrawal and future benefit payment contractual provisions. Investment risks associated with market value changes are generally borne by the policyholders, except to the extent of minimum guarantees made by the Company with respect to certain accounts.

The following table provides the Company’s separate account premiums, considerations or deposits and reserves as of December 31:

 

    2022  
   

 

Nonindexed

Guarantee Less

  than/equal to 4 %  

 

   

Nonindexed

Guarantee

more than 4%

 

   

Nonguaranteed

Separate

Accounts

 

   

Total

 

 
 

 

 

   

 

 

   

 

 

   

 

 

 
    (in millions)  
Premiums, considerations or deposits for period ended 12/31/2022     $ 8,759       $ 3,299       $ 8,974       $ 21,032  
 

 

 

   

 

 

   

 

 

   

 

 

 
Reserves as of 12/31/2022        

For accounts with assets at:

       

Market Value

    $ 11,834       $       $ 72,863       $ 84,697  

Amortized Cost

    37,710       17,160             54,870  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Reserves

    $ 49,544       $ 17,160       $ 72,863       $ 139,567  
 

 

 

   

 

 

   

 

 

   

 

 

 

By withdrawal characteristics

       

Subject to discretionary withdrawal:

       

With MV adjustment

    $ 2,739       $ 32       $       $ 2,771  

At book value without MV adjustment and with current surrender charge of 5% or more

                       

At market value

    1,576             72,863       74,439  

At book value without MV adjustment and with current surrender charge of less than 5%

    11                   11  
 

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

    4,326       32       72,863       77,221  

Not subject to discretionary withdrawal

    45,218       17,128             62,346  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

    $ 49,544       $ 17,160       $ 72,863       $         139,567  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

B-111


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following table provides the Company’s separate account premiums, considerations or deposits and reserves as of December 31:

 

    2021  
   

 

Nonindexed

Guarantee Less
than/equal to 4 %

 

     Nonindexed
Guarantee
more than 4%

 

     Nonguaranteed
Separate
Accounts

 

     Total

 

 
    (in millions)  
Premiums, considerations or deposits for period ended 12/31/2021     $ 5,216        $ 211        $ 11,033        $ 16,460  
 

 

 

    

 

 

    

 

 

    

 

 

 
Reserves as of 12/31/2021           

For accounts with assets at:

          

Market Value

    $ 12,693        $        $ 82,659        $ 95,352  

Amortized Cost

    27,654        19,142               46,796  
 

 

 

    

 

 

    

 

 

    

 

 

 

Total Reserves

    $ 40,347        $         19,142        $ 82,659        $         142,148  
 

 

 

    

 

 

    

 

 

    

 

 

 

By withdrawal characteristics

          

Subject to discretionary withdrawal:

          

With MV adjustment

    $ 2,986        $ 35        $        $ 3,021  

At book value without MV adjustment and with current surrender charge of 5% or more

                          

At market value

    2,000               82,659        84,659  

At book value without MV adjustment and with current surrender charge of less than 5%

    11                      11  
 

 

 

    

 

 

    

 

 

    

 

 

 

Subtotal

    4,997        35        82,659        87,691  

Not subject to discretionary withdrawal

    35,350        19,107               54,457  
 

 

 

    

 

 

    

 

 

    

 

 

 

Total

    $         40,347        $ 19,142        $         82,659        $         142,148  
 

 

 

    

 

 

    

 

 

    

 

 

 

Transfers as reported in the Summary of Operations of the Separate Accounts Statement as of December 31:

 

                2022                              2021                             2020              
    (in millions)  

Transfers to Separate Accounts

    $         20,791        $         16,208       $         8,476  

Transfers from Separate Accounts

    13,311        18,127       14,339  
 

 

 

    

 

 

   

 

 

 

Net transfers to (from) Separate Accounts

    $ 7,480        $ (1,919     $ (5,863
 

 

 

    

 

 

   

 

 

 

 

B-112


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

26.

RECONCILIATION BETWEEN AUDITED STATUTORY FINANCIAL STATEMENTS AND THE ANNUAL STATEMENT FILED WITH THE STATE OF DOMICILIARY

The following table presents amounts as reported in the Annual Statement filed with the Department and the adjustments made to the audited statutory financial statements as of December 31, 2022:

 

    Annual
    Statement    

 

         Adjustment    

 

    Audited Statutory
  Financial Statements  

 

 
           (in millions)        

Statements of Admitted Assets, Liabilities and Capital and Surplus:

      

Assets:

      

Common stocks

    $         9,783        $         132       $         9,915  

Other invested assets

    9,370        (132     9,238  

Total Assets

    299,534              299,534  

The following table presents amounts as reported in the Annual Statement filed with the Department and the prior year adjustments made to the audited statutory financial statements as of December 31, 2021:

 

    Annual
    Statement    

 

        Adjustment    

 

    Audited Statutory
  Financial Statements  

 

 
          (in millions)        

Statements of Operations and Changes in Capital and Surplus:

     

Capital and Surplus, Beginning of Period

    $         11,597       $         174       $         11,771  

Change in net unrealized capital gains (losses)

    2,622       (158     2,464  

Change in nonadmitted assets

    (353     (23     (376

Other changes, net

    280       7       287  

Net change in capital and surplus

    7,526       (174     7,352  

Capital and Surplus, End of Period

    19,123             19,123  

 

B-113


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

NOTES TO STATUTORY FINANCIAL STATEMENTS

DECEMBER 31, 2022, 2021 AND 2020

 

 

 

The following tables present amounts as reported in the Annual Statement filed with the Department and the adjustments made to the audited statutory financial statements as of December 31, 2020:

 

    Annual
    Statement    

 

        Adjustment    

 

    Audited Statutory
  Financial Statements  

 

 
          (in millions)        

Statements of Admitted Assets, Liabilities and Capital and Surplus:

     

Assets:

     

Common stocks

    $         7,398       $         158       $         7,556  

Current federal income tax recoverable

    25       (7     18  

Net deferred tax asset

    1,528       23       1,551  

Total Assets

    310,653       174       310,827  

Capital and Surplus:

     

Unassigned surplus

    9,575       174       9,749  

Total Capital and surplus

    11,597       174       11,771  

Total Liabilities, Capital and Surplus

    310,653       174       310,827  

Statements of Operations and Changes in Capital and Surplus:

     

Income tax expense (benefit)

    23       7       30  

Income (Loss) From Operations

    1,975       (7     1,968  

Net Income (Loss)

    1,770       (7     1,763  

Change in net unrealized capital gains (losses)

    (544     158       (386

Change in nonadmitted assets

    (57     23       (34

Net change in capital and surplus

    114       174       288  

Capital and Surplus, End of Period

    11,597       174       11,771  

 

    Annual
    Statement    

 

         Adjustment    

 

    Audited Statutory
  Financial Statements  

 

 
           (in millions)        

Statements of Cash Flows:

      

Cash Flows from Operating Activities:

      

Premiums and annuity considerations

    $         24,273        $         79       $         24,352  

Separate account transfers

    6,702        (79     6,623  

 

B-114


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

ANNUAL STATEMENT SCHEDULE 1 - SELECTED FINANCIAL DATA

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

    (in millions)  

Investment Income Earned:

 

U.S. Government Bonds

    $ 195  

Other bonds (unaffiliated)

    3,325  

Bonds of affiliates

    91  

Preferred stocks (unaffiliated)

