UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 5, 2019

PRUDENTIAL FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

New Jersey |  | 001-16707 |  | 22-3703799
(State or other jurisdiction |  | (Commission File |  | (I.R.S. Employer
of incorporation) |  | Number) |  | Identification No.)

751 Broad Street

Newark, New Jersey 07102

(Address of principal executive offices and zip code)

(973) 802-6000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class |  | Trading Symbol(s) |  | Name of Each Exchange on Which Registered
Common Stock, Par Value $.01 |  | PRU |  | New York Stock Exchange
5.75% Junior Subordinated Notes |  | PJH |  | New York Stock Exchange
5.70% Junior Subordinated Notes |  | PRH |  | New York Stock Exchange
5.625% Junior Subordinated Notes |  | PRS |  | New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 | Regulation FD Disclosure

Prudential Financial, Inc. is furnishing a copy of slides being presented at its Investor Day conference in Newark on June 5, 2019, as Exhibit 99.1 hereto.

Item 9.01 | Financial Statements and Exhibits

(d) Exhibits

Exhibit No. |  | Description
99.1 |  | Slide presentation of Prudential Financial, Inc. at its Investor Day conference in Newark on June 5, 2019 (furnished and not filed).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 5, 2019

PRUDENTIAL FINANCIAL, INC.
By: |  | /s/ Andrew Hughes
Name: |  | Andrew Hughes
Title: |  | Vice President and Assistant Secretary

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