Section 430(2B) Companies Act 2006 Statement

14 Jun 2016

The following information is provided in accordance with section 430(2B) of the Companies Act 2006.

On 1 February 2016, the Company announced that Michael McLintock had decided to retire from his role as Chief Executive of M&G Investments and as an executive director of Prudential, to be succeeded by Anne Richards.

Mr McLintock formally resigned as a Director of Prudential plc on 6 June 2016 and his employment with the Group will end on 31 July 2016. Remuneration arrangements in respect of his departure have been determined by the Group Remuneration Committee in line with the Prudential Directors’ Remuneration Policy approved by shareholders in 2014. Further details will be included in Prudential’s 2016 Annual Report, to be published in the Spring of 2017.

Salary, pension and benefits

Mr McLintock’s salary, pension and benefits will be paid in monthly installments until 31 July 2016.

Mr McLintock will continue to be provided with private medical healthcare until the earlier of 30 September 2016 or the date he commences any new employment.

Incentives

Mr McLintock’s unvested awards under the Prudential annual incentive plan (“AIP”) will be released on the original timetable and remain subject to malus and, where applicable, clawback provisions.

Mr McLintock currently has outstanding awards under the Prudential Long Term Incentive Plan (“PLTIP”) and the M&G Executive LTIP incentive plans, which were made in 2014 and 2015. These awards will be treated as follows:

• The original performance conditions will continue to apply to Mr McLintock’s outstanding 2014 and 2015 PLTIP awards, which will be subject to time pro-rating to the 31 July 2016. These awards will vest in line with the original vesting dates in the Spring of 2017 and 2018 respectively, to the extent that the performance conditions are met. These awards will continue to be subject to the relevant malus and clawback provisions.
• Mr McLintock will retain his outstanding 2014 and 2015 M&G Executive LTIP awards, which will be subject to time pro-rating to the 31 July 2016. These awards will vest in line with the original vesting dates in the Spring of 2017 and 2018 respectively, with the final value of the phantom shares being determined in the usual way. These awards will continue to be subject to the relevant malus and clawback provisions.

Mr McLintock will be eligible for an annual bonus for 2016. His 2016 bonus opportunity will be prorated to 31 July 2016.

Sixty per cent of any bonus award will be paid in cash in the usual way, and 40 per cent will be deferred in the form of cash. Vesting of the cash awarded in respect of the deferred portion of the 2016 bonus will be on 31 March 2020, subject to the rules of the Prudential Deferred Annual Incentive Plan. This award will be subject to malus and clawback provisions.

Mr McLintock was not made a PLTIP or M&G Executive LTIP award in 2016, and will not receive awards under either plan, in any subsequent year.