    30  

Preferred stocks of affiliates

     

Common stocks (unaffiliated)

    8  

Common stocks of affiliates

    316  

Mortgages loans

    758  

Real estate

    108  

Premium notes, policy loans and liens

    80  

Cash, cash equivalents and short-term investments

    111  

Derivative instruments

    286  

Other invested assets

    701  

Aggregate write-ins for investment income

    30  
 

 

 

 

Gross investment income

    $ 6,039  
 

 

 

 

Real Estate Owned - Book Value less Encumbrances

    $ 334  
 

 

 

 

Mortgage Loans - Book Value:

 

Agricultural mortgages

    $ 3,388  

Residential mortgages

     

Commercial mortgages

    16,348  

Mezzanine loans

    78  
 

 

 

 

Total mortgage loans

    $ 19,814  
 

 

 

 

Mortgage Loans by Standing - Book Value:

 

Good standing

    $             19,812  

Good standing with restructured terms

     

Interest overdue more than three months, not in foreclosure

    2  

Foreclosure in process

     
 

 

 

 

Total mortgage loans

    $ 19,814  
 

 

 

 

Other Long Term Assets - Statement Value

    $ 8,664  
 

 

 

 

Bonds and Stocks of Parents, Subsidiaries and Affiliates - Book Value:

 

Bonds

    $ 2,517  
 

 

 

 

Preferred stocks

    $  
 

 

 

 

Common stocks

    $ 9,471  
 

 

 

 

 

B-115


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

ANNUAL STATEMENT SCHEDULE 1 - SELECTED FINANCIAL DATA

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

    (in millions)  

Bonds, Short-Term Investments, and Cash Equivalents by NAIC Designation and Maturity:

 

Bonds by Maturity - Statement Value:

 

Due within one year or less

    $ 7,803  

Over 1 year through 5 years

    21,877  

Over 5 years through 10 years

    17,768  

Over 10 years through 20 years

    18,061  

Over 20 years

    26,311  
 

 

 

 

Total by Maturity

    $ 91,820  
 

 

 

 

Bonds by NAIC Designation - Statement Value:

 

NAIC 1

    $ 53,208  

NAIC 2

    33,100  

NAIC 3

    2,955  

NAIC 4

    1,719  

NAIC 5

    782  

NAIC 6

    56  
 

 

 

 

Total by NAIC Designation

    $ 91,820  
 

 

 

 

Total Bonds Publicly Traded

    $ 60,684  
 

 

 

 

Total Bonds Privately Placed

    $ 31,136  
 

 

 

 

Preferred Stocks - Statement Value

    $ 146  
 

 

 

 

Common Stocks - Market Value

    $ 9,915  
 

 

 

 

Short-Term Investments - Book Value

    $ 309  
 

 

 

 

Options, Caps & Floors Owned - Statement Value

    $  
 

 

 

 

Options, Caps & Floors Written and In Force - Statement Value

    $  
 

 

 

 

Collar, Swap & Forward Agreements Open - Statement Value

    $ 1,333  
 

 

 

 

Futures Contracts Open - Current Value

    $  
 

 

 

 

Cash on Deposit

    $ 287  
 

 

 

 

Life Insurance in Force:

 

Industrial

    $ 1,858  
 

 

 

 

Ordinary

    $ 1,149,679  
 

 

 

 

Credit Life

    $  
 

 

 

 

Group Life

    $ 2,247,724  
 

 

 

 

Amount of Accidental Death Insurance in Force Under Ordinary Policies

    $ 26,636  
 

 

 

 

Life Insurance Policies with Disability Provisions in Force:

 

Industrial

    $ 1,767  
 

 

 

 

Ordinary

    $ 37,810  
 

 

 

 

Credit Life

    $  
 

 

 

 

Group Life

    $             963,203  
 

 

 

 

 

B-116


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

ANNUAL STATEMENT SCHEDULE 1 - SELECTED FINANCIAL DATA

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

    (in millions)  

Supplementary Contracts in Force:

 

Ordinary - Not Involving Life Contingencies

 

Amount on Deposit

    $                 3,086  
 

 

 

 

Income Payable

    $  
 

 

 

 

Ordinary - Involving Life Contingencies Income Payable

    $  
 

 

 

 

Group - Not Involving Life Contingencies

 

Amount on Deposit

    $ 1,879  
 

 

 

 

Income Payable

    $ 69  
 

 

 

 

Group - Involving Life Contingencies Income Payable

    $ 14  
 

 

 

 

Annuities:

 

Ordinary

 

Immediate - Amount of Income Payable

    $ 281  
 

 

 

 

Deferred - Fully Paid Account Balance

    $ 17,035  
 

 

 

 

Deferred - Not Fully Paid Account Balance

    $ 210  
 

 

 

 

Group

 

Amount of Income Payable

    $ 1,107  
 

 

 

 

Fully Paid Account Balance

    $ 9,083  
 

 

 

 

Not Fully Paid Account Balance

    $  
 

 

 

 

Accident and Health Insurance - Premiums in Force:

 

Other

    $ 235  
 

 

 

 

Group

    $ 1,697  
 

 

 

 

Credit

    $  
 

 

 

 

Deposit Funds and Dividend Accumulations:

 

Deposit Funds - Account Balance

    $ 11,788  
 

 

 

 

Dividend Accumulations - Account Balance

    $ 76  
 

 

 

 

Claim Payments 2022:

 

Group Accident and Health

 

2022

    $ 369  
 

 

 

 

2021

    $ 627  
 

 

 

 

2020

    $ 656  
 

 

 

 

Other Accident & Health

 

2022

    $ 15  
 

 

 

 

2021

    $ 45  
 

 

 

 

2020

    $ 61  
 

 

 

 

Other Coverages that use developmental methods to calculate claims reserves

 

2022

    $  
 

 

 

 

2021

    $  
 

 

 

 

2020

    $  
 

 

 

 

 

B-117


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

ANNUAL STATEMENT SCHEDULE 1 - SELECTED FINANCIAL DATA

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

    (in millions)  

Total admitted assets as reported in the Company’s Annual Audited Statement:

  $                 146,775  
 

 

 

 

The ten largest exposures, by investment category, to a single issue, borrower, or investment, excluding U.S. government, U.S. government agency securities and those U.S. government money market funds listed in the Appendix to the SVO Purposes and Procedures Manual as exempt, property occupied by the Company, and policy loans:

 

Investment Category        Book Value       Percentage of Total
Admitted Assets
      ($ in millions)

Joint Venture Interests - Ironbound Fund LLC

    $             1,634      1.1%
  

 

 

 

 

Long Term Bonds - Prudential Realty Secs Senior Note

    $ 1,021     0.7%
  

 

 

 

 

Cash Equivalents - Dryden Core Fund

    $ 789     0.5%
  

 

 

 

 

Joint Venture Interests - Prudential Impact Investments Private Equity LLC

    $ 703     0.5%
  

 

 

 

 

Long Term Bonds - Skyline (Nwk NJ) CTL Pass-Thru

    $ 451     0.3%
  

 

 

 

 

Long Term Bonds - BANK OF AMERICA CORP

    $ 443     0.3%
  

 

 

 

 

Long Term Bonds - CITIGROUP INC

    $ 377     0.3%
  

 

 

 

 

Long Term Bonds - WELLS FARGO COMMERCIAL MORTGAG

    $ 351     0.2%
  

 

