UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
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Investment Company Act file number: | | 811-09999 |
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Exact name of registrant as specified in charter: | | Prudential Investment Portfolios 2 |
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(This Form N-CSR relates solely to the Registrant’s: PIP 2 - PGIM QMA Emerging Markets Equity Fund & PIP 2 – PGIM QMA International Developed Markets Index Fund) |
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Address of principal executive offices: | | 655 Broad Street, 17th Floor |
| | Newark, New Jersey 07102 |
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Name and address of agent for service: | | Andrew R. French |
| | 655 Broad Street, 17th Floor |
| | Newark, New Jersey 07102 |
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Registrant’s telephone number, including area code: | | 800-225-1852 |
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Date of fiscal year end: | | 10/31/2018 |
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Date of reporting period: | | 10/31/2018 |
Item 1 – Reports to Stockholders
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PGIM QMA EMERGING MARKETS EQUITY FUND
(Formerly known as Prudential QMA Emerging Markets Equity Fund)
ANNUAL REPORT
OCTOBER 31, 2018
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Objective: To seek to provide returns in excess of the Morgan Stanley Capital International Emerging Markets Index over full market cycles. |
Highlights (unaudited)
• | | The Fund’s valuation factors improved significantly, particularly toward the end of the period, with the valuation component posting four consecutive months of positive returns. |
• | | Regionally, Brazil contributed most to relative performance as a result of the Fund’s stock selection and overweights in the financials, utilities, and consumer discretionary sectors. India also contributed significantly, driven by stock selection and overweights in information technology. |
• | | The Fund’s overweight in Turkey, most notably in the financials sector, detracted from performance. |
• | | Although the Fund benefited as valuation factors strengthened during the period, growth metrics weakened, tempering the valuation component’s effectiveness. |
This report is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus.
The views expressed in this report and information about the Fund’s portfolio holdings are for the period covered by this report and are subject to change thereafter.
Mutual funds are distributed by Prudential Investment Management Services LLC, a Prudential Financial company and member SIPC. QMA is the primary business name of Quantitative Management Associates LLC, a registered investment adviser and a wholly owned subsidiary of PGIM, Inc., a Prudential Financial company. © 2018 Prudential Financial, Inc. and its related entities. PGIM and the PGIM logo are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.
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2 | | Visit our website at pgiminvestments.com |
Your Fund’s Performance (unaudited)
Performance data quoted represents past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted.
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| | Average Annual Total Returns as of 10/31/18 |
| | One Year (%) | | Since Inception (%) |
Class R6* | | –12.31 | | 8.15 (11/29/16) |
MSCI Emerging Markets Index | | | | |
| | –12.52 | | 8.03 |
Lipper Emerging Markets Funds Average | | | | |
| | –13.58 | | 5.94 |
Growth of a $10,000 Investment
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The graph compares a $10,000 investment in the Fund with a similar investment in the MSCI Emerging Markets Index by portraying the initial account values at the commencement of operations of the Fund (November 29, 2016) and the account values at the end of the current fiscal year (October 31, 2018), as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) all recurring fees (including management fees) were deducted; and (b) all dividends and distributions were reinvested. Without waiver of fees and/or expense reimbursments, the returns would have been lower.
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PGIM QMA Emerging Markets Equity Fund | | | 3 | |
Your Fund’s Performance (continued)
Past performance does not predict future performance. Total returns and the ending account values in the graph include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.
Source: PGIM Investments LLC and Lipper Inc.
*Formerly known as Class Q shares.
The returns in the tables do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares. Since Inception returns for the Index and the Lipper Average are measured from the closest month-end to the Fund’s inception date.
Benchmark Definitions
MSCI Emerging Markets Index—The MSCI Emerging Markets Index is a free float-adjusted market capitalization index that is designed to measure equity market performance of emerging markets. It consists of the following 23 emerging market country indexes: Brazil, Chile, China, Colombia, the Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Peru, the Philippines, Poland, Qatar, Russia, South Africa, Taiwan, Thailand, Turkey, and the United Arab Emirates.
Lipper Emerging Markets Funds Average—The Lipper Emerging Markets Funds Average (Lipper Average) is comprised of funds that seek long-term capital appreciation by investing at least 65% of total assets in emerging market equity securities, where “emerging market” is defined by a country’s GNP per capita or other economic measures.
Investors cannot invest directly in an index or average. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Average reflect the deduction of operating expenses of a mutual fund, but not sales charges or taxes.
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4 | | Visit our website at pgiminvestments.com |
Presentation of Fund Holdings
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Five Largest Holdings expressed as a percentage of net assets as of 10/31/18 (%) | |
Samsung Electronics Co. Ltd., Technology Hardware, Storage & Peripherals | | | 4.3 | |
Tencent Holdings Ltd., Interactive Media & Services | | | 3.5 | |
Taiwan Semiconductor Manufacturing Co. Ltd., Semiconductors & Semiconductor Equipment | | | 3.3 | |
Alibaba Group Holding Ltd., Internet & Direct Marketing Retail | | | 3.1 | |
iShares MSCI Emerging Markets ETF | | | 2.8 | |
Holdings reflect only long-term investments and are subject to change.
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Five Largest Industries expressed as a percentage of net assets as of 10/31/18 (%) | |
Banks | | | 16.8 | |
Oil, Gas & Consumable Fuels | | | 8.3 | |
Interactive Media & Services | | | 6.0 | |
Semiconductors & Semiconductor Equipment | | | 5.7 | |
Technology Hardware, Storage & Peripherals | | | 5.1 | |
Industry weightings reflect only long-term investments and are subject to change.
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PGIM QMA Emerging Markets Equity Fund | | | 5 | |
Strategy and Performance Overview (unaudited)
How did the Fund perform?
The PGIM QMA Emerging Markets Equity Fund’s Class R6 shares returned –12.31% for the 12-month period that ended October 31, 2018, outperforming the –12.52% return of the MSCI Emerging Markets Index (the Index) and the –13.58% return of the Lipper Emerging Markets Fund Average.
What were the market conditions?
• | | While 2017 was characterized as a year of synchronized global recovery, 2018 may be best described as a year of divergence. With the US Congress’ fiscal stimulus in late 2017 boosting economic activity, the US stands out among the world’s major economies with accelerating growth, even as other major economies appear to be slowing—at least in the near term. |
• | | Anxiety regarding a global trade war emerged in March 2018, eased in May, but intensified again in June on the heels of unprecedented acrimony at the G7 summit and the Trump administration’s threat to impose round after round of tariffs on Chinese goods. The G7, or Group of Seven, is a forum of the world’s largest industrialized economies and consists of Canada, France, Germany, Italy, Japan, the United Kingdom (the UK), and the US. Retaliatory measures by China ignited fears of a tit-for-tat escalation cycle, which would have been destructive for global growth. |
• | | Fears of trade wars abated toward the end of the summer with good news heralded by an agreement with Mexico, lower-than-expected tariffs on $200 billion of Chinese goods, and, lastly, a trade agreement with Canada that concluded renegotiation of NAFTA (North American Free Trade Agreement). US equity markets surged again, rising more than 7% from July through September and reaching new highs on reduced geopolitical anxiety and more good news on the earnings front. |
• | | US equities were volatile in October 2018, declining amid investor concerns about the pace of US economic growth and the outlook for corporate earnings. Toward the end of the month, US equities retraced some of their losses on positive economic news and solid earnings reports. |
• | | This singular strength of the US economy, accompanied by rising US interest rates and the stronger dollar, have put a strain on emerging markets. The rising rates have caused capital outflows from these markets, leading to sharp currency depreciation and unleashing a vicious cycle of inflation and rate hikes. This was especially the case in countries with significant political problems, economic imbalances, and limited reserves, such as Turkey and Argentina. Trade tensions and high oil prices exacerbated the problem, even in stronger emerging market countries, by putting additional pressure on foreign currency reserves. Nevertheless, the emerging markets crisis has been contained so far thanks to China’s commitment to doing “whatever it takes” to keep its economy stable and a proactive stance of other emerging market central banks. |
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6 | | Visit our website at pgiminvestments.com |
• | | On an absolute basis, based on the performance of their respective MSCI indexes, developed equity markets outpaced their emerging market counterparts, and larger- capitalization companies outpaced smaller MSCI index constituents—a reversal of 2017 (emerging markets was the exception on a size basis). |
What worked?
• | | The Fund’s valuation factors improved significantly during the reporting period, particularly toward the end of the period, with the valuation component posting four consecutive months of positive returns. |
• | | On a regional basis, Brazil contributed the most to the Fund’s outperformance on the back of stock selection and overweights in the financials, utilities, and consumer discretionary sectors. The market staged a late comeback as it attempted to shake off the negative impact of widespread political scandal and economic uncertainty. |
• | | India also contributed significantly, driven by stock selection and overweights in information technology, which was by far the country’s best-performing segment. Effective stock picking in consumer discretionary also added to returns. |
What didn’t work?
• | | In contrast to the strengthening of valuation factors, growth metrics weakened, tempering the overall effectiveness of the valuation component. |
• | | On a market basis, the Fund’s outperformance was dampened the most by an overweight in Turkey, most notably in the financials sector. The country’s equity market has had an uphill struggle, posting a 21% rebound in September and capping 12-month losses exceeding 40%. Ongoing geopolitical hardship, trade discords, and uncertainty surrounding President Recep Erdogan’s monetary policies weighed significantly on performance. |
Current outlook
• | | The global economy entered the last quarter of 2018 with good momentum. However, QMA believes growth has become less synchronized, more uneven, and less robust than in 2017, with economic activity accelerating in the US; moderating in the eurozone, UK, and Japan; and slowing in China and other emerging markets. |
• | | Trade tensions and the ongoing crisis in emerging markets top the downside risks. Trade uncertainty has now seeped into the gross domestic product (GDP) and business confidence data for Europe and Japan, while the combination of trade tensions, fears of Turkish lira contagion, and Federal Reserve rate hikes have contributed to slowdowns in a number of emerging markets, including China. However, QMA believes that, on balance, the near-term risk of a global downturn remains very low but that storm clouds are gathering. |
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PGIM QMA Emerging Markets Equity Fund | | | 7 | |
Fees and Expenses (unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemptions, as applicable, and (2) ongoing costs, including management fees, distribution, and/or service (12b-1) fees, and other Fund expenses, as applicable. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 held through the six-month period ended October 31, 2018. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.
Actual Expenses
The first line for each share class in the table on the following page provides information about actual account values and actual expenses. You may use the information on this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value ÷ $1,000 = 8.6), then multiply the result by the number on the first line under the heading “Expenses Paid During the Six-Month Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
The Fund’s transfer agent may charge additional fees to holders of certain accounts that are not included in the expenses shown in the table on the following page. These fees apply to individual retirement accounts (IRAs) and Section 403(b) accounts. As of the close of the six-month period covered by the table, IRA fees included an annual maintenance fee of $15 per account (subject to a maximum annual maintenance fee of $25 for all accounts held by the same shareholder). Section 403(b) accounts are charged an annual $25 fiduciary maintenance fee. Some of the fees may vary in amount, or may be waived, based on your total account balance or the number of PGIM funds, including the Fund, that you own. You should consider the additional fees that were charged to your Fund account over the six-month period when you estimate the total ongoing expenses paid over the period
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8 | | Visit our website at pgiminvestments.com |
and the impact of these fees on your ending account value, as these additional expenses are not reflected in the information provided in the expense table. Additional fees have the effect of reducing investment returns.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as sales charges (loads). Therefore, the second line for each share class in the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
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PGIM QMA Emerging Markets Equity Fund | | Beginning Account Value May 1, 2018 | | | Ending Account Value
October 31, 2018 | | | Annualized Expense Ratio Based on the Six-Month Period | | | Expenses Paid During the Six-Month Period* | |
Class R6** | | Actual | | $ | 1,000.00 | | | $ | 833.80 | | | | 1.20 | % | | $ | 5.55 | |
| | Hypothetical | | $ | 1,000.00 | | | $ | 1,019.16 | | | | 1.20 | % | | $ | 6.11 | |
*Fund expenses (net of fee waivers or subsidies, if any) are equal to the annualized expense ratio (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended October 31, 2018, and divided by the 365 days in the Fund’s fiscal year ended October 31, 2018 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.
**Formerly known as Class Q shares.
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PGIM QMA Emerging Markets Equity Fund | | | 9 | |
Schedule of Investments
as of October 31, 2018
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Description | | Shares | | | Value | |
LONG-TERM INVESTMENTS 99.6% | | | | | | | | |
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COMMON STOCKS 94.1% | | | | | | | | |
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Brazil 6.2% | | | | | | | | |
Banco Bradesco SA | | | 5,511 | | | $ | 44,485 | |
Banco do Brasil SA | | | 24,500 | | | | 280,780 | |
Banco Santander Brasil SA, UTS | | | 21,400 | | | | 242,838 | |
Engie Brasil Energia SA | | | 16,500 | | | | 176,461 | |
Hypera SA | | | 27,100 | | | | 215,329 | |
Klabin SA, UTS | | | 2,700 | | | | 13,567 | |
Magazine Luiza SA | | | 5,600 | | | | 253,418 | |
Petroleo Brasileiro SA | | | 16,600 | | | | 134,798 | |
Porto Seguro SA | | | 14,200 | | | | 207,458 | |
TIM Participacoes SA | | | 4,700 | | | | 14,562 | |
Vale SA | | | 6,832 | | | | 103,357 | |
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| | | | | | | 1,687,053 | |
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Chile 1.3% | | | | | | | | |
Banco Santander Chile | | | 360,891 | | | | 26,486 | |
Cencosud SA | | | 77,595 | | | | 161,510 | |
Cia Cervecerias Unidas SA | | | 818 | | | | 10,168 | |
Colbun SA | | | 833,632 | | | | 156,401 | |
| | | | | | | | |
| | | | | | | 354,565 | |
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China 29.6% | | | | | | | | |
Agile Group Holdings Ltd. | | | 126,000 | | | | 144,398 | |
Alibaba Group Holding Ltd., ADR* | | | 6,000 | | | | 853,680 | |
Angang Steel Co. Ltd. (Class H Stock) | | | 50,000 | | | | 42,752 | |
Anhui Conch Cement Co. Ltd. (Class H Stock) | | | 38,000 | | | | 197,756 | |
ANTA Sports Products Ltd. | | | 21,000 | | | | 86,879 | |
Autohome, Inc., ADR(a) | | | 1,100 | | | | 79,618 | |
Baidu, Inc., ADR* | | | 2,300 | | | | 437,138 | |
Bank of China Ltd. (Class H Stock) | | | 442,000 | | | | 189,004 | |
Bank of Communications Co. Ltd. (Class H Stock) | | | 287,000 | | | | 215,820 | |
Beijing Enterprises Holdings Ltd. | | | 3,000 | | | | 16,236 | |
Beijing Enterprises Water Group Ltd. | | | 30,000 | | | | 15,349 | |
CGN Power Co. Ltd. (Class H Stock), 144A | | | 59,000 | | | | 13,570 | |
China CITIC Bank Corp. Ltd. (Class H Stock) | | | 50,000 | | | | 31,047 | |
China Communications Construction Co. Ltd. (Class H Stock) | | | 25,000 | | | | 22,925 | |
China Communications Services Corp. Ltd. (Class H Stock) | | | 244,000 | | | | 197,525 | |
China Conch Venture Holdings Ltd. | | | 9,000 | | | | 25,307 | |
China Construction Bank Corp. (Class H Stock) | | | 530,000 | | | | 421,303 | |
China Everbright Ltd. | | | 80,000 | | | | 141,920 | |
China Huarong Asset Management Co. Ltd. (Class H Stock), 144A | | | 55,000 | | | | 9,992 | |
See Notes to Financial Statements.
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PGIM QMA Emerging Markets Equity Fund | | | 11 | |
Schedule of Investments (continued)
as of October 31, 2018
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Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
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China (cont’d.) | | | | | | | | |
China Medical System Holdings Ltd. | | | 96,000 | | | $ | 114,428 | |
China Mobile Ltd. | | | 50,500 | | | | 473,564 | |
China National Building Material Co. Ltd. (Class H Stock) | | | 22,000 | | | | 15,802 | |
China Petroleum & Chemical Corp. (Class H Stock) | | | 332,000 | | | | 271,037 | |
China Railway Construction Corp. Ltd. (Class H Stock) | | | 11,000 | | | | 13,960 | |
China Railway Group Ltd. (Class H Stock) | | | 210,000 | | | | 188,018 | |
China Resources Cement Holdings Ltd. | | | 72,000 | | | | 63,928 | |
China Resources Land Ltd. | | | 14,000 | | | | 47,731 | |
China Resources Pharmaceutical Group Ltd., 144A | | | 10,500 | | | | 15,433 | |
China Resources Power Holdings Co. Ltd. | | | 10,000 | | | | 17,626 | |
China Shenhua Energy Co. Ltd. (Class H Stock) | | | 18,500 | | | | 42,073 | |
China Unicom Hong Kong Ltd. | | | 110,000 | | | | 114,644 | |
CITIC Ltd. | | | 47,000 | | | | 70,599 | |
CNOOC Ltd. | | | 184,000 | | | | 317,447 | |
COSCO SHIPPING Ports Ltd. | | | 36,000 | | | | 36,758 | |
Country Garden Holdings Co. Ltd. | | | 153,000 | | | | 164,801 | |
CSPC Pharmaceutical Group Ltd. | | | 14,000 | | | | 29,670 | |
Far East Horizon Ltd. | | | 66,000 | | | | 64,223 | |
Fosun International Ltd. | | | 14,500 | | | | 21,274 | |
Geely Automobile Holdings Ltd. | | | 32,000 | | | | 61,895 | |
Guangzhou Automobile Group Co. Ltd. (Class H Stock) | | | 16,000 | | | | 16,255 | |
Hengan International Group Co. Ltd. | | | 4,000 | | | | 31,694 | |
Industrial & Commercial Bank of China Ltd. (Class H Stock) | | | 141,000 | | | | 95,767 | |
Jiangsu Expressway Co. Ltd. (Class H Stock) | | | 14,000 | | | | 18,789 | |
Logan Property Holdings Co. Ltd. | | | 8,000 | | | | 7,453 | |
Momo, Inc., ADR* | | | 4,500 | | | | 151,065 | |
People’s Insurance Co. Group of China Ltd. (The) (Class H Stock) | | | 41,000 | | | | 16,801 | |
Ping An Insurance Group Co. of China Ltd. (Class H Stock) | | | 32,000 | | | | 303,673 | |
Postal Savings Bank of China Co. Ltd. (Class H Stock), 144A | | | 308,000 | | | | 184,508 | |
Shanghai Pharmaceuticals Holding Co. Ltd. (Class H Stock) | | | 4,900 | | | | 10,869 | |
Shenzhou International Group Holdings Ltd. | | | 4,000 | | | | 44,459 | |
Shimao Property Holdings Ltd. | | | 6,500 | | | | 12,811 | |
Sihuan Pharmaceutical Holdings Group Ltd. | | | 616,000 | | | | 125,304 | |
Sinopec Shanghai Petrochemical Co. Ltd. (Class H Stock) | | | 316,000 | | | | 139,327 | |
Sinopharm Group Co. Ltd. (Class H Stock) | | | 17,600 | | | | 85,002 | |
Sinotruk Hong Kong Ltd. | | | 82,000 | | | | 118,677 | |
Sunac China Holdings Ltd. | | | 13,000 | | | | 35,653 | |
Tencent Holdings Ltd. | | | 27,800 | | | | 954,909 | |
Want Want China Holdings Ltd. | | | 107,000 | | | | 76,357 | |
Weichai Power Co. Ltd. (Class H Stock) | | | 170,000 | | | | 169,133 | |
Yanzhou Coal Mining Co. Ltd. (Class H Stock) | | | 158,000 | | | | 150,556 | |
| | | | | | | | |
| | | | | | | 8,036,192 | |
See Notes to Financial Statements.
