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PRUDENTIAL PLC

For the period ended Dec 31, 2025. Filed Mar 26, 2026.

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The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2025 · Filed Mar 26, 2026

PUK$24.76-1.7%Stored close · as of Nov 6, 2026
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As filed with the Securities and Exchange Commission on 26 March 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
For the fiscal year ended 31 December 2025
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number:1-15040

PRUDENTIAL PUBLIC LIMITED COMPANY

(Exact Name of Registrant as Specified in its Charter)

England and Wales

(Jurisdiction of Incorporation)

13th Floor, One International Financial Centre, 1 Harbour View Street, Central, Hong Kong

(Address of Principal Executive Offices)

Rebecca Wyatt, Chief of Financial & Capital Reporting

+44 20 7220 7588, rebecca.wyatt@prudentialplc.com

5th Floor, 10 Old Bailey, London EC4M 7NG, England

(Name, telephone, e-mail and/or facsimile number and address of company contact person)

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

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
American Depositary Shares, each representing 2 Ordinary Shares, 5 pence par value eachPUKNew York Stock Exchange
Ordinary Shares, 5 pence par value eachPUK/DNew York Stock Exchange*
3.125% Senior Notes due 2030 issued by Prudential Funding (Asia) plcPUK30New York Stock Exchange
3.625% Senior Notes due 2032 issued by Prudential Funding (Asia) plcPUK32New York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

The number of outstanding shares of each of the issuer’s classes of capital or common stock as of 31 December 2025 was

2,548,213,779 Ordinary Shares, 5 pence par value each

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to

Section 13 or 15(d) of the Securities Exchange Act of 1934.

☐ Yes ☒No

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities

Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such

reports), and (2) has been subject to such filing requirements for the past 90 days.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted

pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period

that the registrant was required to submit and post such files).

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or an

emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in

Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Emerging growth company☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the

registrant has elected to not 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. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the

effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by

the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the

registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-

based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §

240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this

filing:

U.S. GAAP ☐International Financial Reporting Standards as issued by the International Accounting Standards Board ☒ Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the

registrant has elected to follow:

☐ Item 17 ☐ Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the

Exchange Act).☐ Yes ☒No

*Not for trading, but only in connection with the registration of American Depositary Shares.

†The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards

Codification after 5 April 2012.

Table of contents

Forward-looking statements8
Sources10
Summary of our business11
Our business at a glance11
Our clear and simple strategy14
Market review16
Company address and agent18
Dividend data18
Competition19
Strategic and operating review20
Our business model27
Financial review29
Overview29
Summary consolidated results and basis of preparation of analysis31
Explanation of performance and other financial measures32
Investments37
Additional information on liquidity and capital resources38
TEV basis, new business profit, free surplus generation and Group adjusted operating profit39
Determining adjusted operating profit of operating segments40
Segment discussion41
Definitions of performance metrics51
Risk review53
Introduction53
Risk governance53
The Group's principal risks55
Risk factors65
Supervision and regulation of Prudential77
Global regulatory and geopolitical developments and trends77
Prudential in Asia78
Prudential in Africa82
Disclosure obligations under Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 201282
Governance83
Governance at a glance83
Our leadership84
How we operate93
Committee reports104
Audit committee financial expert121
Differences between Prudential’s governance practice and the NYSE corporate governance rules121
Memorandum and Articles of Association123
Code of ethics126
Insider trading policies126
Compensation and employees127
Remuneration at a glance127
Additional remuneration disclosures156
Share ownership157
Employees157
Additional information158
Significant subsidiaries158
Major shareholders158
Intellectual property159
Legal proceedings159
Material contracts159
Exchange controls159
Taxation159
Documents on display162
Controls and procedures162
Listing information163
Description of securities other than equity securities163
Purchases of equity securities by Prudential plc and affiliated purchasers164
Principal accountant fees and services164
Limitations on enforcement of US Laws against Prudential, its Directors, management and others164
Financial Statements165
Consolidated financial statements165
Condensed financial information of Registrant253
Additional unaudited financial information260
Exhibits268