 

 

 

Cash Equivalent & Long Term Bond - GOLDMAN SACHS

    $ 332     0.2%
  

 

 

 

 

Long Term Bonds - UNION PACIFIC CORP

    $ 327     0.2%
  

 

 

 

 

Total admitted assets held in bonds and preferred stocks by NAIC rating:

 

Bonds

   Book Value   Percentage of Total
Admitted Assets
 

    Preferred Stock    

    Book Value        Percentage of Total    
Admitted Assets
 
($ in millions)  

NAIC-1

    $ 53,208      36.3%   NAIC-1     $ 41        0.0
  

 

 

 

      

 

 

 

 

NAIC-2

    $                 33,100     22.6%   NAIC-2     $ 4       0.0
  

 

 

 

      

 

 

 

 

NAIC-3

    $ 2,955     2.0%   NAIC-3     $       0.0
  

 

 

 

      

 

 

 

 

NAIC-4

    $ 1,719     1.2%   NAIC-4     $       0.0
  

 

 

 

      

 

 

 

 

NAIC-5

    $ 782     0.5%   NAIC-5     $                88       0.1
  

 

 

 

      

 

 

 

 

NAIC-6

    $ 56     0.0%   NAIC-6     $ 13       0.0
  

 

 

 

      

 

 

 

 

Assets held in foreign investments:

 

Total admitted assets held in foreign investments

    $         24,822      16.9%
  

 

 

 

 

Foreign-currency-denominated investments

    $ 10,304     7.0%
  

 

 

 

 

Insurance liabilities denominated in that same foreign currency

    $     0.0%
  

 

 

 

 

 

B-118


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUPPLEMENTAL INVESTMENTS RISKS INTERROGATORIES SCHEDULE

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

        Book Value        Percentage of Total 
Admitted Assets
    ($ in millions)

Aggregate foreign investment exposure categorized by NAIC sovereign rating:

Countries rated NAIC-1

   $             20,765      14.1%
 

 

 

 

 

Countries rated NAIC-2

   $ 3,513     2.4%
 

 

 

 

 

Countries rated NAIC-3 or below

   $ 544     0.4%
 

 

 

 

 

Largest foreign investment exposures by country, categorized by the country’s NAIC sovereign designation:

Countries rated NAIC-1:

   

Country: Cayman Islands

   $ 5,276     3.6%
 

 

 

 

 

Country: United Kingdom

   $ 5,095     3.5%
 

 

 

 

 

Countries rated NAIC- 2:

   

Country: Italy

   $ 1,256     0.9%
 

 

 

 

 

Country: Mexico

   $ 986     0.7%
 

 

 

 

 

Countries rated NAIC-3 or below:

   

Country: Brazil

   $ 183     0.1%
 

 

 

 

 

Country: Colombia

   $ 180     0.1%
 

 

 

 

 

Aggregate unhedged foreign currency exposure:

   $ 997     0.7%
 

 

 

 

 

Aggregate unhedged foreign currency exposure categorized by NAIC sovereign rating:

Countries rated NAIC-1

   $ 792     0.5%
 

 

 

 

 

Countries rated NAIC-2

   $ 47     0.0%
 

 

 

 

 

Countries rated NAIC-3 or below

   $ 158     0.1%
 

 

 

 

 

 

B-119


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUPPLEMENTAL INVESTMENTS RISKS INTERROGATORIES SCHEDULE

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

    Book Value   Percentage of Total
Admitted Assets
    ($ in millions)

Two largest unhedged foreign currency exposures to a single country, categorized by NAIC sovereign rating:

Countries rated NAIC-1:

   

Country 1: United Kingdom

   $             373      0.3%
 

 

 

 

 

Country 2: Chile

   $ 212     0.1%
 

 

 

 

 

Countries rated NAIC-2:

   

Country 1: Italy

   $ 34     0.0%
 

 

 

 

 

Country 2: Mexico

   $ 13     0.0%
 

 

 

 

 

Countries rated NAIC-3 or below:

   

Country 1: Brazil

   $ 158     0.1%
 

 

 

 

 

Country 2:

   $     0.0%
 

 

 

 

 

The ten largest non-sovereigns (i.e., non-governmental) foreign issues, by NAIC rating:

NAIC - 1 - PALMER SQUARE CLO

   $             323     0.2%
 

 

 

 

 

NAIC - 2 - Scottish Hydro Electric Trans

   $ 261     0.2%
 

 

 

 

 

NAIC - 2 - Ferrero International S.A.

   $ 246     0.2%
 

 

 

 

 

NAIC - 1 - Ichthys LNG Pty Ltd

   $ 228     0.2%
 

 

 

 

 

NAIC - 1 - Prudential Chile II Spa

   $ 212     0.1%
 

 

 

 

 

NAIC - 1 - BENEFIT STREET PARTNERS CLO

   $ 197     0.1%
 

 

 

 

 

NAIC - 2 - Interhoerbiger Finanz AG

   $ 195     0.1%
 

 

 

 

 

NAIC - 1 - SHELL INTERNATIONAL FINANCE

   $ 187     0.1%
 

 

 

 

 

NAIC - 1 - SIEMENS FINANCIERINGSMAATSCHAP CORP

   $ 185     0.1%
 

 

 

 

 

NAIC - 2 - De’Longhi SpA

   $ 181     0.1%
 

 

 

 

 

 

B-120


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUPPLEMENTAL INVESTMENTS RISKS INTERROGATORIES SCHEDULE

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

The ten largest equity interests (including investments in shares of mutual funds, preferred stocks, publicly traded equity securities, and other equity securities and excluding money market and bond mutual funds listed in the Appendix to the SVO Purposes and Procedures Manual as exempt or Class 1):

 

    Book Value    Percentage of Total 
Admitted Assets
   

($ in millions)

 

PRUCO Life Insurance Company

   $             4,839      3.3%
 

 

 

 

 

Colico Inc

   $ 2,003     1.4%
 

 

 

 

 

Ironbound Fund LLC

   $ 1,634     1.1%
 

 

 

 

 

Orchard Street Acres Inc.

   $ 1,034     0.7%
 

 

 

 

 

Prudential Impact Investments Private Equity LLC

   $ 703     0.5%
 

 

 

 

 

Prudential Realty Securities, Inc.

   $ 553     0.4%
 

 

 

 

 

Colico II Inc

   $ 517     0.4%
 

 

 

 

 

Prudential Legacy Insurance Company of New Jersey

   $ 269     0.2%
 

 

 

 

 

PGIM Loan Originator

   $ 227     0.2%
 

 

 

 

 

Prudential Capital Partners V, L.P.

   $ 198     0.1%
 

 

 

 

 

The ten largest fund managers of nonaffiliated, privately placed equities:

 

     Total Invested      Diversified      Nondiversified   
   

(in millions)

 

 

Prudential Capital Partners V, L.P.

   $             198       $             198       $  
 

 

 

   

 

 

   

 

 

 

Federal Home Loan Bank of NY

   $ 149      $      $             149   
 

 

 

   

 

 

   

 

 

 

PGIM Capital Partners VI, L.P.

   $ 143      $ 143      $  
 

 

 

   

 

 

   

 

 

 

Peak Reinsurance Holdings Ltd

   $ 137      $      $ 137  
 

 

 

   

 

 

   

 

 

 

PGIM Real Estate Asia Core

   $ 108      $ 108      $  
 

 

 

   

 

 

   

 

 

 

NNE Holding LLC

   $ 78      $      $ 78  
 

 

 

   

 

 

   

 

 

 

Tortoise Energy Infra Corp.

