485BPOS 1 plnjsvulpregtofile.htm PLNJ PRULIFE SVUL PROTECTOR plnjsvulpregtofile

As filed with the SEC on September 7, 2023 .
Registration Nos. 333-215543
811-03974
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-6
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. ___
Post-Effective Amendment No. 7
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 242
(Check appropriate box or boxes.)
PRUCO LIFE OF NEW JERSEY VARIABLE APPRECIABLE ACCOUNT
(Exact Name of Registrant)
PRUCO LIFE INSURANCE COMPANY OF NEW JERSEY
(Name of Depositor)
213 Washington Street
Newark, New Jersey 07102
800-778-2255
(Address and telephone number of principal executive offices)
_____________
Christopher J. Madin
Vice President and Corporate Counsel
Pruco Life Insurance Company of New Jersey
280 Trumbull Street
Hartford, Connecticut 06103
(Name and address of agent for service)
_____________
Approximate Date of Proposed Public Offering: ___
It is proposed that this filing will become effective (check appropriate space):
immediately upon filing pursuant to paragraph (b) of rule 485
on (date) pursuant to paragraph (b) of rule 485
60 days after filing pursuant to paragraph (a)(1) of rule 485
on (date) pursuant to paragraph (a)(1) of rule 485 under the Securities Act.
If appropriate, check the following box:
This Post-Effective Amendment designates a new effective date for a previously filed Post-Effective Amendment.



EXPLANATORY NOTE:

The Registrant is filing this Post-Effective Amendment No. 7 to Registration Statement No. 333-215543 for the purpose of including in the Registration Statement a supplement containing restated financial statements incorporated by reference and Part C - Other Information. This Post-Effective Amendment No. 7 incorporates by reference the information contained in Parts A and B of Post-Effective Amendment No. 6, filed on April 6, 2023.


STATEMENT OF ADDITIONAL INFORMATION SUPPLEMENT
PRUCO LIFE INSURANCE COMPANY OF NEW JERSEY
Pruco Life of New Jersey Variable Appreciable Account

Supplement dated September 7, 2023,
to
Statement of Additional Information dated May 1, 2023,
for
Variable Appreciable Life®, PruLife® Custom Premier, PruLife® Custom Premier II,
VUL Protector®, and PruLife® SVUL Protector® Contracts


This supplement updates and amends certain information contained in the current statement of additional information for your variable life insurance Contract, as well as any subsequent supplements thereto. You should read this supplement carefully and retain it for future reference.


This supplement to the statement of additional information updates certain information in the December 31, 2022 financial statements of the Depositor.

The section titled EXPERTS is hereby deleted and replaced with the following.

The financial statements of each of the subaccounts of Pruco Life of New Jersey Variable Appreciable Account as of the dates presented and for each of the periods indicated therein filed on Form N-VPFS dated April 6, 2023 and the current report of Pruco Life Insurance Company of New Jersey on Form 8-K dated July 14, 2023 are incorporated in this statement of additional information by reference. Such financial statements have been incorporated in reliance on the reports of PricewaterhouseCoopers LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.

Actuarial matters included in this statement of additional information have been examined by Brian Peterfreund, FSA, MAAA, Vice President and Actuary of Prudential.

The section titled FINANCIAL STATEMENTS is hereby deleted and replaced with the following.

The financial statements of the Account should be distinguished from the financial statements of Pruco Life of New Jersey, which should be considered only as bearing upon the ability of Pruco Life of New Jersey to meet its obligations under the Contracts.






PLEASE RETAIN THIS SUPPLEMENT WITH YOUR STATEMENT OF ADDITIONAL INFORMATION

SAIPRODSUP006
VAL, PCP1, PCP2, PCP214, PCP215, PCP219, VULP18, VULP21, SVULP, SVULP20, SVULP21


OTHER INFORMATION
Item 30. Exhibits
   Exhibit Number Description Of Exhibit
(a) Board of Directors Resolution:
(i)
(b)     Custodian Agreements:
Not applicable.
(c)     Underwriting Contracts:
(i)
(ii)
(iii)
(d)Contracts:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(e)Applications:
(i)
(ii)
(f)Depositor’s Certificate of Incorporation and By-Laws:
(i)
(ii)
(iii)
(iv)
(g)Reinsurance Contracts:
(i)
(ii)
(h)Participation Agreements:
(i)
(ii)
(iii)



