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Process for Selecting Directors

The Corporate Governance and Business Ethics Committee screens and recommends candidates for nomination by the full Board. The Company’s By-laws provide that the size of the Board may range from 10 to 15 members, reflecting the Board’s current view of its optimal size. The Committee is assisted with its recruitment efforts by an independent third party search firm, which recommends candidates that satisfy the Board’s criteria. The search firm also provides research and pertinent information regarding candidates, as requested.

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STEP 1: Source Candidate Pool from

  • Independent Search Firms
  • Shareholders
  • Independent Directors
  • Our People

STEP 2: In-Depth Review by the Committee

  • Consider Skills Matrix
  • Screen qualifications
  • Consider diversity, including diverse viewpoints
  • Review independence and potential conflicts
  • Meet with directors

STEP 3:

Recommend Selected Candidate for Appointment to Our Board

STEP 4:

Review by Full Board

STEP 5:

Select Director(s) Elected 7 new directors since 2015

 

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Human Capital Management and Succession Planning

The Board believes that human capital management and succession planning, including inclusion and diversity, are paramount to the Company’s success and central to our long-term strategy. Our Company’s Corporate Social Responsibility Oversight Committee, comprising Board members and Prudential senior executives, in addition to the full Board, evaluates the Company’s commitment to inclusion and diversity and actively suggests policy enhancements.

The Board has primary responsibility for CEO succession planning. In addition, the Board reviews the Company’s “people strategy” in support of its business strategy at least annually and frequently discusses talent issues at its meetings. This includes a detailed discussion of the Company’s global leadership bench and succession plans with a focus on key positions at the senior officer levels. In support of our commitment to talent development, throughout the year, high-potential leaders are given exposure and visibility to Board members through formal presentations and at informal events. This engagement gives the Board insight into the Company’s talent pool and our leaders’ succession plans. More broadly, the Board is regularly updated on key talent indicators for the overall workforce, including diversity, recruiting and development programs.

 

Footnote

*SOURCE: PRUDENTIAL FINANCIAL, INC. 2022 PROXY STATEMENT

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