   $ 20      $      $ 20  
 

 

 

   

 

 

   

 

 

 

Clearbridge MLP/Midstm Fnd Inc

   $ 14      $      $ 14  
 

 

 

   

 

 

   

 

 

 

Camira Group Holdings Ltd

   $ 12      $      $ 12  
 

 

 

   

 

 

   

 

 

 

Gap Partnership Group Ltd

   $ 6      $      $ 6  
 

 

 

   

 

 

   

 

 

 

 

 

B-121


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUPPLEMENTAL INVESTMENTS RISKS INTERROGATORIES SCHEDULE

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

The ten largest aggregate mortgage interests. The aggregate mortgage interest represents the combined value of all mortgages
secured by the same property or same group of properties:

      Book Value     Percentage of Total 
Admitted Assets
    

($ in millions)

 

AG William H. Gate, III

    $             444      0.3%
  

 

 

 

 

COMM The Blackstone Group

    $ 238     0.2%
  

 

 

 

 

AG Assemi Group

    $ 207     0.1%
  

 

 

 

 

AG The Wonderful Company, LLC

    $ 184     0.1%
  

 

 

 

 

AG ARBEJDSMARKEDETS TILLAEGSPENSION

    $ 172     0.1%
  

 

 

 

 

COMM C.J. SEGERSTROM & SONS

    $ 167     0.1%
  

 

 

 

 

COMM Mapletree

    $ 152     0.1%
  

 

 

 

 

COMM Stockbridge Capital Group, LLC

    $ 148     0.1%
  

 

 

 

 

AG Brewster Heights Packing and Orchards, LP

    $ 136     0.1%
  

 

 

 

 

COMM Harrison Street

    $ 134     0.1%
  

 

 

 

 

Amount and percentage of the reporting entity’s total admitted assets held in the following categories of mortgage loans:

 

Construction loans

    $             83      0.1%
  

 

 

 

 

Mortgage loans over 90 days past due

    $ 2     0.0%
  

 

 

 

 

Mortgage loans in the process of foreclosure

    $     0.0%
  

 

 

 

 

Mortgage loans foreclosed

    $     0.0%
  

 

 

 

 

Restructured mortgage loans

    $     0.0%
  

 

 

 

 

Aggregate mortgage loans having the following loan–to-value ratios as determined from the most current appraisal as of the annual statement date:

 

     Residential    Commercial    Agricultural

Loan-to-Value

    Book Value     Percentage     Book Value    Percentage     Book Value    Percentage 
    

($ in millions)

 

Above 95%

    $             —      0.0%     $ 95      0.1%     $     0.0%
  

 

 

 

    

 

 

 

    

 

 

 

 

91% to 95%

    $     0.0%     $ 102     0.1%     $     0.0%
  

 

 

 

    

 

 

 

    

 

 

 

 

81% to 90%

    $     0.0%     $ 239     0.2%     $ 38     0.0%
  

 

 

 

    

 

 

 

    

 

 

 

 

71% to 80%

    $     0.0%     $ 1,633     1.1%     $     0.0%
  

 

 

 

    

 

 

 

    

 

 

 

 

Below 70%

    $     0.0%     $             14,357     9.8%     $             3,350      2.3%
  

 

 

 

    

 

 

 

    

 

 

 

 

 

B-122


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUPPLEMENTAL INVESTMENTS RISKS INTERROGATORIES SCHEDULE

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

    At Year-End             (UNAUDITED) At End of Each Quarter            
      Book Value       Percentage     1st Quarter
Book Value
    2nd Quarter
Book Value
  3rd Quarter
Book Value
   

($ in millions)

 

Securities lending (do not include assets held as collateral for such transactions)    $             5,076      3.5%    $             4,375       $             5,233       $             5,075   
 

 

 

 

   

 

 

   

 

 

 

 

 

 

 

Repurchase agreements

   $ 3,325     2.3%    $ 5,001      $ 4,738      $ 5,162  
 

 

 

 

   

 

 

   

 

 

 

 

 

 

 

Reverse repurchase agreements

   $     0.0%    $      $      $  
 

 

 

 

   

 

 

   

 

 

 

 

 

 

 

Dollar repurchase agreements

   $     0.0%    $      $      $  
 

 

 

 

   

 

 

   

 

 

 

 

 

 

 

Dollar reverse agreements

   $     0.0%    $      $      $  
 

 

 

 

   

 

 

   

 

 

 

 

 

 

 

The amounts and percentages of the Company’s total admitted assets for warrants not attached to the other financial instruments, options, caps, and floors:

 

     Owned    Written
       Book Value       Percentage        Book Value       Percentage  
    

($ in millions)

 

Hedging

    $             18      0.0%     $             (5   0.0%
  

 

 

 

    

 

 

 

 

Income Generations

    $     0.0%     $      0.0%
  

 

 

 

    

 

 

 

 

Other

    $     0.0%     $     0.0%
  

 

 

 

    

 

 

 

 

 

     At Year-End              (UNAUDITED) At End of Each Quarter          
     Book Value     Percentage      1st Quarter
Book Value
  2nd Quarter
Book Value
  3rd Quarter
Book Value
    

($ in millions)

 

Hedging     $             1,149      0.8%     $ 984       $ 990       $ 986   
  

 

 

 

    

 

 

 

 

 

 

 

 

 

 

 

Income Generation

    $     0.0%     $      $      $  
  

 

 

 

    

 

 

 

 

 

 

 

 

 

 

 

Replications

    $ 4,873     3.3%     $         2,510      $         2,266      $             4,249  
  

 

 

 

    

 

 

 

 

 

 

 

 

 

 

 

Other

    $     0.0%     $      $      $  
  

 

 

 

    

 

 

 

 

 

 

 

 

 

 

 

 

B-123


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUPPLEMENTAL INVESTMENTS RISKS INTERROGATORIES SCHEDULE

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

The amounts and percentages of the Company’s total admitted assets of the potential exposure (defined as the amount determined in accordance with the NAIC Annual Statement Instructions) for future contracts:

 

     At Year-End              (UNAUDITED) At End of Each Quarter          
     Book Value     Percentage      1st Quarter
Book Value
  2nd Quarter
Book Value
  3rd Quarter
Book Value
    

($ in millions)

 

Hedging     $               307      0.2%     $               281       $             281       $             307   
  

 

 

 

    

 

 

 

 

 

 

 

 

 

 

 

Income Generation

    $     0.0%     $      $      $  
  

 

 

 

    

 

 

 

 

 

 

 

 

 

 

 

Replications

    $     0.0%     $      $      $  
  

 

 

 

    

 

 

 

 

 

 

 

 

 

 

 

Other

    $     0.0%     $      $      $  
  

 

 

 

    

 

 

 

 

 

 

 

 

 

 

 

 

B-124


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUMMARY INVESTMENT SCHEDULE

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

By Investment Category

   Gross Investment
Holdings of the Company
     Admitted Assets as
Reported by the Company
 
     Book Value      Percentage      Book Value      Percentage  
     ($ in millions)  

Long-Term Bonds:

           