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Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
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Colombia 0.8% | | | | | | | | |
Ecopetrol SA | | | 183,695 | | | $ | 214,819 | |
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Czech Republic 0.7% | | | | | | | | |
Komercni banka A/S | | | 4,661 | | | | 177,273 | |
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Hong Kong 0.1% | | | | | | | | |
Sino Biopharmaceutical Ltd. | | | 36,000 | | | | 32,517 | |
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Hungary 0.2% | | | | | | | | |
OTP Bank Nyrt | | | 1,236 | | | | 44,433 | |
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India 7.4% | | | | | | | | |
Bajaj Auto Ltd. | | | 461 | | | | 16,233 | |
Bosch Ltd. | | | 675 | | | | 180,511 | |
GAIL India Ltd. | | | 4,516 | | | | 22,937 | |
Havells India Ltd. | | | 1,364 | | | | 11,955 | |
HCL Technologies Ltd. | | | 14,688 | | | | 210,292 | |
Hero MotoCorp Ltd. | | | 279 | | | | 10,448 | |
Hindalco Industries Ltd. | | | 6,418 | | | | 19,247 | |
Hindustan Unilever Ltd. | | | 3,394 | | | | 74,617 | |
Housing Development Finance Corp. Ltd. | | | 1,542 | | | | 36,989 | |
Infosys Ltd., ADR | | | 19,400 | | | | 183,718 | |
JSW Steel Ltd. | | | 43,155 | | | | 198,943 | |
Larsen & Toubro Ltd. | | | 2,953 | | | | 51,990 | |
Mahindra & Mahindra Ltd., GDR | | | 20,402 | | | | 211,161 | |
Nestle India Ltd. | | | 127 | | | | 17,514 | |
NTPC Ltd. | | | 9,160 | | | | 19,791 | |
Page Industries Ltd. | | | 377 | | | | 150,908 | |
Piramal Enterprises Ltd. | | | 443 | | | | 13,073 | |
Reliance Industries Ltd., GDR, 144A | | | 2,527 | | | | 72,146 | |
Tata Consultancy Services Ltd. | | | 10,600 | | | | 278,622 | |
Tata Steel Ltd. | | | 20,527 | | | | 154,504 | |
Tech Mahindra Ltd. | | | 7,449 | | | | 75,173 | |
| | | | | | | | |
| | | | | | | 2,010,772 | |
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Indonesia 0.9% | | | | | | | | |
Astra International Tbk PT | | | 112,700 | | | | 58,814 | |
Gudang Garam Tbk PT | | | 36,800 | | | | 175,330 | |
Indah Kiat Pulp & Paper Corp. Tbk PT | | | 14,800 | | | | 12,417 | |
Indofood Sukses Makmur Tbk PT | | | 26,300 | | | | 10,357 | |
| | | | | | | | |
| | | | | | | 256,918 | |
See Notes to Financial Statements.
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PGIM QMA Emerging Markets Equity Fund | | | 13 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Luxembourg 0.1% | | | | | | | | |
Reinet Investments SCA | | | 803 | | | $ | 13,455 | |
| | |
Malaysia 1.7% | | | | | | | | |
DiGi.Com Bhd | | | 17,500 | | | | 18,028 | |
Genting Bhd | | | 99,600 | | | | 174,858 | |
Malaysia Airports Holdings Bhd | | | 83,400 | | | | 165,492 | |
Petronas Chemicals Group Bhd | | | 13,300 | | | | 29,754 | |
PPB Group Bhd | | | 3,100 | | | | 12,410 | |
Tenaga Nasional Bhd | | | 17,300 | | | | 60,813 | |
| | | | | | | | |
| | | | | | | 461,355 | |
| | |
Mexico 1.9% | | | | | | | | |
America Movil SAB de CV (Class L Stock) | | | 138,300 | | | | 100,015 | |
Banco Santander Mexico SA Institucion de Banca Multiple Grupo Financiero Santand (Class B Stock) | | | 10,000 | | | | 12,519 | |
El Puerto de Liverpool SAB de CV (Class C1 Stock) | | | 15,500 | | | | 98,433 | |
Gruma SAB de CV (Class B Stock) | | | 17,065 | | | | 178,519 | |
Grupo Financiero Banorte SAB de CV (Class O Stock) | | | 13,600 | | | | 74,979 | |
Grupo Financiero Inbursa SAB de CV | | | 8,600 | | | | 11,207 | |
Grupo Televisa SAB, UTS | | | 13,600 | | | | 39,173 | |
| | | | | | | | |
| | | | | | | 514,845 | |
| | |
Pakistan 0.7% | | | | | | | | |
Oil & Gas Development Co. Ltd. | | | 153,700 | | | | 184,741 | |
| | |
Peru 0.3% | | | | | | | | |
Credicorp Ltd. | | | 400 | | | | 90,284 | |
| | |
Philippines 0.4% | | | | | | | | |
SM Prime Holdings, Inc. | | | 180,300 | | | | 113,973 | |
| | |
Poland 2.1% | | | | | | | | |
Cyfrowy Polsat SA* | | | 28,443 | | | | 163,606 | |
Jastrzebska Spolka Weglowa SA* | | | 8,312 | | | | 160,383 | |
LPP SA | | | 77 | | | | 157,579 | |
Powszechna Kasa Oszczednosci Bank Polski SA | | | 4,848 | | | | 50,411 | |
Powszechny Zaklad Ubezpieczen SA | | | 3,371 | | | | 34,454 | |
| | | | | | | | |
| | | | | | | 566,433 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Qatar 1.1% | | | | | | | | |
Barwa Real Estate Co. | | | 16,541 | | | $ | 169,669 | |
Industries Qatar QSC | | | 3,548 | | | | 136,601 | |
| | | | | | | | |
| | | | | | | 306,270 | |
| | |
Romania 0.1% | | | | | | | | |
NEPI Rockcastle PLC | | | 2,060 | | | | 17,812 | |
| | |
Russia 3.7% | | | | | | | | |
Alrosa PJSC | | | 14,300 | | | | 21,548 | |
Gazprom PJSC | | | 69,830 | | | | 163,599 | |
Inter RAO UES PJSC | | | 171,000 | | | | 10,170 | |
LUKOIL PJSC | | | 2,746 | | | | 205,588 | |
Magnit PJSC, GDR | | | 2,160 | | | | 28,825 | |
Magnitogorsk Iron & Steel Works PJSC | | | 12,400 | | | | 9,007 | |
MMC Norilsk Nickel PJSC | | | 178 | | | | 29,550 | |
Mobile TeleSystems PJSC, ADR | | | 2,800 | | | | 22,428 | |
Novatek PJSC, GDR | | | 314 | | | | 53,223 | |
Novolipetsk Steel PJSC | | | 6,510 | | | | 15,750 | |
Rosneft Oil Co. PJSC | | | 2,040 | | | | 14,275 | |
Sberbank of Russia PJSC, ADR | | | 17,975 | | | | 212,105 | |
Severstal PJSC | | | 1,180 | | | | 18,298 | |
Surgutneftegas PJSC, ADR | | | 6,705 | | | | 26,686 | |
Tatneft PJSC | | | 11,470 | | | | 135,034 | |
X5 Retail Group NV, GDR | | | 1,728 | | | | 40,371 | |
| | | | | | | | |
| | | | | | | 1,006,457 | |
| | |
South Africa 4.7% | | | | | | | | |
Absa Group Ltd. | | | 3,995 | | | | 40,492 | |
Anglo American Platinum Ltd. | | | 3,299 | | | | 107,937 | |
Aspen Pharmacare Holdings Ltd. | | | 9,715 | | | | 102,608 | |
Exxaro Resources Ltd. | | | 1,373 | | | | 14,004 | |
FirstRand Ltd. | | | 49,047 | | | | 214,360 | |
Investec Ltd. | | | 16,218 | | | | 100,662 | |
Kumba Iron Ore Ltd. | | | 8,314 | | | | 162,629 | |
Naspers Ltd. (Class N Stock) | | | 1,608 | | | | 282,457 | |
Nedbank Group Ltd. | | | 4,937 | | | | 83,475 | |
Old Mutual Ltd. | | | 27,166 | | | | 41,747 | |
RMB Holdings Ltd. | | | 3,936 | | | | 19,837 | |
Standard Bank Group Ltd. | | | 7,208 | | | | 79,780 | |
Vodacom Group Ltd. | | | 3,483 | | | | 29,349 | |
| | | | | | | | |
| | | | | | | 1,279,337 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 15 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
South Korea 14.2% | | | | | | | | |
Daelim Industrial Co. Ltd. | | | 1,011 | | | $ | 67,431 | |
DB Insurance Co. Ltd. | | | 273 | | | | 17,173 | |
Hana Financial Group, Inc. | | | 6,160 | | | | 206,650 | |
HLB, Inc.* | | | 172 | | | | 13,146 | |
Hotel Shilla Co. Ltd. | | | 390 | | | | 24,422 | |
Industrial Bank of Korea | | | 13,607 | | | | 177,080 | |
KB Financial Group, Inc. | | | 5,963 | | | | 247,677 | |
Kia Motors Corp. | | | 4,552 | | | | 113,108 | |
Korea Investment Holdings Co. Ltd. | | | 225 | | | | 11,736 | |
KT&G Corp. | | | 2,666 | | | | 237,116 | |
LG Uplus Corp. | | | 13,661 | | | | 193,533 | |
Lotte Chemical Corp. | | | 95 | | | | 21,923 | |
NCSoft Corp. | | | 97 | | | | 36,518 | |
POSCO | | | 483 | | | | 109,331 | |
Samsung C&T Corp. | | | 1,664 | | | | 158,825 | |
Samsung Electro-Mechanics Co. Ltd. | | | 743 | | | | 77,763 | |
Samsung Electronics Co. Ltd. | | | 31,576 | | | | 1,179,751 | |
Samsung SDS Co. Ltd. | | | 56 | | | | 9,496 | |
Shinhan Financial Group Co. Ltd. | | | 2,883 | | | | 107,873 | |
SK Hynix, Inc. | | | 5,964 | | | | 359,197 | |
SK Innovation Co. Ltd. | | | 351 | | | | 65,876 | |
SK Telecom Co. Ltd. | | | 955 | | | | 224,267 | |
Woori Bank | | | 14,516 | | | | 201,262 | |
| | | | | | | | |
| | | | | | | 3,861,154 | |
| | |
Taiwan 12.5% | | | | | | | | |
AU Optronics Corp. | | | 167,000 | | | | 66,203 | |
Catcher Technology Co. Ltd. | | | 4,000 | | | | 40,520 | |
Cathay Financial Holding Co. Ltd. | | | 134,000 | | | | 213,163 | |
China Development Financial Holding Corp. | | | 75,000 | | | | 24,162 | |
China Life Insurance Co. Ltd. | | | 14,000 | | | | 13,333 | |
CTBC Financial Holding Co. Ltd. | | | 89,000 | | | | 59,557 | |
Far Eastern New Century Corp. | | | 17,000 | | | | 17,114 | |
Feng TAY Enterprise Co. Ltd. | | | 2,000 | | | | 12,072 | |
Formosa Petrochemical Corp. | | | 5,000 | | | | 19,780 | |
Formosa Plastics Corp. | | | 21,000 | | | | 68,735 | |
Fubon Financial Holding Co. Ltd. | | | 37,000 | | | | 58,179 | |
Globalwafers Co. Ltd. | | | 1,000 | | | | 8,051 | |
Hon Hai Precision Industry Co. Ltd. | | | 20,800 | | | | 53,328 | |
Inventec Corp. | | | 14,000 | | | | 11,327 | |
Largan Precision Co. Ltd. | | | 1,000 | | | | 109,648 | |
Mega Financial Holding Co. Ltd. | | | 191,000 | | | | 161,317 | |
Micro-Star International Co. Ltd. | | | 4,000 | | | | 8,919 | |
Nanya Technology Corp. | | | 84,000 | | | | 141,006 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Taiwan (cont’d.) | | | | | | | | |
Novatek Microelectronics Corp. | | | 36,000 | | | $ | 159,426 | |
President Chain Store Corp. | | | 21,000 | | | | 237,688 | |
Shin Kong Financial Holding Co. Ltd. | | | 578,208 | | | | 190,537 | |
SinoPac Financial Holdings Co. Ltd. | | | 543,660 | | | | 184,798 | |
Taiwan High Speed Rail Corp. | | | 11,000 | | | | 10,905 | |
Taiwan Semiconductor Manufacturing Co. Ltd. | | | 117,000 | | | | 887,241 | |
Uni-President Enterprises Corp. | | | 109,000 | | | | 263,021 | |
Yageo Corp. | | | 13,188 | | | | 136,812 | |
Yuanta Financial Holding Co. Ltd. | | | 467,000 | | | | 226,996 | |
Zhen Ding Technology Holding Ltd. | | | 3,000 | | | | 6,910 | |
| | | | | | | | |
| | | | | | | 3,390,748 | |
| | |
Thailand 1.9% | | | | | | | | |
Bangkok Dusit Medical Services PCL (Class F Stock) | | | 99,000 | | | | 73,315 | |
Electricity Generating PCL | | | 2,300 | | | | 16,051 | |
Indorama Ventures PCL | | | 8,780 | | | | 14,442 | |
Kasikornbank PCL | | | 8,900 | | | | 53,660 | |
Land & Houses PCL | | | 63,300 | | | | 19,693 | |
PTT Exploration & Production PCL | | | 7,900 | | | | 33,302 | |
PTT Global Chemical PCL | | | 89,800 | | | | 209,996 | |
PTT PCL | | | 58,100 | | | | 89,653 | |
| | | | | | | | |
| | | | | | | 510,112 | |
| | |
Turkey 1.4% | | | | | | | | |
Akbank TAS | | | 91,129 | | | | 107,866 | |
Coca-Cola Icecek AS | | | 13,219 | | | | 65,221 | |
Eregli Demir ve Celik Fabrikalari TAS | | | 6,774 | | | | 10,983 | |
Ford Otomotiv Sanayi A/S | | | 12,821 | | | | 137,906 | |
Haci Omer Sabanci Holding A/S | | | 19,965 | | | | 25,446 | |
KOC Holding A/S | | | 4,170 | | | | 11,639 | |
Turkiye Garanti Bankasi A/S | | | 12,859 | | | | 16,087 | |
| | | | | | | | |
| | | | | | | 375,148 | |
| | |
United Arab Emirates 0.0% | | | | | | | | |
Aldar Properties PJSC | | | 21,284 | | | | 10,018 | |
| | |
United States 0.1% | | | | | | | | |
JBS SA | | | 5,300 | | | | 14,569 | |
| | | | | | | | |
TOTAL COMMON STOCKS (cost $25,237,109) | | | | | | | 25,531,253 | |
| | | | | | | | |
See Notes to Financial Statements.
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 17 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
EXCHANGE TRADED FUND 2.8% | | | | | | | | |
| | |
United States | | | | | | | | |
iShares MSCI Emerging Markets ETF (cost $747,493) | | | 19,049 | | | $ | 745,959 | |
| | | | | | | | |
| | |
PREFERRED STOCKS 2.7% | | | | | | | | |
| | |
Brazil 2.1% | | | | | | | | |
Cia Brasileira de Distribuicao (PRFC) | | | 900 | | | | 18,824 | |
Cia Paranaense de Energia (PRFC) (Class B Stock) | | | 23,800 | | | | 167,492 | |
Itau Unibanco Holding SA (PRFC) | | | 5,700 | | | | 75,265 | |
Itausa-Investimentos Itau SA (PRFC) | | | 95,280 | | | | 286,749 | |
Petroleo Brasileiro SA (PRFC) | | | 5,100 | | | | 37,837 | |
| | | | | | | | |
| | | | | | | 586,167 | |
| | |
South Korea 0.6% | | | | | | | | |
LG Chem Ltd. (PRFC) | | | 43 | | | | 7,554 | |
Samsung Electronics Co. Ltd. (PRFC) | | | 4,800 | | | | 151,133 | |
| | | | | | | | |
| | | | | | | 158,687 | |
| | | | | | | | |
TOTAL PREFERRED STOCKS (cost $710,571) | | | | | | | 744,854 | |
| | | | | | | | |
TOTAL LONG-TERM INVESTMENTS (cost $26,695,173) | | | | | | | 27,022,066 | |
| | | | | | | | |
| | |
SHORT-TERM INVESTMENTS 0.5% | | | | | | | | |
| | |
AFFILIATED MUTUAL FUNDS | | | | | | | | |
PGIM Core Ultra Short Bond Fund(w) | | | 69,757 | | | | 69,757 | |
PGIM Institutional Money Market Fund (cost $69,547; includes $69,250 of cash collateral for securities on loan)(b)(w) | | | 69,541 | | | | 69,541 | |
| | | | | | | | |
TOTAL SHORT-TERM INVESTMENTS (cost $139,304) | | | | | | | 139,298 | |
| | | | | | | | |
TOTAL INVESTMENTS 100.1% (cost $26,834,477) | | | | | | | 27,161,364 | |
Liabilities in excess of other assets (0.1)% | | | | | | | (16,788 | ) |
| | | | | | | | |
NET ASSETS 100.0% | | | | | | $ | 27,144,576 | |
| | | | | | | | |
The following abbreviations are used in the annual report:
144A—Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid.
