Form 424B2 - Prospectus [Rule 424(b)(2)]

This pricing supplement, which is not complete, relates to an automatically effective Registration Statement under the Securities Act of 1933, as amended. We may not sell the notes until we deliver a final pricing supplement. This pricing supplement and the accompanying prospectus supplement and prospectus are not an offer to sell these notes in any jurisdiction where such an offer would not be permitted.

Subject to completion, dated August 26, 2024

Prudential Financial InterNotes^® , Due Six Months or More from Date of Issue

Filed under Rule 424(b)(2), Registration Statement No. 333-277590

Preliminary Pricing Supplement No. 3 - Dated Monday, August 26, 2024. To Prospectus Dated March 1, 2024 and Prospectus Supplement dated August 5, 2024

Investors should read this pricing supplement in conjunction with the Prospectus and Prospectus Supplement.

CUSIP
Number

Aggregate
Principal Amount

Selling
Price

Gross
Concession

Net
Proceeds

Interest
Type

Interest
Rate

Payment
Frequency

Maturity
Date

1st Interest

Payment
Date

1st Interest

Payment
Amount

Survivor’s
Option*

Product

Ranking

74432BAE8

[]

100.000%

1.250%

[]

Fixed

4.050%

Semi-Annual

09/15/2029

03/15/2025

$21.26

Yes

Senior Unsecured Notes

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 Mar 15, 2025. 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 on which 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 to 0.6000% of the principal amount.

Redemption Information: Non-Callable

Purchasing Agent: InspereX LLC Agents: BofA Securities, Citigroup, Morgan Stanley, RBC Capital Markets, Wells Fargo Advisors


Offering Date: Monday, August 26, 2024 through Tuesday, September 3, 2024		Prudential Financial, Inc.
Trade Date: Tuesday, September 3, 2024 @ 12:00 PM ET		Prudential Financial Internotes^®
Settle Date: Friday, September 6, 2024		Prospectus Dated March 1, 2024 and
Minimum Denomination/Increments: $1,000.00/$1,000.00		Prospectus Supplement Dated August 5, 2024
Initial trades settle flat and clear SDFS: DTC Book-Entry only
DTC 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 in the prospectus), principal, premium, if any, and interest for that note is paid on the next business day, and no interest will accrue from, and after, the maturity date, redemption date or interest payment date (following unadjusted business day convention).

* The survivor’s option feature of your note is subject to important limitations, restrictions and procedural requirements further described on page S-52 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 for the Notes and will administer any survivor’s options with respect thereto.

Prudential Financial (NYSE:PRU)
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