U.S. governments

    $ 5,772         4.2 %       $ 5,772         4.2 %  

All other governments

     2,861         2.1 %        2,861         2.1 %  

U.S. states, territories and possessions, etc. guaranteed

     248         0.2 %        248         0.2 %  

U.S. political subdivisions of states, territories, and possessions, guaranteed

     378         0.3 %        378         0.3 %  

U.S. special revenue and special assessment obligations, etc. nonguaranteed

     5,423         3.9 %        5,423         3.9 %  

Industrial and miscellaneous

     71,993         52.0 %        71,993         52.0 %  

Hybrid securities

     228         0.1 %        228         0.1 %  

Parent, subsidiaries and affiliates

     2,517         1.8 %        2,517         1.8 %  

SVO identified funds

     —         0.0 %        —         0.0 %  

Unaffiliated Bank loans

     1,033         0.7 %        1,033         0.7 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total long-term bonds

    $             90,453                     65.3 %       $             90,453                     65.3 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Preferred stocks:

           

Industrial and miscellaneous (Unaffiliated)

    $ 146         0.1 %       $ 146         0.1 %  

Parent, subsidiaries and affiliates

     —         0.0 %        —         0.0 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total preferred stocks

    $ 146         0.1 %       $ 146         0.1 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Common stocks:

           

Industrial and miscellaneous Publicly traded (Unaffiliated)

    $        0.0 %       $        0.0 %  

Industrial and miscellaneous Other (Unaffiliated)

     436         0.3 %        436         0.3 %  

Parent, subsidiaries and affiliates Publicly traded

     —         0.0 %        —         0.0 %  

Parent, subsidiaries and affiliates Other

     9,471         6.8 %        9,471         6.8 %  

Mutual funds

            0.0 %               0.0 %  

Unit investment trusts

     —         0.0 %        —         0.0 %  

Closed-end funds

     —         0.0 %        —         0.0 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total common stocks

    $ 9,915         7.1 %       $ 9,915         7.1 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

B-125


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUMMARY INVESTMENT SCHEDULE

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

By Investment Category

   Gross Investment
Holdings of the Company
     Admitted Assets as
Reported by the Company
 
     Book Value      Percentage      Book Value      Percentage  
     ($ in millions)  

Mortgage loans:

           

Agricultural

    $ 3,388         2.4 %       $ 3,388         2.4 %  

Residential properties

     —         0.0 %        —         0.0 %  

Commercial loans

     16,348         11.8 %        16,348         11.8 %  

Mezzanine real estate loans

     78         0.1 %        78         0.1 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total mortgage loans

    $ 19,814         14.3 %       $ 19,814         14.3 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Real estate investments:

           

Property occupied by company

    $ 231         0.2 %       $ 231         0.2 %  

Property held for production of income

     103         0.1 %        103         0.1 %  

Property held for sale

     —         0.0 %        —         0.0 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total real estate

    $ 334         0.3 %       $ 334         0.3 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Cash, cash equivalents and short-term investments:

           

Cash

    $ 287         0.2 %       $ 287         0.2 %  

Cash equivalents

     2,120         1.5 %        2,120         1.5 %  

Short-term investments

     309         0.2 %        309         0.2 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total cash, cash equivalents and short-term investments

    $ 2,716         1.9 %       $ 2,716         1.9 %  
  

 

 

    

 

 

    

 

 

    

 

 

 
Policy Loans     $ 1,834         1.3 %       $ 1,834         1.3 %  
Other invested assets      8,664         6.3 %        8,664         6.3 %  
Derivatives      4,019         2.9 %        4,019         2.9 %  
Receivables for securities      210         0.2 %        210         0.2 %  
Cash collateral for variation margin      364          0.3 %        364         0.3 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Invested Assets

    $             138,469                     100.0 %       $             138,469                     100.0 %  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

B-126


THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

SUPPLEMENTAL SCHEDULE OF REINSURANCE DISCLOSURES

FOR THE YEAR ENDED DECEMBER 31, 2022

 

 

 

The following information regarding reinsurance contracts is presented to satisfy the disclosure requirements in SSAP No. 61R which apply to reinsurance contracts entered into, renewed or amended on or after January 1, 1996.

 

  1.

Has the Company reinsured any risk with any other entity under a reinsurance contract (or multiple contracts with the same reinsurer or its affiliates) that is subject to Appendix A-791, Life and Health Reinsurance Agreements, and includes a provision that limits the reinsurer’s assumption of significant risks identified in Appendix A-791?

 

            

     Yes                                    No                  x        

 

  2.

Has the Company reinsured any risk with any other entity under a reinsurance contract (or multiple contracts with the same reinsurer or its affiliates) that is not subject to Appendix A-791, for which reinsurance accounting was applied and includes a provision that limits the reinsurer’s assumption of risk?

 

            

     Yes                                    No                  x        

 

  3.

Does the Company have any reinsurance contracts (other than reinsurance contracts with a federal or state facility) that contain one or more of the following features which result in delays in payment in form or in fact:

 

  a.

Provisions that permit the reporting of losses to be made less frequently than quarterly;

  b.

Provisions that permit settlements to be made less frequently than quarterly;

  c.

Provisions that permit payments due from the reinsurer to not be made in cash within ninety days of the settlement date (unless there is no activity during the period); or

  d.

The existence of payment schedules, accumulating retentions from multiple years, or any features inherently designed to delay timing of the reimbursement to the ceding entity.

 

            

     Yes                                  No                  x        

 

  4.

Has the Company reflected reinsurance accounting credit for any contracts that are not subject to Appendix A-791 and not yearly renewable term reinsurance, which meet the risk transfer requirements of SSAP No. 61R?

 

Assumption reinsurance – new for the reporting period (1)

     Yes                                  No                  x        

Non-proportional reinsurance, which does not result in significant surplus relief

     Yes                                  No                  x        

 

  5.

Has the Company ceded any risk in a reinsurance agreement that is not subject to Appendix A-791 and not yearly renewable term reinsurance, under any reinsurance contract (or multiple contracts with the same reinsurer or its affiliates) during the period covered by the financial statements, and either:

 

  a.

Accounted for that contract as reinsurance under SAP and as a deposit under GAAP

 

            

     Yes                                  No                  x                N/A                        

 

  b.

Accounted for that contract as reinsurance under GAAP and as a deposit under SAP?

 

            

     Yes                                  No                  x                N/A                        

(1) This disclosure relates to ceding companies with assumption reinsurance agreements (paragraph 60 of SSAP 61R) entered into during the current year for which indemnity reinsurance is being applied for policyholders who have not yet agreed to the transfer to the new insurer or for which the regulator has not yet approved the novation to the new insurer.

 

B-127


Report of Independent Auditors

To the Board of Directors and Management of

The Prudential Insurance Company of America

Opinions

We have audited the accompanying statutory financial statements of The Prudential Insurance Company of America (a wholly owned subsidiary of Prudential Financial, Inc.) (the “Company”), which comprise the statutory statements of admitted assets, liabilities and capital and surplus as of December 31, 2022 and 2021, and the related statutory statements of operations and changes in capital and surplus, and of cash flows for each of the three years in the period ended December 31, 2022, including the related notes (collectively referred to as the “financial statements”).

Unmodified Opinion on Statutory Basis of Accounting

In our opinion, the accompanying financial statements present fairly, in all material respects, the admitted assets, liabilities and capital and surplus of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in accordance with the accounting practices prescribed or permitted by the New Jersey Department of Banking and Insurance (the “Department”) described in Note 1.