See Notes to Financial Statements.
ADR—American Depositary Receipt
ETF—Exchange Traded Fund
GDR—Global Depositary Receipt
LIBOR—London Interbank Offered Rate
MSCI—Morgan Stanley Capital International
PJSC—Public Joint-Stock Company
PRFC—Preference Shares
UTS—Unit Trust Security
* | Non-income producing security. |
(a) | All or a portion of security is on loan. The aggregate market value of such securities, including those sold and pending settlement, is $72,380; cash collateral of $69,250 (included in liabilities) was received with which the Fund purchased highly liquid short-term investments. |
(b) | Represents security purchased with cash collateral received for securities on loan and includes dividend reinvestment. |
(w) | PGIM Investments LLC, the manager of the Fund, also serves as manager of the PGIM Core Ultra Short Bond Fund and PGIM Institutional Money Market Fund. |
Fair Value Measurements:
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1—unadjusted quoted prices generally in active markets for identical securities.
Level 2—quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.
Level 3—unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.
The following is a summary of the inputs used as of October 31, 2018 in valuing such portfolio securities:
| | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | |
Investments in Securities | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | |
Brazil | | $ | 1,687,053 | | | $ | — | | | $ | — | |
Chile | | | 354,565 | | | | — | | | | — | |
China | | | 1,521,501 | | | | 6,514,691 | | | | — | |
Colombia | | | 214,819 | | | | — | | | | — | |
Czech Republic | | | — | | | | 177,273 | | | | — | |
Hong Kong | | | — | | | | 32,517 | | | | — | |
Hungary | | | — | | | | 44,433 | | | | — | |
India | | | 467,025 | | | | 1,543,747 | | | | — | |
Indonesia | | | — | | | | 256,918 | | | | — | |
Luxembourg | | | 13,455 | | | | — | | | | — | |
Malaysia | | | — | | | | 461,355 | | | | — | |
Mexico | | | 514,845 | | | | — | | | | — | |
Pakistan | | | — | | | | 184,741 | | | | — | |
Peru | | | 90,284 | | | | — | | | | — | |
Philippines | | | — | | | | 113,973 | | | | — | |
Poland | | | — | | | | 566,433 | | | | — | |
Qatar | | | — | | | | 306,270 | | | | — | |
Romania | | | — | | | | 17,812 | | | | — | |
Russia | | | 383,638 | | | | 622,819 | | | | — | |
See Notes to Financial Statements.
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 19 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | |
Investments in Securities (continued) | | | | | | | | | | | | |
Common Stocks (continued) | | | | | | | | | | | | |
South Africa | | $ | — | | | $ | 1,279,337 | | | $ | — | |
South Korea | | | — | | | | 3,861,154 | | | | — | |
Taiwan | | | — | | | | 3,390,748 | | | | — | |
Thailand | | | — | | | | 510,112 | | | | — | |
Turkey | | | — | | | | 375,148 | | | | — | |
United Arab Emirates | | | — | | | | 10,018 | | | | — | |
United States | | | 14,569 | | | | — | | | | — | |
Exchange Traded Fund | | | | | | | | | | | | |
United States | | | 745,959 | | | | — | | | | — | |
Preferred Stocks | | | | | | | | | | | | |
Brazil | | | 586,167 | | | | — | | | | — | |
South Korea | | | — | | | | 158,687 | | | | — | |
Affiliated Mutual Funds | | | 139,298 | | | | — | | | | — | |
| | | | | | | | | | | | |
Total | | $ | 6,733,178 | | | $ | 20,428,186 | | | $ | — | |
| | | | | | | | | | | | |
Industry Classification:
The industry classification of investments and liabilities in excess of other assets shown as a percentage of net assets as of October 31, 2018 were as follows (unaudited):
| | | | |
Banks | | | 16.8 | % |
Oil, Gas & Consumable Fuels | | | 8.3 | |
Interactive Media & Services | | | 6.0 | |
Semiconductors & Semiconductor Equipment | | | 5.7 | |
Technology Hardware, Storage & Peripherals | | | 5.1 | |
Metals & Mining | | | 4.4 | |
Insurance | | | 4.0 | |
Wireless Telecommunication Services | | | 3.3 | |
Internet & Direct Marketing Retail | | | 3.1 | |
IT Services | | | 2.8 | |
Exchange Traded Fund | | | 2.8 | |
Real Estate Management & Development | | | 2.6 | |
Pharmaceuticals | | | 2.4 | |
Food Products | | | 2.3 | |
Automobiles | | | 2.2 | |
Diversified Telecommunication Services | | | 1.8 | |
Capital Markets | | | 1.8 | |
Chemicals | | | 1.8 | |
Food & Staples Retailing | | | 1.8 | |
Media | | | 1.7 | |
Industrial Conglomerates | | | 1.7 | |
Textiles, Apparel & Luxury Goods | | | 1.6 | |
Electronic Equipment, Instruments & Components | | | 1.6 | |
Tobacco | | | 1.6 | |
Independent Power & Renewable Electricity Producers | | | 1.5 | % |
Diversified Financial Services | | | 1.4 | |
Multiline Retail | | | 1.3 | |
Construction & Engineering | | | 1.3 | |
Machinery | | | 1.1 | |
Construction Materials | | | 1.0 | |
Electric Utilities | | | 0.8 | |
Transportation Infrastructure | | | 0.8 | |
Auto Components | | | 0.7 | |
Hotels, Restaurants & Leisure | | | 0.6 | |
Health Care Providers & Services | | | 0.6 | |
Affiliated Mutual Funds (0.3% represents investments purchased with collateral from securities on loan) | | | 0.5 | |
Household Products | | | 0.3 | |
Beverages | | | 0.2 | |
Gas Utilities | | | 0.2 | |
Thrifts & Mortgage Finance | | | 0.1 | |
Entertainment | | | 0.1 | |
Personal Products | | | 0.1 | |
Specialty Retail | | | 0.1 | |
Water Utilities | | | 0.1 | |
Leisure Products | | | 0.1 | |
Containers & Packaging | | | 0.0 | * |
See Notes to Financial Statements.
Industry Classification (continued):
| | | | |
Paper & Forest Products | | | 0.0 | *% |
Electrical Equipment | | | 0.0 | * |
| | | | |
| | | 100.1 | |
Liabilities in excess of other assets | | | (0.1 | ) |
| | | | |
| | | 100.0 | % |
| | | | |
Financial Instruments/Transactions—Summary of Offsetting and Netting Arrangements:
The Fund entered into financial instruments/transactions during the reporting period that are either offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements that permit offsetting. The information about offsetting and related netting arrangements for financial instruments/transactions, where the legal right to set-off exists, is presented in the summary below.
Offsetting of financial instrument/transaction assets and liabilities:
| | | | | | | | | | | | |
Description | | Gross Market Value of Recognized Assets/ (Liabilities) | | | Collateral Pledged/ (Received)(1) | | | Net Amount | |
Securities on Loan | | $ | 72,380 | | | $ | (69,250 | ) | | $ | 3,130 | |
| | | | | | | | | | | | |
(1) | Collateral amount disclosed by the Fund is limited to the market value of financial instruments/transactions. |
See Notes to Financial Statements.
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 21 | |
Statement of Assets & Liabilities
as of October 31, 2018
| | | | |
Assets | | | | |
Investments at value, including securities on loan of $72,380: | | | | |
Unaffiliated investments (cost $26,695,173) | | $ | 27,022,066 | |
Affiliated investments (cost $139,304) | | | 139,298 | |
Foreign currency, at value (cost $23,090) | | | 23,278 | |
Dividends and interest receivable | | | 35,217 | |
Receivable for Fund shares sold | | | 34,449 | |
Tax reclaim receivable | | | 4,185 | |
Due from Manager | | | 1,145 | |
Prepaid expenses | | | 844 | |
| | | | |
Total Assets | | | 27,260,482 | |
| | | | |
| |
Liabilities | | | | |
Payable to broker for collateral for securities on loan | | | 69,250 | |
Custodian and accounting fees payable | | | 32,659 | |
Shareholders’ reports payable | | | 8,566 | |
Accrued expenses and other liabilities | | | 4,253 | |
Payable for Fund shares reacquired | | | 1,106 | |
Affiliated transfer agent fee payable | | | 46 | |
Payable for investments purchased | | | 26 | |
| | | | |
Total Liabilities | | | 115,906 | |
| | | | |
| |
Net Assets | | $ | 27,144,576 | |
| | | | |
| | | | |
Net assets were comprised of: | | | | |
Shares of beneficial interest, at par | | $ | 2,504 | |
Paid-in capital in excess of par | | | 26,187,034 | |
Total distributable earnings (loss) | | | 955,038 | |
| | | | |
Net assets, October 31, 2018 | | $ | 27,144,576 | |
| | | | |
| |
Class R6 | | | | |
Net asset value, offering price and redemption price per share, ($27,144,576 ÷ 2,504,183 shares of beneficial interest issued and outstanding) | | $ | 10.84 | |
| | | | |
See Notes to Financial Statements.
Statement of Operations
Year Ended October 31, 2018
| | | | |
Net Investment Income (Loss) | |
Income | |
Unaffiliated dividend income (net of $118,746 foreign withholding tax) | | $ | 818,633 | |
Income from securities lending, net (including affiliated income of $1,016) | | | 1,699 | |
Affiliated dividend income | | | 1,634 | |
Interest income | | | 47 | |
| | | | |
Total income | | | 822,013 | |
| | | | |
|
Expenses | |
Management fee | | | 223,196 | |
Custodian and accounting fees | | | 115,767 | |
Audit fee | | | 32,320 | |
Legal fees and expenses | | | 19,672 | |
Shareholders’ reports | | | 16,568 | |
Trustees’ fees | | | 12,543 | |
Transfer agent’s fees and expenses (including affiliated expense of $217) | | | 290 | |
Registration fees | | | 188 | |
Miscellaneous | | | 37,760 | |
| | | | |
Total expenses | | | 458,304 | |
Less: Fee waiver and/or expense reimbursement | | | (101,191 | ) |
| | | | |
Net expenses | | | 357,113 | |
| | | | |
Net investment income (loss) | | | 464,900 | |
| | | | |
|
Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions | |
Net realized gain (loss) on: | |
Investment transactions (including affiliated of $(3)) | | | 279,388 | |
Foreign currency transactions | | | (17,244 | ) |
| | | | |
| | | 262,144 | |
| | | | |
Net change in unrealized appreciation (depreciation) on: | |
Investments (including affiliated of $(6)) (net of change in foreign capital gains taxes $13,730) | | | (4,495,360 | ) |
Foreign currencies | | | 601 | |
| | | | |
| | | (4,494,759 | ) |
| | | | |
Net gain (loss) on investment and foreign currency transactions | | | (4,232,615 | ) |
| | | | |
Net Increase (Decrease) In Net Assets Resulting From Operations | | $ | (3,767,715 | ) |
| | | | |
See Notes to Financial Statements.
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 23 | |
Statements of Changes in Net Assets
| | | | | | | | |
| | Year Ended October 31, 2018 | | | November 29, 2016** through October 31, 2017 | |
Increase (Decrease) in Net Assets | | | | | | | | |
Operations | | | | | | | | |
Net investment income (loss) | | $ | 464,900 | | | $ | 329,911 | |
Net realized gain (loss) on investment and foreign currency transactions | | | 262,144 | | | | 1,512,629 | |
Net change in unrealized appreciation (depreciation) on investments and foreign currencies | | | (4,494,759 | ) | | | 4,821,872 | |
| | | | | | | | |
Net increase (decrease) in net assets resulting from operations | | | (3,767,715 | ) | | | 6,664,412 | |
| | | | | | | | |
| | |
Dividends and Distributions | | | | | | | | |
Distributions from distributable earnings* | | | | | | | | |
Class R6 | | | (1,869,012 | ) | | | — | |
| | | | | | | | |
Dividends from net investment income | | | | | | | | |
Class R6 | | | * | | | | (72,647 | ) |
| | | | | | | | |
| | |
Fund share transactions | | | | | | | | |
Net proceeds from shares sold | | | 3,217,983 | | | | 22,189,446 | |
Net asset value of shares issued in reinvestment of dividends and distributions | | | 1,869,012 | | | | 72,647 | |
Cost of shares reacquired | | | (775,578 | ) | | | (383,972 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from Fund share transactions | | | 4,311,417 | | | | 21,878,121 | |
| | | | | | | | |
Total increase (decrease) | | | (1,325,310 | ) | | | 28,469,886 | |
| | |
Net Assets: | | | | | | | | |
Beginning of period | | | 28,469,886 | | | | — | |
| | | | | | | | |
End of period(a) | | $ | 27,144,576 | | | $ | 28,469,886 | |
| | | | | | | | |
(a) Includes undistributed/(distributions in excess of) net investment income of: | | $ | * | | | $ | 298,463 | |
| | | | | | | | |
* | For the year ended October 31, 2018, the Fund has adopted amendments to Regulation S-X (refer to Note 9). |
** | Commencement of operations. |
See Notes to Financial Statements.
Notes to Financial Statements
Prudential Investment Portfolios 2 (“PIP2”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company. PIP2 consists of eleven separate series: PGIM Core Conservative Bond Fund, PGIM Core Short-Term Bond Fund, PGIM Core Ultra Short Bond Fund, PGIM Institutional Money Market Fund, PGIM Jennison Small-Cap Core Equity Fund, PGIM QMA Emerging Markets Equity Fund, PGIM QMA International Developed Markets Index Fund, PGIM QMA Mid-Cap Core Equity Fund, PGIM QMA US Broad Market Index Fund and PGIM TIPS Fund, each of which are diversified funds and PGIM QMA Commodity Strategies Fund (formerly known as Prudential Commodity Strategies Fund), which is a non-diversified fund for purposes of the 1940 Act and may invest a greater percentage of their assets in the securities of a single company or other issuer than a diversified fund. Investing in a non-diversified fund involves greater risk than investing in a diversified fund because a loss resulting from the decline in value of any one security may represent a greater portion of the total assets of a non-diversified fund. These financial statements relate only to the PGIM QMA Emerging Markets Equity Fund (the “Fund”). Effective June 11, 2018, the names of the Fund and the other funds which comprise PIP2 were changed by replacing “Prudential” with “PGIM” and each fund’s Class Q shares were renamed Class R6 shares.
The investment objective of the Fund is to seek to provide returns in excess of the Morgan Stanley Capital International Emerging Markets Index over full market cycles.
1. Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services—Investment Companies. The following accounting policies conform to U.S. generally accepted accounting principles. The Fund consistently follows such policies in the preparation of its financial statements.
Securities Valuation: The Fund holds securities and other assets and liabilities that are fair valued at the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The PIP2’s Board of Trustees (the “Board”) has adopted valuation procedures for security valuation under which fair valuation responsibilities have been delegated to PGIM Investments LLC (“PGIM Investments” or the “Manager”). Pursuant to the Board’s delegation, a Valuation Committee has been established as two persons, being one or more officers of PIP2, including: the PIP2’s Treasurer (or the Treasurer’s direct reports); and the PIP2’s Chief or Deputy Chief Compliance Officer (or Vice-President-level direct reports of the Chief or Deputy Chief Compliance Officer). Under the current valuation procedures, the Valuation Committee of the Board is responsible for
| | |
PGIM QMA Emerging Markets Equity Fund | | 25 |
Notes to Financial Statements (continued)
supervising the valuation of portfolio securities and other assets and liabilities. The valuation procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. A record of the Valuation Committee’s actions is subject to the Board’s review, approval, and ratification at its next regularly scheduled quarterly meeting.
For the fiscal reporting period-end, securities and other assets and liabilities were fair valued at the close of the last U.S. business day. Trading in certain foreign securities may occur when the NYSE is closed (including weekends and holidays). Because such foreign securities trade in markets that are open on weekends and U.S. holidays, the values of some of the Fund’s foreign investments may change on days when investors cannot purchase or redeem Fund shares.
Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the Schedule of Investments and referred to herein as the “fair value hierarchy” in accordance with FASB ASC Topic 820—Fair Value Measurements and Disclosures.
Common and preferred stocks, exchange-traded funds, and derivative instruments, such as futures or options, that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange where the security principally trades. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 in the fair value hierarchy. In the event that no sale or official closing price on valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in the fair value hierarchy.
Foreign equities traded on foreign securities exchanges are generally valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 in the fair value hierarchy. The models generate an evaluated adjustment factor for each security, which is applied to the local closing price to adjust it for post closing market movements up to the time the Fund is valued. Utilizing that evaluated adjustment factor, the vendor provides an evaluated price for each security. If the vendor does not provide an evaluated price, securities are valued in accordance with exchange-traded common and preferred stock valuation policies discussed above.
Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 in the fair value hierarchy since they may be purchased or sold at their net asset values on the date of valuation.
Securities and other assets that cannot be priced according to the methods described above are valued based on pricing methodologies approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in the fair value hierarchy.
When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the Manager regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other unaffiliated mutual funds to calculate their net asset values.
Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:
(i) market value of investment securities, other assets and liabilities—at the current rates of exchange;
(ii) purchases and sales of investment securities, income and expenses—at the rates of exchange prevailing on the respective dates of such transactions.
Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, the Fund does not generally isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities held at the end of the period. Similarly, the Fund does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, holding period realized foreign currency gains (losses) are included in the reported net realized gains (losses) on investment transactions.
Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from the disposition of holdings of foreign currencies, currency gains (losses) realized between the trade and settlement dates on securities transactions, and the difference between the amounts of interest, dividends and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 27 | |
Notes to Financial Statements (continued)
paid. Net unrealized currency gains (losses) arise from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates.
