0001127602-20-005395.txt : 20200213
0001127602-20-005395.hdr.sgml : 20200213
20200213204612
ACCESSION NUMBER: 0001127602-20-005395
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200211
FILED AS OF DATE: 20200213
DATE AS OF CHANGE: 20200213
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FALZON ROBERT
CENTRAL INDEX KEY: 0001256465
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16707
FILM NUMBER: 20613174
MAIL ADDRESS:
STREET 1: 751 BROAD STREET, 4TH FLOOR
STREET 2: ATTN.: CORPORATE COMPLIANCE
CITY: NEWARK
STATE: NJ
ZIP: 07102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PRUDENTIAL FINANCIAL INC
CENTRAL INDEX KEY: 0001137774
STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311]
IRS NUMBER: 223703799
STATE OF INCORPORATION: NJ
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 751 BROAD ST
CITY: NEWARK
STATE: NJ
ZIP: 07102
BUSINESS PHONE: 9738026000
MAIL ADDRESS:
STREET 1: 751 BROAD ST
CITY: NEWARK
STATE: NJ
ZIP: 07102
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2020-02-11
0001137774
PRUDENTIAL FINANCIAL INC
PRU
0001256465
FALZON ROBERT
751 BROAD STREET, 4TH FLOOR
ATTN. CORPORATE COMPLIANCE
NEWARK
NJ
07102
1
EVP and Vice Chairman
Common Stock
2020-02-11
4
M
0
22268
0
A
85396
D
Common Stock
2020-02-11
4
F
0
11300
95.87
D
74096
D
Common Stock
2020-02-11
4
M
0
50474
63.59
A
124570
D
Common Stock
2020-02-11
4
S
0
39748
96.44
D
84822
D
Common Stock
605
I
By 401(k)
Common Stock
3580
I
By Spouse
2017 Performance Shares
2020-02-11
4
M
0
11380
0
D
Common Stock
11380
0
D
2020 Employee Stock Option (Right to Buy)
95.87
2020-02-11
4
A
0
74325
0
A
2030-02-11
Common Stock
74325
74325
D
2020 Performance Share
2020-02-11
4
A
0
41306
0
A
Common Stock
41306
41306
D
2016 Employee Stock Option (Right to Buy)
63.59
2020-02-11
4
M
0
50474
0
D
2026-02-09
Common Stock
50474
0
D
The Compensation Committee awarded these shares based upon performance relative to the average Return On Equity (ROE) goals and relative to the ROE achievement of certain life insurance peer companies for the 2017 through 2019 performance period.
Includes cash settled performance units which were converted from cash to equity settlement based on a decision by the Compensation Committee.
Represents shares withheld for the payment of taxes.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.43 to $96.45 inclusive. The reporting person undertakes to provide to Prudential Financial, Inc., any security holder of Prudential Financial, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.
Following the transactions reported on this Form 4, Mr. Falzon continues to hold 84,822 shares directly and 605 shares indirectly in a 401(k) account. Mr. Falzon also holds an additional 86,751 vested stock options, 136,943 unvested stock options and 101,294 target performance shares (the exact number awarded being dependent on achievement of performance goals).
Amount reported has been adjusted to include 6 shares of Issuer common stock acquired by the reporting person under The Prudential Employee Savings Plan between September 30, 2019 and December 31, 2019 based on a plan statement dated December 31, 2019. The acquisition of such shares was exempt from Section 16 pursuant to Rules 16b-3(c) and 16a-3(f)(1)(i)(B).
The options vest in three equal annual installments beginning on February 11, 2021.
The performance shares convert to common stock on a 1 to 1 basis.
Represents the target number of shares to be received relative to the Company's average ROE goals and relative to the ROE achievement of certain life insurance peer companies for the 2020 through 2022 performance period. The actual number of shares to be received will be determined by the Compensation Committee in February 2023.
The options vest in three equal annual installments beginning on February 9, 2017.
/s/Andrew Hughes, attorney-in-fact
2020-02-13