Adverse Opinion on U.S. Generally Accepted Accounting Principles

In our opinion, because of the significance of the matter discussed in the Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles section of our report, the accompanying financial statements do not present fairly, in accordance with accounting principles generally accepted in the United States of America, the financial position of the Company as of December 31, 2022 and 2021, or the results of its operations or its cash flows for each of the three years in the period ended December 31, 2022.

Basis for Opinions

We conducted our audit in accordance with auditing standards generally accepted in the United States of America (US GAAS). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles

As described in Note 1 to the financial statements, the financial statements are prepared by the Company on the basis of the accounting practices prescribed or permitted by the Department, which is a basis of accounting other than accounting principles generally accepted in the United States of America.

The effects on the financial statements of the variances between the statutory basis of accounting described in Note 1 and accounting principles generally accepted in the United States of America, although not reasonably determinable, are presumed to be material.

Emphasis of Matters

As discussed in Note 10 to the financial statements, the Company has entered into significant transactions with Prudential Financial, Inc. and other affiliated entities, all related parties.

As discussed in Note 24 to the financial statements, in 2020 the Company changed the valuation basis for reserves for variable annuity policies.

Our opinion is not modified with respect to these matters.

 

B-128


Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the accounting practices prescribed or permitted by the Department. Management is also responsible for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date the financial statements are available to be issued.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with US GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.

In performing an audit in accordance with US GAAS, we:

 

   

Exercise professional judgment and maintain professional skepticism throughout the audit.

   

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

   

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, no such opinion is expressed.

   

Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.

   

Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

Supplemental Information

Our audit was conducted for the purpose of forming an opinion on the statutory financial statements taken as a whole. The supplemental Annual Statement Schedule 1 – Selected Financial Data, Supplemental Investments Risks Interrogatories Schedule, Summary Investment Schedule, and Supplemental Schedule of Reinsurance Disclosures (collectively, the “supplemental schedules”) of the Company as of December 31, 2022 and for the year then ended are presented to comply with the National Association of Insurance Commissioners’ Annual Statement Instructions and Accounting Practices and Procedures Manual and for purposes of additional analysis and are not a required part of the statutory financial statements. The supplemental schedules are the responsibility of management and were derived from and relate directly to the underlying accounting and other records used to prepare the statutory financial statements. The supplemental schedules have been subjected to the auditing procedures applied in the audit of the statutory financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the statutory financial statements or to the statutory financial statements themselves and other additional procedures, in accordance with auditing standards generally accepted in the United States of America. In our opinion, the supplemental schedules are fairly stated, in all material respects, in relation to the statutory financial statements taken as a whole.

/s/ PricewaterhouseCoopers LLP

New York, New York

April 6, 2023

 

B-129


PART C—OTHER INFORMATION

 ITEM 27. EXHIBITS

 

(a)   Resolution of the Board of Directors of The Prudential Insurance Company of America (“Prudential”) establishing The Prudential Variable Contract Account-2.    Incorporated by Reference to Exhibit (1) to Post-Effective Amendment No. 54 to this Registration Statement filed April 30, 1999.
(b)   Form of Custodian Agreement with Investors Fiduciary Trust Company.    Incorporated by Reference to Exhibit (3) to Post-Effective Amendment No. 52 to this Registration Statement filed via EDGAR on April 29, 1998.
(c)   Agreement for the Sale of VCA 2 Contracts between Prudential, The Prudential Variable Contract Account-2 and Prudential Investment Management Services LLC.    Incorporated by Reference to Exhibit 5(iv) to Post-Effective Amendment No. 50 to this Registration Statement filed February 28, 1997.
(d)   (1) Specimen copy of group variable annuity contract Form GVA-120, with State modifications.    Incorporated by Reference to Exhibit 6(i) to Post-Effective Amendment No. 50 to this Registration Statement filed February 28, 1997.
  (2) Specimen copy of Group Annuity Amendment Form GAA-7764 for tax-deferred annuities Registration Statement.    Incorporated by Reference to Exhibit 6(ii) to Post-Effective Amendment No. 50 to this Registration Statement filed February 28, 1997.
  (3) Specimen copy of Group Annuity Amendment Form GAA-7852 for tax-deferred annuities    Incorporated by Reference to Exhibit 6(iii) to Post-Effective Amendment No. 50 to this Registration Statement filed February 28, 1997.
(e)   Application form.    Incorporated by Reference to Exhibit 7 to Post-Effective Amendment No. 50 to this Registration Statement filed February 28, 1997.
(f)   (1) Copy of the Charter of Prudential, as amended and restated as of July 19, 2004.    Incorporated by reference to Exhibit 6(a) to Post-Effective Amendment No. 23 to the Registration Statement of Prudential Discovery Select Group Variable Contract Account filed April 11, 2016 (File No. 333-23271).
  (2) Copy of the By-Laws of Prudential, as amended as of November 14, 2017.    Incorporated by reference to Post-Effective Amendment No. 25 to the Registration Statement of Prudential Discovery Select Group Variable Contract Account filed April 10, 2018 (File No. 333-23271).
(g)   (1) PICA FSS Administrative Services Agreement between The Prudential Insurance Company of America and Great-West Life & Annuity Insurance Company.    Incorporated by reference to Exhibit (g)(1) to Post-Effective Amendment No. 33 to the Registration Statement of Prudential Discovery Select Group Variable Contract Account filed April 14, 2022 (File No. 333-23271).
  (2) Administrative Services Agreement between The Prudential Insurance Company of America and Great-West Life & Annuity Insurance Company of New York.    Incorporated by reference to Exhibit (g)(2) to Post-Effective Amendment No. 33 to the Registration Statement of Prudential Discovery Select Group Variable Contract Account filed April 14, 2022 (File No. 333-23271).
  (3) PICA FSS Reinsurance Agreement between The Prudential Insurance Company of America and Great-West Life & Annuity Insurance Company.    Incorporated by reference to Exhibit (g)(3) to Post-Effective Amendment No. 33 to the Registration Statement of Prudential Discovery Select Group Variable Contract Account filed April 14, 2022 (File No. 333-23271).
  (4) PICA FSS Reinsurance Agreement between The Prudential Insurance Company of America and Great-West Life & Annuity Insurance Company of New York.    Incorporated by reference to Exhibit (g)(4) to Post-Effective Amendment No. 33 to the Registration Statement of Prudential Discovery Select Group Variable Contract Account filed April 14, 2022 (File No. 333-23271).