Master Netting Arrangements: PIP2, on behalf of the Fund, is subject to various Master Agreements, or netting arrangements, with select counterparties. These are agreements which a subadviser may have negotiated and entered into on behalf of the Fund. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Fund to cover the Fund’s exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. In addition to master netting arrangements, the right to set-off exists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the right to set-off the amount owed with the amount owed by the other party, the reporting party intends to set-off and the right of set-off is enforceable by law. During the reporting period, there was no intention to settle on a net basis and all amounts are presented on a gross basis on the Statement of Assets and Liabilities.
Securities Lending: The Fund lends its portfolio securities to banks and broker-dealers. The loans are secured by collateral at least equal to the market value of the securities loaned. Collateral pledged by each borrower is invested in an affiliated money market fund and is marked to market daily, based on the previous day’s market value, such that the value of the collateral exceeds the value of the loaned securities. In the event of significant appreciation in value of securities on loan on the last business day of the reporting period, the financial statements may reflect a collateral value that is less than the market value of the loaned securities. Such shortfall is remedied as described above. Loans are subject to termination at the option of the borrower or the Fund. Upon termination of the loan, the borrower will return to the Fund securities identical to the loaned securities. Should the borrower of the securities fail financially, the Fund has the right to repurchase the securities in the open market using the collateral.
The Fund recognizes income, net of any rebate and securities lending agent fees, for lending its securities in the form of fees or interest on the investment of any cash received as collateral. The borrower receives all interest and dividends from the securities loaned and such payments are passed back to the lender in amounts equivalent thereto. The Fund also continues to recognize any unrealized gain (loss) in the market price of the securities loaned and on the change in the value of the collateral invested that may occur during the term of the loan. In addition, realized gain (loss) is recognized on changes in the value of the collateral invested upon liquidation of the collateral. Net earnings from securities lending are disclosed on the Statement of Operations as “Income from securities lending, net”.
Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains (losses) from investment and currency transactions are calculated on the specific identification method. Dividend income is recorded on the ex-date. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual.
Taxes: It is the Fund’s policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required. Withholding taxes on foreign dividends, interest and capital gains, if any, are recorded, net of reclaimable amounts, at the time the related income is earned.
Dividends and Distributions: The Fund expects to pay dividends from net investment income and distributions from net realized capital gains, if any, annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified amongst total distributable earnings (loss) and paid-in capital in excess of par, as appropriate.
Estimates: The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
2. Agreements
PIP2, on behalf of the Fund, has a management agreement with PGIM Investments. Pursuant to this agreement, PGIM Investments has responsibility for all investment advisory services and supervises the subadviser’s performance of such services. In addition, under the management agreement, PGIM Investments provides all of the administrative functions necessary for the organization, operation and management of the Fund. PGIM Investments administers the corporate affairs of the Fund and, in connection therewith, furnishes the Fund with office facilities, together with those ordinary clerical and bookkeeping services which are not being furnished by the Fund’s custodian and the Fund’s transfer agent. PGIM Investments is also responsible for the staffing and management of dedicated groups of legal, marketing, compliance and related personnel necessary for the operation of the Fund. The legal, marketing, compliance and related personnel are also responsible for the management and oversight of the various service providers to the Fund, including, but not limited to, the custodian, transfer agent, and accounting agent.
PGIM Investments has entered into a subadvisory agreement with Quantitative Management Associates LLC (“QMA”). The subadvisory agreement provides that QMA will furnish investment advisory services in connection with the management of the Fund. In connection therewith, QMA is obligated to keep certain books and records of the Fund. PGIM
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 29 | |
Notes to Financial Statements (continued)
Investments pays for the services of QMA, the cost of compensation of officers of the Fund, occupancy and certain clerical and bookkeeping costs of the Fund. The Fund bears all other costs and expenses.
The management fee paid to PGIM Investments is accrued daily and payable monthly at an annual rate of 0.750% of the Fund’s average daily net assets.
PGIM Investments has contractually agreed, through February 28, 2019, to limit total annual operating expenses after fee waivers and/or expense reimbursements to 1.20% of average daily net assets for Class R6 shares. This contractual waiver excludes interest, brokerage, taxes (such as income and foreign withholding taxes, stamp duty and deferred tax expenses), acquired fund fees and expenses, extraordinary expenses, and certain other Fund expenses such as dividend and interest expense and broker charges on short sales. Expenses waived/reimbursed by the Manager in accordance with this agreement may be recouped by the Manager within the same fiscal year during which such waiver/reimbursement is made if such recoupment can be realized without exceeding the expense limit in effect at the time of the recoupment for that fiscal year. Effective November 1, 2018 this waiver agreement was extended through February 29, 2020.
PIP2, on behalf of the Fund, has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”), which acts as the distributor of the Class R6 shares of the Fund. No distribution or service fees are paid to PIMS as distributor for Class R6 shares of the Fund.
PGIM Investments, PIMS and QMA are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).
3. Other Transactions with Affiliates
Prudential Mutual Fund Services LLC (“PMFS”), an affiliate of PGIM Investments and an indirect, wholly-owned subsidiary of Prudential, serves as the Fund’s transfer agent. Transfer agent’s fees and expenses in the Statement of Operations include certain out-of-pocket expenses paid to non-affiliates, where applicable.
The Fund may enter into certain securities purchase or sale transactions under Board approved Rule 17a-7 procedures. Rule 17a-7 is an exemptive rule under the 1940 Act, that, subject to certain conditions, permits purchase and sale transactions among affiliated investment companies, or between an investment company and a person that is affiliated solely by reason of having a common (or affiliated) investment adviser, common directors,
and/or common officers. Such transactions are subject to ratification by the Board. For the reporting period ended October 31, 2018, no such transactions were entered into by the Fund.
The Fund may invest its overnight sweep cash in the PGIM Core Ultra Short Bond Fund (the “Core Fund”), and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), each a series of PIP2, registered under the 1940 Act and managed by PGIM Investments. For the reporting period ended October 31, 2018, PGIM, Inc. was compensated $384 by PGIM Investments for managing the Fund’s securities lending cash collateral as subadviser to the Money Market Fund. Earnings from the Core Fund and Money Market Fund are disclosed on the Statement of Operations as “Affiliated dividend income” and “Income from securities lending, net”, respectively.
4. Portfolio Securities
The aggregate cost of purchases and proceeds from sales of portfolio securities (excluding short-term investments and U.S. Government securities) for the year ended October 31, 2018, were $37,759,325 and $35,083,190, respectively.
A summary of the cost of purchases and proceeds from sales of shares of affiliated mutual funds for the year ended October 31, 2018, is presented as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Value, Beginning of Year | | | Cost of Purchases | | | Proceeds from Sales | | | Change in Unrealized Gain (Loss) | | | Realized Gain (Loss) | | | Value, End of Year | | | Shares, End of Year | | | Income | |
| PGIM Core Ultra Short Bond Fund* | | | | | | | | | | | | | | | | | | | | | |
$ | 18,470 | | | $ | 29,399,880 | | | $ | 29,348,593 | | | $ | — | | | $ | — | | | $ | 69,757 | | | | 69,757 | | | $ | 1,634 | |
| | | | | |
| PGIM Institutional Money Market Fund* | | | | | | | | | | | | | | | | | | | | | |
| 481,949 | | | | 5,026,434 | | | | 5,438,833 | | | | (6 | ) | | | (3 | ) | | | 69,541 | | | | 69,541 | | | | 1,016 | ** |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
$ | 500,419 | | | $ | 34,426,314 | | | $ | 34,787,426 | | | $ | (6 | ) | | $ | (3 | ) | | $ | 139,298 | | | | | | | $ | 2,650 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
* | The Fund did not have any capital gain distributions during the reporting period. |
** | This amount is included in “Income from securities lending, net” on the Statement of Operations. |
5. Distributions and Tax Information
Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-date.
For the years ended October 31, 2018 and period ended October 31, 2017, the tax character of dividends paid by the Fund were $1,869,012 and $72,647 of ordinary income, respectively.
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 31 | |
Notes to Financial Statements (continued)
As of October 31, 2018, the accumulated undistributed earnings on a tax basis were $440,194 of ordinary income and $259,565 of long-term capital gains.
The United States federal income tax basis of the Fund’s investments and the net unrealized appreciation as of October 31, 2018 were as follows:
| | | | | | |
Tax Basis | | Gross Unrealized Appreciation | | Gross Unrealized Depreciation | | Net Unrealized Appreciation |
$26,906,085 | | $2,247,116 | | $(1,991,837) | | $255,279 |
The differences between book basis and tax basis were primarily attributable to deferred losses on wash sales, corporate spin-off adjustment and other cost basis differences between financial and tax accounting.
Management has analyzed the Fund’s tax positions taken on federal, state and local income tax returns for all open tax years and has concluded that no provision for income tax is required in the Fund’s financial statements for the current reporting period. The Fund’s federal, state and local income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.
6. Capital and Ownership
The Fund offers Class R6 shares. Effective as of May 22, 2017, shares of the Fund are registered under the Securities Act of 1933, as amended.
PIP2 has authorized an unlimited number of shares of beneficial interest at $0.001 par value per share.
As of October 31, 2018, Prudential, through its affiliated entities, including affiliated funds (if applicable), owned 2,504,183 Class R6 shares of the Fund. At reporting period end, one
shareholder of record held 86% of the Fund’s outstanding shares on behalf of multiple beneficial owners, of which all were held by an affiliate of Prudential.
Transactions in shares of beneficial interest were as follows:
| | | | | | | | |
Class R6 | | Shares | | | Amount | |
Year ended October 31, 2018: | | | | | | | | |
Shares sold | | | 260,427 | | | $ | 3,217,983 | |
Shares issued in reinvestment of dividends and distributions | | | 149,044 | | | | 1,869,012 | |
Shares reacquired | | | (61,115 | ) | | | (775,578 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 348,356 | | | $ | 4,311,417 | |
| | | | | | | | |
Period ended October 31, 2017*: | | | | | | | | |
Shares sold | | | 2,178,550 | | | $ | 22,189,446 | |
Shares issued in reinvestment of dividends and distributions | | | 7,286 | | | | 72,647 | |
Shares reacquired | | | (30,009 | ) | | | (383,972 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 2,155,827 | | | $ | 21,878,121 | |
| | | | | | | | |
* | Commencement of operations was November 29, 2016. |
7. Borrowings
PIP2, on behalf of the Fund, along with other affiliated registered investment companies (the “Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The SCA provides for a commitment of $900 million for the period October 4, 2018 through October 3, 2019. The Funds pay an annualized commitment fee of 0.15% of the unused portion of the SCA. Each Fund’s portion of the commitment fee for the unused amount, allocated based upon a method approved by the Board, is accrued daily and paid quarterly. Prior to October 4, 2018, the Funds had another SCA that provided a commitment of $900 million and the Funds paid an annualized commitment fee of 0.15% of the unused portion of the SCA. The interest on borrowings under both SCAs is paid monthly and at a per annum interest rate based upon a contractual spread plus the higher of (1) the effective federal funds rate, (2) the 1-month LIBOR rate or (3) zero percent.
Other affiliated registered investment companies that are parties to the SCA include portfolios that are subject to a predetermined mathematical formula used to manage certain benefit guarantees offered under variable annuity contracts. The formula may result in large scale asset flows into and out of these portfolios. Consequently, these portfolios may be more likely to utilize the SCA for purposes of funding redemptions. It may be possible for those portfolios to fully exhaust the committed amount of the SCA, thereby requiring the Manager to allocate available funding per a Board-approved methodology designed to treat the Funds in the SCA equitably.
The Fund did not utilize the SCA during the reporting period ended October 31, 2018.
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 33 | |
Notes to Financial Statements (continued)
8. Risks of Investing in the Fund
The Fund’s risks include, but are not limited to, some or all of the risks discussed below:
Emerging Markets Risk: The risks of foreign investments are greater for investments in or exposed to emerging markets. Emerging market countries typically have economic and political systems that are less fully developed, and can be expected to be less stable, than those of more developed countries. For example, the economies of such countries can be subject to rapid and unpredictable rates of inflation or deflation. Low trading volumes may result in a lack of liquidity and price volatility. Emerging market countries may have policies that restrict investment by non-US investors, or that prevent non-US investors from withdrawing their money at will.
Equity and Equity-Related Securities Risks: The value of a particular security could go down and you could lose money. In addition to an individual security losing value, the value of the equity markets or a sector in which the Fund invests could go down. The Fund’s holdings can vary significantly from broad market indexes and the performance of the Fund can deviate from the performance of these indexes. Different parts of a market can react differently to adverse issuer, market, regulatory, political and economic developments.
Geographic Concentration Risk: The Fund’s performance may be closely tied to the market, economic, political, regulatory or other conditions in the countries or regions in which the Fund invests. This can result in more pronounced risks based upon conditions that impact one or more countries or regions more or less than other countries or regions.
9. Recent Accounting Pronouncements and Reporting Updates
In August 2018, the Securities and Exchange Commission (the “SEC”) adopted amendments to Regulation S-X to update and simplify the disclosure requirements for registered investment companies by eliminating requirements that are redundant or duplicative of US GAAP requirements or other SEC disclosure requirements. The new amendments require the presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities and the total, rather than the components, of dividends from net investment income and distributions from net realized gains on the Statements of Changes in Net Assets. The amendments also removed the requirement for the parenthetical disclosure of undistributed net investment income on the Statements of Changes in Net Assets and certain tax adjustments that were reflected in the Notes to Financial Statements. All of these have been reflected in the Fund’s financial statements.
In August 2018, the FASB issued Accounting Standards Update (“ASU”) No. 2018-13, which changes certain fair value measurement disclosure requirements. The new ASU, in
addition to other modifications and additions, removes the requirement to disclose the amount and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, and the Fund’s policy for the timing of transfers between levels. The amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the implications of certain provisions of the ASU and has determined to early adopt aspects related to the removal and modification of certain fair value measurement disclosures under the ASU effective immediately. At this time, management is evaluating the implications of certain other provisions of the ASU related to new disclosure requirements and any impact on the financial statement disclosures has not yet been determined.
| | | | |
PGIM QMA Emerging Markets Equity Fund | | | 35 | |
Financial Highlights
| | | | | | | | | | | | |
Class R6 Shares | |
| | Year Ended October 31, 2018 | | | | | | November 29, 2016(a) through October 31, 2017 | |
Per Share Operating Performance(b): | | | | | | | | | | | | |
Net Asset Value, Beginning of Period | | | $13.21 | | | | | | | | $10.00 | |
Income (loss) from investment operations: | | | | | | | | | | | | |
Net investment income (loss) | | | 0.20 | | | | | | | | 0.16 | |
Net realized and unrealized gain (loss) on investment and foreign currency transactions | | | (1.71 | ) | | | | | | | 3.09 | |
Total from investment operations | | | (1.51 | ) | | | | | | | 3.25 | |
Less Dividends and Distributions: | | | | | | | | | | | | |
Dividends from net investment income | | | (0.17 | ) | | | | | | | (0.04 | ) |
Distributions from net realized gains | | | (0.69 | ) | | | | | | | - | |
Total dividends and distributions | | | (0.86 | ) | | | | | | | (0.04 | ) |
Net asset value, end of period | | | $10.84 | | | | | | | | $13.21 | |
Total Return(c): | | | (12.31)% | | | | | | | | 32.58% | |
Ratios/Supplemental Data: | |
Net assets, end of period (000) | | | $27,145 | | | | | | | | $28,470 | |
Average net assets (000) | | | $29,759 | | | | | | | | $24,017 | |
Ratios to average net assets(d): | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | 1.20% | | | | | | | | 1.20% | (e) |
Expenses before waivers and/or expense reimbursement | | | 1.54% | | | | | | | | 1.74% | (e) |
Net investment income (loss) | | | 1.56% | | | | | | | | 1.49% | (e) |
Portfolio turnover rate(f) | | | 118% | | | | | | | | 102% | |
(a) | Commencement of operations. |
(b) | Calculated based on average shares outstanding during the period. |
(c) | Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized. |
(d) | Does not include expenses of the underlying funds in which the Fund invests. |
(f) | The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher. |
See Notes to Financial Statements.
Report of Independent Registered Public Accounting Firm
The Board of Trustees and Shareholders
Prudential Investment Portfolios 2:
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of PGIM QMA Emerging Markets Equity Fund (formerly Prudential QMA Emerging Markets Equity Fund) (the “Fund”), a series of Prudential Investment Portfolios 2, including the schedule of investments, as of October 31, 2018, the related statement of operations for the year then ended, the statements of changes in net assets for the year ended October 31, 2018 and the period from November 29, 2016 (commencement of operations) through October 31, 2017, and the related notes (collectively, the financial statements) and the financial highlights for the year or period indicated therein. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, the changes in its net assets for the year ended October 31, 2018 and the period from November 29, 2016 (commencement of operations) through October 31, 2017, and the financial highlights for the year or period indicated therein, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of October 31, 2018, by correspondence with the custodians, transfer agents and brokers or by other appropriate auditing procedures when replies from brokers were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.
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We have served as the auditor of one or more PGIM and/or Prudential Retail investment companies since 2003.
New York, New York
December 17, 2018
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PGIM QMA Emerging Markets Equity Fund | | | 37 | |
Federal Income Tax Information (unaudited)
For the year ended October 31, 2018, the Fund reports the maximum amount allowable, but not less than 23.08% of the ordinary income dividends paid during the period as qualified dividend income in accordance with Section 854 of the Internal Revenue Code.
For the year ended October 31, 2018, the Fund made an election to pass through the maximum amount of the portion of the ordinary income dividends paid derived from foreign source income as well as any foreign taxes paid by the Fund in accordance with Section 853 of the Internal Revenue Code of the following amounts: $118,746 foreign tax credit from recognized foreign source income of $958,195.
In January 2019, you will be advised on IRS Form 1099-DIV or substitute 1099-DIV as to the federal tax status of the dividends received by you in calendar year 2018.
INFORMATION ABOUT BOARD MEMBERS AND OFFICERS (unaudited)
Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.
