Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
30 Junho 2023 - 8:42AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of June, 2023
PRUDENTIAL PUBLIC LIMITED COMPANY
(Translation
of registrant's name into English)
13/F, One International Finance Centre,
1 Harbour View Street, Central,
Hong Kong, China
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual
reports
under
cover Form 20-F or Form 40-F.
Form
20-F X
Form 40-F
Indicate
by check mark whether the registrant by furnishing the
information
contained
in this Form is also thereby furnishing the information to
the
Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes
No X
If
"Yes" is marked, indicate below the file number assigned to the
registrant
in
connection with Rule 12g3-2(b): 82-
The following text is the text of an announcement released to the
Stock Exchange of Hong Kong Limited on 30 June 2023 pursuant to
rule 17.06A of the Rules Governing the Listing of Securities (the
"Listing Rules") on the Stock Exchange of Hong Kong.
Hong
Kong Exchanges and Clearing Limited, The Stock Exchange of Hong
Kong Limited and the Singapore Exchange Securities Trading Limited
take no responsibility for the contents of this announcement, make
no representation as to its accuracy or completeness and expressly
disclaim any liability whatsoever for any loss howsoever arising
from or in reliance upon the whole or any part of the contents of
this announcement.
30 June
2023
(Hong Kong Stock
Code 2378)
GRANT OF SHARE AWARDS
SUPPLEMENTAL ANNOUNCEMENT
Reference
is made to the announcement of Prudential plc ("Prudential") issued
on 22 May 2023 regarding grant of share awards (the "May
Announcement"). As the May Announcement contained a few inadvertent
errors, the Board wishes to clarify by way of a supplemental
announcement as set out below.
This announcement is made pursuant to Rule 17.06A of the Rules
Governing the Listing of Securities (the "Listing Rules") on The
Stock Exchange of Hong Kong Limited.
Prudential announces that on 22 May 2023, an award (the "Award")
was granted over a total of 199,991 new ordinary shares of Prudential
to an employee participant under the Prudential Long Term Incentive
Plan (the "PLTIP"), who is not a director of
Prudential.
A summary is set out below:
|
Date of grant
|
:
|
22 May 2023
|
|
Number of shares under Award granted
|
:
|
199,991
|
|
Purchase price of the Award granted
|
:
|
Nil
|
|
Closing price of the shares on the date of grant
|
:
|
HK$ 114.3 per share
|
|
Vesting period of the Award granted
|
:
|
The vesting period is three years from the date of
grant.
|
|
Performance targets and clawback mechanism
|
:
|
Performance Targets: The PLTIP has stretching performance
conditions aligned to the strategic priorities of the Prudential
Group. The performance period is 1 January 2023 - 31 December
2025. The conditions are summarised below, with confirmation
of the threshold requirements, which result in 20% of the award
element vesting:
|
|
Performance Target
|
Weighting
|
Summary Description
|
|
Total Shareholder Return (TSR)
|
35%
|
Measured on a ranked basis over three years relative to a peer
group of 12 other insurance companies. Threshold is a median
ranking
|
|
Return on Embedded Value (RoEV)
|
40%
|
RoEV will be calculated as the total EEV operating profit as a
percentage of the average EEV basis shareholders' equity, with a
threshold return of 9.2%
|
|
Group GWS Operating Capital Generation
|
5%
|
Cumulative GWS operating capital generation. The threshold figure
for this metric will be published in the Annual Report for the
final year of the performance period
|
|
Group GIECA Surplus Generation
|
5%
|
Cumulative GIECA measure. The threshold figure for this metric will
be published in the Annual Report for the final year of the
performance period
|
|
Carbon Reduction Measure
|
5%
|
Reduction of weighted average carbon intensity, with a threshold of
a 25% reduction
|
|
Diversity Measure
|
5%
|
Measured as a % of the Core Group of leaders that is female at the
end of 2025, with a threshold 35% representation
|
|
Conduct Measure
|
5%
|
Through appropriate management action, ensure there are no
significant conduct/ culture / governance issues that could result
in significant capital add-ons or material fines, with a threshold
of partial achievement
|
|
Total
|
100%
|
|
|
Clawback mechanism: Clawback may be applied where there are the
following exceptional circumstances at any time before the fifth
anniversary of the award date:
● there
is a materially adverse restatement of Prudential's published
accounts in respect of any financial year which (in whole or part)
comprised part of that five year period;
● it
becomes apparent that a material breach of a law or regulation took
place during that five year period which resulted in significant
harm to Prudential or its reputation;
● the
calculation of the number of shares subject to an award or of the
extent to which any performance conditions have been satisfied or
the Remuneration Committee's determination of the extent to which
an award vests was based on erroneous or misleading data or was
otherwise incorrect; or
● the
participant's personal conduct during the relevant performance
period in respect of that award has:
o resulted
in Prudential, or any member of its group, suffering significant
reputational or financial damage;
o the
potential to cause significant reputational or financial damage to
Prudential or any member of its group; and/or
resulted in the material breach of the Prudential group's business
code of conduct or law.
|
|
|
|
|
As at the date of this announcement, the maximum number of shares
available for future grant under the scheme mandate of the plan and
any other plans is 201,882,802.
Reference is also made to the two announcements of Prudential
issued on 2 June 2023 regarding certain grants of share awards (the
"June Announcements"). Due to inadvertent oversight, the June
Announcements misstated the maximum number of shares available for
future grant. The Board wishes to clarify that, as at 2 June
2023, the maximum number of shares available for future grant was
201,378,255 under the scheme mandate of the plan and any other
plans and 39,478,587 under the service provider sublimit of the
plan and any other plans.
About Prudential plc
Prudential plc provides life and health insurance and asset
management in 24 markets across Asia and Africa. The
business helps people get the most out of life, by making
healthcare affordable and accessible and by promoting financial
inclusion. Prudential protects people's wealth, helps them grow
their assets, and empowers them to save for their goals. The
business has dual primary listings on the Stock Exchange
of Hong Kong (2378) and the London Stock Exchange (PRU).
It also has a secondary listing on the Singapore Stock Exchange
(K6S) and a listing on the New York Stock Exchange (PUK) in the
form of American Depositary Receipts. It is a constituent of the
Hang Seng Composite Index and is also included for trading in the
Shenzhen-Hong Kong Stock Connect programme and Shanghai-Hong
Kong Stock Connect programme.
Prudential is not affiliated in any manner with Prudential
Financial, Inc. a company whose principal place of business is
in the United States of America, nor with The Prudential
Assurance Company Limited, a subsidiary of M&G plc, a company
incorporated in the United Kingdom. https://www.prudentialplc.com/
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, thereunto duly authorized.
Date: 30 June
2023
|
|
PRUDENTIAL
PUBLIC LIMITED COMPANY
|
|
|
|
|
|
By:
/s/ Sylvia Edwards
|
|
|
|
|
|
Sylvia
Edwards
|
|
|
Group
Deputy Secretary
|
Prudential (NYSE:PUK)
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