wk-2025-12-31-ixbrl

Page 2

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Strategic Report for the Year Ended 31 December 2025

The Directors present their strategic report for PGIM European Services Limited ('PGIMESL' or the 'Company')

for the year ended 31 December 2025.

Principal activities

The Company performs certain UK based services, on behalf of the ultimate parent company, Prudential

Financial, Inc. (‘PFI’), and its subsidiaries ('PFI Group').

These services are to provide the administration of payroll and pension payments to certain PFI employees and

to provide shared services to the PFI Group.

On 24 December 2025, the Company established a new subsidiary PFI India Innovation Center Private Limited

(PFI India), the first capital injection into the subsidiary was made on 27 January 2026.

In 2011, the Company became the principal employer for the Pramerica UK Retirement Savings Plan (‘Plan’),

formerly called the Bache and Associates Retirement Plan.

The Plan includes both a defined benefit scheme and a defined contribution scheme. The defined benefit scheme

was closed to new members in 2001 (see note 2 to the financial statements). The Company continued to act as

the principal employer for the Plan and to perform its administrative duties in 2025, and will continue to do so

for the foreseeable future.

The financial statements have been prepared on a going concern basis.

Fair review of the business

During the year the Company continued to provide payroll and pension administration services and taxation and

human resources support to the PFI Group. The Directors are satisfied with the result for the year and the

financial position at the balance sheet date and note that the loss for the year of £0.7m (2024 loss: £0.5m) is

largely attributable to pension related administration expenses.

The Directors do not foresee any change to the nature of the Company’s activity going forward.

Section 172 (1) Statement

The Strategic Report must include a statement describing how the Directors have a regard to the matters as set

out in section 172(1) of the Companies Act 2006 (CA 2006) as detailed below. Sections 465 to 467 of CA 2006

do allow for certain exemptions from this disclosure on the basis of size or materiality, however the Company is

excluded from benefiting from these exemptions on the basis that it forms part of an ineligible group, that is the

Company's ultimate parent, PFI, is listed in the US (NYSE: PRU).

(a) The likely consequences of any decision in the long term

The Company regularly assesses its strategy from both a commercial and risk perspective to ensure the long

term consequences of any strategic decision are understood and taken into account.

The Company considers expected performance and cash flows when assessing whether it has sufficient liquidity

and capital adequacy to meet its obligations as they fall due. The net assets of the Company as at 31 December

2025 were £7.0m (2024: £3.9m).

The Directors are mindful of the environmental and social impact of the long term decisions made within the

Company and to support the management of the Company with its Environmental and Social Governance, a

Group Global Head of ESG was appointed during the year, based in the London offices.

Page 3

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Strategic Report for the Year Ended 31 December 2025 (continued)

(b) The interests of the Company’s employees

The Company views its employees as fundamental to the success of the business. The Directors take active steps

to ensure that the suggestions, views and interests of the workforce are captured and considered in their

decision-making.

The Company continues to operate a hybrid working model, reflecting the understanding that many aspects of

employees’ roles can be delivered effectively remotely and that flexibility contributes positively to employee

wellbeing and engagement. At the same time, the hybrid model is designed to preserve PGIM’s culture,

creativity and mentorship, which are integral to delivering high‑quality outcomes for clients and investors.

Employee Wellbeing

Employee wellbeing remains a priority for the Company. A range of initiatives are in place to support mental,

physical and financial wellbeing, including:

• Local wellbeing ambassadors who coordinate events including webinars and in‑person sessions.

• Global PGIM Wellness Weeks were held in November, in partnership with the PGIM Mental Health

Champions network, featuring virtual live sessions focused on holistic wellbeing.

• Certified Mental Health First Aiders as part of a global mental health champion initiative.

• A menopause policy and support framework, providing guidance and practical assistance.

• Global, regional and local inclusion groups promoting community, awareness and allyship.

• Completion of year three of our global multi‑year organisational behaviour and culture change

programme, in partnership with the NeuroLeadership Institute, called Inclusive Leadership, aimed at

empowering leaders, managers and employees to implement inclusive behaviours and create a fully

inclusive and equitable workplace that unlocks the full potential of our talent.

• Recognition and celebration of key heritage and awareness months, such as Women’s History Month,

UK Black History Month, UK Inclusion Week and Pride Month.

• Regular EMEA Culture & Inclusion newsletter to share information with employees, raise awareness,

signpost to resources, and update on the impact of our inclusion initiatives and programmes.

Workforce Engagement and Communication

The Company maintains a number of mechanisms to ensure effective engagement with employees and to ensure

the workforce is involved and informed:

• Business Communication and Transparency Employees receive regular updates on Group

performance and priorities through company‑wide Town Halls, business briefings, and senior

management video updates made available on the intranet.

• Performance Management and Feedback The annual performance management process provides a

structured forum for feedback between employees, managers and peers.

• Board‑Level Insight on People Matters The People Business Leader of Europe, Middle East and

Asia, provides regular updates to the Board on workforce demographics, engagement themes,

employee survey results, culture and inclusion, pay and reward, and other HR‑related matters.

• Reward and Benefits To attract, develop and retain talent, the Company maintains a competitive and

inclusive reward offering, including a comprehensive benefits suite focusing on health, wellbeing,

lifestyle and family support. Employee feedback is sought to ensure benefits remain relevant and

inclusive.

• Learning and Development Employees are encouraged to leverage PGIM’s global network and

access ongoing training, including on‑the‑job learning, online courses and in‑person development

opportunities.

• Engagement survey All employees were invited to participate in the Global Employee Engagement

Survey conducted in July 2025. The results were communicated to senior management, who have

committed to acting on the feedback and using insights to inform changes and improvements to drive

employee engagement.

Page 4

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Strategic Report for the Year Ended 31 December 2025 (continued)

Engagement with employees

Within the Company, diversity of perspectives is at the core of who we are and what we do. The Company

believes that harnessing the differences and creating a workplace where all talent thrives is what allows us to

deliver the exceptional outcomes our clients have come to expect. The Company’s programmes and policies are

designed to ensure that upon joining the Company and throughout their career, all employees feel welcomed,

supported and empowered to unlock their full potential at work each day.

Inclusion is not just something we aspire to, it’s an obligation. The Company’s leaders and colleagues across the

globe are committed to creating a culture of belonging, where diverse perspectives and non-consensus views can

be voiced and heard. As highlighted in the Strategic Report with details on initiatives taken, the Company views

its employees as fundamental to the success of the business. In the context of the Company’s long term strategy

of recruiting and retaining talent and to meet the needs of our broad community, the Company offers global

programming year-round. In Europe our Culture and Inclusion Council (CIC), made up of senior leaders from

across our business, meets every 2 months to oversee regional culture and inclusion priorities.

The Company's global inclusion initiatives provide opportunities for the Company community to come together

and celebrate heritage months throughout the year, including International Women’s Day, Pride Month and

Black History Month. Inclusive Leadership is PGIM’s multi-year behaviour and culture change programme, in

partnership with the Neuro Leadership Institute, aimed at developing more inclusive behaviours among

colleagues-particularly leaders-and infusing a greater sense of belonging across the organisation.

The Company is committed to providing fair and equal opportunities to all our employees, whether they are

able-bodied or have a disability. The Company endeavours to make any reasonable adjustments that may be

necessary to facilitate the employment of people with disabilities. In addition, during the course of employment,

the Company makes reasonable accommodations for any physical or mental conditions that employees may

have.

The Company works to foster positive business relationships with suppliers, customers and other stakeholders.

Relationships with customers are governed by written contracts to ensure transparency and clarity of expectation

of performance.

The Company has established good working relationships with its suppliers and seeks to ensure a responsible

payment culture. Following a review of the Modern Slavery Act, the Company has engaged with its suppliers to

ensure mutual compliance.

The Company maintains good performance payment practices ensuring that suppliers continued to be paid in a

timely manner.

