保诚集团美股招股说明书(2025-09-09版)

Subject to our redemption right, we will pay you interest on the notes on a Semi-Annual basis on Mar 15th and Sep 15th. The first such payment will be made on Mar15, 2026. The interest rate per annum and stated maturity date are set out above. The regular record dates for your notes are each business day preceding each date onwhich interest is paid. Any notes sold by the selling agents to securities dealers, or by securities dealers to certain other brokers or dealers, may be sold at a discount from the initial selling price up to0.9000% of the principal amount. Redemption Information:Callable at 100.000% on 09/15/2027 and every interest payment date thereafter. This tranche of Prudential Financial, Inc. InterNotes (CUSIP 74432BBJ6) will be subject to redemption at the option of Prudential Financial, Inc., in whole on the interest paymentdate occurring on 09/15/2027 and on any interest payment date thereafter at a redemption price equal to 100% of the principal amount of this tranche of Prudential Financial, Inc.InterNotes plus accrued and unpaid interest thereon, if any, upon at least 30 Calendar Days prior notice to the noteholder and the trustee, as described in the prospectussupplement. Additional Information: The notes do not amortize and are not zero coupon or original discount notes. Purchasing Agent:InspereX LLC Agents:BofA / Merrill Lynch, Citigroup, Morgan Stanley, RBC Capital Markets, Wells Fargo Advisors Prudential Financial, Inc.Prudential Financial Internotes®ProspectusDatedMarch1,2024andProspectusSupplementDatedAugust5,2024 Offering Date: Tuesday, September 2, 2025 through Monday, September 8, 2025Trade Date: Monday, September 8, 2025 @ 12:00 PM ETSettle Date: Thursday, September 11, 2025Minimum Denomination/Increments: $1,000.00/$1,000.00Initial trades settle flat and clear SDFS: DTC Book-Entry onlyDTC Number 0235 via RBC Dain Rauscher Inc. If the maturity date, redemption date or an interest payment date for any note is not a business day (as that term is defined inthe prospectus), principal, premium, if any, and interest for that note is paid on the next business day, and no interest willaccrue from, and after, the maturity date, redemption date or interest payment date (following unadjusted business dayconvention). *The survivor’s option feature of your note is subject to important limitations, restrictions and procedural requirements furtherdescribed on page S-32 of your prospectus supplement. The Bank of New York will act as trustee for the Notes. Citibank, N.A., will act as paying agent, registrar and transfer agent forthe Notes and will administer any survivor’s options with respect thereto. Notes will be sold to you at the selling price specified in this Pricing Supplement. The Purchasing Agent shall purchase notesfrom us at the selling price less the applicable gross concession specified in this Pricing Supplement. The Purchasing Agentmay resell the notes it purchases to the agents and selected dealers at the selling price less a concession that, at thediscretion of the Purchasing Agent, may be less than or equal to the gross concession received by the Purchasing Agent.Notes purchased by the agents and selected dealers on behalf of level-fee investment advisory accounts may be sold to suchaccounts at the selling price less the applicable concession, and such agents and selected dealers shall not retain, ascompensation, any portion of such concession applicable to such selling agents and dealers. In that instance, the PurchasingAgent may retain the portion of the gross concession applicable to the Purchasing Agent. In the opinion of John M. Cafiero, as counsel to Prudential Financial, Inc. (the Company), when the notes offered by this pricingsupplement have been executed and issued by the Company and authenticated by the trustee pursuant to the indenture, anddelivered against payment as contemplated herein, such notes will be valid and binding obligations of the Company, subject tobankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability related toaffecting creditors’ rights and to general equity principles. This opinion is given as of the date hereof and is limited to the lawsof New Jersey and New York. In addition, this opinion is subject to customary assumptions about the trustee’s authorization,execution and delivery of the indenture and the genuineness of signatures and to such counsel’s reliance on officers of theCompan and other sources as to certain factual matters, all as stated in the opinion of John M. Cafiero, dated August 5, 2024,filed in the Company’s Current Report on Form 8-K dated August 5, 2024 and incorporated by reference as Exhibit 5.2 to theCompany’s registration statement on Form 3-ASR (File No. 333-277590). InterNotes®is a registered trademark of InspereX Holdings LLC. All Rights Reserved.