(iv)
(v)
(vi)
(vii)
(viii)
(ix)
(x)
(xi)
(xii)
(xiii)
(xiv)
(xv)
(xvi)
(xvii)
(xviii)
(xix)
(xx)
(xxi)
(xxii)
(xxiii)
(xxiv)
(xxv)
(xxvi)
(xxvii)
(xxviii)
(xxix)
(xxx)
(xxxi)
(xxxii)
(i)Administrative Contracts:
(i)
(ii)
(iii)
(j)Other Material Contracts:
Not applicable.
(k)Legal Opinion:




---------------------------------------------------------
(Note 1)Filed herewith.
(Note 2)Incorporated by reference to Form N-6, Registration No. 333-158637, filed April 20, 2009, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 3)Incorporated by reference to Post-Effective Amendment No. 3 to this Registration Statement, filed April 10, 2020, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 4)Incorporated by reference to Post-Effective Amendment No. 10 for Form N-6, Registration No. 333‑112809, filed April 15, 2011, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 5)Incorporated by reference to Form N-6, Pre-Effective Amendment No. 1, Registration No. 333-229277, filed April 22, 2019, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 6)Incorporated by reference to Post-Effective Amendment No. 24 for Form N-6, Registration No. 333‑112809, filed April 10, 2015, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 7)Incorporated by reference to Post-Effective Amendment No. 5 for Form N-6, Registration No. 333‑112809, filed April 19, 2006, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 8)Incorporated by reference to Post-Effective Amendment No. 13 for Form N-6, Registration No. 333‑112809, filed April 12, 2013, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 9)Incorporated by reference to Post-Effective Amendment No. 19 for Form N-6, Registration No. 333‑112809, filed April 11, 2014, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 10)Incorporated by reference to Post-Effective Amendment No. 2 for Form N-6, Registration No. 333‑112809, filed August 15, 2005, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 11)Incorporated by reference to Post-Effective Amendment No. 15 for Form N-6, Registration No. 333‑112809, filed June 28, 2013, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 12)Incorporated by reference to Post-Effective Amendment No. 7 for Form N-6, Registration No. 333‑112809, filed April 18, 2008, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 13)Incorporated by reference to Post-Effective Amendment No. 20 for Form N-6, Registration No. 333‑112809, filed June 27, 2014, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 14)Incorporated by reference to Post-Effective Amendment No. 11 for Form N-6, Registration No. 333‑112809, filed April 23, 2012, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.



(Note 15)Incorporated by reference to Pre-Effective Amendment No. 1 to this Registration Statement, filed June 16, 2017, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 16)Incorporated by reference to Post-Effective Amendment No. 34 for Form N-6, Registration No. 333‑112809, filed April 11, 2018, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 17)Incorporated by reference to Post-Effective Amendment No. 33 for Form N-6, Registration No. 333‑112809, filed April 11, 2017, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
(Note 18)Incorporated by reference to Post-Effective Amendment No. 6 to this Registration Statement, filed April 6, 2023, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.


Item 31. Directors and Officers of Pruco Life Insurance Company of New Jersey (Depositor)

The directors and officers of Pruco Life Insurance Company of New Jersey ("Pruco Life of New Jersey"), listed with their principal occupations, are shown below.

Name and Principal Business AddressPosition and Offices with Pruco Life of New Jersey
KENYATTA BOLDEN (Note 6)
Chief Compliance Officer
ROBERT E. BOYLE (Note 1)
Director, Vice President, Chief Accounting Officer, and Chief Financial Officer
TODD BRYDEN (Note 2)
Chief Actuary and Senior Vice President
MARKUS COOMBS (Note 3)
Director and Vice President
WILLIAM J. EVERS (Note 3)
Vice President and Corporate Counsel
ALAN M. FINKELSTEIN (Note 4)Director and Treasure
SCOTT E. GAUL (Note 5)Director and Vice President
SALENE HITCHCOCK-GEAR (Note 3)Director
MICHAEL A. PIGNATELLA (Note 2)
Vice President, Chief Legal Officer, and Secretary
JORDAN K. THOMSEN (Note 3)
Vice President and Corporate Counsel
DYLAN J. TYSON (Note 5)
Director, President, and Chief Executive Officer
(Note 1) 655 Broad Street, Newark, NJ 07102
(Note 2) 280 Trumbull Street, Hartford, CT 06103
(Note 3) 213 Washington Street, Newark, NJ 07102
(Note 4) 751 Broad Street, Newark, NJ 07102
(Note 5) 1 Corporate Drive, Shelton, CT 06484
(Note 6) 701 San Marco Boulevard, Jacksonville, FL 32207