(d) The impact of the Company’s operations on the community and the environment

The Company encourages its employees to contribute to the community in which the Company operates by

offering the opportunity to take part in local charity and volunteering initiatives. The Company seeks where

possible to minimize its impact on the environment and has developed in-house initiatives, such as an internal

recycling scheme and the provision of employee cycle racks, to this aim.

The Company’s Grand Building offices uses 100% renewable energy for its electricity supply.

(e) Maintaining high standards of business conduct

There is worldwide engagement with employees regarding individual conduct and the high standards of ethics

and integrity expected of employees is outlined is Prudential’s Code of Conduct “Making the Right Choices”.

The Code of Conduct is supported by ongoing training and annual re-certification.

(f) The need to act fairly between members of the Company

The Company is a private limited company with a sole shareholder.

Page 5

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Strategic Report for the Year Ended 31 December 2025 (continued)

Key performance indicators


	2025	2024
	£	£
Turnover	33,399,497	25,880,468
Loss before tax	(783,545)	(494,518)
Tax on loss	46,435	(38,260)
Loss for the financial year	(737,110)	(532,778)

Principal risks and uncertainties

The Directors regularly assess the risks faced by the Company and believe that its principal risk is business risk

which is defined as the Company’s failure to meet its strategic objectives through significant market movements

or other external factors. The Company’s approach to managing business risk is to closely monitor market and

other movements in the business environment and amend its strategy where necessary.

Market risk

The Company is exposed to market risks, principally in the form of foreign exchange risk. Foreign exchange

risk arises from fluctuations in the value of its assets and liabilities denominated in currencies other than Pounds

Sterling. To the extent that the market risk associated with a particular asset or liability is deemed to be material,

the Company is able to utilise various hedging strategies to mitigate this risk. The Company currently has no

material foreign exchange assets or liabilities and has no currency hedges in place.

Credit risk

Credit risk arises mainly from cash holdings and from receivables from third parties, including balances with

other affiliated companies. The Company’s approach to managing this risk is to hold cash with large,

systemically important banks and to monitor and arrange settlement of receivable balances and non-affiliated

balances with third parties on a timely basis. The Company does not therefore consider credit risk to be material.

Liquidity risk

The Company manages liquidity risk through a combination of maintenance of cash surpluses held by the

Company, funding lines with affiliated companies and detailed regular forecasting of the Company’s funding

requirements, and does not consider liquidity risk to be material.

Business Continuity Risk

The Company maintains an operational control environment, supported by the Business Continuity Plan (BCP)

framework.

Approved by the Board of Directors on 30 June 2026 and signed on its behalf on 1 July 2026 by :

.........................................

S.L. Pollard

Director

Page 6

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Directors' Report for the Year Ended 31 December 2025

The Directors present their annual report and the audited financial statements of PGIMESL for the year ended 31

December 2025.

The Company is a private company, limited by shares, incorporated by the Registrar of Companies (England and

Wales) and is domiciled in the United Kingdom. The address of its registered office is Grand Buildings, 1-3 Strand,

Trafalgar Square, London WC2N 5HR.

Directors of the company

The Directors who held office during the year and up to the date of the signing of the financial statements were as

follows:

P. Aronoff (resigned 20 August 2025)

P.M. East

M.G. Fresson (resigned 28 February 2026)

S.L. Pollard

D.E. Nicholls (appointed 29 July 2025)

The following director was appointed after the year end:

J.S. Brown (appointed 28 February 2026)

Dividends

No dividend was paid in the year (2024: £nil). The Directors do not recommend the payment of a final dividend

(2024: £nil).

Political donations

The Company has made no political donations and incurred no political expenditure during the year (2024: £nil).

Financial instruments

The Company holds financial instruments including cash, receivables and payables as detailed in the Balance Sheet.

The Strategic Report has further information on the financial risk management strategies employed by the

Company.

Branches outside the United Kingdom

The Company has a Belgian branch.

Business review and future developments

During the year the Company continued to provide payroll and pension administration services and taxation and

human resources support to its affiliated companies. The Company recognised a loss of £0.7m (2024: loss of £0.5m)

mainly driven by pension administration expenses. The Directors are satisfied with the performance of the Company

for the year and the financial position at the balance sheet date of the Company.

The Directors do not foresee any change to the nature of the Company’s activity going forward.

Page 7

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Directors' Report for the Year Ended 31 December 2025 (continued)

Going concern

The financial statements have been prepared on a going concern basis.

The Directors have performed an analysis of expected cashflows and on the 2026 expected performance on the

Company. The Directors have performed an analysis of actual and potential impact of the current market conditions

on the financial position, including work performed on stress-testing such as a severe but plausible downside

scenario, and planned for mitigating actions that can be taken. The Company has sufficient liquidity and access to

sources of additional funding to enable it to meet its strategic goals as planned for at least 12 months from the

signing of the financial statements.

Following the imposition of US tariffs and the ensuing market volatility, the potential financial impact for the

Company of this is difficult to forecast and the Directors are keeping the position under review.

Because of the diversity of its revenue base, its liquidity and the strength of its balance sheet, the Directors are

confident that the Company is a going concern and the financial statements have been prepared on a going concern

basis.

Directors' indemnity statement

As permitted by the Articles of Association, the Directors have the benefit of an indemnity which is a qualifying

third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force

during the financial year and also at the date of approval of the financial statements. The Company does not have its

own Directors’ and Officers’ liability insurance but is covered by a scheme run by its ultimate parent, PFI,

maintained throughout the financial year in respect of itself and its directors.

Statement of directors’ responsibilities in respect of the financial statements

The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with

applicable law and regulation.

Company law requires the directors to prepare financial statements for each financial year. Under that law the

directors have prepared the financial statements in accordance with United Kingdom Generally Accepted

Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 “The Financial Reporting

Standard applicable in the UK and Republic of Ireland”, and applicable law).

Under company law, directors must not approve the financial statements unless they are satisfied that they give a

true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In

preparing the financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

• state whether applicable United Kingdom Accounting Standards, comprising FRS 102 have been followed,

subject to any material departures disclosed and explained in the financial statements;

• make judgements and accounting estimates that are reasonable and prudent; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the

company will continue in business.

Page 8

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Directors' Report for the Year Ended 31 December 2025 (continued)

The Directors are responsible for safeguarding the assets of the company and hence for taking reasonable steps for

the prevention and detection of fraud and other irregularities.

The Directors are also responsible for keeping adequate accounting records that are sufficient to show and explain

the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Company

and enable them to ensure that the financial statements comply with the Companies Act 2006.

Directors' confirmations

In the case of each Director in office at the date the Directors’ report is approved:

• so far as the Director is aware, there is no relevant audit information of which the Company’s auditors are

unaware; and

• they have taken all the steps that they ought to have taken as a Director in order to make themselves aware

of any relevant audit information and to establish that the Company’s auditors are aware of that

information.

Reappointment of auditors

It is the intention of the directors to reappoint the auditors PricewaterhouseCoopers LLP in accordance with the

requirements of Section 487 of the Companies Act 2006.

Approved by the Board of Directors on 30 June 2026 and signed on its behalf on 1 July 2026 by:

.........................................

S.L. Pollard

Director

Page 9

Independent Auditors' Report to the Members of PGIM

European Services Limited

Report on the audit of the financial statements

Opinion

In our opinion, PGIM European Services Limited’s financial statements:

• give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its loss for the

year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice

(United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable

in the UK and Republic of Ireland”, and applicable law); and

• have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements, included within the Annual Report and Financial Statements (the “Annual

Report”), which comprise: the Balance Sheet as at 31 December 2025; the Profit and Loss Account, the Statement

of Comprehensive Income and the Statement of Changes in Equity for the year then ended; and the notes to the

financial statements, which include a description of the significant accounting policies.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) ("ISAs (UK)") and applicable

law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the

financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and

appropriate to provide a basis for our opinion.

