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PRUDENTIAL FINANCIAL INC·4

Feb 11, 4:41 PM ET

Lowrey Charles F 4

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Prudential (PRU) Chairman Charles Lowrey Exercises Awards, Sells 44,703 Shares

What Happened Charles F. Lowrey, Chairman of the Board and a director of Prudential Financial, converted/exercised equity awards into common stock and received new awards on Feb 9, 2026. As part of the settlement, 44,703 shares were withheld/sold to cover tax obligations at $102.20 per share, yielding $4,568,647. The filing also reports multiple award-related conversions/grants (totaling several tens of thousands of shares) with $0 per-share exercise price because these were conversions/grants of restricted or performance-based awards rather than cash option purchases.

Key Details

  • Transaction date: 2026-02-09; Form 4 filed: 2026-02-11 (timely).
  • Tax-withheld sale: 44,703 shares disposed at $102.20 = $4,568,647 (transaction code F).
  • Conversions/awards: reported exercises/conversions and awards include 83,367 shares acquired (M), grants of 4,893 and 14,678 shares (A), and a reported 94,413-share conversion/disposition (M). Prices shown as $0 reflect conversion of derivative awards (not cash purchases).
  • Notable footnotes:
    • F1/F6/F7: Performance-share amounts depend on Prudential’s ROE vs. peers and growth in adjusted book value per share for specified performance periods; some amounts reported are target amounts to be fixed later.
    • F4/F5: Restricted stock units convert 1:1 to common stock and vest 1/3 per year beginning Feb 2027.
    • F2: 44,703 shares were withheld to satisfy tax withholding.
    • F3: Filing amount adjusted to include 3 shares acquired via the employee savings plan (minor).
  • Shares owned after the transactions: not specified in the provided summary — see the full Form 4 for post-transaction holdings.

Context

  • This filing reflects award conversions and routine tax-withholding share dispositions (common for RSU/performance-share settlements), rather than an open-market purchase or voluntary sale for investment reasons. For derivative/award items: M = exercise/conversion of derivatives; A = grant/award; F = payment of exercise price or tax liability (withholding). Check the full Form 4 for details on the specific award plans and the exact post-transaction ownership.