SEC Comment Letter for PRUDENTIAL FINANCIAL INC (PFH, PRH, PRS, PRU) (CIK 0001137774) (PFH) — Nov 30, 2007
PRUDENTIAL FINANCIAL INC (PFH, PRH, PRS, PRU) (CIK 0001137774)
Date: Nov. 30, 2007 · CIK: 0001137774 · Accession: 0000000000-07-058324
AI Filing Summary & Sentiment
Reasoning
Referenced dates: October 10, 2007
Letter
November 30, 2007 Mail Stop 6010 By U.S. Mail and facsimile to 973-802-8287 Prudential Financial, Inc. 751 Broad Street Newark, New Jersey 07102 Attn: Kathleen M. Gibson, Vice President Secretary and Corporate Governance Officer
Re: Prudential Financial, Inc. Definitive 14A Filed March 22, 2007 File No. 1-16707
Dear Ms. Gibson: We have reviewed your response letter dated October 10, 2007 and have the following comments. Please respond to our comments by December 14, 2007 or tell us by that time when you will provide us with a response. If the comments request revised disclosure in future filings, please confir m in writing that you will comply with the comments in your future filings and also ex plain to us how you intend to comply. We welcome any questions you may have about our comments or any other aspect of our review. 1. Please file on EDGAR your October 10, 2007 response letter and your response letter to this comment letter and any other corre spondence you send us in connection with our review of your filing. 2. We note our prior Comment 5 in which we asked you to quantify the various ROE, AOI and EPS targets mentioned in the section starting on page 16 entitled “Linking Compensation to Performance.” We further note your response in which you state that the va rious target measures ar e weighted and used to formulate the size of a bonus pool for the executive officers and that you base the actual awards to each executive officer on individual performance. Your disclosure appears to indicat e that this bonus pool pertai ns to your nine executive officers, two-thirds (six) of whom appear to be your named executive officers. The targets appear to be material to de termining the final awards to the named executive officers. It also appears that in dividual performance is a material factor. Therefore, you should disclose the targ ets and analyze how and why individual
Kathleen M. Gibson November 30, 2007 Page 2 performance resulted in the awards the committee made to the named executive officers.
3. You have qualified many of your responses to our comments, saying that you will provide required disclosure, “to the extent practicable.” In your next response letter, please undertake to provide the requested di sclosure without this qualification. If you believe that any of our comments request disclosure that would be impracticable, in each case, pl ease explain your reasons for that belief and whether or not you plan to provide the disclosure in future filings. Please contact me at (202) 551-3612 with any questions.
Sincerely, Michael Reedich Special Counsel
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November 30, 2007 Mail Stop 6010 By U.S. Mail and facsimile to 973-802-8287 Prudential Financial, Inc. 751 Broad Street Newark, New Jersey 07102 Attn: Kathleen M. Gibson, Vice President Secretary and Corporate Governance Officer Re: Prudential Financial, Inc. Definitive 14A Filed March 22, 2007 File No. 1-16707 Dear Ms. Gibson: We have reviewed your response letter dated October 10, 2007 and have the following comments. Please respond to our comments by December 14, 2007 or tell us by that time when you will provide us with a response. If the comments request revised disclosure in future filings, please confir m in writing that you will comply with the comments in your future filings and also ex plain to us how you intend to comply. We welcome any questions you may have about our comments or any other aspect of our review. 1. Please file on EDGAR your October 10, 2007 response letter and your response letter to this comment letter and any other corre spondence you send us in connection with our review of your filing. 2. We note our prior Comment 5 in which we asked you to quantify the various ROE, AOI and EPS targets mentioned in the section starting on page 16 entitled “Linking Compensation to Performance.” We further note your response in which you state that the va rious target measures ar e weighted and used to formulate the size of a bonus pool for the executive officers and that you base the actual awards to each executive officer on individual performance. Your disclosure appears to indicat e that this bonus pool pertai ns to your nine executive officers, two-thirds (six) of whom appear to be your named executive officers. The targets appear to be material to de termining the final awards to the named executive officers. It also appears that in dividual performance is a material factor. Therefore, you should disclose the targ ets and analyze how and why individual Kathleen M. Gibson November 30, 2007 Page 2 performance resulted in the awards the committee made to the named executive officers. 3. You have qualified many of your responses to our comments, saying that you will provide required disclosure, “to the extent practicable.” In your next response letter, please undertake to provide the requested di sclosure without this qualification. If you believe that any of our comments request disclosure that would be impracticable, in each case, pl ease explain your reasons for that belief and whether or not you plan to provide the disclosure in future filings. Please contact me at (202) 551-3612 with any questions. Sincerely, Michael Reedich Special Counsel