SCHMIDT TIMOTHY L 4

What Happened

• Timothy L. Schmidt, Senior Vice President at Prudential Financial (PRU), had previously awarded restricted stock units (RSUs) vest on Feb 28, 2026. A total of 4,779 RSUs converted 1:1 into common shares (acquired at $0.00). To cover tax withholding, 2,285 of those shares were surrendered at $98.38 each, generating about $224,798 in proceeds. The net shares retained from this vesting event are 2,494 (4,779 acquired − 2,285 withheld).
• These actions are vesting/conversion transactions (code M) and tax-withholding dispositions (code F); they are not open-market purchases or voluntary sales by the insider.

Key Details

• Transaction date: February 28, 2026. Filing date: March 3, 2026 (no late-filing indicator provided).
• Shares acquired via RSU conversion: 1,647, 1,616, and 1,516 (total 4,779) at $0.00 (RSUs convert 1:1 to common stock).
• Shares withheld for taxes (disposed): 788, 773, and 724 at $98.38 each, totaling $77,523 + $76,048 + $71,227 = $224,798.
• Net shares retained from these vested RSUs: 2,494.
• Relevant footnotes: F1 = vesting of previously awarded RSUs; F2 = shares withheld for tax payment; F3 = RSUs convert 1:1; F4–F6 = vesting schedule (1/3 per year beginning last day of Feb 2024, 2025, and 2026).
• No indication this was part of a 10b5-1 plan or a late filing in the provided data.

Context

• This was a standard RSU vesting and settlement: the RSUs converted to common shares (no cash paid to acquire), and a portion was automatically withheld to satisfy tax obligations (a common “cashless” settlement). Such tax-withholdings are routine and do not necessarily indicate the insider’s view on the stock.
• Transaction codes: M = exercise/conversion of derivative (RSU vesting here); F = shares withheld/used to pay taxes.