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2023 Proxy Statement
ESG at Prudential
Letters to Shareholders
Letter from the Chairman and CEO to Our Shareholders
Letter from the Board of Directors to Our Shareholders
Letter from the Lead Independent Director
Notice of Annual Meeting
Notice of Annual Meeting of Shareholders of Prudential Financial, Inc.
Summary Information
Annual Meeting Proposals
The Year 2022 for Prudential
2022 Total Shareholder Return
Corporate Governance
Table of Contents
Item 1
Item 1 - Election of Directors
- Director Criteria, Qualifications, Experience and Tenure
- Summary of Director Qualifications and Experience
- Director Nominees
Corporate Governance
Process for Selecting Directors
Shareholder Nominations and Recommendations of Director Candidates
Director Attendance
Director Independence
Independent Director Meetings
Comprehensive Steps to Achieve Board Effectiveness
Board Leadership
Board Risk Oversight
Environmental Sustainability
Human Capital Management and Succession Planning
Preliminary 2022 Consolidated U.S. Employer Information Report (EEO-1)
Communication with Directors
Committees of the Board of Directors
Certain Relationships and Related Party Transactions
Policy on Shareholder Rights Plan
Political Contributions and Lobbying Expenditure Oversight and Disclosure
Environmental, Sustainability and Corporate Social Responsibility
Items 2 - 5
Item 2 - Ratification of the Appointment of the Independent Registered Public Accounting Firm
- Audit Committee Pre-Approval Policies and Procedures
- Report of the Audit Committee
Item 3 - Advisory Vote to Approve Named Executive Officer Compensation
Item 4 - Advisory Vote on the Frequency of Future Advisory Votes to Approve Named Executive Officer Compensation
Item 5 - Shareholder Proposal Regarding an Independent Board Chairman
Voting Securities and Principal Holders
Delinquent Section 16(a) Reports
Compensation
Compensation of Directors
Compensation Discussion and Analysis
- 2022 Named Executive Officers (NEOs)
- Compensation Highlights
- What We Do - What We Don't Do
- How We Make Compensation Decisions
Compensation Committee Report
Pay Versus Performance
CEO Pay Ratio
Executive Compensation
- 2022 Summary Compensation Table
- Grants of Plan-Based Awards
- Outstanding Equity Awards
- Option Exercises and Stock Vested
- Pension Benefits
- Nonqualified Deferred Compensation
- Post-Employment Compensation Arrangements
- Potential Payments upon Termination or Change in Control
General Information
General Information About the Meeting
- Voting Instructions and Information
- Submission of Shareholder Proposals and Director Nominations
- Eliminating Duplicative Proxy Materials
- Delivery of Proxy Materials
- Annual Report on Form 10-K
- Incorporation by Reference
- Shareholder List
- Forward-Looking Statements and Website References
Appendix A - Non-GAAP Measures
Pay Equity Statement
We Believe Thriving Neighborhoods are the Foundation of a Thriving Economy
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2023 Proxy Statement
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Page 64 of 84
2023 Proxy Statement
ESG at Prudential
Letters to Shareholders
Letter from the Chairman and CEO to Our Shareholders
Letter from the Board of Directors to Our Shareholders
Letter from the Lead Independent Director
Notice of Annual Meeting
Notice of Annual Meeting of Shareholders of Prudential Financial, Inc.
