Prudential Financial Capital Trust Iii – The Depository Trust Company A subsidiary of The Depository Trust & Clearing Corporation MEDIUM-TERM NOTE – MASTER NOTE (March 3rd, 2015)This Master note evidences indebtedness of Issuer of a single Series Retail Medium-Term Notes (Series Designator) and Rank senior and are designated Prudential Financial Retail Medium-Term Notes (Secured/Unsecured/Senior/Junior/Subordinated/Unsubordinated) (the “Debt Obligation”), all issued or to be issued under and pursuant to an Indenture dated as of April 25, 2003, as amended (the “Indenture”), duly executed and delivered by Issuer to The Bank of New York Mellon, as trustee (“Trustee”), to which Indenture and all indentures supplemental thereto reference is hereby made for a description of the rights, duties, and immunities thereunder of Trustee and the rights thereunder of the holders of the Debt Obligations. As provided in the Indenture, the Debt Obligations may mature at different times, may bear interest, if any, at different rates, may be subject to different redemption and repayment provisions, if any, may be subject to different sinking, purchase, or analogous funds, if any,
Prudential Financial Capital Trust Iii – [FORM OF FLOATING RATE MEDIUM-TERM NOTE] [FACE OF NOTE] PRUDENTIAL FINANCIAL, INC. MEDIUM-TERM NOTE, SERIES E DUE ONE YEAR OR MORE FROM DATE OF ISSUE (Floating Rate) (March 3rd, 2015)[If this Note is to be a Global Security, insert — THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS NOTE MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A NOTE REGISTERED, AND NO TRANSFER OF THIS NOTE IN WHOLE OR IN PART MAY BE REGISTERED IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
Prudential Financial Capital Trust Iii – The Depository Trust Company A subsidiary of The Depository Trust & Clearing Corporation MEDIUM-TERM NOTE — MASTER NOTE (March 9th, 2012)Prudential Financial, Inc. (“Issuer”), a corporation organized and existing under the laws of the [State or Commonwealth] of New Jersey, for value received, hereby promises to pay to Cede & Co. or its registered assigns (i) on each principal payment date, including each amortization date, redemption date, repayment date, maturity date, and extended maturity date as applicable, of each obligation identified on the records of Issuer (which records are maintained by Citibank, N.A. (“Paying Agent”)) as being evidenced by this Master Note, the principal amount then due and payable for each such obligation, and (ii) on each interest payment date, if any, the interest then due and payable on the principal amount for each such obligation. Payment shall be made by wire transfer of United States dollars to the registered owner, or in immediately available funds or the equivalent to a party as authorized by the registered owner and in the currency other than United States dollars as provided for
Prudential Financial Capital Trust Iii – SECOND SUPPLEMENTAL DECLARATION OF TRUST (March 9th, 2012)This Second Supplemental Declaration of Trust (this “Agreement”), dated as of March 5, 2012, is made by and between Prudential Financial, Inc., as Sponsor (the “Sponsor”), and Jurgen Muhlhauser, as administrative trustee (the “New Administrative Trustee”).
Prudential Financial Capital Trust Iii – [FORM OF FLOATING RATE MEDIUM-TERM NOTE] [FACE OF NOTE] PRUDENTIAL FINANCIAL, INC. MEDIUM-TERM NOTE, SERIES D DUE ONE YEAR OR MORE FROM DATE OF ISSUE (Floating Rate) (March 9th, 2012)[If this Note is to be a Global Security, insert — THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS NOTE MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A NOTE REGISTERED, AND NO TRANSFER OF THIS NOTE IN WHOLE OR IN PART MAY BE REGISTERED IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
Prudential Financial Capital Trust Iii – SECOND SUPPLEMENTAL DECLARATION OF TRUST (March 9th, 2012)This Second Supplemental Declaration of Trust (this “Agreement”), dated as of March 5, 2012, is made by and between Prudential Financial, Inc., as Sponsor (the “Sponsor”), and Jurgen Muhlhauser, as administrative trustee (the “New Administrative Trustee”).
