M&A - PRUDENTIAL SERIES FUND

Form Type: POS EX

Filing Date: 2025-04-14

Corporate Action: Merger

Type: New

Accession Number: 000168386325003478

Filing Summary: The Prudential Series Fund filed a Post-Effective Amendment No. 1 to the Registration Statement on Form N-14 regarding the reorganization of the PSF Mid-Cap Growth Portfolio into the PSF PGIM Jennison Growth Portfolio. This filing includes the opinion and consent of Ropes & Gray LLP pertaining to tax matters in connection with the merger. It states that the reorganization is structured to ensure compliance with the relevant federal and state laws and offers an indefinite amount of Class I, Class II, and Class III Shares. The filing incorporates documents from previous registrations and contains an explanatory note about the nature of the filing, indicating that it does not alter any previous parts of the Registration Statement. Various agreements and the indemnification policy of the Trust are also detailed, ensuring protection for trustees and agents against liabilities incurred during their service. The document outlines the procedures for indemnification and the limitations on liability for managers and subadvisers in the context of their duties. The filing is set to take effect immediately upon filing, with anticipation for a public offering as soon as feasible.

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Form Type: 497

Filing Date: 2025-02-10

Corporate Action: Merger

Type: New

Accession Number: 000110465925010897

Filing Summary: The Prudential Series Fund is proposing a Plan of Reorganization for its PSF Mid-Cap Growth Portfolio (referred to as the "Target Portfolio") to merge with the PSF PGIM Jennison Growth Portfolio (referred to as the "Acquiring Portfolio"). This Reorganization will involve the transfer of all assets from the Target Portfolio to the Acquiring Portfolio in exchange for the assumption of the Target Portfolio's liabilities and shares being issued to the shareholders of the Target Portfolio. The Reorganization, which is intended to create economies of scale and potentially improve performance for shareholders, is scheduled for a vote at a Special Meeting of Shareholders on March 25, 2025. If approved, the Reorganization is expected to be finalized by April 14, 2025. Shareholders of the Target Portfolio will then benefit from owning shares in a larger, potentially more efficient Combined Portfolio. The Board of Trustees has unanimously recommended that shareholders vote in favor, highlighting that this move is in their best interest and could lower overall expenses while maintaining high service levels. Relevant costs associated with the Reorganization will be covered by the Manager, not the Target or Acquiring Portfolios, indicating an expected total expense of approximately $165,000, except for transaction costs borne by the Target Portfolio. Additionally, shareholders will have a chance to exercise one free transfer out of the Target Portfolio without penalty around the effective date of the Reorganization. They have until the record date, January 3, 2025, to instruct the Participating Life Insurance Companies regarding their votes. Contract owners who hold investments in the Target Portfolio are deemed beneficial owners and will be informed of their voting rights and procedures to ensure they can partake in this important decision.

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Form Type: 497

Filing Date: 2025-02-10

Corporate Action: Merger

Type: New

Accession Number: 000110465925010907

Filing Summary: The Prudential Series Fund is seeking shareholder approval for a Plan of Reorganization that would merge the PSF Natural Resources Portfolio, also referred to as the Target Portfolio, into the PSF PGIM Jennison Blend Portfolio, which is known as the Acquiring Portfolio. This proposal, discussed in a Special Meeting scheduled for March 25, 2025, outlines the transfer of all assets from the Target Portfolio to the Acquiring Portfolio, in exchange for the Acquiring Portfolio assuming all liabilities of the Target Portfolio. Contract owners will ultimately own shares of the Acquiring Portfolio equivalent to the value of their shares in the Target Portfolio. The Board of Trustees has approved this reorganization, aiming to enhance economies of scale, reduce expenses, and potentially improve performance for shareholders. The expected completion of this Reorganization is on or about April 14, 2025, given shareholder approval.

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Form Type: N-14

Filing Date: 2025-01-10

Corporate Action: Merger

Type: New

Accession Number: 000110465925002493

Filing Summary: The Prudential Series Fund filed a registration statement on Form N-14 concerning a Plan of Reorganization proposing the merger of the PSF Natural Resources Portfolio (the 'Target Portfolio') into the PSF PGIM Jennison Blend Portfolio (the 'Acquiring Portfolio'). This filing was made in preparation for a Special Meeting of Shareholders scheduled for March 25, 2025, where shareholders will vote on the proposed merger. If approved, assets from the Target Portfolio will transfer to the Acquiring Portfolio, which will assume liabilities and issue shares to the Target Portfolio's shareholders. This merger aims to create a larger Combined Portfolio that should lower operating expenses and potentially improve performance for shareholders. Shareholders are encouraged to cast their votes promptly by various means including mail, phone, or online, with the goal of avoiding unnecessary solicitation costs. The Board of Trustees has unanimously recommended approval of the Plan, noting the greater economies of scale and performance benefits expected from the merger. Details on fees, voting instructions, and shareholder benefits are outlined to ensure shareholders make informed decisions before the vote.

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Form Type: N-14

Filing Date: 2025-01-10

Corporate Action: Merger

Type: New

Accession Number: 000110465925002496

Filing Summary: The Prudential Series Fund has filed an N-14 registration statement with the SEC for the proposed merger of the PSF Mid-Cap Growth Portfolio (the "Target Portfolio") into the PSF PGIM Jennison Growth Portfolio (the "Acquiring Portfolio"). This merger requires shareholder approval at a Special Meeting on March 25, 2025. The plan outlines the transfer of assets from the Target Portfolio to the Acquiring Portfolio, with the Acquiring Portfolio assuming all liabilities and issuing shares of beneficial interest to the Target Portfolio, effectively liquidating the Target Portfolio as a separate entity. Benefits of the merger include improved economies of scale, reduced operating expenses, and potential for better performance for shareholders of the Target Portfolio. The Board of Trustees fully supports the merger, which, if approved, is expected to take effect around April 14, 2025.

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