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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/15/23 Prudential Financial Inc. 8-K:5,9 2/14/23 13:682K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 30K 2: EX-10.1 Material Contract HTML 10K 3: EX-10.2 Material Contract HTML 251K 8: R1 Document and Entity Information HTML 55K 11: XML IDEA XML File -- Filing Summary XML 13K 9: XML XBRL Instance -- d438033d8k_htm XML 23K 10: EXCEL IDEA Workbook of Financial Reports XLSX 8K 5: EX-101.DEF XBRL Definitions -- pru-20230214_def XML 42K 6: EX-101.LAB XBRL Labels -- pru-20230214_lab XML 70K 7: EX-101.PRE XBRL Presentations -- pru-20230214_pre XML 44K 4: EX-101.SCH XBRL Schema -- pru-20230214 XSD 17K 12: JSON XBRL Instance as JSON Data -- MetaLinks 14± 22K 13: ZIP XBRL Zipped Folder -- 0001193125-23-039745-xbrl Zip 68K
| 8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM i 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i February 14, 2023
PRUDENTIAL FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
| i New Jersey | i 001-16707 |
i 22-3703799 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S Employer Identification Number) |
| i 751 Broad Street |
| i Newark, i New Jersey i 07102 |
| (Address of principal executive offices and zip code) |
i (973) i 802-6000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| i ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
| Title of Each Class |
Trading |
Name of Each Exchange | ||
| i Common Stock, Par Value $.01 | i PRU | i New York Stock Exchange | ||
| i 5.950% Junior Subordinated Notes | i PRH | i New York Stock Exchange | ||
| i 5.625% Junior Subordinated Notes | i PRS | i New York Stock Exchange | ||
| i 4.125% Junior Subordinated Notes | i PFH | i New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Departure from the Board of Directors
On February 14, 2023, Thomas J. Baltimore, a member of the Board of Directors (the “Board”) of Prudential Financial, Inc. (the “Company”), notified the Board that he will resign from the Board effective March 14, 2023, at which time he will have served on the Board for almost 15 years. Mr. Baltimore’s resignation from the Board is due to his other professional commitments, and not due to any disagreement with the Company on any matter related to the Company’s operations, policies or practices.
Annual Incentive Program
Attached as Exhibit 10.1 and incorporated herein by reference are the Annual Incentive Payment Criteria for Executive Officers relating to annual incentive awards under the Company’s Annual Incentive Program, effective for awards in 2023 in respect of 2022.
Long-Term Incentive Program
Attached as Exhibit 10.2 and incorporated herein by reference is the Form of Terms and Conditions relating to awards to executive officers in 2023 under the Company’s 2021 Omnibus Incentive Plan of performance shares and restricted stock units under the Company’s 2023 Long-Term Incentive Program.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| 10.1 | Annual Incentive Payment Criteria for Executive Officers effective for awards in 2023 in respect of 2022 | |
| 10.2 | ||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 15, 2023
| PRUDENTIAL FINANCIAL, INC. | ||
| By: | /s/ Brian P. Spitser | |
| Name: | Brian P. Spitser | |
| Title: | Vice President and Assistant Secretary | |
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 3/14/23 | ||||
| Filed on: | 2/15/23 | |||
| For Period end: | 2/14/23 | 13F-HR, SC 13G/A | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/23/23 Prudential Financial Inc. 424B2 2:670K Donnelley … Solutions/FA 2/22/23 Prudential Financial Inc. 424B2 1:641K Donnelley … Solutions/FA 2/16/23 Prudential Financial Inc. 10-K 12/31/22 215:64M |