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Independent Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Ellen S. Alberding (60) Board Member Portfolios Overseen: 93 | | President and Board Member, The Joyce Foundation (charitable foundation) (since 2002); Vice Chair, City Colleges of Chicago (community college system) (2011-2015); Trustee, National Park Foundation (charitable foundation for national park system) (2009-2018); Trustee, Economic Club of Chicago (since 2009); Trustee, Loyola University (since 2018). | | None. | | Since September 2013 |
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Kevin J. Bannon (66) Board Member Portfolios Overseen: 93 | | Retired; Managing Director (April 2008-May 2015) and Chief Investment Officer (October 2008-November 2013) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds. | | Director of Urstadt Biddle Properties (equity real estate investment trust) (since September 2008). | | Since July 2008 |
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Linda W. Bynoe (66) Board Member Portfolios Overseen: 93 | | President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Ltd. (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co. (broker-dealer). | | Director of Anixter International, Inc. (communication products distributor) (since January 2006); Director of Northern Trust Corporation (financial services) (since April 2006); Trustee of Equity Residential (residential real estate) (since December 2009). | | Since March 2005 |
PGIM QMA Emerging Markets Equity Fund
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Independent Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Barry H. Evans (58) Board Member Portfolios Overseen: 92 | | Retired; formerly President (2005 – 2016), Global Chief Operating Officer (2014– 2016), Chief Investment Officer – Global Head of Fixed Income (1998-2014), and various portfolio manager roles (1986-2006), Manulife Asset Management U.S. | | Director, Manulife Trust Company (since 2011); formerly Director, Manulife Asset Management Limited (2015-2017); formerly Chairman of the Board of Directors of Manulife Asset Management U.S. (2005-2016); formerly Chairman of the Board, Declaration Investment Management and Research (2008-2016). | | Since September 2017 |
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Keith F. Hartstein (62) Board Member & Independent Chair Portfolios Overseen: 93 | | Retired; Member (since November 2014) of the Governing Council of the Independent Directors Council (organization of independent mutual fund directors); formerly President and Chief Executive Officer (2005-2012), Senior Vice President (2004-2005), Senior Vice President of Sales and Marketing (1997-2004), and various executive management positions (1990-1997), John Hancock Funds, LLC (asset management); Chairman, Investment Company Institute’s Sales Force Marketing Committee (2003-2008). | | None. | | Since September 2013 |
Visit our website at pgiminvestments.com
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Independent Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Laurie Simon Hodrick (56) Board Member Portfolios Overseen: 92 | | A. Barton Hepburn Professor Emerita of Economics in the Faculty of Business, Columbia Business School (since 2018); Visiting Professor of Law, Stanford Law School (since 2015); Visiting Fellow at the Hoover Institution, Stanford University (since 2015); Sole Member, ReidCourt LLC (since 2008) (a consulting firm); formerly A. Barton Hepburn Professor of Economics in the Faculty of Business, Columbia Business School (1996-2017); formerly Managing Director, Global Head of Alternative Investment Strategies, Deutsche Bank (2006-2008). | | Independent Director, Corporate Capital Trust (since April 2017) (a business development company); Independent Director, Kabbage, Inc. (since July 2018) (financial services). | | Since September 2017 |
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Michael S. Hyland, CFA (73) Board Member Portfolios Overseen: 93 | | Retired (since February 2005); formerly Senior Managing Director (July 2001-February 2005) of Bear Stearns & Co, Inc.; Global Partner, INVESCO (1999-2001); Managing Director and President of Salomon Brothers Asset Management (1989-1999). | | None. | | Since July 2008 |
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Richard A. Redeker (75) Board Member Portfolios Overseen: 93 | | Retired Mutual Fund Senior Executive (50 years); Management Consultant; Director, Mutual Fund Directors Forum (since 2014); Independent Directors Council (organization of independent mutual fund directors)-Executive Committee, Chair of Policy Steering Committee, Governing Council. | | None. | | Since October 1993 |
PGIM QMA Emerging Markets Equity Fund
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Independent Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Brian K. Reid (56)# Board Member Portfolios Overseen: 92 | | Retired; formerly Chief Economist for the Investment Company Institute (ICI) (2005-2017); formerly Senior Economist and Director of Industry and Financial Analysis at the ICI (1998-2004); formerly Senior Economist, Industry and Financial Analysis at the ICI (1996-1998); formerly Staff Economist at the Federal Reserve Board (1989-1996); Director, ICI Mutual Insurance Company (2012-2017). | | None. | | Since March 2018 |
# | Mr. Reid joined the Board effective as of March 1, 2018. |
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Interested Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Stuart S. Parker (56) Board Member & President Portfolios Overseen: 93 | | President of PGIM Investments LLC (formerly known as Prudential Investments LLC) (since January 2012); Executive Vice President of Prudential Investment Management Services LLC (since December 2012); formerly Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of PGIM Investments LLC (June 2005-December 2011). | | None. | | Since January 2012 |
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Interested Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Scott E. Benjamin (45) Board Member & Vice President Portfolios Overseen:93 | | Executive Vice President (since June 2009) of PGIM Investments LLC; Executive Vice President (June 2009-June 2012) and Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, PGIM Investments (since February 2006); formerly Vice President of Product Development and Product Management, PGIM Investments LLC (2003-2006). | | None. | | Since March 2010 |
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Grace C. Torres* (59) Board Member Portfolios Overseen: 92 | | Retired; formerly Treasurer and Principal Financial and Accounting Officer of the PGIM Funds, Target Funds, Advanced Series Trust, Prudential Variable Contract Accounts and The Prudential Series Fund (1998-June 2014); Assistant Treasurer (March 1999-June 2014) and Senior Vice President (September 1999-June 2014) of PGIM Investments LLC; Assistant Treasurer (May 2003-June 2014) and Vice President (June 2005-June 2014) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (May 2003-June 2014) of Prudential Annuities Advisory Services, Inc. | | Formerly Director (July 2015-January 2018) of Sun Bancorp, Inc. N.A. and Sun National Bank; Director (since January 2018) of OceanFirst Financial Corp. and OceanFirst Bank. | | Since November 2014 |
* Note: Prior to her retirement in 2014, Ms. Torres was employed by PGIM Investments LLC. Due to her prior employment, she is considered to be an “interested person” under the 1940 Act. Ms. Torres is a Non-Management Interested Board Member.
PGIM QMA Emerging Markets Equity Fund
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Fund Officers(a) | | | | |
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Name, Address and Age Position with Fund | | Principal Occupation(s) During Past Five Years | | Length of Service as Fund Officer |
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Raymond A. O’Hara (63) Chief Legal Officer | | Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company of America (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March 2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of PGIM Investments LLC (since June 2012); Chief Legal Officer of Prudential Mutual Fund Services LLC (since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012); formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of The Hartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987) and Partner (January 1988–August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard, Grodd & Hasenauer, P.C.). | | Since June 2012 |
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Chad A. Earnst (43) Chief Compliance Officer | | Chief Compliance Officer (September 2014-Present) of PGIM Investments LLC; Chief Compliance Officer (September 2014-Present) of the PGIM Funds, Target Funds, Advanced Series Trust, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc., PGIM Global Short Duration High Yield Income Fund, Inc., PGIM Short Duration High Yield Fund, Inc. and PGIM Jennison MLP Income Fund, Inc.; formerly Assistant Director (March 2010-August 2014) of the Asset Management Unit, Division of Enforcement, US Securities & Exchange Commission; Assistant Regional Director (January 2010-August 2014), Branch Chief (June 2006–December 2009) and Senior Counsel (April 2003-May 2006) of the Miami Regional Office, Division of Enforcement, US Securities & Exchange Commission. | | Since September 2014 |
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Dino Capasso (44) Deputy Chief Compliance Officer | | Vice President and Deputy Chief Compliance Officer (June 2017-Present) of PGIM Investments LLC; formerly, Senior Vice President and Senior Counsel (January 2016-June 2017), and Vice President and Counsel (February 2012-December 2015) of Pacific Investment Management Company LLC. | | Since March 2018 |
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Andrew R. French (56) Secretary | | Vice President and Corporate Counsel (since February 2010) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of PGIM Investments LLC; Vice President and Assistant Secretary (since January 2007) of Prudential Mutual Fund Services LLC. | | Since October 2006 |
Visit our website at pgiminvestments.com
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Fund Officers(a) | | | | |
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Name, Address and Age Position with Fund | | Principal Occupation(s) During Past Five Years | | Length of Service as Fund Officer |
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Jonathan D. Shain (60) Assistant Secretary | | Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of PGIM Investments LLC; Vice President and Assistant Secretary (since February 2001) of Prudential Mutual Fund Services LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc. | | Since May 2005 |
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Claudia DiGiacomo (44) Assistant Secretary | | Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of PGIM Investments LLC (since December 2005); formerly Associate at Sidley Austin Brown & Wood LLP (1999-2004). | | Since December 2005 |
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Charles H. Smith (45) Anti-Money Laundering Compliance Officer | | Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2015) of Prudential; committee member of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (since January 2016); formerly Global Head of Economic Sanctions Compliance at AIG Property Casualty (February 2007 – December 2014); Assistant Attorney General at the New York State Attorney General’s Office, Division of Public Advocacy. (August 1998 —January 2007). | | Since January 2017 |
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Brian D. Nee (52) Treasurer and Principal Financial and Accounting Officer | | Vice President and Head of Finance of PGIM Investments LLC (since August 2015) and PGIM Global Partners (since February 2017); formerly, Vice President, Treasurer’s Department of Prudential (September 2007-August 2015). | | Since July 2018 |
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Peter Parrella (60) Assistant Treasurer | | Vice President (since 2007) and Director (2004-2007) within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC (1997-2004). | | Since June 2007 |
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Lana Lomuti (51) Assistant Treasurer | | Vice President (since 2007) and Director (2005-2007), within Prudential Mutual Fund Administration; formerly Assistant Treasurer (December 2007-February 2014) of The Greater China Fund, Inc. | | Since April 2014 |
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Linda McMullin (57) Assistant Treasurer | | Vice President (since 2011) and Director (2008-2011) within Prudential Mutual Fund Administration. | | Since April 2014 |
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Kelly A. Coyne (50) Assistant Treasurer | | Director, Investment Operations of Prudential Mutual Fund Services LLC (since 2010). | | Since March 2015 |
(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.
Explanatory Notes to Tables:
∎ | | Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with PGIM Investments LLC and/or an affiliate of PGIM Investments LLC. |
∎ | | Unless otherwise noted, the address of all Board Members and Officers is c/o PGIM Investments LLC, 655 Broad Street, Newark, New Jersey 07102-4410. |
∎ | | There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75. |
PGIM QMA Emerging Markets Equity Fund
∎ | | “Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act. |
∎ | | “Portfolios Overseen” includes all investment companies managed by PGIM Investments LLC. The investment companies for which PGIM Investments LLC serves as manager include the PGIM Funds, The Prudential Variable Contract Accounts, PGIM ETF Trust, PGIM Short Duration High Yield Fund, Inc., PGIM Global Short Duration High Yield Fund, Inc., The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust. |
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Approval of Advisory Agreements (unaudited)
The Funds’ Boards of Trustees
The Boards of Trustees (the “Board”) of the PGIM Day One Underlying Funds (each, a “Fund, and collectively, the “Funds”)1 consists of twelve individuals, nine of whom are not “interested persons” of the Funds, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”). The Board is responsible for the oversight of each Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Trustees have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Trustee. The Board has established four standing committees: the Audit Committee, the Nominating and Governance Committee, and two Investment Committees. Each committee is chaired by, and composed of, Independent Trustees.
Annual Approval of the Funds’ Advisory Agreements
As required under the 1940 Act, the Board determines annually whether to renew each Fund’s management agreement with PGIM Investments LLC (“PGIM Investments”) and each Fund’s subadvisory agreement with Quantitative Management Associates LLC (“QMA”). In considering the renewal of the agreements, the Board, including all of the Independent Trustees, met on June 7, 2018 and on June 19-21, 2018 and approved the renewal of the agreements through July 31, 2019, after concluding that the renewal of the agreements was in the best interests of each Fund and its shareholders.
In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PGIM Investments and QMA. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.
In approving the agreements, the Board, including the Independent Trustees advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided, the performance of each Fund, the profitability of PGIM Investments and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with each Fund and its shareholders as each Fund’s assets grow. In their deliberations, the Trustees did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to each Fund.
1 | Each of the PGIM Day One Underlying Funds is a series of Prudential Investment Portfolios 2. The PGIM Day One Underlying Funds discussed herein are: PGIM QMA International Developed Markets Index Fund and PGIM QMA Emerging Markets Equity Fund. |
PGIM QMA Emerging Markets Equity Fund
Approval of Advisory Agreements (continued)
In connection with its deliberations, the Board considered information provided by PGIM Investments throughout the year at regular Board meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the meetings on June 7, 2018 and on June 19-21, 2018.
The Trustees determined that the overall arrangements between each Fund and PGIM Investments, which serves as each Fund’s investment manager pursuant to a management agreement, and between PGIM Investments and QMA, which serves as each Fund’s subadviser pursuant to the terms of subadvisory agreements with PGIM Investments, are in the best interests of each Fund and its shareholders in light of the services performed, fees charged and such other matters as the Trustees considered relevant in the exercise of their business judgment.
The material factors and conclusions that formed the basis for the Trustees’ reaching their determinations to approve the continuance of the agreements are separately discussed below.
Nature, Quality and Extent of Services
The Board received and considered information regarding the nature, quality and extent of services provided to each Fund by PGIM Investments and QMA. The Board considered the services provided by PGIM Investments, including but not limited to the oversight of the subadviser for each Fund, as well as the provision of fund recordkeeping, compliance, and other services to each Fund. With respect to PGIM Investments’ oversight of the subadviser, the Board noted that PGIM Investments’ Strategic Investment Research Group (“SIRG”), which is a business unit of PGIM Investments, is responsible for monitoring and reporting to PGIM Investments’ senior management on the performance and operations of the subadviser. The Board also considered that PGIM Investments pays the salaries of all of the officers and interested Trustees of the Funds who are part of Fund management. The Board also considered the investment subadvisory services provided by QMA, including investment research and security selection, as well as adherence to each Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PGIM Investments’ evaluation of the subadviser, as well as PGIM Investments’ recommendation, based on its review of the subadviser, to renew the subadvisory agreements.
The Board considered the qualifications, backgrounds and responsibilities of PGIM Investments’ senior management responsible for the oversight of each Fund and, QMA and also considered the qualifications, backgrounds and responsibilities of the QMA portfolio managers who are responsible for the day-to-day management of each Fund’s portfolio. The Board was provided with information pertaining to PGIM Investments’, and QMA’s organizational structure, senior management, investment operations, and other relevant
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information pertaining to PGIM Investments and QMA. The Board also noted that it received favorable compliance reports from the Funds’ Chief Compliance Officer (“CCO”) as to each of PGIM Investments and QMA. The Board noted that QMA is affiliated with PGIM Investments.
The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PGIM Investments and the subadvisory services provided to each Fund by QMA, and that there was a reasonable basis on which to conclude that each Fund benefits from the services provided by PGIM Investments and QMA under the management and subadvisory agreements.
Costs of Services and Profits Realized by PGIM Investments
The Board was provided with information on the profitability of PGIM Investments and its affiliates in serving as each Fund’s investment manager. The Board discussed with PGIM Investments the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. However, the Board considered that the cost of services provided by PGIM Investments during the year ended December 31, 2017 exceeded the management fees paid by each Fund, resulting in an operating loss to PGIM Investments. Taking these factors into account, the Board concluded that the profitability of PGIM Investments and its affiliates in relation to the services rendered was not unreasonable.
Economies of Scale
The Board received and discussed information concerning economies of scale that PGIM Investments may realize as each Fund’s assets grow beyond current levels. During the course of time, the Board has considered information regarding the launch date of each Fund, the management fees of each Fund compared to those of similarly managed funds and PGIM Investments’ investment in each Fund over time. The Board noted that, while the management fee schedule for each Fund does not have breakpoints in its management fees, economies of scale can be shared with each Fund in other ways, including low management fees from inception, additional technological and personnel investments to enhance shareholder services, and maintaining existing expense structures in the face of a rising cost environment. The Board also considered PGIM Investments’ assertion that it continually evaluates the management fee schedule of each Fund and the potential to share economies of scale through breakpoints or fee waivers as asset levels increase.
PGIM QMA Emerging Markets Equity Fund
Approval of Advisory Agreements (continued)
The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PGIM Investments’ costs are not specific to individual funds, but rather are incurred across a variety of products and services.
Other Benefits to PGIM Investments and QMA
The Board considered potential ancillary benefits that might be received by PGIM Investments, QMA and their affiliates as a result of their relationship with each Fund. The Board concluded that potential benefits to be derived by PGIM Investments included transfer agency fees received by each Fund’s transfer agent (which is affiliated with PGIM Investments), and benefits to its reputation as well as other intangible benefits resulting from PGIM Investments’ association with the Funds. The Board concluded that the potential benefits to be derived by QMA included its ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PGIM Investments and QMA were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.
Performance of the Funds / Fees and Expenses
The Board considered certain additional specific factors and made related conclusions relating to the historical performance of each Fund for the one-year period ended December 31, 2017. The Board considered that PGIM QMA International Developed Markets Index Fund commenced operations on November 17, 2016 and that PGIM QMA Emerging Markets Equity Fund commenced operations on November 29, 2016 and that longer-term performance was not yet available.
The Board also considered each Fund’s actual management fee, as well as each Fund’s net total expense ratio, for the fiscal period ended October 31, 2017. The Board considered the management fee for each Fund as compared to the management fee charged by PGIM Investments to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for each Fund represents the actual expense ratio incurred by Fund shareholders.
The mutual funds included in the Peer Universe, which was used to consider performance, and the Peer Group, which was used to consider expenses and fees, for each Fund were objectively determined by Broadridge, an independent provider of mutual fund data. In certain circumstances, PGIM Investments also may have provided supplemental Peer Universe or Peer Group information, for reasons addressed with the Board. The
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comparisons placed each Fund in various quartiles, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).
The section below summarizes key factors considered by the Board and the Board’s conclusions regarding each Fund’s performance, fees and overall expenses. For each Fund, the table sets forth gross performance comparisons (which do not reflect the impact on performance of any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the impact of fund expenses, or any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.