Item 32. Persons Controlled by or Under Common Control with the Depositor or the Registrant

Pruco Life Insurance Company of New Jersey, a life insurance company organized under the laws of New Jersey, is a direct wholly owned subsidiary of Pruco Life Insurance Company ("Pruco Life"). Pruco Life, a life insurance company organized under the laws of Arizona, is a direct wholly owned subsidiary of The Prudential Insurance Company of America and an indirect wholly owned subsidiary of Prudential Financial, Inc.

The subsidiaries of Prudential Financial, Inc. are listed under Exhibit 21.1 of the Annual Report on Form 10-K of Prudential Financial, Inc., Registration No. 001-16707, the text of which is hereby incorporated by reference.

Item 33. Indemnification




The Registrant, in connection with certain affiliates, maintains various insurance coverages under which the underwriter and certain affiliated persons may be insured against liability, which may be incurred in such capacity, subject to the terms, conditions, and exclusions of the insurance policies.

New Jersey, being the state of organization of Pruco Life Insurance Company of New Jersey ("Pruco Life of New Jersey"), 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 Pruco Life of New Jersey’s By-law, Article V, which relates to indemnification of officers and directors, was filed on April 15, 2011, as exhibit Item 26. (f)(iii) to Form N-6, Registration No. 333‑112809, on behalf of the Pruco Life of New Jersey Variable Appreciable Account.
    
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 34. Principal Underwriters

(a) Other Activity:

Pruco Securities, LLC ("Pruco Securities"), an indirect wholly owned subsidiary of Prudential Financial, Inc., acts as the Registrant's principal underwriter of the Contract. Pruco Securities, organized as an LLC on September 22, 2003, under New Jersey law, is registered as a broker-dealer under the Securities Exchange Act of 1934 and is a registered member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). (Pruco Securities is a successor company to Pruco Securities Corporation, established on February 22, 1971.) Pruco Securities' principal business address is 751 Broad Street, Newark, New Jersey 07102.

Pruco Securities acts as principal underwriter and general distributor for the following separate investment accounts and their affiliates:

Pruco Life Variable Universal Account
Pruco Life Variable Appreciable Account
Pruco Life Variable Insurance Account
Pruco Life PRUvider Variable Appreciable Account
Pruco Life of New Jersey Variable Appreciable Account
Pruco Life of New Jersey Variable Insurance Account
The Prudential Variable Appreciable Account
Separate Account VL I of Talcott Resolution Life Insurance Company
Separate Account VL II of Talcott Resolution Life Insurance Company
Separate Account One of Talcott Resolution Life Insurance Company
Separate Account Five of Talcott Resolution Life Insurance Company
Separate Account VL I of Talcott Resolution Life & Annuity Insurance Company
Separate Account VL II of Talcott Resolution Life & Annuity Insurance Company
Separate Account Five of Talcott Resolution Life & Annuity Insurance Company
Union Security Insurance Company Variable Account C

The Contract is sold by registered representatives of Pruco Securities who are also authorized by state insurance departments to do so. The Contract may also be sold through other broker-dealers authorized by Pruco Securities and applicable law to do so.

