FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
PRUDENTIAL FINANCIAL INC [ PRU ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 08/09/2016 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 08/09/2016 | G | V | 6,300(1) | D | $0 | 320,500 | D | ||
Common Stock | 11/09/2016 | M | 143,177 | A | $80 | 383,677 | D | |||
Common Stock | 11/09/2016 | M | 146,315 | A | $69.03 | 529,992 | D | |||
Common Stock | 11/09/2016 | S | 275,855(2) | D | $90 | 254,137 | D | |||
Common Stock | 11/10/2016 | M | 66,310 | A | $91.73 | 320,447 | D | |||
Common Stock | 11/10/2016 | S | 65,873(2) | D | $94 | 254,574 | D | |||
Common Stock | 11/10/2016 | M | 135,136 | A | $48.36 | 389,710 | D | |||
Common Stock | 11/10/2016 | S | 117,040(2) | D | $95 | 272,670(3) | D | |||
Common Stock | 1,770 | I | By 401(k) | |||||||
Common Stock | 592(4) | I | By Spouse |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1/18/08 Employee Stock Option (Right to Buy) | $80 | 11/09/2016 | M | 143,177 | (5) | 01/18/2018 | Common Stock | 143,177 | $0 | 0 | D | ||||
2/12/08 Employee Stock Option (Right to Buy) | $69.03 | 11/09/2016 | M | 146,315 | (6) | 02/12/2018 | Common Stock | 146,315 | $0 | 0 | D | ||||
2/13/07 Employee Stock Option (Right to Buy) | $91.73 | 11/10/2016 | M | 66,310 | (7) | 02/13/2017 | Common Stock | 66,310 | $0 | 0 | D | ||||
2010 Employee Stock Option (Right to Buy) | $48.36 | 11/10/2016 | M | 135,136 | (8) | 02/09/2020 | Common Stock | 135,136 | $0 | 0 | D |
Explanation of Responses: |
1. Gifts to 501(c)(3) charitable foundations. |
2. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 12, 2016. |
3. Following the transactions reported on this Form 4, Mr. Strangfeld continues to hold 272,670 shares directly and 1,770 shares indirectly in a 401(k) account. Mr. Strangfeld also holds an additional 41,428 deferred compensation shares, 719,142 vested stock options, 207,983 unvested stock options and 101,443 target performance shares (the exact number awarded being dependent on achievement of performance goals). |
4. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission the reporting person is the beneficial owner of such securities for the purposes of Section 16 or for any other purpose. |
5. The option vested with 50% after 2 years on 1/18/2010, 25% after year 3 on 1/18/2011, and 25% after year 4 on 1/18/2012. |
6. The option vested in three equal annual installments beginning on February 12, 2009. |
7. The option vested in three equal annual installments beginning on February 13, 2008. |
8. The options vested in three equal annual installments beginning on February 9, 2011. |
/s/Andrew Hughes, attorney-in-fact | 11/14/2016 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |