Executive Compensation

Philosophy and Objectives of Our Executive Compensation Program

The philosophy underlying our executive compensation program is to provide an attractive, flexible, and market-based total compensation program tied to performance and aligned with the interests of our shareholders. Our objective is to recruit and retain the caliber of executive officers and other key employees necessary to deliver sustained high performance to our shareholders, customers, and communities. Our executive compensation program is an important component of these overall human resources policies. Equally important, we view compensation practices as a means for communicating our goals and standards of conduct and performance and for motivating and rewarding employees in relation to their achievements.

Overall, the same principles that govern the compensation of all our salaried employees apply to the compensation of our executive officers. Within this framework, we observe the following principles:

  • Hire and retain top-caliber executives: Executive officers should have base salaries and employee benefits that are market-competitive and that facilitate hiring and retention of world-class talent in our critical roles and high-caliber individuals at all levels;
  • Pay for performance: A significant portion of the compensation of our executive officers should vary with business performance and each individual’s contribution to that performance;
  • Reward long-term growth and profitability: Executive officers should be rewarded for achieving long-term results;
  • Align compensation with shareholder interests: The interests of our executive officers should be linked with those of our shareholders through the risks and rewards of the ownership of our Common Stock; and
  • Reinforce succession planning process: The overall compensation program for our executive officers should reinforce our robust succession planning process.
     

Incentive Compensation Programs

To create a strong link between our incentive compensation opportunities and our short-term and longer-term objectives, we use two specific programs: our Annual Incentive Program and our Long-Term Incentive Program. Each year we review the metrics and design of both programs to ensure they are closely linked to our evolving business strategy, are easily understood by employees, and are aligned with shareholder interests.

  • Annual Incentive Program: Our Annual Incentive Program is designed to reward strong financial and operational performance that furthers our short-term strategic objectives. For both the 2023 and 2024 performance years, financial and operational performance was determined based on the Company’s results relative to pre-established targets in support of our strategic priorities, as listed below:
    • Earnings Per Share (EPS) (30%)
    • Relative Return on Equity (ROE) (30%) 
    • Operating Expense (25%)
    • Customer Experience (15%)
  • Long-Term Incentive Program: Our Long-Term Incentive Program ties the majority of our executives’ target total compensation to the achievement of our multiyear financial results and other goals related to long-term value creation Since 2021, we have awarded:
    • performance shares that reward the achievement of our ROE performance versus our peers, increases in adjusted book value per share (“BVPS”) and increases in the market value of our Common Stock; and
    • restricted stock units (“RSUs”) that reward increases in the market value of our Common Stock.

 

*SOURCE: PRUDENTIAL FINANCIAL, INC. 2025 PROXY STATEMENT

 

 

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Please note that interested parties, including shareholders, may also communicate with our independent directors on any corporate governance issue by sending an email to IndependentDirectors@prudential.com or writing to the following address: Prudential Financial, Inc., Board of Directors, c/o Margaret M. Foran, Chief Governance Officer, Senior Vice President, and Corporate Secretary, 751 Broad Street, Newark, NJ 07102