Independence

We remained independent of the company in accordance with the ethical requirements that are relevant to our audit

of the financial statements in the UK, which includes the FRC’s Ethical Standard, and we have fulfilled our other

ethical responsibilities in accordance with these requirements.

Conclusions relating to going concern

Based on the work we have performed, we have not identified any material uncertainties relating to events or

conditions that, individually or collectively, may cast significant doubt on the company’s ability to continue as a

going concern for a period of at least twelve months from when the financial statements are authorised for issue.

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of

accounting in the preparation of the financial statements is appropriate.

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the

company's ability to continue as a going concern.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the

relevant sections of this report.

Page 10

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and

our auditors’ report thereon. The directors are responsible for the other information. Our opinion on the financial

statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to

the extent otherwise explicitly stated in this report, any form of assurance thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in

doing so, consider whether the other information is materially inconsistent with the financial statements or our

knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify an apparent material

inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a

material misstatement of the financial statements or a material misstatement of the other information. If, based on

the work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report based on these responsibilities.

With respect to the Strategic report and Directors' Report, we also considered whether the disclosures required by

the UK Companies Act 2006 have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain

opinions and matters as described below.

Strategic report and Directors' Report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report

and Directors' Report for the year ended 31 December 2025 is consistent with the financial statements and has been

prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit,

we did not identify any material misstatements in the Strategic report and Directors' Report.

Responsibilities for the financial statements and the audit

Responsibilities of the directors for the financial statements

As explained more fully in the Statement of directors’ responsibilities in respect of the financial statements, the

directors are responsible for the preparation of the financial statements in accordance with the applicable framework

and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control

as they determine is necessary to enable the preparation of financial statements that are free from material

misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as

a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic

alternative but to do so.

Page 11

Auditors’ responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with

ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error

and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in

line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including

fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance

with laws and regulations related to the Companies Act 2006 and UK tax legislation, and we considered the extent

to which non-compliance might have a material effect on the financial statements. We evaluated management’s

incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of

controls), and determined that the principal risks were related to manipulation of financial data to present a more

favourable financial or capital position. Audit procedures performed by the engagement team included:

• Enquiries with management, including consideration of known or suspected instances of non-compliance

with laws and regulations and fraud;

• Reviewing relevant meeting minutes, including those of the Board;

• Challenging assumptions and judgements made by management in their significant accounting estimates,

in particular the valuation of the defined benefit obligation and plan assets;

• Identifying and testing journal entries, in particular any journal entries posted with unusual account

combinations; and

• Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our

testing.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of

instances of non-compliance with laws and regulations that are not closely related to events and transactions

reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher

than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example,

forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website

at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.

Use of this report

This report, including the opinions, has been prepared for and only for the company’s members as a body in

accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving

these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is

shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Page 12

Other required reporting

Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• we have not obtained all the information and explanations we require for our audit; or

• adequate accounting records have not been kept by the company or returns adequate for our audit have not

been received from branches not visited by us; or

• the company's financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors' remuneration specified by law are not made.

We have no exceptions to report arising from this responsibility.

......................................

Jamil Kanji (Senior Statutory Auditor)

for and on behalf of PricewaterhouseCoopers LLP

Chartered Accountants and Statutory Auditors

London

1 July 2026

The notes on pages 17 to 41 form an integral part of these financial statements.

Page 13

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Profit and Loss Account for the Year Ended 31 December 2025


	Note	2025	2024
		£	£
Turnover	3	33,399,497	25,880,468
Administrative expenses		(34,381,484)	(26,431,946)
Operating loss	4	(981,987)	(551,478)
Finance income	7	198,442	56,960
Loss before tax		(783,545)	(494,518)
Tax on loss	11	46,435	(38,260)
Loss for the financial year		(737,110)	(532,778)

The notes on pages 17 to 41 form an integral part of these financial statements.

Page 14

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Statement of Comprehensive Income for the Year Ended 31 December 2025


	2025	2024
	£	£
Loss for the financial year	(737,110)	(532,778)
Foreign currency translation gains/(losses)	5,061	(2,948)
Effect of change in assumptions	3,077,000	12,306,000
Return on plan assets	(925,000)	(15,277,000)
Changes in asset ceiling	(485,000)	4,746,000
Effect of experience adjustments	(696,000)	(963,000)
Other comprehensive income for the year, net of income tax	976,061	809,052
Total comprehensive income for the year	238,951	276,274

The notes on pages 17 to 41 form an integral part of these financial statements.

Page 15

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Balance Sheet as at 31 December 2025


	Note	2025	2024
		£	£
Non- current assets
Property, plant and equipment	9	2,116,015	16,580
Right-of-use assets	10	2,540,979	—
		4,656,994	16,580
Current assets
Trade and other receivables	12	10,556,497	12,358,595
Cash at bank and in hand	13	4,990,811	1,936,869
Deferred tax assets	11	448,070	453,049
		15,995,378	14,748,513
Total assets		20,652,372	14,765,093

Current liabilities
Trade and other payables	14	(10,963,064)	(10,844,551)
Lease liabilities	15	(1,605,720)	—
		(12,568,784)	(10,844,551)
Net current assets		3,426,594	3,903,962
Total assets less current liabilities		8,083,588	3,920,542

Non-current liabilities
Lease liabilities	15	(1,088,206)	—
Total liabilities		(13,656,990)	(10,844,551)
Net assets		6,995,382	3,920,542

Capital and reserves
Called up share capital	17	4,263,374	1,263,374
Foreign currency translation reserve		2,439	(2,622)
Profit and loss account		2,729,569	2,659,790
Total equity		6,995,382	3,920,542

Registration Number: 01957069

The financial statements on pages Page 13 to 41 were approved by the Board of directors on 30 June 2026 and

signed on its behalf on 1 July 2026 by:

.........................................

P.M. East

Director

The notes on pages 17 to 41 form an integral part of these financial statements.

Page 16

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Statement of Changes in Equity for the Year Ended 31 December 2025


	Called up Share capital	Capital contribution reserve	Foreign currency translation	Profit and loss account	Total
	£	£	£	£	£
At 1 January 2024	1,263,374	—	326	2,135,880	3,399,580
Loss for the financial year	—	—	—	(532,778)	(532,778)
Other comprehensive income	—	—	(2,948)	812,000	809,052
Total comprehensive income	—	—	(2,948)	279,222	276,274
Equity settled share based payments	—	—	—	244,688	244,688
At 31 December 2024	1,263,374	—	(2,622)	2,659,790	3,920,542


	Called up Share capital	Capital contribution reserve	Foreign currency translation	Profit and loss account	Total
	£	£	£	£	£
At 1 January 2025	1,263,374	—	(2,622)	2,659,790	3,920,542
Loss for the financial year	—	—	—	(737,110)	(737,110)
Other comprehensive income	—	—	5,061	971,000	976,061
Total comprehensive income	—	—	5,061	233,890	238,951
Additional paid in capital	3,000,000	—	—	—	3,000,000
Equity settled share based payments	—	—	—	(164,111)	(164,111)
At 31 December 2025	4,263,374	—	2,439	2,729,569	6,995,382

Page 17

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025

1 General information

PGIM European Services Limited (‘PGIMESL’ or the ‘Company’) provides certain services, on behalf of the

ultimate parent company, Prudential Financial, Inc. (‘PFI’), and its subsidiaries ('PFI Group'). These services are

to provide the administration of payroll and pension payments to certain PFI employees and to provide shared

services to the PFI Group. The Company is a private company limited by share capital and is incorporated and

domiciled in the United Kingdom. The registered office of the Company is Grand Buildings, 1-3 Strand, London

WC2N 5HR.

The financial statements are presented in Pounds Sterling (£) which is also the Company’s functional and

operating currency.

The Company is a wholly owned direct subsidiary of The Prudential International Insurance Holdings, Ltd.