PGIM QMA International Developed Markets Index Fund
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Gross Performance | | 1 Year | | 3 Years | | 5 Years | | 10 Years |
| 3rd Quartile | | N/A | | N/A | | N/A |
Actual Management Fees: 1st Quartile |
Net Total Expenses: 2nd Quartile |
| • | | The Board noted that the Fund outperformed its benchmark index over the one-year period. |
| • | | The Board noted that the Fund does not yet have a three-year performance record and that, therefore, the subadviser should have more time to develop that record. |
| • | | The Board noted that effective as of December 1, 2016 the Manager contractually agreed to cap Fund expenses (exclusive of certain fees and expenses) at 0.30% through February 28, 2019. |
| • | | The Board concluded that in light of the above, it would be in the best interests of the Fund and its shareholders to continue to allow the Fund to create a performance record, and to renew the agreements. |
| • | | The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided. |
PGIM QMA Emerging Markets Equity Fund
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Gross Performance | | 1 Year | | 3 Years | | 5 Years | | 10 Years |
| 2nd Quartile | | N/A | | N/A | | N/A |
Actual Management Fees: 3rd Quartile |
Net Total Expenses: 2nd Quartile |
| • | | The Board noted that the Fund outperformed its benchmark index over the one-year period. |
PGIM QMA Emerging Markets Equity Fund
Approval of Advisory Agreements (continued)
| • | | The Board noted that the Fund does not yet have a three-year performance record and that, therefore, the subadviser should have more time to develop that record. |
| • | | The Board noted that effective as of December 1, 2016 the Manager contractually agreed to cap Fund expenses (exclusive of certain fees and expenses) at 1.20% through February 28, 2019. |
| • | | The Board concluded that in light of the above, it would be in the best interests of the Fund and its shareholders to continue to allow the Fund to create a performance record, and to renew the agreements. |
| • | | The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided. |
* * *
After full consideration of these factors, the Board concluded that approval of the agreements was in the best interests of each Fund and its shareholders.
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Visit our website at pgiminvestments.com | | |
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∎ MAIL | | ∎ TELEPHONE | | ∎ WEBSITE |
655 Broad Street Newark, NJ 07102 | | (800) 225-1852 | | www.pgiminvestments.com |
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PROXY VOTING |
The Board of Trustees of the Fund has delegated to the Fund’s subadviser the responsibility for voting any proxies and maintaining proxy recordkeeping with respect to the Fund. A description of these proxy voting policies and procedures is available without charge, upon request, by calling (800) 225-1852. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available on the Fund’s website and on the Securities and Exchange Commission’s website at the end of August. |
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DIRECTORS |
Ellen S. Alberding • Kevin J. Bannon • Scott E. Benjamin • Linda W. Bynoe • Barry H. Evans • Keith F. Hartstein • Laurie Simon Hodrick • Michael S. Hyland • Stuart S. Parker • Richard A. Redeker • Brian K. Reid • Grace C. Torres |
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OFFICERS |
Stuart S. Parker, President • Scott E. Benjamin, Vice President • Brian D. Nee, Treasurer and Principal Financial and Accounting Officer • Raymond A. O’Hara, Chief Legal Officer • Andrew R. French, Secretary • Chad A. Earnst, Chief Compliance Officer • Dino Capasso, Vice President and Deputy Chief Compliance Officer • Charles H. Smith, Anti-Money Laundering Compliance Officer • Jonathan D. Shain, Assistant Secretary • Claudia DiGiacomo, Assistant Secretary • Peter Parrella, Assistant Treasurer • Lana Lomuti, Assistant Treasurer • Linda McMullin, Assistant Treasurer • Kelly A. Coyne, Assistant Treasurer |
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MANAGER | | PGIM Investments LLC | | 655 Broad Street Newark, NJ 07102 |
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SUBADVISER | | Quantitative Management Associates LLC | | Gateway Center Two 100 Mulberry Street Newark, NJ 07102 |
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DISTRIBUTOR | | Prudential Investment Management Services LLC | | 655 Broad Street Newark, NJ 07102 |
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CUSTODIAN | | The Bank of New York Mellon | | 225 Liberty Street New York, NY 10286 |
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TRANSFER AGENT | | Prudential Mutual Fund Services LLC | | PO Box 9658 Providence, RI 02940 |
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INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | KPMG LLP | | 345 Park Avenue New York, NY 10154 |
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FUND COUNSEL | | Willkie Farr & Gallagher LLP | | 787 Seventh Avenue New York, NY 10019 |
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An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. The prospectus contains this and other information about the Fund. An investor may obtain a prospectus by visiting our website at www.pgiminvestments.com or by calling (800) 225-1852. The prospectus should be read carefully before investing. |
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SHAREHOLDER COMMUNICATIONS WITH DIRECTORS |
Shareholders can communicate directly with the Board of Trustees by writing to the Chair of the Board, PGIM QMA Emerging Markets Equity Fund, PGIM Investments, Attn: Board of Trustees, 655 Broad Street, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee by writing to the same address. Communications are not screened before being delivered to the addressee. |
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AVAILABILITY OF PORTFOLIO SCHEDULE |
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. |
Mutual Funds:
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ARE NOT INSURED BY THE FDIC OR ANY FEDERAL GOVERNMENT AGENCY | | MAY LOSE VALUE | | ARE NOT A DEPOSIT OF OR GUARANTEED BY ANY BANK OR ANY BANK AFFILIATE |
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PGIM QMA EMERGING MARKETS EQUITY FUND
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SHARE CLASS | | R6* |
NASDAQ | | PQEMX |
CUSIP | | 74440E706 |
*Formerly known as Class Q shares.
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PGIM QMA INTERNATIONAL DEVELOPED MARKETS INDEX FUND
(Formerly known as Prudential QMA International Developed Markets Index Fund)
ANNUAL REPORT
OCTOBER 31, 2018
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Objective: To provide investment results that approximate the performance of the Russell Developed Ex-North America Large Cap Net Index. |
Highlights (unaudited)
• | | The Fund closely tracked the performance of the Russell Developed Ex-North America Large-Cap Net Index (the Index) over the 12-month reporting period that ended October 31, 2018. |
• | | The Fund holds almost all stocks included in the Index in approximately the same proportions. |
This report is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus.
The views expressed in this report and information about the Fund’s portfolio holdings are for the period covered by this report and are subject to change thereafter.
Mutual funds are distributed by Prudential Investment Management Services LLC, a Prudential Financial company and member SIPC. QMA is the primary business name of Quantitative Management Associates LLC, a registered investment adviser and a wholly owned subsidiary of PGIM, Inc., a Prudential Financial company. © 2018 Prudential Financial, Inc. and its related entities. PGIM and the PGIM logo are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.
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2 | | Visit our website at pgiminvestments.com |
Your Fund’s Performance (unaudited)
Performance data quoted represents past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted.
| | | | | | |
| | Average Annual Total Returns as of 10/31/18 |
| | One Year (%) | | | Since Inception (%) |
Class R6* | | | –7.22 | | | 8.14 (11/17/16) |
Russell Developed Ex-North America Large Cap Net Index |
| | | –6.82 | | | 8.89 |
Lipper International Large-Cap Core Funds Average** |
| | | –8.60 | | | 7.23 |
Lipper International Multi-Cap Core Funds Average** |
| | | –8.50 | | | 7.36 |
Growth of a $10,000 Investment
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The graph compares a $10,000 investment in the Fund with a similar investment in the Russell Developed Ex-North America Large Cap Net Index by portraying the initial account values at the Fund’s commencement of operations (November 17, 2016) and the account values at the end of the current fiscal year (October 31, 2018), as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) all recurring fees (including management fees) were deducted; and (b) all dividends
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PGIM QMA International Developed Markets Index Fund | | | 3 | |
Your Fund’s Performance (continued)
and distributions were reinvested. Without waiver of fees and/or expense reimbursements, the returns would have been lower.
Past performance does not predict future performance. Total returns and the ending account values in the graph include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.
Source: PGIM Investments LLC and Lipper Inc.
*Formerly known as Class Q shares.
**The Fund is compared to the Lipper International Large-Cap Core performance universe, although Lipper classifies the Fund in the Lipper International Multi-Cap Core Funds performance universe. The Lipper International Large-Cap Core performance universe is utilized because the Fund’s manager believes that the funds included in this universe provide a more appropriate basis for Fund performance comparisons.
The returns in the tables do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares. Since Inception returns for the Index and the Lipper Averages are measured from the closest month-end to the Fund’s inception date.
Benchmark Definitions
Russell Developed Ex-North America Large Cap Net Index—The Russell Developed Ex-North America Large Cap Net Index measures the performance of the largest investable securities in developed countries globally, excluding companies assigned to the United States.
Lipper International Large-Cap Core Funds Average—The Lipper International Large-Cap Core Funds Average are funds that, by portfolio practice, invest at least 75% of their equity assets in companies strictly outside of the US with market capitalizations (on a three-year weighted basis) above Lipper’s international large-cap floor. International large-cap core funds typically have average characteristics compared to their large-cap-specific subset of the MSCI EAFE Index.
Lipper International Multi-Cap Core Funds Average—The Lipper International Multi-Cap Core Funds Average are funds that, by portfolio practice, invest in a variety of market capitalization ranges without concentrating 75% of their equity assets in any one market capitalization range over an extended period of time. International multi-cap core funds typically have average characteristics compared to the MSCI EAFE Index.
Investors cannot invest directly in an index or average. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Averages reflect the deduction of operating expenses of a mutual fund, but not sales charges or taxes.
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4 | | Visit our website at pgiminvestments.com |
Presentation of Fund Holdings
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Five Largest Holdings expressed as a percentage of net assets as of 10/31/18 (%) | |
iShares MSCI EAFE ETF | | | 2.9 | |
Nestle SA, Food Products | | | 1.7 | |
Novartis AG, Pharmaceuticals | | | 1.2 | |
Roche Holding AG, Pharmaceuticals | | | 1.1 | |
HSBC Holdings PLC, Banks | | | 1.1 | |
Holdings reflect only long-term investments and are subject to change.
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Five Largest Industries expressed as a percentage of net assets as of 10/31/18 (%) | |
Banks | | | 9.8 | |
Pharmaceuticals | | | 6.5 | |
Oil, Gas & Consumable Fuels | | | 5.6 | |
Insurance | | | 5.2 | |
Chemicals | | | 3.6 | |
Industry weightings reflect only long-term investments and are subject to change.
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PGIM QMA International Developed Markets Index Fund | | | 5 | |
Strategy and Performance Overview (unaudited)
How did the Fund perform?
The PGIM QMA International Developed Markets Index Fund’s Class R6 shares returned –7.22% for the 12-month reporting period that ended October 31, 2018, underperforming the –6.82% return of the Russell Developed Ex North America Large-Cap Index (the Index).
What were the market conditions?
• | | In a major event capping 2017, the US Congress passed a tax reform bill that was signed into law in December. The law cut the corporate tax rate to 21% from 35% and reduced individual tax rates, including lowering the top rate to 37% from 39.6%. The US equity markets advanced in anticipation of the law and surged into the new year. |
• | | In late January through February of 2018, US equities experienced a steep decline, triggered by an inflation scare and US protectionist trade measures. The market pullback was accompanied by a sharp spike in volatility that drove the unwinding of investors’ short volatility positions. These positions seek to profit from the potential of continued low levels of volatility. |
• | | US equities remained range bound during the spring, despite 25% year-over-year earnings growth in the first two quarters of 2018, fueled by the fiscal stimulus of corporate tax cuts. The economic backdrop was also favorable, amid continued strong growth. Equity performance may have been restrained by geopolitical concerns. Anxiety regarding a global trade war emerged in March, eased in May, but intensified again in June on the heels of unprecedented acrimony at the G7 (Group of Seven) summit and the Trump administration’s threat to impose tariffs on Chinese goods. The G7 consists of Canada, France, Germany, Italy, Japan, the United Kingdom (the UK), and the US. These countries, with the seven largest advanced economies in the world, represent more than 62% of global net wealth. Retaliatory measures by China ignited fears of a tit-for-tat escalation cycle that could be destructive for global economic growth. |
• | | Fears of a trade war abated toward the end of the summer, with good news heralded by a trade agreement between the US and Mexico, lower-than-expected tariffs on $200 billion of Chinese goods, and a trade deal with Canada that concluded the renegotiation of the North American Free Trade Agreement. US equity markets surged in response, delivering strong gains from July to September and reaching new highs as geopolitical anxiety eased and strong corporate earnings continued. |
• | | US equities were volatile in October 2018, declining amid investor concerns about the pace of US economic growth and the outlook for corporate earnings. Toward the end of the month, US equities retraced some of their losses on positive economic news and solid earnings reports. |
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6 | | Visit our website at pgiminvestments.com |
• | | At the end of the reporting period, US economic growth was continuing, while growth in other major economies had moderated. Overall, 2018 appeared to be a year of global growth divergence, whereas 2017 was characterized by synchronized global economic recovery. |
• | | US economic growth was accompanied by rising interest rates and a stronger US dollar, which strained emerging markets economies. Higher US interest rates caused capital outflows from the emerging markets, leading to the sharp depreciation of emerging markets currencies and unleashing a vicious cycle of increased inflation and central bank rate hikes. This was especially true in countries with significant political problems, economic imbalances, and limited reserves, such as Turkey and Argentina. Trade tensions and the high price of crude oil further exacerbated the problem, even in stronger emerging markets countries, by putting additional pressure on their foreign currency reserves. Nevertheless, the potential of an emerging markets crisis appeared to be contained at the end of the period, thanks to China’s commitment to doing “whatever it takes” to keep its own economy stable and the proactive stance of emerging markets central banks overall. |
• | | In Europe and Japan, economic growth slowed since the beginning of 2018, roiled by negative news such as tariff uncertainty, protracted negotiations over the UK’s exit from the European Union, and the possibility of Italy leaving as well. Consequently, non-US developed markets stocks were weak, while emerging markets stocks declined. In contrast, the S&P 500 Index generated a solidly positive return during the same period. QMA believes the divergence in equity returns between the US and other developed markets countries has reached an unprecedented level and thinks they are likely to converge. |
• | | US small-cap equities outperformed from March to July at the height of the trade tensions, perceived by investors as a domestic asset class that could provide safe haven from macroeconomic turbulence abroad. With trade tensions easing, this sector gave back some of its gains toward the end of the reporting period. |
• | | The Federal Reserve (the Fed) continued tightening US monetary policy, having raised short-term rates six times from the beginning of 2017 through the end of the reporting period. This has lifted the short-term end of the US Treasury yield curve, while the long-term end has remained anchored by interest rate differentials with the rest of the world and investors’ fears about the maturity of the US business cycle. As a result, the US Treasury yield curve flattened throughout 2018. |
• | | US Treasury securities and investment-grade corporate bonds underperformed US equities between January 1 and October 31, 2018. At the same time, high yield corporate bonds performed strongly, as spreads (yield differentials versus US Treasuries) narrowed due to the healthy economic backdrop. |
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PGIM QMA International Developed Markets Index Fund | | | 7 | |
Strategy and Performance Overview (continued)
How was the Fund managed?
• | | The Fund closely tracked the Index’s performance over the reporting period. |
• | | The Fund holds almost all stocks included in the Index in approximately the same proportions. |
Did the Fund use derivatives, and how did they affect performance?
• | | The Fund held several international stock index futures, including Topix Index Futures, DJ Euro Stoxx Futures, FTSE 100 Futures, and MSCI-EAFE Mini Futures. These derivatives were used to maintain exposure to equities and provide portfolio liquidity. Futures had minimal impact on performance over the reporting period. |
Current outlook
• | | The global economy entered the final quarter of 2018 with good momentum. However, QMA believes growth has become less synchronized, more uneven, and less robust than in 2017, with economic activity accelerating in the US; moderating in the eurozone, the UK, and Japan; and slowing in China. |
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8 | | Visit our website at pgiminvestments.com |
Fees and Expenses (unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, and other Fund expenses, as applicable. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 held through the six-month period ended October 31, 2018. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.
Actual Expenses
The first line for each share class in the table on the following page provides information about actual account values and actual expenses. You may use the information on this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value ÷ $1,000 = 8.6), then multiply the result by the number on the first line under the heading “Expenses Paid During the Six-Month Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line in the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as sales charges (loads). Therefore, the second line in the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
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PGIM QMA International Developed Markets Index Fund | | | 9 | |
Fees and Expenses (continued)
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PGIM QMA International Developed Markets Index Fund | | Beginning Account Value May 1, 2018 | | | Ending Account Value
October 31, 2018 | | | Annualized Expense Ratio Based on the Six-Month Period | | | Expenses Paid During the Six-Month Period* | |
Class R6** | | Actual | | $ | 1,000.00 | | | $ | 901.60 | | | | 0.30 | % | | $ | 1.44 | |
| | Hypothetical | | $ | 1,000.00 | | | $ | 1,023.69 | | | | 0.30 | % | | $ | 1.53 | |
*Fund expenses (net of fee waivers or subsidies, if any) are equal to the annualized expense ratio (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended October 31, 2018, and divided by the 365 days in the Fund’s fiscal year ended October 31, 2018 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.