Summary Information
Annual Meeting Proposals
The Year 2022 for Prudential
2022 Total Shareholder Return
Corporate Governance
Table of Contents
Item 1
Item 1 - Election of Directors
- Director Criteria, Qualifications, Experience and Tenure
- Summary of Director Qualifications and Experience
- Director Nominees
Corporate Governance
Process for Selecting Directors
Shareholder Nominations and Recommendations of Director Candidates
Director Attendance
Director Independence
Independent Director Meetings
Comprehensive Steps to Achieve Board Effectiveness
Board Leadership
Board Risk Oversight
Environmental Sustainability
Human Capital Management and Succession Planning
Preliminary 2022 Consolidated U.S. Employer Information Report (EEO-1)
Communication with Directors
Committees of the Board of Directors
Certain Relationships and Related Party Transactions
Policy on Shareholder Rights Plan
Political Contributions and Lobbying Expenditure Oversight and Disclosure
Environmental, Sustainability and Corporate Social Responsibility
Items 2 - 5
Item 2 - Ratification of the Appointment of the Independent Registered Public Accounting Firm
- Audit Committee Pre-Approval Policies and Procedures
- Report of the Audit Committee
Item 3 - Advisory Vote to Approve Named Executive Officer Compensation
Item 4 - Advisory Vote on the Frequency of Future Advisory Votes to Approve Named Executive Officer Compensation
Item 5 - Shareholder Proposal Regarding an Independent Board Chairman
Voting Securities and Principal Holders
Delinquent Section 16(a) Reports
Compensation
Compensation of Directors
Compensation Discussion and Analysis
- 2022 Named Executive Officers (NEOs)
- Compensation Highlights
- What We Do - What We Don't Do
- How We Make Compensation Decisions
Compensation Committee Report
Pay Versus Performance
CEO Pay Ratio
Executive Compensation
- 2022 Summary Compensation Table
- Grants of Plan-Based Awards
- Outstanding Equity Awards
- Option Exercises and Stock Vested
- Pension Benefits
- Nonqualified Deferred Compensation
- Post-Employment Compensation Arrangements
- Potential Payments upon Termination or Change in Control
General Information
General Information About the Meeting
- Voting Instructions and Information
- Submission of Shareholder Proposals and Director Nominations
- Eliminating Duplicative Proxy Materials
- Delivery of Proxy Materials
- Annual Report on Form 10-K
- Incorporation by Reference
- Shareholder List
- Forward-Looking Statements and Website References
Appendix A - Non-GAAP Measures
Pay Equity Statement
We Believe Thriving Neighborhoods are the Foundation of a Thriving Economy
2023 Proxy Statement
2023 Proxy Statement
ESG at Prudential
Letters to Shareholders
Letters to Shareholders
Letter from the Chairman and CEO to Our Shareholders
Letter from the Board of Directors to Our Shareholders
Letter from the Lead Independent Director
Notice of Annual Meeting
Notice of Annual Meeting
Notice of Annual Meeting of Shareholders of Prudential Financial, Inc.
Summary Information
Summary Information
Annual Meeting Proposals
The Year 2022 for Prudential
2022 Total Shareholder Return
Corporate Governance
Table of Contents
Item 1
Item 1
Item 1 - Election of Directors
- Director Criteria, Qualifications, Experience and Tenure
- Summary of Director Qualifications and Experience
- Director Nominees
Corporate Governance
Corporate Governance
Process for Selecting Directors
Shareholder Nominations and Recommendations of Director Candidates
Director Attendance
Director Independence
Independent Director Meetings
Comprehensive Steps to Achieve Board Effectiveness
Board Leadership
Board Risk Oversight
Environmental Sustainability
Human Capital Management and Succession Planning
Preliminary 2022 Consolidated U.S. Employer Information Report (EEO-1)
Communication with Directors
Committees of the Board of Directors
Certain Relationships and Related Party Transactions
Policy on Shareholder Rights Plan
Political Contributions and Lobbying Expenditure Oversight and Disclosure
Environmental, Sustainability and Corporate Social Responsibility
Items 2 - 5
Items 2 - 5
Item 2 - Ratification of the Appointment of the Independent Registered Public Accounting Firm
- Audit Committee Pre-Approval Policies and Procedures
- Report of the Audit Committee
Item 3 - Advisory Vote to Approve Named Executive Officer Compensation
Item 4 - Advisory Vote on the Frequency of Future Advisory Votes to Approve Named Executive Officer Compensation
Item 5 - Shareholder Proposal Regarding an Independent Board Chairman
Voting Securities and Principal Holders
Delinquent Section 16(a) Reports
Compensation
Compensation
Compensation of Directors
Compensation Discussion and Analysis
- 2022 Named Executive Officers (NEOs)
- Compensation Highlights
- What We Do - What We Don't Do
- How We Make Compensation Decisions
Compensation Committee Report
Pay Versus Performance
CEO Pay Ratio
Executive Compensation
- 2022 Summary Compensation Table
- Grants of Plan-Based Awards
- Outstanding Equity Awards
- Option Exercises and Stock Vested
- Pension Benefits
- Nonqualified Deferred Compensation
- Post-Employment Compensation Arrangements
- Potential Payments upon Termination or Change in Control
General Information
General Information
General Information About the Meeting
- Voting Instructions and Information
- Submission of Shareholder Proposals and Director Nominations
- Eliminating Duplicative Proxy Materials
- Delivery of Proxy Materials
- Annual Report on Form 10-K
- Incorporation by Reference
- Shareholder List
- Forward-Looking Statements and Website References
Appendix A - Non-GAAP Measures
Pay Equity Statement
We Believe Thriving Neighborhoods are the Foundation of a Thriving Economy
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