(‘PIIH’) and of its ultimate parent, PFI. It is included in the consolidated results of PIIH and PFI, the ultimate

controlling party, are publicly available. PIIH's financial statements are available at Corporation Trust Center,

1209 Orange St, Wilmington, DE 19801, PFI’s financial statements are available at 751 Broad Street, Newark,

NJ 07102. On 30 September 2025, the Company’s parent changed from The Prudential Insurance Company of

America (PICA) to PIIH.

2 Accounting policies

Summary of material accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below.

These policies have been consistently applied to all the years presented, unless otherwise stated.

Basis of preparation

The Company is preparing its financial statements in accordance with Financial Reporting Standard 102 – The

Financial Reporting Standard applicable in the UK and Republic of Ireland (‘FRS 102’). The financial

statements have been prepared under the historical cost convention and in accordance with the Companies Act

2006. The principal accounting policies applied in the preparation of these financial statements are set out

below.

Page 18

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

2 Accounting policies (continued)

Going concern

The financial statements have been prepared on a going concern basis.

The Directors have performed an assessment of the expected performance of the company for the 12 months

following the signature of the financial statements. Because of the nature of its revenue base and the strength of

its balance sheet, the directors are confident that the company can meet its liabilities as they fall due for the next

12 months and is a going concern and the financial statements have been prepared on a going concern basis.

Due to the US tariffs and subsequent market volatility, forecasting the potential financial impact on the

Company remains challenging. The Directors are actively monitoring the situation.

The Company will continue to act as the principal employer for the Plan and to perform its administrative duties

for the foreseeable future. The Company will continue to recharge the cost of the shared services functions for

the foreseeable future.

Exemptions for qualifying entities under FRS 102

FRS 102 allows a qualifying entity certain disclosure exemptions. The Company is a member of the PFI Group

which prepare consolidated, publicly available financial statements. As a result, in accordance with Section 7 of

FRS 102 and paragraph 1.12(b), the Company is exempt from the requirement to prepare a cash flow statement

under FRS 102 as the cash flows of the Company are included in the consolidated cash flow statement of the

ultimate parent company, PFI. The Company is exempt from the requirement under paragraph 1.12(e) of FRS

102 from disclosing the key management personnel compensation as required by FRS 102 paragraph 33.7. The

Company is exempt from disclosing other related party transactions as they are with other companies that are

wholly owned within the PFI group.

Significant estimates and judgements

The preparation of the financial statements in conformity with FRS 102 requires management to make

judgements, estimates and assumptions that affect the application of accounting policies and the reported

amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Significant estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting

estimates are recognised in the period in which the estimates are revised and in any future periods affected.

Significant estimates made in the preparation of these financial statements are as follows:

• Deferred tax is recognised in line with the accounting policy below. The Company recognises deferred tax

assets based on an assessment of future profitability and an ability to recover these tax assets;

• The expected long term rate of return on pension assets has been estimated based on the expected returns

on risk free investments (primarily government bonds), the historical level of the risk premium associated

with the other asset classes in which the portfolio is invested and the expectations for future returns of each

asset class;

• The Company’s pension increase assumptions are linked to RPI and are based on a simple basis to using

the Jarrow-Yildrim stochastic model applied to the respective inflation assumption.

• The Company applies a single discount rate to a portfolio of leases with reasonably similar characteristics

(e.g. term and similar economic environments) to determine the right-of-use asset and corresponding lease

liability to be recognised in the Statement of Financial Position following the introduction of FRS 102

Section 20.

No significant judgements have been used in the preparation of the financial statements.

Page 19

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

2 Accounting policies (continued)

Turnover

Under FRS 102 Section 23, these fees were assessed under the five steps to recognising turnover. The Company

meets the performance obligation for these turnover streams over time. Accordingly, the amount of variable

consideration earned under these turnover streams is recognised as turnover to the extent that it is highly

probable that a significant reversal will not occur.

Accounting policy - FRS 102 Section 23

The Company recognises turnover under FRS 102 Section 23, which recognises revenue based on the transfer of

control rather than the transfer of risks and rewards.

Under FRS 102 Section 23 turnover is recognised using a 5 step model approach:

(1) Identify the contract with a customer:

Each turnover stream recognised by the Company is covered by a transfer pricing agreement which details the

enforceable rights and obligations of each party for the provision of services.

(2) Identify the performance obligations in the contract:

In respect of re-charge revenue, revenue is recorded on an incurred basis.

Under FRS 102 Section 23, turnover is recognised based on the satisfaction of performance obligations.

Where it is determined that the performance obligations associated with the Company’s turnover streams are

met over the period of time, revenue is recorded to the extent that it is highly probable that a significant reversal

will not occur.

The transfer pricing agreements include promises to deliver services to the customer and, to the extent that those

promises are distinct, they represent discrete performance obligations which are accounted for separately.

Turnover is recognised when payroll and administrative costs are recharged to affiliated companies, either at

cost or at cost plus 10%, in accordance with the terms of the underlying service agreements.

(3) Determine the transaction price:

The transfer pricing agreements detail the agreed fees to be paid. The fees may be fixed in price and/or variable.

Where variable, the amount of consideration to which the Company becomes entitled and the related conditions

are detailed in the agreement. Where variable re-charge income is determined by reference to costs incurred, the

costs to be re-charged are determined when incurred. No significant management judgement is required to

determine the transaction price.

The Company has applied the practical expedient in the revised Section 23 of FRS 102 that permits entities not

to adjust the transaction price for the effects of the time value of money when the period between transfer of

goods or services and payment is expected to be 12 months or less. As the Company’s customer contracts

typically involve payment terms of less than 12 months, no significant financing component has been identified

and no discounting of revenue is required.

(4) Allocate the transaction price to the performance obligations:

The transaction price is determined by the transfer pricing agreement. In respect of re-charged costs, the amount

of costs is re-charge to the counterparty with either a percentage margin or no margin, depending on the transfer

pricing agreement. No significant management judgement is required to allocate the transaction price as the

pricing approach is detailed in the agreement.

Page 20

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

2 Accounting policies (continued)

Although the revised Section 23 introduces a new five step model for revenue recognition, the Company’s

existing revenue policy has historically been aligned with this approach. As a result, applying the amended

standard does not change the timing or measurement of revenue previously recognised. Consequently, neither

full retrospective restatement nor a cumulative catch up adjustment is required on transition.

(5) Recognise turnover when the performance obligation is satisfied:

At regular periods throughout the year, either quarterly or monthly depending on the agreement, the accrued fees

will be adjusted to the actual fee earned during the period at the time the invoice is issued.

Foreign currencies

Functional and presentation currency

Items included in the financial statements of the Company are measured using the currency of the primary

economic environment in which the Company operates (‘the functional currency’). These financial statements

are presented in Pounds Sterling which is the Company’s functional currency.

Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currencies of Company entities at

exchange rates at the date of the transactions. Monetary assets and liabilities denominated in foreign currencies,

outstanding at the balance sheet date, are translated at the exchange rates ruling at that date.

Foreign exchange differences arising on translation are recognised in the Profit and Loss Account specifically in

the administrative expenses. However, the foreign exchange differences arising on the movement in fair value

on the investments is recognised in other comprehensive income. Non-monetary assets and liabilities that are

measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the

transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value

are retranslated to the functional currency at foreign exchange rates ruling at the dates the fair value was

determined.

Foreign currency reserve

Unrealised foreign currency gains and (losses) arising on the translation of assets or liabilities denominated in

currencies other than Pounds Sterling are recognised in other comprehensive income and taken to the foreign

currency reserve. Once the gain or (loss) is realised it is taken to the Profit and Loss account.

Foreign Operations

The Company has a Belgian branch and had a Spanish branch which was de-registered on 7 November 2024.

Page 21

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

2 Accounting policies (continued)

Tax

Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss

Account except to the extent that it relates to items recognised directly in equity, in which case it is recognised

in equity.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates

enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous

years.

Deferred tax is recognised for unused tax losses, tax credits and deductible temporary differences, to the extent

that is probable that future taxable profits will be available against which they can be utilised. Deferred tax

assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the

related tax benefit will be realised.

Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they

reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax

assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and

they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax

entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities

will be realised simultaneously.

The PFI Group applies the exception to recognizing and disclosing information about deferred tax assets and

liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 issued in May 2023.

Related parties

The Company discloses transactions with related parties which are not wholly owned within the PFI Group. The

Company does not disclose transactions with its parent or with members of the same group that are wholly

owned as it is taking FRS 102 Section 33 exemption for related party transactions.

Property, plant and equipment

Tangible fixed assets are stated at historic purchase cost less accumulated depreciation. Cost includes the

original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its

intended use.

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each

reporting period. An asset’s carrying amount is written down immediately to its recoverable amount if it is

greater than its estimated recoverable amount.

Any impairment loss on an asset carried at depreciated historical cost is recognised in the profit and loss

account.

Depreciation

The rates of depreciation, charged in equal instalments, are as follows:


Asset class	Depreciation method and rate
Office equipment, furniture and fittings	25.00% per annum
Leasehold improvements	Over the term of the lease

Page 22

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

2 Accounting policies (continued)

Cash

Cash includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with

original maturities of three months or less.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other

resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred

and the time value of money is material, the initial measurement is on a present value basis.

Administrative expenses

Administrative expenses are comprised of costs incurred by the Company. These are recognised on an accruals

basis and in certain cases management uses estimates and assumptions to determine the probable costs that will

be incurred by the Company.

Dividends

Dividend distribution to the Company’s shareholders is recognised as a liability in the Company’s financial

statements in the period in which the dividends are approved by the Company’s shareholders. Dividends are

recognised in the Statement of Changes in Equity.

Share based payments

The Company participates in the ultimate parent PFI's share-based incentive schemes, for stock options and

restricted stock units. PFI's Omnibus Incentive Plan provides stock‑based awards including stock options, stock

appreciation rights, restricted stock shares, restricted stock units, stock‑settled performance shares, and

cash‑settled performance units. The Company recognises an expense based on the fair value of the options

granted. This cost is spread over the three-year vesting period for each grant. These amounts have been included

in employee costs for the period with corresponding amounts included in equity. Disclosures for the scheme

have been provided in note 16 to the financial statements.

Dividend equivalents are generally provided on restricted stock shares and restricted stock units outstanding as

of the record date. Dividend equivalents are generally accrued on target performance shares and units

outstanding as of the record date. These dividend equivalents are paid only on the performance shares and units

released up to a maximum of the target number of shares and units awarded. Generally, the requisite service

period is the vesting period.

At each balance sheet date, the entity revises its estimates of the number of options that are expected to vest. It

recognises the impact of the revision to original estimates, if any, in the Income Statement, with a corresponding

adjustment to equity.

Pension costs

The Company has both defined benefit and defined contribution plans. A defined contribution plan is a pension

plan under which the Company pays fixed contributions into a separate entity. The Company has no legal or

constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all

employees the benefits relating to employee service in the current and prior periods. A defined benefit plan is a

pension plan that is not a defined contribution plan and where a constructive obligation does exist for the

Company to pay further contributions if the fund does not have sufficient assets.

The cost of a defined contribution scheme is equal to the contributions paid into the scheme for the period.

Page 23

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

2 Accounting policies (continued)

Upon the sale of Bache Commodities Limited (‘BCL’) in April 2011, the Company assumed responsibility for a

defined benefit scheme based in the UK. The assets of that scheme are measured at their market value at the

balance sheet date. The liabilities are measured using the projected unit method with a discount rate equal to the

rate of return on an AA corporate bond of equivalent term and currency. The extent to which the scheme’s assets

exceed its liabilities is shown as a surplus in the balance sheet, if the Directors consider that a surplus is

recoverable by the Company. The extent to which the scheme’s assets fall short of its liabilities is shown as a

deficit in the balance sheet, net of the related deferred tax asset, to the extent that a deficit represents an

obligation of the Company.

Where applicable, the following amounts are charged to operating profit in the period:

(i) the increase in the present value of scheme liabilities arising from employee service in the period;

(ii) gains and losses arising on settlements/curtailments in the period; and

(iii) a credit representing the expected return on the scheme’s assets and a charge relating to the increase in the

present value of the scheme’s liabilities are included in administrative expenses.

In addition, any increase in the present value of scheme liabilities resulting from benefit improvements is

recognised over the period during which such improvements vest. Actuarial gains and losses are recognised in

the change in benefit obligation.

Additional details of the Company’s pension arrangements have been provided in Note 8.

Trade and other receivables

A regular review is performed on all the Company’s trade and other receivables. If there is significant

uncertainty regarding the recoverability of any of its trade and other receivables, a provision is recognised. If

there is strong evidence indicating the amounts recognised in the Balance Sheet will not be recovered, they will

be written off.

Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost

less provision for impairments.

For trade receivables, the company applies the simplified approach permitted by IFRS 9, which requires

expected lifetime losses to be recognised from initial recognition of the receivables.

Interest income is recognised on the basis of the effective interest method and is included in finance income.

Trade and other payables

Trade and other payables, including accrued expenses and other creditors qualifying as financial instruments, are

recognised initially at fair value and subsequently measured at amortised cost.

Page 24

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

2 Accounting policies (continued)

Leases

In August 2025, PGIM Financial Limited novated sixth floor of Grand Buildings, 1-3 Strand, Trafalgar Square,

London WC2N 6AF to the Company.

For leases classified as operating leases under IAS 17, these lease liabilities were measured at the present value

of the remaining lease payments, discounted using the lessee’s incremental borrowing rate as of 1 January 2019.

In applying FRS 102 Section 20, the Company has used the following practical expedients permitted by the

standard:

• Applying a single discount rate to a portfolio of leases with similar characteristics.

• Accounting for operating leases with a remaining lease term of less than 12 months as short-term leases.

• Using hindsight in determining the lease term where the contract contains options to extent or terminate the

lease.

• Leases with an annual value of less than £5,000 were recognised in the Income Statement.

Measurement of right-of-use assets:

Right-of-use assets were measured at cost comprising the following:

• The amount of the initial measurement of lease liability, and

• Any lease payments made at or before the commencement date less any lease incentives received.

Right-of-use assets are subject to depreciation through the profit and loss, with the estimated useful economic

life calculated as the term of the lease.

Measurement of lease liabilities:

Lease liabilities are measured at the present value of the remaining lease payments, discounted using the lessee’s

incremental borrowing rate. The Company measures the sixth floor lease liability at the present value of the

remaining lease payments, discounted using the lessee’s incremental borrowing rate of 1.25% at the date of

commencement.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily

determined, which is generally the case for leases in the Company, the lessee's incremental borrowing rate

(‘IBR’) is used, being the rate that the lessee would have to borrow the funds necessary to obtain an asset of

similar value to the right-of-use asset in a similar economic environment with similar terms, security and

conditions. The IBR is composed of two components, the spread rate and the country risk free rate (the country

specific bond rate). Lease payments are allocated between principal and finance cost. The finance cost is

charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the

remaining balance of the liability for each period.

The Company's activities associated with short-term leases and all leases of low-value assets are recognised on a

straight-line basis as an expense in the Income Statement.

Page 25

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

2 Accounting policies (continued)

New standards, interpretations and amendments effective

During the year, the following amendments to accounting standards came into effect:

• Section 7: Statement of Cash Flows of FRS 102: disclosures about supplier finance arrangements.

• The Directors consider that this new standard will not have a material effect on the financial statements.

Upcoming new standards, interpretations and amendments

The following standards comes into effect on 1, 2026, with early adoption permitted.

The upcoming amendments expected to have significant impact on the financial statements are:

• Revised revenue accounting requirements in FRS 102, based on the IFRS 15 five-step model for

revenue recognition, with appropriate simplifications

• Revised lease accounting requirements in FRS 102 based on the IFRS 16 'on-balance sheet' model,

again with appropriate simplifications.