**Formerly known as Class Q shares.
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10 | | Visit our website at pgiminvestments.com |
Schedule of Investments
as of October 31, 2018
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Description | | Shares | | | Value | |
LONG-TERM INVESTMENTS 93.9% | | | | | | | | |
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COMMON STOCKS 90.4% | | | | | | | | |
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Australia 6.6% | | | | | | | | |
Adelaide Brighton Ltd. | | | 1,140 | | | $ | 4,595 | |
AGL Energy Ltd. | | | 1,769 | | | | 22,605 | |
Alumina Ltd. | | | 6,514 | | | | 11,797 | |
Amcor Ltd. | | | 3,101 | | | | 29,232 | |
AMP Ltd. | | | 7,595 | | | | 13,321 | |
Ansell Ltd. | | | 426 | | | | 7,020 | |
APA Group | | | 3,245 | | | | 22,067 | |
Aristocrat Leisure Ltd. | | | 1,734 | | | | 32,660 | |
ASX Ltd. | | | 540 | | | | 22,740 | |
Aurizon Holdings Ltd. | | | 4,968 | | | | 14,761 | |
AusNet Services | | | 4,484 | | | | 5,426 | |
Australia & New Zealand Banking Group Ltd. | | | 7,814 | | | | 144,183 | |
Bank of Queensland Ltd. | | | 1,028 | | | | 7,054 | |
Bendigo & Adelaide Bank Ltd. | | | 1,410 | | | | 10,260 | |
BHP Billiton Ltd. | | | 8,658 | | | | 198,067 | |
BHP Billiton PLC | | | 5,604 | | | | 111,652 | |
Boral Ltd. | | | 3,203 | | | | 12,805 | |
Brambles Ltd. | | | 4,348 | | | | 32,801 | |
Caltex Australia Ltd. | | | 731 | | | | 14,665 | |
Challenger Ltd. | | | 1,486 | | | | 10,831 | |
CIMIC Group Ltd. | | | 279 | | | | 9,344 | |
Coca-Cola Amatil Ltd. | | | 1,458 | | | | 10,257 | |
Cochlear Ltd. | | | 146 | | | | 18,385 | |
Commonwealth Bank of Australia | | | 4,745 | | | | 233,546 | |
Computershare Ltd. | | | 1,257 | | | | 17,654 | |
Crown Resorts Ltd. | | | 923 | | | | 8,208 | |
CSL Ltd. | | | 1,217 | | | | 163,285 | |
Dexus, REIT | | | 2,854 | | | | 20,612 | |
Domino’s Pizza Enterprises Ltd. | | | 157 | | | | 5,988 | |
Flight Centre Travel Group Ltd. | | | 142 | | | | 4,670 | |
Fortescue Metals Group Ltd. | | | 4,194 | | | | 11,968 | |
Goodman Group, REIT | | | 4,809 | | | | 35,293 | |
GPT Group (The), REIT | | | 4,699 | | | | 17,183 | |
Harvey Norman Holdings Ltd. | | | 1,363 | | | | 3,082 | |
Healthscope Ltd. | | | 5,208 | | | | 7,795 | |
Iluka Resources Ltd. | | | 1,089 | | | | 6,226 | |
Incitec Pivot Ltd. | | | 4,365 | | | | 12,062 | |
Insurance Australia Group Ltd. | | | 6,183 | | | | 29,905 | |
LendLease Group | | | 1,631 | | | | 20,355 | |
Link Administration Holdings Ltd. | | | 1,328 | | | | 7,064 | |
Macquarie Group Ltd. | | | 824 | | | | 68,737 | |
Magellan Financial Group Ltd. | | | 344 | | | | 6,535 | |
Medibank Private Ltd. | | | 7,734 | | | | 15,274 | |
See Notes to Financial Statements.
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PGIM QMA International Developed Markets Index Fund | | | 11 | |
Schedule of Investments (continued)
as of October 31, 2018
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Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
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Australia (cont’d.) | | | | | | | | |
Mirvac Group, REIT | | | 9,651 | | | $ | 14,855 | |
National Australia Bank Ltd. | | | 7,336 | | | | 131,430 | |
Newcrest Mining Ltd. | | | 2,055 | | | | 29,848 | |
Orica Ltd. | | | 982 | | | | 11,929 | |
Origin Energy Ltd.* | | | 4,717 | | | | 24,436 | |
Platinum Asset Management Ltd. | | | 508 | | | | 1,768 | |
Qantas Airways Ltd. | | | 1,932 | | | | 7,482 | |
QBE Insurance Group Ltd. | | | 3,629 | | | | 29,113 | |
Ramsay Health Care Ltd. | | | 333 | | | | 13,281 | |
REA Group Ltd. | | | 137 | | | | 6,965 | |
Reece Ltd. | | | 1,460 | | | | 10,754 | |
Rio Tinto Ltd. | | | 1,100 | | | | 59,879 | |
Rio Tinto PLC | | | 3,103 | | | | 150,797 | |
Santos Ltd. | | | 4,909 | | | | 23,134 | |
Scentre Group, REIT | | | 13,857 | | | | 38,986 | |
SEEK Ltd. | | | 901 | | | | 11,403 | |
Sonic Healthcare Ltd. | | | 1,196 | | | | 19,087 | |
South32 Ltd. | | | 13,941 | | | | 35,714 | |
Star Entertainment Group Ltd. (The) | | | 2,179 | | | | 7,330 | |
Stockland, REIT | | | 6,333 | | | | 16,166 | |
Suncorp Group Ltd. | | | 3,532 | | | | 35,010 | |
Sydney Airport | | | 2,887 | | | | 13,188 | |
Tabcorp Holdings Ltd. | | | 5,258 | | | | 17,206 | |
Telstra Corp. Ltd. | | | 11,515 | | | | 25,206 | |
TPG Telecom Ltd. | | | 1,090 | | | | 5,537 | |
Transurban Group | | | 6,997 | | | | 56,202 | |
Treasury Wine Estates Ltd. | | | 1,967 | | | | 21,210 | |
Vicinity Centres, REIT | | | 8,827 | | | | 16,540 | |
Viva Energy Group Ltd., 144A* | | | 2,793 | | | | 4,193 | |
Vocus Group Ltd.* | | | 1,928 | | | | 4,682 | |
Washington H Soul Pattinson & Co. Ltd. | | | 237 | | | | 4,845 | |
Wesfarmers Ltd. | | | 3,051 | | | | 100,829 | |
Westpac Banking Corp. | | | 9,226 | | | | 175,718 | |
Woodside Petroleum Ltd. | | | 2,499 | | | | 61,962 | |
Woolworths Group Ltd. | | | 3,515 | | | | 70,991 | |
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| | | | | | | 2,719,646 | |
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Austria 0.3% | | | | | | | | |
ams AG* | | | 201 | | | | 7,834 | |
ANDRITZ AG | | | 198 | | | | 10,259 | |
BAWAG Group AG, 144A | | | 49 | | | | 2,118 | |
Erste Group Bank AG* | | | 767 | | | | 31,266 | |
EVN AG | | | 81 | | | | 1,413 | |
IMMOFINANZ AG* | | | 279 | | | | 6,648 | |
See Notes to Financial Statements.
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Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Austria (cont’d.) | | | | | | | | |
Mayr Melnhof Karton AG | | | 30 | | | $ | 3,800 | |
Oesterreichische Post AG | | | 95 | | | | 3,863 | |
OMV AG | | | 397 | | | | 22,065 | |
Raiffeisen Bank International AG | | | 336 | | | | 9,175 | |
Strabag SE | | | 38 | | | | 1,336 | |
Telekom Austria AG* | | | 312 | | | | 2,314 | |
UNIQA Insurance Group AG | | | 320 | | | | 3,001 | |
Verbund AG | | | 85 | | | | 3,415 | |
Vienna Insurance Group AG Wiener Versicherung Gruppe | | | 98 | | | | 2,610 | |
voestalpine AG | | | 295 | | | | 10,485 | |
| | | | | | | | |
| | | | | | | 121,602 | |
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Belgium 0.9% | | | | | | | | |
Ackermans & van Haaren NV | | | 57 | | | | 8,986 | |
Ageas | | | 494 | | | | 24,721 | |
Anheuser-Busch InBev SA/NV | | | 2,046 | | | | 151,078 | |
Bekaert SA | | | 83 | | | | 1,795 | |
bpost SA | | | 267 | | | | 4,066 | |
Cie d’Entreprises CFE | | | 19 | | | | 2,017 | |
Colruyt SA | | | 152 | | | | 8,815 | |
D’ieteren SA/NV | | | 67 | | | | 2,653 | |
Elia System Operator SA/NV | | | 86 | | | | 5,375 | |
Financiere de Tubize SA | | | 50 | | | | 3,463 | |
Galapagos NV* | | | 128 | | | | 13,164 | |
Groupe Bruxelles Lambert SA | | | 190 | | | | 17,698 | |
KBC Ancora | | | 93 | | | | 4,301 | |
KBC Group NV | | | 744 | | | | 51,355 | |
Proximus SADP | | | 364 | | | | 9,317 | |
Sofina SA | | | 39 | | | | 7,461 | |
Solvay SA | | | 188 | | | | 21,431 | |
Telenet Group Holding NV | | | 130 | | | | 6,318 | |
UCB SA | | | 332 | | | | 27,856 | |
Umicore SA | | | 566 | | | | 26,695 | |
| | | | | | | | |
| | | | | | | 398,565 | |
| | |
Chile 0.0% | | | | | | | | |
Antofagasta PLC | | | 903 | | | | 9,062 | |
| | |
China 0.3% | | | | | | | | |
AAC Technologies Holdings, Inc. | | | 1,800 | | | | 13,787 | |
BOC Hong Kong Holdings Ltd. | | | 9,900 | | | | 37,068 | |
China Mengniu Dairy Co. Ltd.* | | | 7,600 | | | | 22,419 | |
FIH Mobile Ltd.* | | | 6,000 | | | | 560 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 13 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
China (cont’d.) | | | | | | | | |
Guotai Junan International Holdings Ltd. | | | 6,000 | | | $ | 1,095 | |
Kerry Logistics Network Ltd. | | | 1,600 | | | | 2,537 | |
Minth Group Ltd. | | | 1,300 | | | | 4,237 | |
Semiconductor Manufacturing International Corp.* | | | 8,600 | | | | 7,135 | |
Shui On Land Ltd. | | | 8,000 | | | | 1,618 | |
Tingyi Cayman Islands Holding Corp. | | | 6,400 | | | | 9,487 | |
Uni-President China Holdings Ltd. | | | 2,600 | | | | 2,530 | |
Want Want China Holdings Ltd. | | | 15,000 | | | | 10,704 | |
Xinyi Solar Holdings Ltd. | | | 8,000 | | | | 2,503 | |
Yangzijiang Shipbuilding Holdings Ltd. | | | 6,000 | | | | 5,372 | |
| | | | | | | | |
| | | | | | | 121,052 | |
| | |
Colombia 0.0% | | | | | | | | |
Millicom International Cellular SA, SDR | | | 248 | | | | 14,017 | |
| | |
Denmark 1.5% | | | | | | | | |
AP Moller - Maersk A/S (Class A Stock) | | | 12 | | | | 14,286 | |
AP Moller - Maersk A/S (Class B Stock) | | | 17 | | | | 21,578 | |
Carlsberg A/S (Class B Stock) | | | 281 | | | | 31,000 | |
Chr Hansen Holding A/S | | | 262 | | | | 26,472 | |
Coloplast A/S (Class B Stock) | | | 359 | | | | 33,500 | |
Danske Bank A/S | | | 1,822 | | | | 34,965 | |
DFDS A/S | | | 72 | | | | 3,081 | |
DSV A/S | | | 484 | | | | 38,846 | |
FLSmidth & Co. A/S | | | 133 | | | | 6,981 | |
Genmab A/S* | | | 149 | | | | 20,407 | |
GN Store Nord A/S | | | 374 | | | | 15,878 | |
H. Lundbeck A/S | | | 170 | | | | 7,930 | |
ISS A/S | | | 481 | | | | 15,805 | |
Jyske Bank A/S | | | 196 | | | | 8,012 | |
Novo Nordisk A/S (Class B Stock) | | | 4,577 | | | | 197,712 | |
Novozymes A/S (Class B Stock) | | | 555 | | | | 27,440 | |
Orsted A/S, 144A | | | 393 | | | | 24,995 | |
Pandora A/S | | | 284 | | | | 17,748 | |
Rockwool International A/S (Class A Stock) | | | 18 | | | | 5,139 | |
Rockwool International A/S (Class B Stock) | | | 17 | | | | 5,814 | |
Topdanmark A/S | | | 129 | | | | 6,147 | |
Tryg A/S | | | 317 | | | | 7,658 | |
Vestas Wind Systems A/S | | | 514 | | | | 32,249 | |
William Demant Holding A/S* | | | 309 | | | | 10,155 | |
| | | | | | | | |
| | | | | | | 613,798 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Finland 1.2% | | | | | | | | |
Amer Sports OYJ* | | | 315 | | | $ | 11,698 | |
Cargotec OYJ (Class B Stock) | | | 120 | | | | 4,988 | |
Elisa OYJ | | | 373 | | | | 14,841 | |
Fortum OYJ | | | 1,191 | | | | 25,112 | |
Huhtamaki OYJ | | | 241 | | | | 6,753 | |
Kesko OYJ (Class A Stock) | | | 50 | | | | 2,807 | |
Kesko OYJ (Class B Stock) | | | 196 | | | | 11,442 | |
Kone OYJ (Class B Stock) | | | 1,045 | | | | 50,928 | |
Metso OYJ | | | 279 | | | | 8,805 | |
Neste OYJ | | | 380 | | | | 31,218 | |
Nokia OYJ | | | 15,000 | | | | 84,976 | |
Nokian Renkaat OYJ | | | 349 | | | | 11,100 | |
Nordea Bank Abp | | | 8,495 | | | | 73,900 | |
Orion OYJ (Class A Stock) | | | 107 | | | | 3,714 | |
Orion OYJ (Class B Stock) | | | 259 | | | | 8,923 | |
Outokumpu OYJ | | | 975 | | | | 4,101 | |
Sampo OYJ (Class A Stock) | | | 1,306 | | | | 60,170 | |
Stora Enso OYJ (Class R Stock) | | | 1,511 | | | | 22,801 | |
UPM-Kymmene OYJ | | | 1,415 | | | | 45,568 | |
Wartsila OYJ Abp | | | 1,272 | | | | 21,672 | |
| | | | | | | | |
| | | | | | | 505,517 | |
| | |
France 9.0% | | | | | | | | |
Accor SA | | | 558 | | | | 25,554 | |
Aeroports de Paris | | | 74 | | | | 15,512 | |
Air France-KLM* | | | 651 | | | | 6,316 | |
Air Liquide SA | | | 1,131 | | | | 137,077 | |
Airbus SE | | | 1,480 | | | | 163,656 | |
ALD SA, 144A | | | 178 | | | | 2,657 | |
Alstom SA | | | 401 | | | | 17,532 | |
Altarea SCA, REIT | | | 11 | | | | 2,417 | |
Altran Technologies SA | | | 652 | | | | 6,483 | |
Amundi SA, 144A | | | 148 | | | | 8,819 | |
Arkema SA | | | 202 | | | | 21,235 | |
Atos SE | | | 248 | | | | 21,287 | |
AXA SA | | | 5,177 | | | | 129,604 | |
BioMerieux | | | 104 | | | | 7,932 | |
BNP Paribas SA | | | 2,912 | | | | 152,124 | |
Bollore SA | | | 2,554 | | | | 10,814 | |
Bouygues SA | | | 572 | | | | 20,892 | |
Bureau Veritas SA | | | 711 | | | | 16,067 | |
Capgemini SE | | | 419 | | | | 51,328 | |
Carrefour SA | | | 1,493 | | | | 28,989 | |
Casino Guichard Perrachon SA | | | 168 | | | | 7,425 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 15 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
France (cont’d.) | | | | | | | | |
Cie de Saint-Gobain | | | 1,311 | | | $ | 49,413 | |
Cie Plastic Omnium SA | | | 132 | | | | 3,676 | |
CNP Assurances | | | 399 | | | | 8,891 | |
Covivio, REIT | | | 93 | | | | 9,342 | |
Credit Agricole SA | | | 3,022 | | | | 38,789 | |
Criteo SA, ADR* | | | 164 | | | | 3,693 | |
Danone SA | | | 1,611 | | | | 114,159 | |
Dassault Aviation SA | | | 6 | | | | 9,962 | |
Dassault Systemes SE | | | 361 | | | | 45,304 | |
Edenred | | | 658 | | | | 25,001 | |
Eiffage SA | | | 204 | | | | 19,966 | |
Electricite de France SA | | | 1,384 | | | | 23,025 | |
Elior Group SA, 144A | | | 346 | | | | 4,991 | |
Engie SA | | | 4,373 | | | | 58,327 | |
Essilor Luxottica SA | | | 547 | | | | 74,744 | |
Eurazeo SE | | | 135 | | | | 9,867 | |
Eutelsat Communications SA | | | 434 | | | | 8,818 | |
Faurecia SA | | | 215 | | | | 10,440 | |
Financiere de L’Odet SA | | | 3 | | | | 2,646 | |
Gecina SA, REIT | | | 137 | | | | 20,103 | |
Getlink | | | 1,237 | | | | 15,572 | |
ICADE, REIT | | | 81 | | | | 6,873 | |
Iliad SA | | | 61 | | | | 7,074 | |
Imerys SA | | | 100 | | | | 6,174 | |
Ingenico Group SA | | | 162 | | | | 11,501 | |
Ipsen SA | | | 90 | | | | 12,485 | |
JCDecaux SA | | | 189 | | | | 6,223 | |
Kering SA | | | 200 | | | | 89,125 | |
Klepierre SA, REIT | | | 520 | | | | 17,686 | |
Korian SA | | | 140 | | | | 5,527 | |
Legrand SA | | | 719 | | | | 47,006 | |
L’Oreal SA | | | 649 | | | | 146,176 | |
LVMH Moet Hennessy Louis Vuitton SE | | | 669 | | | | 203,713 | |
Mercialys SA, REIT | | | 111 | | | | 1,628 | |
Metropole Television SA | | | 155 | | | | 3,002 | |
Natixis SA | | | 2,173 | | | | 12,694 | |
Nexity SA | | | 117 | | | | 5,609 | |
Orange SA | | | 5,145 | | | | 80,479 | |