Prudential Financial Capital Trust Iii – SUPPLEMENTAL DECLARATION OF TRUST (March 11th, 2009)This Supplemental Declaration of Trust (this “Agreement”), dated as of February 20, 2009, is made by and among Prudential Financial, Inc., as Sponsor (the “Sponsor”), The Bank of New York Mellon, as property trustee (the “Property Trustee”), BNY Mellon Trust of Delaware, as Delaware trustee (the “Delaware Trustee”), and Yanela C. Frias, Kathleen C. Hoffman and Ajay Sawhney, as administrative trustees (the “Administrative Trustees” and collectively with the Property Trustee and the Delaware Trustee, the “Trustees”).
Prudential Financial Capital Trust Iii – [FORM OF FLOATING RATE MEDIUM-TERM NOTE] [FACE OF NOTE] PRUDENTIAL FINANCIAL, INC. MEDIUM-TERM NOTE, SERIES D DUE ONE YEAR OR MORE FROM DATE OF ISSUE (Floating Rate) (March 11th, 2009)[If this Note is to be a Global Security, insert — THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS NOTE MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A NOTE REGISTERED, AND NO TRANSFER OF THIS NOTE IN WHOLE OR IN PART MAY BE REGISTERED IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
Prudential Financial Capital Trust Iii – CERTIFICATE OF AMENDMENT TO CERTIFICATE OF TRUST OF PRUDENTIAL FINANCIAL CAPITAL TRUST II (March 11th, 2009)This Certificate of Amendment to the Certificate of Trust of Prudential Financial Capital Trust II (the “Trust”), is being duly executed and filed by the undersigned trustee to amend the Certificate of Trust of a statutory trust formed under the Delaware Statutory Trust Act (the “Act”).
Prudential Financial Capital Trust Iii – PRUDENTIAL FINANCIAL, INC. as Issuer TO THE BANK OF NEW YORK as Trustee Second Supplemental Indenture Dated as of December 12, 2006 $2,000,000,000 Floating Rate Convertible Senior Notes due December 12, 2036 (March 11th, 2009)SECOND SUPPLEMENTAL INDENTURE, dated as of December 12, 2006 (the “Second Supplemental Indenture”), between PRUDENTIAL FINANCIAL, INC., a corporation duly organized and existing under the laws of the State of New Jersey (the “Company”), and THE BANK OF NEW YORK, a New York banking corporation (as successor to JPMorgan Chase Bank, N.A.), as trustee (the “Trustee”).
Prudential Financial Capital Trust Iii – SUPPLEMENTAL DECLARATION OF TRUST (March 11th, 2009)This Supplemental Declaration of Trust (this “Agreement”), dated as of February 20, 2009, is made by and among Prudential Financial, Inc., as Sponsor (the “Sponsor”), The Bank of New York Mellon, as property trustee (the “Property Trustee”), BNY Mellon Trust of Delaware, as Delaware trustee (the “Delaware Trustee”), and Yanela C. Frias, Kathleen C. Hoffman and Ajay Sawhney, as administrative trustees (the “Administrative Trustees” and collectively with the Property Trustee and the Delaware Trustee, the “Trustees”).
Prudential Financial Capital Trust Iii – PRUDENTIAL FINANCIAL, INC. as Issuer TO THE BANK OF NEW YORK as Trustee Third Supplemental Indenture Dated as of December 12, 2007 $3,000,000,000 Floating Rate Convertible Senior Notes due December 15, 2037 (March 11th, 2009)THIRD SUPPLEMENTAL INDENTURE, dated as of December 12, 2007 (the “Third Supplemental Indenture”), between PRUDENTIAL FINANCIAL, INC., a corporation duly organized and existing under the laws of the State of New Jersey (the “Company”), and THE BANK OF NEW YORK, a New York banking corporation (as successor to JPMorgan Chase Bank, N.A.), as trustee (the “Trustee”).
Prudential Financial Capital Trust Iii – CERTIFICATE OF AMENDMENT TO CERTIFICATE OF TRUST OF PRUDENTIAL FINANCIAL CAPITAL TRUST III (March 11th, 2009)This Certificate of Amendment to the Certificate of Trust of Prudential Financial Capital Trust III (the “Trust”), is being duly executed and filed by the undersigned trustee to amend the Certificate of Trust of a statutory trust formed under the Delaware Statutory Trust Act (the “Act”).
