SEC Form 4 · accession 0001127602-19-001882
PRUDENTIAL FINANCIAL INC · PRU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John R Strangfeld Jr.
Director · Other
Period of report
Jan 9, 2019
Accepted (ET)
Jan 11, 2019 · 5:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001137774
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 9, 2019 | M | 33,693 | $0.00 | A | 308,211 | D | |
| Common StockF2 | Jan 9, 2019 | D | 33,693 | $85.50 | D | 274,518 | D | |
| Common StockF3 | holding | — | — | — | 1,904 | I | By 401(k) | |
| Common StockF4 | holding | — | — | — | 596 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Compensation SharesF5,F6 | $0.00 | Jan 9, 2019 | M | 33,693 | D | — | — | Common Stock | 33,693 | 10,935 | D |
Explanation of responses
- F1Distribution resulting from retirement as Chief Executive Officer.
- F2Following the transaction reported on this Form 4, Mr. Strangfeld continues to hold 274,518 shares directly and 1,904 shares indirectly in a 401(k) account. Mr. Strangfeld also holds an additional 738,934 vested stock options, 237,423 unvested stock options, 10,935 deferred compensation shares, and 125,379 target performance shares (the exact number awarded being dependent on achievement of performance goals).
- F3Amount reported has been adjusted to include 83 shares of Issuer common stock acquired by the reporting person under The Prudential Employee Savings Plan between December 31, 2017 and December 31, 2018 based on a plan statement dated December 31, 2018. The acquisition of such shares was exempt from Section 16 pursuant to Rules 16b-3(c) and 16a-3(f)(1)(i)(B).
- F4The 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.
- F5Deferred Compensation Shares are based on unitized accounting and convert to common stock on a 1 to 1 basis.
- F6Deferred Compensation Shares are deemed immediately exercisable and are payable in cash at a date selected by the participant.