(b) Management:



Managers And Officers Of Pruco Securities, LLC
Name and Principal Business AddressPosition and Office with Pruco Securities
Robert Begun (Note 1)President, Manager, Principal Operations Officer
Moira M. Buckley (Note 3)Manager
John M. Cafiero (Note 2)Assistant Secretary
David Camuzo (Note 1)Secretary
Susanna Davi (Note 2)Assistant Treasurer
Dexter M. Feliciano (Note 1)Vice President, Chief Operating Officer, Manager
Kelly Florio (Note 2)Anti-Money Laundering Officer
Anthony M. Fontano (Note 1)
Vice President, Manager
Jennifer H. Gascho (Note 2)
Assistant Controller
Peter C. Gayle (Note 1)Vice President, Manager
Bradford O. Hearn (Note 1)Chairman, Manager
Patrick L. Hynes (Note 1)Manager
Yoo J. Kim (Note 2)Assistant Controller
Milton T. Landes (Note 1)Vice President
Conway Lee (Note 1)
Chief Compliance Officer
Tina Lloyd (Note 1)Assistant Secretary
Joseph B. McCarthy (Note 2)Assistant Treasurer
Juzer Mohammedshah (Note 1)Treasurer
Julia E. Moran (Note 1)Chief Legal Officer, Assistant Secretary
Maggie Palen (Note 2)Assistant Secretary
Robert P. Smit (Note 2)Vice President, Controller, Chief Financial Officer, Principal Financial Officer
Jordan K. Thomsen (Note 1)Assistant Secretary
Dianne Trinkle (Note 2)Assistant Controller
(Note 1) 213 Washington Street, Newark, NJ 07102
(Note 2) 751 Broad Street, Newark, NJ 07102
(Note 3) 1124 NW Couch Street, Portland, OR 97209

(c) Compensation From the Registrant:

Pruco Securities passes through the gross distribution revenue it receives to broker-dealers for their sales and does not retain any portion of it in return for its services as distributor for the Contracts. However, Pruco Securities does retain a portion of compensation it receives with respect to sales by its representatives. Pruco Securities retained compensation of $3,890,506 in 2022, $4,092,005 in 2021, and $3,347,257 in 2020.
The sum of the chart below is $434,967,961, which represents Pruco Securities’ total 2022 Variable Life Distribution Revenue. The amount includes both agency distribution and broker-dealer distribution.




Commissions and other compensation received from the registrant during the last fiscal year
with respect to variable life insurance products.
Name of Principal Underwriter
Net Underwriting Discounts and Commissions*
Compensation on Redemption
Brokerage Commission**
Other Compensation
Pruco Securities
$131,014,945
$0
$303,953,016
$0

* Represents Variable Life Distribution Revenue for the agency channel.
** Represents Variable Life Distribution Revenue for the broker-dealer channel.
Because Pruco Securities registered representatives who sell the Contracts are also our life insurance agents, they may be eligible for various cash bonuses and insurance benefits and non-cash compensation programs that we or our affiliates offer, such as conferences, trips, prizes, and awards, subject to applicable regulatory requirements. In some circumstances and to the extent permitted by applicable regulatory requirements, we may also reimburse certain sales and marketing expenses.

Item 35. Location of Accounts and Records

Provided in the most recent report on Form N-CEN.

Item 36. Management Services

Not Applicable.

Item 37. Fee Representation

Pruco Life Insurance Company of New Jersey (“Pruco Life of New Jersey”) represents that the fees and charges deducted under the Variable Universal Life Insurance Contracts registered by this registration statement, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Pruco Life of New Jersey.





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 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 7th day of September, 2023.

Pruco Life of New Jersey Variable Appreciable Account
(Registrant)
By: /s/ Christopher J. Madin
  Christopher J. Madin
Vice President and Corporate Counsel
Pruco Life Insurance Company of New Jersey
(Depositor)
By: /s/ Christopher J. Madin
  Christopher J. Madin
Vice President and Corporate Counsel

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities indicated on this 7th day of September, 2023.
Signature and Title
/s/ *
Robert E. Boyle
Director, Vice President, Chief Accounting Officer, and Chief Financial Officer
/s/ *
Markus Coombs
Director and Vice President
/s/ *
Alan M. Finkelstein
Director and Treasure
*By:/s/ Christopher J. Madin
/s/ *Christopher J. Madin
Scott E. Gaul(Attorney-in-Fact)
Director, Vice President
/s/ *
Salene Hitchcock-Gear
Director
/s/ *
Dylan J. Tyson
Director, President, and Chief Executive Officer