Cross references to form 20-F requirements

Item 1 · Identity of Directors, Senior Management and Advisers · n/a
Item 2 · Offer Statistics and Expected Timetable · n/a
Item 3 · Key Information
Capitalisation and indebtednessn/a
Reasons for the offer and use of proceedsn/a
Risk factorsRisk factors65
Item 4Information on the Company
History and development of the company–Our business at a glance11
–Company address and agent18
–Documents on display162
–Strategic and operating review20
Business overview–Our clear and simple strategy14
–Our business model27
–Strategic and operating review20
–Segment discussion41
–Definitions of performance metrics51
–Competition19
–Supervision and regulation of Prudential77
–Investments37
–TEV basis, new business profit, free surplus generation and Group adjusted operating profit39
–Sources10
Organisational structure–Our business model27
–Significant subsidiaries158
Property, plants and equipmentNote C10 to the consolidated financial statements239
Item 4AUnresolved Staff Commentsn/a
Item 5Operating and Financial Review and Prospects
Operating results–Strategic and operating review20
–Financial review29
–Summary consolidated results and basis of preparation analysis31
–Determining adjusted operating profit of operating segments40
–Explanation of performance and other financial measures32
Liquidity and capital resources–Explanation of performance and other financial measures32
–Additional information on liquidity and capital resources38
–Note D5 to the consolidated financial statements241
Research and development, patents and licenses, etcn/a
Trend information–Strategic and operating review20
–Explanation of performance and other financial measures32
Critical Accounting Estimates–Note A3 to the consolidated financial statements176
Item 6 · Directors, Senior Management and Employees
Directors and senior managementBoard of Directors84
CompensationCompensation and employees:127
–Remuneration at a glance127
–Summary of current Directors' remuneration policy128
–Additional remuneration disclosure156
Board practices–How we operate93
–Committee reports104
EmployeesEmployees157
Share ownershipShare ownership157
Disclosure of a registrant's action to recover erroneously awarded compensationn/a
Item 7Major Shareholders and Related Party Transactions
Major shareholdersMajor shareholders158
Related party transactionsNote D4 to the consolidated financial statements240
Interests of Experts and Counseln/a
Item 8Financial Information
Consolidated statements and other financial informationFinancial statements165
Legal proceedings159
Significant changesn/a
Item 9The Offer and Listing
Offer and listing detailsListing information163
MarketsListing information163
Item 10Additional Information
Share capitaln/a
Memorandum and Articles of AssociationMemorandum and Articles of Association123
Material contractsMaterial contracts159
Exchange controlsExchange controls159
TaxationTaxation159
Dividends and paying agentsn/a
Statement by expertsn/a
Documents on displayDocuments on display162
Subsidiary informationNote D6 to the consolidated financial statements241
Item 11Quantitative and Qualitative Disclosures about Market Risk–Risk review53
–Note C6 to the consolidated financial statements231
Item 12Description of Securities Other than Equity Securities
American depositary sharesDescription of securities other than equity securities163
Item 13Defaults, Dividend Arrearages and Delinquenciesn/a
Item 14Material Modifications to the Rights of Security Holders and Use of Proceedsn/a
Item 15Controls and ProceduresControls and procedures162
Item 16AAudit Committee Financial ExpertAudit committee financial expert121
Item 16BCode of EthicsCode of ethics126
Item 16CPrincipal Accountant Fees and ServicesPrincipal accountant fees and services164
Item 16DExemptions from the Listing Standards for Audit Committeesn/a
Item 16EPurchases of Equity Securities by Prudential plc and Affiliated PurchasersPurchases of equity securities by Prudential plc and affiliated purchasers164
Item 16FChange in Registrant’s Certifying Accountantn/a
Item 16GCorporate GovernanceDifferences between Prudential’s governance practice and the NYSE corporate governance rules121
Item 16HMine Safety Disclosuren/a
Item 16IDisclosure Regarding Foreign Jurisdictions that Prevent Inspectionsn/a
Item 16JInsider trading policiesInsider trading policies126
Item 16KCybersecurity–Risk review53
–Risk factors65
Item 17Financial Statementsn/a
Item 18Financial StatementsFinancial statements165
Item 19ExhibitsExhibits268

As used in this document, unless the context otherwise requires, the terms ‘Prudential’, ‘Prudential Group’, the ‘Group’, ‘we’, ‘us’

and ‘our’ each refer to Prudential plc together with its subsidiaries, while the terms ‘Prudential plc’, the ‘Company’ and the ‘parent

company’ each refer to ‘Prudential plc’. The definitions of the key metrics we use to discuss our performance in this report are set

out in the 'Definitions of performance metrics' section.

This 2025 Annual Report may include references to our website. Information on our website or any other website referenced in

this 2025 Annual Report is not incorporated herein and should not be considered to be part of this 2025 Annual Report. We have

included any website as an inactive textual reference only.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.