Other amendments to FRS 102 include:

• A new Section 2A Fair Value Measurement;

• Removal of the option to newly adopt the recognition and measurement requirements of IAS 39

Financial Instruments;

• Additional guidance on the distinction between contingent consideration and remuneration for ongoing

services in a business combination;

• New disclosures requirement for supplier finance arrangements.

The Directors have decided to adopt all of the amendments from the Periodic Review 2024, however only the

revised revenue and lease accounting requirements for the year ended 31 December 2025 are considered to have

a material impact on the financials.

Page 26

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

3 Turnover

The analysis of the Company's revenue for the year from continuing operations, classified by geographical

office, is analysed as follows:


	2025	2024
	£	£
United Kingdom	32,417,047	25,073,212
Spain	—	102,228
Belgium	982,450	705,028
Total	33,399,497	25,880,468

4 Operating loss

Arrived at after charging:


	2025	2024
	£	£

Total employment costs (Note 5)	27,066,917	21,834,150
Depreciation expense	34,765	606
Depreciation on right-of-use assets	627,981	—
Foreign exchange losses	142,244	38,547
Property operating costs	620,780	91,957
Pension scheme costs	971,000	812,000
Other expenses	4,752,457	3,509,936
Fees payable to Company’s auditors in respect of: - audit of the Company’s financial statements	165,340	144,750

5 Staff costs

The contracts of some employees of PGIM Financial Limited and PGIM Private Capital Limited were novated

to the Company on 1 September 2024.

The aggregate payroll costs (including directors' remuneration) were as follows:


	2025	2024
	£	£
Wages and salaries	20,459,737	16,819,513
Social security costs	3,366,894	2,449,315
Other pension costs	1,979,017	1,475,156
Share-based payment expenses	1,261,269	1,090,166
	27,066,917	21,834,150

Page 27

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

5 Staff costs (continued)

The monthly average number of persons employed by the Company, which includes directors, is analysed

below:


	2025	2024
By activity:	No.	No.
Managerial and administration	118	99
Investment professionals	3	1
	121	100

6 Directors' remuneration


	2025	2024
	£	£
Directors' emoluments	1,255,346	1,049,695
Amounts (excluding shares) paid under long term incentive schemes	182,661	164,303
Contributions to pension schemes	66,018	36,454
	1,504,025	1,250,452


Remuneration of the highest paid director	2025	2024
	£	£
Directors' emoluments	447,399	446,152
Amounts (excluding shares) paid under long term incentive schemes	56,529	57,181
Contributions to pension schemes	8,500	4,000
	512,428	507,333

The highest paid director received £56,529 under long-term incentive schemes during the year (2024: £57,181).

Three directors received Restricted Stock Units and/or Options during the year. Three directors are members of

the defined contributions scheme operated for the benefit of all eligible employees of the PGIM Financial

Limited group (2024: Three). Three Directors received shares under long term incentive schemes in respect of

their qualifying services during the year (2024: Three). The highest paid director has no accrued UK defined

benefits plan entitlements at the end of the year (2024: nil). No options were exercised by the directors during

the year (2024: nil). The highest paid director did not exercise any options during the year(2024: nil).

Included in the remuneration are amounts paid to directors for their qualifying services to affiliated companies.

It is not possible to make an accurate apportionment of their emoluments in respect of each affiliated company.

Accordingly no recharges have been made.

Page 28

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

6 Directors' remuneration (continued)

Company

The emoluments, including pension contributions of the following directors, were paid for by:


Directors	Paid for by
M.G. Fresson	PGIM European Services Limited (a subsidiary of Prudential Financial, Inc.)
G. Murphy	PGIM European Services Limited (a subsidiary of Prudential Financial, Inc.)
S.L. Pollard	PGIM European Services Limited (a subsidiary of Prudential Financial, Inc.)
D.E. Nicholls	PGIM European Services Limited (a subsidiary of Prudential Financial, Inc.)
P. Aronoff	Prudential Financial, Inc. (the ultimate parent company of PGIM European Services Limited)

7 Finance income


	2025	2024
	£	£
Other finance income	198,442	56,960

Page 29

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

8 Pension and other schemes

The Company operates pension schemes in the United Kingdom for the benefit of its employees. Details of these

schemes are provided below.

UK pension schemes - Defined benefit plan

The principal employer as of 31 December 2025 is PGIM European Services Limited.

The Plan’s assets are legally separated from the Company’s assets and do not form part of these financial

statements. The actuarial valuation at 31 December 2025 for the Plan showed surplus of £62.7 million (2024:

£59.0 million). The accounting valuations for the defined benefit pension plan have been performed by Mercer, an

independent actuary. The most recent triennial valuation (funding valuation) was performed as at 5 April 2024.

Since it is in surplus and the Company does not view this surplus as recoverable, in accordance with Section 28 of

FRS 102, there is also no pension asset recognised in the Balance Sheet.

The defined benefit plan is closed to all new members. As such the defined benefit section of the pension plan is

closed to future accruals.

PGIM European Services Limited did not make any contribution to the pension scheme during 2025 (2024: £nil).

The scheme is in a fully funded surplus position and there are no expected future contributions for 2026.

In June 2023, a High Court decision in the case of Virgin Media Limited vs NTL Pension Trustees II Limited held

that certain rule amendments made to defined benefit (DB) pension schemes that were contracted-out between 6

April 1997 and 5 April 2016 were not valid if these had not been certified by an actuary. This decision was

appealed and upheld by the Court of Appeal in July 2024. On 5 June 2025 the government announced a plan to

introduce legislation to allow schemes to retrospectively obtain written actuarial confirmation of these historic

benefit changes meeting the necessary standards. We have no reason to believe such confirmations could not be

obtained should they be required and hence do not expect any additional liability to arise. On 29 April 2026, the

Act received Royal Assent, actuarial confirmation can be obtained retrospectively.

UK pension schemes- Defined contribution plan

The defined contribution plan is operated for all eligible employees of subsidiaries of PFI. operating in the United

Kingdom, who entered service on or after 1 April 2002. Company contributions to this scheme are based on the

age of the member on joining or on renewal at 1 April each year.

Page 30

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

8 Pension and other schemes (continued)

Pramerica UK Retirement Savings Plan - UK Defined Benefit Plan Disclosures under Section 28 of FRS 102


	2025	2024
Change in benefit obligation	£	£
Benefit obligation at beginning of year	(120,064,000)	(130,900,000)
Interest cost	(6,505,000)	(6,148,000)
Actuarial gain	3,077,000	12,306,000
Benefits paid	5,720,000	5,641,000
Effect on experience adjustments	(696,000)	(963,000)
Benefit obligation at end of year	(118,468,000)	(120,064,000)


	2025	2024
Amounts recognised in the Balance Sheet	£	£
Fair value of plan assets at beginning of year	179,016,000	191,681,000
Interest income	9,750,000	9,046,000
Benefit payments from plan assets	(5,720,000)	(5,641,000)
Administrative expenses paid from plan assets	(944,000)	(793,000)
Return on plan assets	(925,000)	(15,277,000)
Fair value of plan assets at end of year	181,177,000	179,016,000


	2025	2024
Amounts recognised in the Balance Sheet	£	£
Defined benefit obligation	(118,468,000)	(120,064,000)
Fair value of plan assets	181,177,000	179,016,000
Funded status	62,709,000	58,952,000
Effect of asset ceiling	(62,709,000)	(58,952,000)
Asset balance	—	—

In accordance with paragraph 28.22 of FRS 102, the Company are of the view that they are unable to recognise a

plan surplus as a defined benefit plan asset as they do not believe they will be able to recover the surplus.