(h)   (1) Participation Agreement among Variable Insurance Products Funds, Fidelity Distributors Corporation and The Prudential Insurance Company of America, dated March 13, 2007 (the “Participation Agreement”).    Incorporated by reference to Exhibit (h)(1) to Post-Effective Amendment No. 84 to this Registration Statement filed on December 29, 2022.
  (2) Amendment dated November 21, 2022 to the Participation Agreement.    Incorporated by reference to Exhibit (h)(1) to Post-Effective Amendment No. 84 to this Registration Statement filed on December 29, 2022.
  (3) Distribution & Underwriting Agreement by and between The Prudential Insurance Company of America, the Prudential Variable Contract Accounts, and Empower Financial Services, Inc.    Filed herewith.
(i)   (1) Investment Accounting Agreement between Prudential and Investors Fiduciary Trust Company.    Incorporated by reference to Exhibit 11(ii) to Post-Effective Amendment No. 55 to this Registration Statement filed on April 28, 2000.
  (2) First Amendment to Investment Accounting Agreement between Prudential and Investors Fiduciary Trust Company.    Incorporated by reference to Exhibit 11(iii) to Post-Effective Amendment No. 55 to this Registration Statement filed on April 28, 2000.
  (3) Second Amendment to Investment Accounting Agreement between Prudential and Investors Fiduciary Trust Company.    Incorporated by reference to Exhibit 11(iv) to Post-Effective Amendment No. 55 to this Registration Statement filed on April 28, 2000.
(j)   Pledge Agreement between Goldman, Sachs & Co., Prudential and Investors Fiduciary Trust Company.    Incorporated by reference to Exhibit 11(i) to Post-Effective Amendment No. 55 to this Registration Statement filed on April 28, 2000.
(k)   Opinion and Consent of Counsel.    Filed herewith.
(l)   (1) Consent of independent registered public accounting firm.    Filed herewith.
  (2) Powers of Attorney for Directors and Officers of Prudential.    Filed herewith.
(m)   Omitted Financial Statements    N/A
(n)   Initial Capital Agreements    N/A
(o)   Form of Initial Summary Prospectuses.    N/A

ITEM 28. DIRECTORS AND OFFICERS OF DEPOSITOR

 

Name and Principal Business Address*    Position and Offices with Depositor
Charles F. Lowrey    Chairman of the Board, President and Chief Executive Officer
Robert M. Falzon    Vice Chairman and Director
Ann M. Kappler    Executive Vice President and General Counsel
Kenneth Y. Tanji    Executive Vice President and Chief Financial Officer
Scott G. Sleyster    Executive Vice President, Market Competitiveness
Andrew F. Sullivan    Executive Vice President and Head of International Businesses and PGIM
Lucien A. Alziari    Executive Vice President and Chief Human Resources Officer
Stacey Goodman    Executive Vice President and Chief Information Officer

Candace J. Woods

213 Washington Street

Newark, NJ 07102

   Senior Vice President and Chief Actuary

Timothy L. Schmidt

655 Broad Street

Newark, NJ 07102

   Senior Vice President and Chief Investment Officer


Gilbert F. Casellas    Director
Martina Hund-Mejean    Director
Wendy E. Jones    Director
Karl J. Krapek    Director
Peter R. Lighte    Director
Sandra Pianalto    Director
Christine A. Poon    Director
Douglas A. Scovanner    Director
Michael A. Todman    Director

Caroline A. Feeney

213 Washington Street

Newark, NJ 07102

   Executive Vice President and Head of U.S. Businesses
Darin A. Arita    Senior Vice President
Robert D. Axel    Senior Vice President Principal Accounting Officer and Controller
Michael Baker    Senior Vice President

Meyrick Douglas

655 Broad Street

Newark, NJ 07102

   Senior Vice President and Chief Risk Officer
Joseph D. Emanual    Senior Vice President and Chief Ethics and Compliance Officer

Caroline Faulkner

213 Washington Street

Newark, NJ 07102

   Senior Vice President
Alan M. Finkelstein    Senior Vice President
Margaret M. Foran    Chief Governance Officer, Senior Vice President and Corporate Secretary

Yanela C. Frias

213 Washington Street

Newark, NJ 07102

   Senior Vice President
Jonathan Harris    Senior Vice President

Bradford Hearn

213 Washington Street

Newark, NJ 07102

   Senior Vice President

Salene Hitchcock-Gear

213 Washington Street

Newark, NJ 07102

   Senior Vice President
Richard G. Hummers    Senior Vice President

Susan Somersille Johnson

213 Washington Street

Newark, NJ 07102

   Senior Vice President

Robert McLaughlin

280 Trumbull Street

Hartford, CT 06103

   Vice President and Head of Investor Relations
Nandini Mongia    Senior Vice President and Treasurer
Cecilia Orchard    Senior Vice President and Chief Auditor
Lata N. Reddy    Senior Vice President
Alan W. Sexton    Senior Vice President
James J. Shea    Senior Vice President
Anthony F. Torre    Senior Vice President

Dylan J. Tyson

1 Corporate Drive

Shelton, CT 06484

   Senior Vice President

George P. Waldeck

655 Broad Street

Newark, NJ 07102

   Senior Vice President

 

*

The address of each Director and Officer named is 751 Broad Street, Newark, NJ 07102, unless otherwise noted above.

ITEM 29. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH DEPOSITOR OR REGISTRANT

The Registrant is a separate account of Prudential, a stock life insurance company organized under the laws of the State of New Jersey. Prudential has been doing business since 1875. Prudential is an indirect subsidiary of Prudential Financial, Inc. (Prudential Financial), a New Jersey insurance holding company. The subsidiaries of Prudential Financial are listed under Exhibit 21.1 of the Annual Report on Form 10-K of Prudential Financial (Registration No. 001-16707), filed on February 16, 2023, the text of which is hereby incorporated by reference.


In addition to the subsidiaries shown on the Organization Chart, Prudential holds all of the voting securities of Prudential’s Gibraltar Fund, Inc., a Maryland corporation, in three of its separate accounts. Prudential also holds directly and in three of its other separate accounts, shares of The Prudential Series Fund, a Delaware trust. The balance is held in separate accounts of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey, wholly-owned subsidiaries of Prudential. Registrant may also be deemed to be under common control with The Prudential Variable Contract Account-10, The Prudential Variable Contract Account-11 and The Prudential Variable Contract Account-24, each a separate account of Prudential. All of the separate accounts referred to above are unit investment trusts registered under the Investment Company Act of 1940. Prudential’s Gibraltar Fund, Inc. and The Prudential Series Fund are registered as open-end, diversified management investment companies under the Investment Company Act of 1940. The shares of these investment companies are voted in accordance with the instructions of persons having interests in the unit investment trusts, and Prudential, Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey vote the shares they hold directly in the same manner that they vote the shares that they hold in their separate accounts.

Prudential is a New Jersey stock life insurance company. Its financial statements have been prepared in conformity with generally accepted accounting principles, which include statutory accounting practices prescribed or permitted by state regulatory authorities for insurance companies.

ITEM 30. INDEMNIFICATION

The Registrant, in conjunction with certain affiliates, maintains insurance on behalf of any person who is or was a trustee, director, officer, employee, or agent of the Registrant, or who is or was serving at the request of the Registrant as a trustee, director, officer, employee or agent of such other affiliated trust or corporation, against any liability asserted against and incurred by him or her arising out of his or her position with such trust or corporation.

New Jersey, being the state of organization of Prudential, permits entities organized under its jurisdiction to indemnify directors and officers with certain limitations. The relevant provisions of New Jersey law permitting indemnification can be found in Section 14A:3-5 of the New Jersey Statutes Annotated. The text of Prudential’s By-law Article VII, Section 1, which relates to indemnification of officers and directors, is incorporated by reference to Post-Effective Amendment No. 25 to the Registration Statement of Prudential Discovery Select Group Variable Contract Account filed April 10, 2018 (File No. 333-23271).

Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the Act) may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

ITEM 31. PRINCIPAL UNDERWRITER

(a) Empower Financial Services, Inc. (EFSI)

EFSI is distributor of securities of the Registrant. Including the Registrant, EFSI serves as distributor and principal underwriter for Empower Funds, Inc., an open-end management investment company, FutureFunds Series Account of Empower Annuity Insurance Company of America (EAICA), Retirement Plan Series Account of EAICA, Variable Annuity-8 Series Account of EAICA and Variable Annuity Series Account of Empower Life & Annuity Insurance Company of New York (ELAINY).

