Form 4: Prudential Entities Boost Stake in PGIM Private Credit Fund

Prudential entities, including Pruco Life Insurance Company, increased their beneficial ownership in PGIM Private Credit Fund by acquiring over 1.4 million Class I common shares.

Summary

• Pruco Life Insurance Company, a subsidiary of Prudential Financial, Inc., acquired 1,406,738.649 Class I common shares of beneficial interest in PGIM Private Credit Fund.
• The shares were purchased at a price of $24.87 per share.
• Following this transaction, the total beneficial ownership by Pruco Life Insurance Company in PGIM Private Credit Fund stands at 7,709,623.515 shares.
• The subscription for these shares was accepted on December 30, 2025, with the number of shares and purchase price fixed on January 23, 2026.
• The reporting persons, Prudential Insurance Co of America, Prudential Financial Inc, and Pruco Life Insurance Company, are identified as both Directors and 10% Owners of PGIM Private Credit Fund.
• The shares are directly held by Pruco Life Insurance Company, which is a wholly-owned subsidiary of The Prudential Insurance Company of America, itself a wholly-owned subsidiary of Prudential Financial, Inc.

Sentiment

Score: 8

Explanation: The significant increase in beneficial ownership by a major financial institution like Prudential, which also has director and 10% owner relationships with the issuer, indicates strong confidence and a positive outlook for the PGIM Private Credit Fund. This insider buying is generally viewed favorably by the market.

Positives

• Significant increase in beneficial ownership by a major institutional investor (Prudential entities) signals strong confidence in PGIM Private Credit Fund.
• The acquisition of over 1.4 million shares at $24.87 per share represents a substantial investment, potentially providing capital to the fund.

Industry Context

This transaction highlights continued institutional interest and investment in private credit funds. As a significant player in the financial services industry, Prudential's increased stake in PGIM Private Credit Fund underscores the strategic importance of private credit assets within diversified investment portfolios, potentially reflecting a positive long-term view on the sector's performance and stability.

Related Party Transactions

• The transaction involves Pruco Life Insurance Company, a wholly-owned subsidiary of Prudential Financial, Inc., acquiring shares from PGIM Private Credit Fund. Prudential Financial, Inc. and its subsidiaries are identified as 10% owners and directors of the Issuer, making this a related-party transaction.

Stakeholder Impact

• Shareholders: Increased institutional ownership by a major financial entity could be seen as a vote of confidence, potentially stabilizing or boosting investor sentiment.
• PGIM Private Credit Fund: The fund receives capital from the share issuance, which can be deployed for its investment objectives.

Key Dates

Recommendation

The substantial acquisition of shares by Prudential entities, who are also 10% owners and directors, signals strong insider confidence in PGIM Private Credit Fund. Such significant insider buying often precedes positive performance and suggests that the reporting persons believe the shares are undervalued or have strong growth potential. This action provides a compelling signal for investors to consider a 'buy' position.

Keywords

PGIM Private Credit Fund, Prudential Financial, Pruco Life Insurance, SEC Form 4, Beneficial Ownership, Insider Buying, Private Credit, Institutional Investment, Common Shares