Prudential Financial

Departure from the Board of Directors On February 14, 2023, Thomas J. Baltimore, a member of the Board of Directors (the “Board”) of Prudential Financial, Inc. (the “Company”), notified the Board that he will resign from the Board effective March 14, 2023, at which time he will have served on the Board for almost 15 years. Mr. Baltimore’s resignation from the Board is due to his other professional commitments, and not due to any disagreement with the Company on any matter related to the Company’s operations, policies or practices. Annual Incentive Program Attached as Exhibit 10.1 and incorporated herein by reference are the Annual Incentive Payment Criteria for Executive Officers relating to annual incentive awards under the Company’s Annual Incentive Program, effective for awards in 2023 in respect of 2022.

On October 27, 2022, Prudential Financial, Inc. (the “Company”) announced the following changes in its executive leadership team. • Scott G. Sleyster, the Company’s current Executive Vice President and Head of International Businesses, notified the Company on October 26, 2022, of his intent to retire from the Company on April 28, 2023. • Andrew F. Sullivan, the Company’s current Executive Vice President and Head of U.S. Businesses, has been appointed Executive Vice President, Head of International Businesses and PGIM, effective January 1, 2023, on which date Mr. Sleyster will transfer his functional management responsibilities to Mr. Sullivan. • Caroline A. Feeney, the Company’s current Senior Vice President and Chief Executive Officer of the U.S. Insurance and Retirement Businesses, has been appointed Executive Vice President and Head of U.S.

2022 Annual Incentive Program Attached as Exhibit 10.1 and incorporated herein by reference are the Annual Incentive Payment Criteria for Executive Officers relating to annual incentive awards under Prudential Financial, Inc.’s (the “Company”) Annual Incentive Program, effective for awards in 2022 in respect of 2021. 2022 Long-Term Incentive Program Attached as Exhibit 10.2 and incorporated herein by reference is the Form of Terms and Conditions relating to awards to executive officers in 2022 under the Company’s 2021 Omnibus Incentive Plan of performance shares and restricted stock units under the Company’s 2022 Long-Term Incentive Program.

Annual Incentive Program Attached as Exhibit 10.1 and incorporated herein by reference are the Annual Incentive Payment Criteria for Executive Officers relating to annual incentive awards under Prudential Financial, Inc.’s (the “Company”) Annual Incentive Program, effective for awards in 2021 in respect of 2020 and for awards in 2022 in respect of 2021. Long-Term Incentive Program Attached as Exhibit 10.2 and incorporated herein by reference is the Form of Terms and Conditions relating to awards to executive officers in 2021 under the Company’s 2016 Omnibus Incentive Plan of performance shares and restricted stock units under the Company’s 2021 Long-Term Incentive Program.

On December 15, 2020, the Board of Directors of Prudential Financial, Inc. (the “Company”) elected Wendy Jones as an independent director. The appointment of Ms. Jones is effective on January 4, 2021. Ms. Jones has been appointed to the Audit Committee. Ms. Jones is entitled to receive compensation as a non-employee director as described in the Non-Employee Director Compensation Summary filed as Exhibit 10.24 to the Company’s 2019 Annual Report on Form 10-K.

2020 Annual Incentive Program Attached as Exhibit 10.1 and incorporated herein by reference are the Annual Incentive Payment Criteria for Executive Officers relating to annual incentive awards under Prudential Financial, Inc.’s (the “Company”) Annual Incentive Program, effective for awards in 2020 in respect of 2019. 2020 Long-Term Incentive Program Attached as Exhibit 10.2 and incorporated herein by reference is the Form of Terms and Conditions relating to awards to executive officers in 2020 under the Company’s 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares and book value units under the Company’s 2020 Long-Term Incentive Program.

On August 29, 2019, Prudential Financial, Inc. (the “Company”) announced that it has appointed Andrew Sullivan as Executive Vice President and Head of U.S. Businesses, effective December 1, 2019. Mr. Sullivan will succeed Stephen Pelletier, who will retire on April 1, 2020. Mr. Pelletier will transfer his functional management responsibilities to Mr. Sullivan on December 1, 2019 and will support Mr. Sullivan in his transition. Mr. Sullivan, 49, has served as the Company’s Senior Vice President and Head of Workplace Solutions since the fourth quarter of 2017. Mr. Sullivan previously served as President of Group Insurance beginning in the fourth quarter of 2015. He joined the Company in 2011, with responsibility for the Group Insurance underwriting, claims and service organizations. In connection with these changes, effective December 1, 2019 (i) Mr.

2019 Annual Incentive Program Attached as Exhibit 10.1 and incorporated herein by reference are the Annual Incentive Payment Criteria for Executive Officers relating to annual incentive awards under Prudential Financial, Inc.’s (the “Company”) Annual Incentive Program, effective for awards in 2019 in respect of 2018 and for subsequent years. 2019 Long-Term Incentive Program Attached as Exhibit 10.2 and incorporated herein by reference is the Form of Terms and Conditions relating to awards to executive officers in 2019 under the Company’s 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares, performance units and book value units under the Company’s 2019 Long-Term Incentive Program.