Page 31

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

8 Pension and other schemes (continued)


	2025	2024
Components of pension expense	£	£
Interest cost	(6,505,000)	(6,148,000)
Interest income on plan assets	9,750,000	9,046,000
Interest expense on effect of asset ceiling	(3,272,000)	(2,917,000)
Administrative expense and/or taxes	(944,000)	(793,000)
Total pension expense recognised in the Profit and Loss Account	(971,000)	(812,000)


	2025	2024
Remeasurements (recognised in other comprehensive income)	£	£
Effect of changes in assumptions	3,077,000	12,306,000
Return on plan assets	(925,000)	(15,277,000)
Changes in asset ceiling	(485,000)	4,746,000
Effect of experience adjustments	(696,000)	(963,000)
Total remeasurement included in OCI	971,000	812,000

Plan Assets


The fair value of plan assets at the year end were as follows:	2025	2024
	£	£
Cash and cash equivalents	1,179,000	1,851,000
Equity instruments	12,113,000	16,527,000
Debt instruments	167,885,000	160,638,000
	181,177,000	179,016,000

To develop the expected long-term rate of return on assets assumption, the Company considered the current level

of expected returns on risk free investments (primarily government bonds), the historical level of the risk premium

associated with the other asset classes in which the portfolio is invested and the expectations for future returns of

each asset class. The expected return for each asset class was then weighted based on the actual asset allocation to

develop the expected long-term rate of return on assets assumption for the portfolio which resulted in the selection

of a rate of return assumption of 2.10% (2024: 2.00%).

Page 32

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

8 Pension and other schemes (continued)

Actual return on plan assets


	2025	2024
	£	£
Return on scheme assets	8,825,000	(6,231,000)


	2025	2024
Weighted-average assumptions to determine benefit obligation at year-end:	%	%
Discount rate	5.65	5.55
Rate of pension increase	2.80	2.95
Rate of price inflation (RPI)	2.95	3.15


Weighted-average life expectancy for mortality tables used to determine benefit obligation:	2025	2024
	yrs	yrs
Member age 65 - Female (current expectancy)	24	24
Member age 65 - Male (current expectancy)	22	22
Member age 45 - Female (life expectancy at age 65)	26	26
Member age 45 - Male (life expectancy at age 65)	24	24

Page 33

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

9 Property, plant and equipment


	Leasehold improvements	Office equipment, furniture and fittings	Total
	£	£	£
Cost or valuation
At 1 January 2024	—	—	—
Additions	—	17,186	17,186
At 31 December 2024	—	17,186	17,186
At 1 January 2025	—	17,186	17,186
Additions	1,141,476	992,724	2,134,200
At 31 December 2025	1,141,476	1,009,910	2,151,386
Accumulated depreciation
At 1 January 2024	—	—	—
Depreciation charge for the financial year	—	606	606
At 31 December 2024	—	606	606
At 1 January 2025	—	606	606
Depreciation charge for the financial year	1,940	32,825	34,765
At 31 December 2025	1,940	33,431	35,371
Carrying amount
At 31 December 2025	1,139,536	976,479	2,116,015
At 31 December 2024	—	16,580	16,580

Page 34

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

10 Right-of-use assets


	Property	Total
	£	£
Cost or valuation
At 1 January 2024	—	—
Additions	—	—
At 31 December 2024	—	—
At 1 January 2025	—	—
Additions	3,168,960	3,168,960
At 31 December 2025	3,168,960	3,168,960
Accumulated depreciation
At 1 January 2024	—	—
Charge for year	—	—
At 31 December 2024	—	—
At 1 January 2025	—	—
Depreciation charge for the financial year	627,981	627,981
At 31 December 2025	627,981	627,981
Carrying amount
At 31 December 2025	2,540,979	2,540,979
At 31 December 2024	—	—

In August 2025, PGIM Financial Limited novated sixth floor of Grand Buildings, 1-3 Strand, Trafalgar Square,

London WC2N 6AF to the Company.

Under FRS 102 Section 20, the asset and liability arising from the lease are initially measured on a present value

basis.

Right-of-use assets are measured at cost comprising the following:

• the amount of the initial measurement of lease liability;

• any lease payments made at or before the commencement date less any lease incentives received

The right-of-use assets are subject to depreciation through the profit and loss, with the estimated useful

economic life calculated as the term of the lease.

11 Tax on loss


Recognised in the profit and loss account	2025	2024
Total current tax:	£	£
UK Corporation tax on profits for the year	(51,414)	158,910
Total current tax	(51,414)	158,910


Total deferred tax:
Total deferred tax	4,979	(120,650)
Total tax charge/(credit)	(46,435)	38,260

Page 35

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

11 Tax on loss (continued)

No income tax is recognised in other comprehensive income (2024: £nil).

Factors affecting the income tax expense for the year

The charge for the year can be reconciled to the profit per the income statement as follows:


	2025	2024
	£	£
Loss before tax	(783,545)	(494,518)
Loss before tax multiplied by standard rate of corporation tax in UK 25% (2024: 25%)	(195,886)	(123,630)
Effects of:
Disallowable expenses	3,372	1,268
Depreciation in excess of capital allowances	4,630	(4,145)
Stock options not deductible for tax purposes	324,702	305,756
Stock options deductible for tax purposes	(324,702)	(305,756)
Adjustment for prior periods	(74,641)	(13,415)
Group relief	(26,660)	(24,818)
Overseas tax	23,227	16,842
Double tax relief	(23,227)	(16,842)
Disallowable pension expense	242,750	203,000
Total tax charge/(credit)	(46,435)	38,260

Deferred tax

Deferred tax asset is attributable to the following:


Movement in deferred tax	2025	2024
Disallowed share based payments	£	£
1 January	(453,049)	(332,399)
Recognised in profit or loss	4,979	(120,650)
31 December	(448,070)	(453,049)

OECD Pillar Two

The Group of which the Company is a member is within the scope of the OECD Pillar Two model rules. The

Company is in a Jurisdiction that has adopted a Qualified Domestic Minimum Top-up Tax (QDMTT) and an

Income Inclusion Rule (IIR) effective for the financial year beginning 1 January 2024. In addition, for the under

taxed profits rule (UTPR) the commencement date will be on or after the 31 December 2024.

The Group does not expect to have an OECD Pillar Two related current tax exposure in the jurisdiction from the

application of the QDMTT and IRR, while there could be open items with respect to the possible application of

the proposed Pillar Two rules which will determine how and to what degree the Company will be impacted by

the adopted Pillar 2.

The Group applies the exception to recognizing and disclosing information about deferred tax assets and

liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 issued in May 2023.

Page 36

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

12 Trade and other receivables


	2025	2024
	£	£
Amounts owed by PFI Group	7,099,018	10,782,047
Other receivables	2,187,879	1,302,312
Income tax asset	206,653	—
Prepayments and accrued income	1,062,947	274,236
	10,556,497	12,358,595

Amounts due from PFI Group are unsecured, interest free, have no fixed date of repayment and are repayable on

demand.

The Company has not suffered any losses because of trade debtor or counterparty defaults during the year

(2024: £nil). The Company applies the IFRS 9 simplified approach to measuring expected credit losses ("ECL")

which uses a lifetime expected loss allowance for all trade and other receivables. There were no expected credit

losses for 2025 (2024: £nil).

13 Cash at bank


	2025	2024
	£	£
Cash at bank	4,990,811	1,936,869

14 Trade and other payables


	2025	2024
	£	£
Amounts owed to PFI Group	3,091,210	2,596,949
Income tax liability	—	38,186
Accruals and deferred income	7,871,854	8,209,416
	10,963,064	10,844,551

Amounts due to PFI Group are unsecured, interest free, have no fixed date of repayment and are repayable on

demand.

Page 37

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

15 Lease liabilities


	2025	2024
	£	£
Lease liability as at 1 January	—	—
Add: New lease	3,085,944	—
Add: Interest expense on lease liabilities	15,238	—
Less: Rental payments in the financial year	(407,256)	—
Lease liability as at 31 December	2,693,926	—


	2025	2024
	£	£
Current portion of long term lease liabilities	(1,605,720)	—
Long term lease liabilities	(1,088,206)	—
	(2,693,926)	—

Measurement of lease liability

The lease liability includes the net present value of the following lease payments:

• fixed payments, less any lease incentives receivable;

• variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the

commencement date.