EFSI is also distributor of the following other investment companies: Separate Accounts: The Prudential Variable Contract Account-10, The Prudential Variable Contract Account-11, The Prudential Variable Contract Account-24, The Prudential Discovery Select Group Variable Contract Account, and The Prudential Discovery Premier Group Variable Contract.

(b) Directors and Officers of EFSI:

Name and Principal Business Address*

  

Positions and Offices with Underwriter

Carol Waddell    President and Chief Executive Officer
Stephen E. Jenks    Executive Vice President


Richard H. Linton, Jr.

100 Federal Street, 18th Floor

Boston, MA 02110

   Executive Vice President
Ken I. Schindler    Chief Compliance Officer
William J. McDermott    Senior Vice President
Daniel A. Morrison    Senior Vice President
Joseph M. Smolen    Senior Vice President
Regina M. Mattie    FIN OP Principal, Principal Financial Officer, Principal Operations Officer, Vice President, and Treasurer
Ryan Logsdon    Deputy General Counsel & Corporate Secretary
Adam Kavan    Assistant General Counsel
Palak Patel    Secretary
Abiane Finster    Assistant Secretary
Shannon Cochran    Compliance Officer
Stephanie Barres    Compliance Officer
Mike Kavanagh    Associate Chief Compliance Officer
Barbara Upton    Compliance Officer

 

*

The address of each Officer named is 8515 E. Orchard Street, Greenwood Village, CO 80111, unless otherwise noted above

(c) With respect to compensation received by EFSI, directly or indirectly, from Registrant, reference is made to the sections entitled “Prudential” and “Contract Charges” in the prospectus (Part A of this Registration Statement) and “Sale & Distribution” in the Statement of Additional Information (Part B of this Registration Statement).

ITEM 32. LOCATION OF ACCOUNTS AND RECORDS

The names and addresses of the persons who maintain physical possession of the accounts, books and documents required to be maintained by Section 31(a) of the Investment Company Act of 1940 and the rules thereunder are provided in The Prudential Variable Contract Account-2’s most recent report on Form N-CEN.

ITEM 33. MANAGEMENT SERVICES

Not Applicable.

ITEM 34. FEE REPRESENTATION

Prudential certifies that it has determined that the fees and charges deducted under The Prudential Variable Contract Account-2 group variable annuity contract, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Prudential.

REPRESENTATION PURSUANT TO NO-ACTION LETTER

Restrictions on withdrawal under Section 403(b) Contracts are imposed in reliance upon, and in compliance with, a no-action letter issued by the Chief of the Office of Insurance Products and Legal Compliance of the Securities and Exchange Commission to the American Council of Life Insurance on November 28, 1988.

REPRESENTATION PURSUANT TO RULE 6c-7

Registrant represents that it is relying upon Rule 6c-7 under the Investment Company Act of 1940 in connection with the sale of its group variable contracts to participants in the Texas Optional Retirement Program. Registrant also represents that it has complied with the provisions of paragraphs (a)—(d) of the Rule.


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this registration statement under rule 485(b) under the Securities Act and has duly caused this post-effective amendment to the registration statement to be signed on its behalf by the undersigned, duly authorized, in the City of Newark, and State of New Jersey, on this 13th day of April, 2023.

THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT-2 (Registrant)

THE PRUDENTIAL INSURANCE COMPANY OF AMERICA (Depositor)

/s/ Elizabeth L. Gioia

Vice President

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

 

Signature    Title    Date
*Charles F. Lowrey    Chairman of the Board, Director, President and Chief Executive Officer   
*Gilbert F. Casellas    Director   
*Robert M. Falzon    Vice Chairman and Director   
*Wendy E. Jones    Director   
*Martina Hund-Mejean    Director   
*Karl J. Krapek    Director   
*Peter R. Lighte    Director   
*Sandra Pianalto    Director   
*Christine A. Poon    Director   
*Douglas A. Scovanner    Director   
*Michael A. Todman    Director   
*Robert D. Axel   

Controller, Principal

Accounting Officer and Senior Vice President

  
*Kenneth Y. Tanji   

Chief Financial Officer and Executive Vice President

  

* By: /s/ Elizabeth L. Gioia

Elizabeth L. Gioia

   Attorney-in-Fact    April 13, 2023


THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT-2

Exhibit Index

 

Item 27
Exhibit
Number

  

Description

(h)(3)

   Distribution & Underwriting Agreement by and between The Prudential Insurance Company of America, the Prudential Variable Contract Accounts, and Empower Financial Services, Inc.

(k)

   Opinion and Consent of Counsel.

(l)(1)

   Consent of independent registered public accounting firm.

(l)(2)

   Powers of Attorney for Directors and Officers of Prudential.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘485BPOS’ Filing    Date    Other Filings
7/10/27
6/5/25
3/20/24
1/1/24
12/31/23
9/23/23
Effective on:5/1/23
Filed as of:4/14/23
Filed on:4/13/23
4/6/23
3/24/23
3/1/23
2/24/23
1/6/23
1/5/23
1/1/23
12/31/2224F-2NT,  N-CEN,  N-CSR,  NPORT-P
11/21/22
10/1/22
9/23/22
9/1/22
6/22/22
4/1/22
2/1/22
1/2/22
1/1/22
12/31/2124F-2NT,  N-CEN,  N-CSR,  NPORT-P
7/21/21
3/30/21
1/1/21
12/31/2024F-2NT,  N-CEN,  N-CSR,  NPORT-P
12/30/20
3/27/20
2/19/20
1/1/20
12/31/1924F-2NT,  24F-2NT/A,  N-CEN,  N-CSR,  NPORT-P
12/20/19
11/20/19
8/1/19
7/1/19
1/1/18
11/14/17
7/1/17
1/1/17
4/1/16
12/31/15N-CSR,  NSAR-B
3/20/15
1/1/15
1/1/14
10/1/13
1/2/13
1/1/13
7/1/11
1/1/11
9/14/10
1/1/10
3/13/07
6/1/06
12/13/05
12/1/04
8/1/04
7/19/04
12/18/01
1/1/01
1/1/96
1/1/94
 List all Filings 


9 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/16/23  Prudential Financial Inc.         10-K       12/31/22  215:64M
12/29/22  Prudential Var Contract Account 2 485BPOS    12/30/22    4:4.7M                                   Donnelley … Solutions/FA
 4/14/22  Prudential Discovery Select… Acct 485BPOS     5/01/22    8:7.9M
 4/10/18  Prudential Discovery Select… Acct 485BPOS     5/01/18    5:9.7M
 4/11/16  Prudential Discovery Select… Acct 485BPOS     5/01/16    6:4.8M                                   Donnelley … Solutions/FA
 4/28/00  Prudential Var Contract Account 2 485BPOS     4/28/00    9:646K                                   Bowne - DC/FA
 4/30/99  Prudential Var Contract Account 2 485BPOS     4/30/99    8:388K                                   Bowne - DC/FA
 4/29/98  Prudential Var Contract Account 2 485BPOS     4/30/98    6:446K                                   Donnelley … Solutions/FA
 2/28/97  Prudential Var Contract Account 2 485APOS               20:463K                                   Scott Printing Co… 01/FA
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