As previously disclosed in Prudential Financial, Inc.’s (“Prudential” or the “Company”) Current Report on Form 8-K filed on September 12, 2018, in connection with the retirement of John R. Strangfeld as Chief Executive Officer (“CEO”) of Prudential, the Board of Directors (the “Board”) has approved a long-term incentive award for Mr. Strangfeld for the 2018 performance year of $10 million, based on the November 30, 2018 grant date fair value. The award is comprised of (i) 30% performance shares, (ii) 30% performance units, (iii) 20% book value units and (iv) 20% stock options with a grant price established as of the grant date.

On September 19, 2018 Prudential Financial, Inc. (“Prudential” or the “Company”) announced that the Board of Directors (the “Board”) has named Scott G. Sleyster as the Company’s next Executive Vice President and Chief Operating Officer, International Businesses of Prudential effective December 1, 2018. Mr. Sleyster, 58, who has served as the Senior Vice President and Chief Investment Officer of Prudential since 2012, will succeed Charles F. Lowrey, who will become the Company’s next Chief Executive Officer effective December 1, 2018 as previously announced. The Board also announced that Kenneth Y. Tanji, Senior Vice President and Treasurer since 2013, has been named Executive Vice President and Chief Financial Officer of the Company effective December 1, 2018. Mr. Tanji, 52, will succeed Robert M.

On September 12, 2018 Prudential Financial, Inc. (“Prudential” or the “Company”) announced that after a multi-year succession planning process the Board of Directors (the “Board”) has appointed Charles F. Lowrey as the Company’s next Chief Executive Officer (“CEO”) and member of the Board effective December 1, 2018. Mr. Lowrey, who has served as the Executive Vice President and Chief Operating Officer, International Businesses of Prudential since 2014, will succeed John R. Strangfeld, who will retire as CEO on November 30, 2018 after a 41- year career with the Company. Mr. Strangfeld will serve as Non-Executive Chairman of the Board until April 5, 2019 at which time Mr. Lowrey will also assume the role of Chairman. In connection with the election of Mr. Lowrey, the Board authorized an increase in its size, effective December 1, 2019, from 12 to 13 directors.

2018 Annual Incentive Program Attached as Exhibit 10.1 and incorporated herein by reference are the Annual Incentive Payment Criteria for Executive Officers relating to annual incentive awards under the Company’s Annual Incentive Program, effective for awards in 2018 in respect of 2017 and for subsequent years. 2018 Long-Term Incentive Program Attached as Exhibit 10.2 and incorporated herein by reference is the Form of Terms and Conditions relating to awards to executive officers in 2018 under the Company’s 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares, performance units and book value units under the Company’s 2018 Long-Term Incentive Program.

2017 Annual Incentive Program Attached as Exhibit 10.1 and incorporated herein by reference are the Annual Incentive Payment Criteria for Executive Officers relating to annual incentive awards under the Company’s Annual Incentive Program, effective for awards in 2017 in respect of 2016 and for subsequent years. 2017 Long-Term Incentive Program Attached as Exhibit 10.2 and incorporated herein by reference is the Form of Terms and Conditions relating to awards to executive officers in 2017 under the Company’s 2016 Omnibus Incentive Plan of restricted stock units, stock options, performance shares, performance units and book value units under the Company’s 2017 Long-Term Incentive Program.

At the Annual Meeting of Shareholders of Prudential Financial, Inc. (the “Company”) held on May 10, 2016, the Company’s shareholders approved the Prudential Financial, Inc. 2016 Omnibus Incentive Plan (the “Plan”). The Company’s Board of Directors previously approved the Plan, subject to shareholder approval. The Plan increases the number of shares of the Company’s common stock available for issuance to eligible directors, employees and agents by 23,000,000 shares. The Plan is described in Proxy Item 4 in the Company’s proxy statement for the 2016 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on March 22, 2016 (“2016 Proxy Statement”).

As previously reported in a Current Report on Form 8-K filed on February 9, 2016, the Board of Directors of Prudential Financial, Inc. (the “Company”) elected Peter Rupert Lighte, George Paz and Michael A. Todman as independent directors. The appointments of Mr. Lighte and Mr. Todman are effective on March 8, 2016, and the appointment of Mr. Paz is effective on March 9, 2016. At the time of election, the Board had not determined on which committees these new directors would serve. The Company is filing this amended Current Report on Form 8-K/A to report that on March 1, 2016, the Board made the following committee appointments: (i) Mr. Lighte is appointed as a member of the Investment Committee and the Corporate Governance and Business Ethics Committee, effective as of March 8, 2016; (ii) Mr.

Election of New Directors On February 9, 2016, the Board of Directors of Prudential Financial, Inc. (the “Company”) elected Peter Rupert Lighte, George Paz and Michael A. Todman as independent directors. The appointments of Mr. Lighte and Mr. Todman are effective on March 8, 2016, and the appointment of Mr. Paz is effective on March 9, 2016. The Board has not determined on which committees the new directors will serve. Each new director is entitled to receive compensation as a non-employee director as described in the Non-Employee Director Compensation Summary included as Exhibit 10.21 to the Company’s 2014 Annual Report on Form 10-K. A news release announcing their election is attached as Exhibit 99.1.