Lease payments to be made under reasonably certain extension options are also included in the measurement of the

liability.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily

determined, which is generally the case for leases in the Company, the lessee's incremental borrowing rate is used,

being the rate that the lessee would have to borrow the funds necessary to obtain an asset of similar value to the

right-of-use asset in a similar economic environment with similar terms, security and conditions. The weighted

average incremental borrowing rate applied to the lease liabilities recognised in respect of the lease was 1.25%.

Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over

the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each

period. The Company's activities associated with short-term leases and all leases of low-value assets are recognised

on a straight-line basis as an expense in the Income Statement.

Lease liabilities are classified between current and non-current liabilities, representing amount due within and after

12 months respectively.

In August 2025, PGIM Financial Limited novated sixth floor of Grand Buildings, 1-3 Strand, Trafalgar Square,

London WC2N 6AF to the Company. The lease was entered into in 2021 for a six year lease that could be

terminated by the Company on the break date of 25 August 2022 by giving at least nine months of prior written

notice, which was not exercised by the Company. The Company measures the sixth floor lease liability at the present

value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate of 1.25% at the

date of commencement.

Page 38

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

16 Employee benefits

Share based payments

The Company’s equity settled share based payment plan consists entirely of Prudential Financial Inc’s Omnibus

Incentive Plan (‘Omnibus Plan’) which was adopted by the Board of Directors of Prudential Financial, Inc in

March 2003, and subsequently amended and restated in November 2008. Under the Omnibus Plan, eligible

employees may be awarded a combination of restricted stock units and stock options which vest over a 3-year

period and are exercisable over a 10-year period. The Company is unable to directly measure the fair value of

employee services received. Instead, as PFI's share is publicly listed, the fair value of RSU and performance

shares granted during the year is determined using the closing share price of PFI as at grant date.

Stock options

There were no options outstanding for the Company at 31 December 2025 (2024: £nil). The Company recorded

£nil (2024: £nil) in share based compensation related to stock options during the year ended 31 December 2025.

The number of options that are eligible for exercise at 31 December 2025 is £nil (2024: £nil).

The weighted average grant date fair value of stock options granted during the years ended 31 December 2025

and 2024 were £nil and £nil, respectively. The options are valued using a binomial option pricing model on the

date of grant. The weighted average grant date assumptions used in the binomial option valuation model are

detailed in the table below, components of which take into consideration the worldwide workforce of PFI.

Expected volatilities are based on historical volatility of PFI’s Common Stock and implied volatilities from

traded options on PFI’s Common Stock. Historical data and expectations of future exercise patterns to estimate

option exercises and employee terminations are used within the valuation model. The expected dividend yield is

based on the current expected annual dividend and share price on the grant date. The expected term of options

granted represents the period of time that options granted are expected to be outstanding. The risk-free rate for

periods within the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of

grant.

Restricted stock units

A restricted stock unit is an unfunded, unsecured right to receive a share of Common Stock at the end of a

specified period of time, which is also subject to forfeiture and transfer restrictions. The restrictions on restricted

stock units will lapse on the third anniversary of the date of grant. The number of units is determined over the

performance period, and may be adjusted based on the satisfaction of certain performance goals.

The following table summarises restricted stock award activity for the year ended 31 December 2025:

Page 39

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

16 Employee benefits (continued)


	2025	2024
Non-vested Shares	Number of Shares	Number of Shares
At 1 January	29,169	16,376
Granted	15,541	10,245
Cancelled	—	(2,141)
Vested	(13,906)	(7,675)
Transferred	—	12,364
At 31 December	30,804	29,169


	2025	2024
	Weighted Average Grant- Date Fair Value	Weighted Average Grant- Date Fair Value
Non-vested Shares	£	£
At 1 January	82.88	84.31
Granted	85.07	82.37
Cancelled	—	82.41
Vested	81.66	80.99
Transferred	—	83.21
At 31 December	82.24	82.88

The Company recorded an expense of £1,202,195 (2024:£1,021,294) in share-based payments, related to

restricted stock units, during the year ended 31 December 2025.

Performance awards

A performance award is similar to a restricted stock unit, an unfunded, unsecured right to receive a share of

Common Stock at the end of a specified period of time, which is also subject to forfeiture and transfer

restrictions. The restrictions on restricted stock units will lapse on the third anniversary of the date of grant. The

number of units is determined over the performance period, and may be adjusted based on the satisfaction of

certain performance goals.

The following table summarises performance award activity for the year ended 31 December 2025:

Page 40

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

16 Employee benefits (continued)


	2025	2024
Non-vested Shares	Number of Shares	Number of Shares
At 1 January	2,512	1,614
Granted	870	898
Vested	(605)	—
Cancelled	(137)	—
At 31 December	2,640	2,512


	2025	2024
	Weighted Average Grant-Date Fair Value	Weighted Average Grant-Date Fair Value
Non-vested Shares	£	£
At 1 January	85.55	89.76
Granted	85.07	82.37
Vested	92.09	—
Cancelled	92.09	—
At 31 December	81.09	85.55

The Company recorded an expense of £59,074 (2024: £68,872) in share-based payments, related to performance

awards, during the year ended 31 December 2025.

17 Called up share capital

Allotted, called up and fully paid shares


Ordinary shares of £1 each
Ordinary shares of £1 each	No.	£
At 1 January 2025	1,263,374	1,263,374
Issued during the year	3,000,000	3,000,000
At 31 December 2025	4,263,374	4,263,374

At 1 January 2024	1,263,374	1,263,374
Issued during the year	—	—
At 31 December 2024	1,263,374	1,263,374

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and the

repayment of capital.

18 Commitments

The Company had no other commitments at 31 December 2025 (2024: £nil).

Page 41

PGIM European Services Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2025

Notes to the Financial Statements for the Year Ended 31 December 2025 (continued)

19 Contingent liabilities

The Directors are not aware of any contingent liabilities requiring disclosure in these financial statements as at

31 December 2025 (2024: £nil).

20 Parent and ultimate parent undertaking

The smallest group to consolidate these financial statements is PIIH, a company incorporated in the United

States of America. Copies of the PIIH consolidated financial statements can be requested from the Company

Secretary at Corporation Trust Center, 1209 Orange St, Wilmington, DE 19801. The ultimate parent undertaking

and largest group to consolidate these financial statements is PFI., a company incorporated in the United States

of America. Copies of the PFI consolidated financial statements can be requested from the Company Secretary

at 751 Broad Street, Newark, NJ 07102. Related parties of the Company comprise the ultimate parent and other

subsidiaries of the ultimate parent, principally PGIM Inc, for which the Company performs and receives

Investment Advisory and Investment Management services. The Company is a wholly owned direct subsidiary

of PIIH.

21 Related party transactions

The company is exempt from disclosing other related party transactions as they are with other companies that

are wholly owned within the PFI group.

22 Events after the end of the reporting period

On 24 December 2025, the Company established a new subsidiary PFI India, the first capital injection into the

subsidiary was made on 27 January 2026 of £4,000. On 23 February 2026, the Company further injected £2.3

million capital to PFI India.

On 13 February 2026, the Company received £5 million capital injection from PIIH.


Solicitors	Simmons & Simmons LLP
	One Ropemaker Street
	London
	EC2Y 9SS


Company Information	1
Strategic Report	2 to 5
Directors' Report	6 to 8
Independent Auditors' Report	9 to 12
Profit and Loss Account	13
Statement of Comprehensive Income	14
Balance Sheet	15
Statement of Changes in Equity	16
Notes to the Financial Statements	17 to 41


Independent auditors	PricewaterhouseCoopers LLP
	Chartered Accountants and Statutory Auditors
	7 More London Riverside
	London
	SE1 2RT


Company secretary	L.D. King