Orpea | | | 117 | | | | 14,428 | |
Pernod Ricard SA | | | 566 | | | | 86,604 | |
Peugeot SA | | | 1,478 | | | | 35,178 | |
Publicis Groupe SA | | | 571 | | | | 33,115 | |
Remy Cointreau SA | | | 61 | | | | 7,248 | |
Renault SA | | | 489 | | | | 36,592 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
France (cont’d.) | | | | | | | | |
Rexel SA | | | 789 | | | $ | 10,069 | |
Safran SA | | | 891 | | | | 115,263 | |
Sanofi | | | 2,921 | | | | 260,291 | |
Sartorius Stedim Biotech | | | 64 | | | | 7,953 | |
Schneider Electric SE | | | 1,380 | | | | 99,765 | |
SCOR SE | | | 421 | | | | 19,466 | |
SEB SA | | | 75 | | | | 10,753 | |
Societe BIC SA | | | 76 | | | | 7,282 | |
Societe Fonciere Lyonnaise SA, REIT | | | 13 | | | | 928 | |
Societe Generale SA | | | 1,932 | | | | 71,121 | |
Sodexo SA | | | 245 | | | | 24,976 | |
Somfy SA | | | 19 | | | | 1,470 | |
Sopra Steria Group | | | 42 | | | | 4,662 | |
SPIE SA | | | 283 | | | | 4,447 | |
Suez | | | 953 | | | | 13,793 | |
Technicolor SA* | | | 948 | | | | 1,212 | |
Teleperformance | | | 158 | | | | 26,095 | |
Television Francaise 1 | | | 243 | | | | 2,482 | |
Thales SA | | | 272 | | | | 34,837 | |
TOTAL SA | | | 6,770 | | | | 397,113 | |
Ubisoft Entertainment SA* | | | 230 | | | | 20,686 | |
Unibail-Rodamco-Westfield, REIT | | | 363 | | | | 65,772 | |
Valeo SA | | | 664 | | | | 21,644 | |
Veolia Environnement SA | | | 1,337 | | | | 26,695 | |
Vicat SA | | | 38 | | | | 2,043 | |
Vinci SA | | | 1,260 | | | | 112,570 | |
Vivendi SA | | | 2,565 | | | | 61,939 | |
Wendel SA | | | 74 | | | | 9,608 | |
Worldline SA/France, 144A* | | | 104 | | | | 5,480 | |
| | | | | | | | |
| | | | | | | 3,727,004 | |
| | |
Germany 7.5% | | | | | | | | |
adidas AG | | | 532 | | | | 125,299 | |
Allianz SE | | | 1,151 | | | | 240,519 | |
Aurubis AG | | | 94 | | | | 5,722 | |
Axel Springer SE | | | 116 | | | | 7,710 | |
BASF SE | | | 2,466 | | | | 189,999 | |
Bayer AG | | | 2,515 | | | | 192,483 | |
Bayerische Motoren Werke AG | | | 863 | | | | 74,248 | |
Beiersdorf AG | | | 267 | | | | 27,624 | |
Bilfinger SE | | | 68 | | | | 2,965 | |
Brenntag AG | | | 418 | | | | 21,850 | |
Carl Zeiss Meditec AG | | | 107 | | | | 8,778 | |
CECONOMY AG | | | 516 | | | | 2,640 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 17 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Germany (cont’d.) | | | | | | | | |
Commerzbank AG* | | | 2,862 | | | $ | 27,020 | |
Continental AG | | | 296 | | | | 48,946 | |
Covestro AG, 144A | | | 480 | | | | 31,047 | |
CTS Eventim AG & Co. KGaA | | | 141 | | | | 5,299 | |
Daimler AG | | | 2,317 | | | | 137,224 | |
Delivery Hero SE, 144A* | | | 314 | | | | 12,677 | |
Deutsche Bank AG | | | 5,085 | | | | 49,749 | |
Deutsche Boerse AG | | | 510 | | | | 64,538 | |
Deutsche Lufthansa AG | | | 613 | | | | 12,327 | |
Deutsche Post AG | | | 2,603 | | | | 82,378 | |
Deutsche Telekom AG | | | 8,699 | | | | 142,822 | |
Deutsche Wohnen SE | | | 947 | | | | 43,380 | |
DMG Mori AG | | | 38 | | | | 1,839 | |
Duerr AG | | | 120 | | | | 4,284 | |
DWS Group GmbH & Co. KGaA, 144A* | | | 73 | | | | 2,040 | |
E.ON SE | | | 5,797 | | | | 56,162 | |
Evonik Industries AG | | | 432 | | | | 13,401 | |
Fielmann AG | | | 77 | | | | 4,785 | |
Fraport AG Frankfurt Airport Services Worldwide | | | 93 | | | | 7,190 | |
Freenet AG | | | 334 | | | | 7,523 | |
Fresenius Medical Care AG & Co. KGaA | | | 583 | | | | 45,709 | |
Fresenius SE & Co. KGaA | | | 1,088 | | | | 69,388 | |
FUCHS PETROLUB SE | | | 95 | | | | 4,122 | |
GEA Group AG | | | 432 | | | | 13,140 | |
GRENKE AG | | | 66 | | | | 6,340 | |
Hannover Rueck SE | | | 163 | | | | 21,976 | |
Hapag-Lloyd AG, 144A | | | 78 | | | | 2,884 | |
HeidelbergCement AG | | | 410 | | | | 27,868 | |
Hella GmbH & Co. KGaA | | | 121 | | | | 5,672 | |
Henkel AG & Co. KGaA | | | 278 | | | | 27,269 | |
HOCHTIEF AG | | | 46 | | | | 6,828 | |
HUGO BOSS AG | | | 167 | | | | 11,950 | |
Infineon Technologies AG | | | 3,093 | | | | 62,061 | |
Innogy SE, 144A | | | 333 | | | | 14,699 | |
K+S AG | | | 498 | | | | 9,297 | |
KION Group AG | | | 183 | | | | 10,740 | |
Krones AG | | | 47 | | | | 4,209 | |
LANXESS AG | | | 254 | | | | 15,741 | |
LEG Immobilien AG | | | 165 | | | | 18,068 | |
MAN SE | | | 14 | | | | 1,459 | |
Merck KGaA | | | 344 | | | | 36,812 | |
METRO AG | | | 416 | | | | 6,267 | |
MTU Aero Engines AG | | | 139 | | | | 29,548 | |
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen | | | 402 | | | | 86,322 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Germany (cont’d.) | | | | | | | | |
Nordex SE* | | | 174 | | | $ | 1,623 | |
OSRAM Licht AG | | | 250 | | | | 10,138 | |
ProSiebenSat.1 Media SE | | | 627 | | | | 14,510 | |
Puma SE | | | 21 | | | | 10,807 | |
Rational AG | | | 8 | | | | 4,636 | |
Rheinmetall AG | | | 120 | | | | 10,393 | |
RHOEN-KLINIKUM AG | | | 40 | | | | 1,012 | |
RWE AG | | | 1,429 | | | | 27,881 | |
Salzgitter AG | | | 100 | | | | 4,005 | |
SAP SE | | | 2,609 | | | | 279,259 | |
Scout24 AG, 144A | | | 281 | | | | 11,658 | |
Siemens AG | | | 2,067 | | | | 238,014 | |
Siemens Healthineers AG, 144A* | | | 340 | | | | 14,092 | |
Software AG | | | 128 | | | | 5,734 | |
STADA Arzneimittel AG | | | 70 | | | | 6,479 | |
Stroeer SE & Co. KGaA | | | 61 | | | | 3,194 | |
Suedzucker AG | | | 209 | | | | 3,237 | |
Symrise AG | | | 334 | | | | 28,066 | |
Talanx AG | | | 124 | | | | 4,439 | |
Telefonica Deutschland Holding AG | | | 1,782 | | | | 6,933 | |
thyssenkrupp AG | | | 1,281 | | | | 26,937 | |
Trivago NV, ADR*(a) | | | 486 | | | | 3,421 | |
Uniper SE | | | 508 | | | | 14,652 | |
United Internet AG | | | 301 | | | | 12,471 | |
Volkswagen AG | | | 91 | | | | 15,029 | |
Vonovia SE | | | 1,415 | | | | 64,831 | |
Wacker Chemie AG | | | 42 | | | | 3,759 | |
Wirecard AG | | | 310 | | | | 58,275 | |
Zalando SE, 144A* | | | 353 | | | | 13,664 | |
| | | | | | | | |
| | | | | | | 3,091,986 | |
| | |
Ghana 0.0% | | | | | | | | |
Tullow Oil PLC* | | | 3,590 | | | | 10,301 | |
| | |
Hong Kong 2.8% | | | | | | | | |
AIA Group Ltd. | | | 32,500 | | | | 248,024 | |
ASM Pacific Technology Ltd. | | | 800 | | | | 6,938 | |
Bank of East Asia Ltd. (The) | | | 3,200 | | | | 10,372 | |
Brightoil Petroleum Holdings Ltd.*^ | | | 7,000 | | | | 539 | |
Cathay Pacific Airways Ltd. | | | 1,700 | | | | 2,166 | |
Champion REIT | | | 5,000 | | | | 3,369 | |
China Goldjoy Group Ltd. | | | 31,000 | | | | 1,265 | |
Chinese Estates Holdings Ltd. | | | 1,000 | | | | 941 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 19 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Hong Kong (cont’d.) | | | | | | | | |
Chow Tai Fook Jewellery Group Ltd. | | | 2,600 | | | $ | 2,283 | |
CK Asset Holdings Ltd. | | | 7,500 | | | | 48,765 | |
CK Hutchison Holdings Ltd. | | | 7,200 | | | | 72,757 | |
CK Infrastructure Holdings Ltd. | | | 1,700 | | | | 12,426 | |
CLP Holdings Ltd. | | | 4,500 | | | | 50,494 | |
CP Pokphand Co. Ltd. | | | 16,000 | | | | 1,389 | |
Dah Sing Banking Group Ltd. | | | 800 | | | | 1,524 | |
Dairy Farm International Holdings Ltd. | | | 900 | | | | 8,140 | |
First Pacific Co. Ltd. | | | 7,000 | | | | 3,144 | |
Galaxy Entertainment Group Ltd. | | | 5,700 | | | | 30,958 | |
Haitong International Securities Group Ltd. | | | 7,000 | | | | 2,296 | |
Hang Lung Group Ltd. | | | 2,200 | | | | 5,416 | |
Hang Lung Properties Ltd. | | | 6,000 | | | | 10,875 | |
Hang Seng Bank Ltd. | | | 1,940 | | | | 45,534 | |
Henderson Land Development Co. Ltd. | | | 3,640 | | | | 16,980 | |
HK Electric Investments & HK Electric Investments Ltd. | | | 7,500 | | | | 7,144 | |
Hong Kong & China Gas Co. Ltd. | | | 23,962 | | | | 45,722 | |
Hong Kong Exchanges & Clearing Ltd. | | | 3,440 | | | | 91,794 | |
Hongkong & Shanghai Hotels Ltd. (The) | | | 1,900 | | | | 2,620 | |
Hongkong Land Holdings Ltd. | | | 3,300 | | | | 19,533 | |
Hopewell Holdings Ltd. | | | 1,800 | | | | 5,565 | |
Hutchison Port Holdings Trust, UTS | | | 12,000 | | | | 2,947 | |
Hysan Development Co. Ltd. | | | 2,200 | | | | 10,322 | |
Jardine Matheson Holdings Ltd. | | | 510 | | | | 29,456 | |
Jardine Strategic Holdings Ltd. | | | 490 | | | | 16,457 | |
Johnson Electric Holdings Ltd. | | | 1,000 | | | | 2,251 | |
Kerry Properties Ltd. | | | 2,400 | | | | 7,563 | |
KuangChi Science Ltd.* | | | 3,000 | | | | 207 | |
Li & Fung Ltd. | | | 16,000 | | | | 3,173 | |
Lifestyle China Group Ltd.* | | | 4,500 | | | | 1,826 | |
Lifestyle International Holdings Ltd. | | | 1,400 | | | | 2,429 | |
Link REIT | | | 5,600 | | | | 49,690 | |
Melco International Development Ltd. | | | 2,000 | | | | 3,434 | |
Melco Resorts & Entertainment Ltd., ADR | | | 634 | | | | 10,543 | |
MTR Corp. Ltd. | | | 4,200 | | | | 20,359 | |
New World Development Co. Ltd. | | | 16,600 | | | | 21,079 | |
NWS Holdings Ltd. | | | 3,600 | | | | 7,139 | |
PCCW Ltd. | | | 13,000 | | | | 7,140 | |
Power Assets Holdings Ltd. | | | 3,300 | | | | 22,054 | |
Shangri-La Asia Ltd. | | | 2,800 | | | | 3,835 | |
Sino Land Co. Ltd. | | | 9,600 | | | | 15,067 | |
Sun Art Retail Group Ltd. | | | 6,500 | | | | 7,121 | |
Sun Hung Kai Properties Ltd. | | | 3,700 | | | | 48,208 | |
Swire Pacific Ltd. (Class A Stock) | | | 1,200 | | | | 12,493 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Hong Kong (cont’d.) | | | | | | | | |
Swire Pacific Ltd. (Class B Stock) | | | 2,900 | | | $ | 4,674 | |
Swire Properties Ltd. | | | 2,800 | | | | 9,567 | |
Techtronic Industries Co. Ltd. | | | 3,500 | | | | 16,509 | |
Value Partners Group Ltd. | | | 2,000 | | | | 1,510 | |
VTech Holdings Ltd. | | | 400 | | | | 4,704 | |
WH Group Ltd., 144A | | | 23,500 | | | | 16,469 | |
Wharf Holdings Ltd. (The) | | | 2,800 | | | | 7,011 | |
Wharf Real Estate Investment Co. Ltd. | | | 3,300 | | | | 20,471 | |
Wheelock & Co. Ltd. | | | 2,400 | | | | 12,834 | |
Xinyi Glass Holdings Ltd. | | | 6,000 | | | | 5,964 | |
Yue Yuen Industrial Holdings Ltd. | | | 1,800 | | | | 4,934 | |
| | | | | | | | |
| | | | | | | 1,168,413 | |
| | |
Ireland 0.5% | | | | | | | | |
AerCap Holdings NV* | | | 329 | | | | 16,476 | |
Bank of Ireland Group PLC | | | 2,416 | | | | 17,098 | |
CRH PLC | | | 2,241 | | | | 66,929 | |
Glanbia PLC | | | 579 | | | | 10,239 | |
James Hardie Industries PLC | | | 1,148 | | | | 15,282 | |
Kerry Group PLC (Class A Stock) | | | 393 | | | | 40,293 | |
Kingspan Group PLC | | | 389 | | | | 16,917 | |
Paddy Power Betfair PLC | | | 211 | | | | 18,210 | |
Smurfit Kappa Group PLC | | | 664 | | | | 21,642 | |
| | | | | | | | |
| | | | | | | 223,086 | |
| | |
Israel 0.4% | | | | | | | | |
Azrieli Group Ltd. | | | 95 | | | | 4,612 | |
Bank Hapoalim BM | | | 2,895 | | | | 19,585 | |
Bank Leumi Le-Israel BM | | | 4,181 | | | | 26,078 | |
Bezeq The Israeli Telecommunication Corp. Ltd. | | | 6,000 | | | | 6,894 | |
Check Point Software Technologies Ltd.* | | | 281 | | | | 31,191 | |
Delek Drilling LP | | | 165 | | | | 459 | |
Delek Group Ltd. | | | 12 | | | | 1,976 | |
Elbit Systems Ltd. | | | 59 | | | | 7,077 | |
Israel Chemicals Ltd. | | | 1,812 | | | | 10,446 | |
Mizrahi Tefahot Bank Ltd. | | | 335 | | | | 5,638 | |
Nice Ltd.* | | | 159 | | | | 16,868 | |
Teva Pharmaceutical Industries Ltd. | | | 2,446 | | | | 48,935 | |
| | | | | | | | |
| | | | | | | 179,759 | |
| | |
Italy 2.0% | | | | | | | | |
A2A SpA | | | 3,743 | | | | 6,038 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 21 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Italy (cont’d.) | | | | | | | | |
ACEA SpA | | | 120 | | | $ | 1,577 | |
Assicurazioni Generali SpA | | | 3,463 | | | | 55,956 | |
Atlantia SpA | | | 1,423 | | | | 28,652 | |
Autogrill SpA | | | 314 | | | | 3,095 | |
Azimut Holding SpA | | | 285 | | | | 3,520 | |
Banca Generali SpA | | | 139 | | | | 2,678 | |
Banca Mediolanum SpA | | | 665 | | | | 3,863 | |
Banco BPM SpA* | | | 3,852 | | | | 7,225 | |
BPER Banca | | | 1,016 | | | | 3,864 | |
Brembo SpA | | | 449 | | | | 4,972 | |
Buzzi Unicem SpA | | | 227 | | | | 4,369 | |
Buzzi Unicem SpA, RSP | | | 87 | | | | 977 | |
Credito Emiliano SpA | | | 210 | | | | 1,253 | |
Davide Campari-Milano SpA | | | 1,580 | | | | 12,147 | |
De’ Longhi SpA | | | 175 | | | | 4,635 | |
DiaSorin SpA | | | 56 | | | | 5,324 | |
Enel SpA | | | 20,959 | | | | 103,707 | |
Eni SpA | | | 6,741 | | | | 119,766 | |
Ferrari NV | | | 333 | | | | 39,060 | |
FinecoBank Banca Fineco SpA | | | 1,116 | | | | 11,697 | |
Hera SpA | | | 2,187 | | | | 6,048 | |
Infrastrutture Wireless Italiane SpA, 144A | | | 751 | | | | 5,224 | |
Intesa Sanpaolo SpA | | | 40,681 | | | | 89,879 | |
Italgas SpA | | | 1,322 | | | | 6,826 | |
Leonardo SpA | | | 1,076 | | | | 11,678 | |
Luxottica Group SpA | | | 419 | | | | 26,330 | |
Mediaset SpA* | | | 839 | | | | 2,528 | |
Mediobanca Banca di Credito Finanziario SpA | | | 1,551 | | | | 13,617 | |
Moncler SpA | | | 445 | | | | 15,488 | |
Parmalat SpA | | | 572 | | | | 1,761 | |
Pirelli & C SpA, 144A* | | | 1,165 | | | | 8,554 | |
Poste Italiane SpA, 144A | | | 1,146 | | | | 8,237 | |
PRADA SpA | | | 1,600 | | | | 5,678 | |
Prysmian SpA | | | 681 | | | | 13,232 | |
Recordati SpA | | | 246 | | | | 8,330 | |
Saipem SpA* | | | 1,654 | | | | 9,065 | |
Salvatore Ferragamo SpA | | | 124 | | | | 2,933 | |
Snam SpA | | | 6,333 | | | | 26,213 | |
Telecom Italia SpA* | | | 29,087 | | | | 17,089 | |
Telecom Italia SpA, RSP | | | 15,694 | | | | 7,935 | |
Terna Rete Elettrica Nazionale SpA | | | 3,955 | | | | 20,618 | |
Tod’s SpA | | | 49 | | | | 3,000 | |
UniCredit SpA | | | 5,986 | | | | 76,590 | |
Unione di Banche Italiane SpA | | | 2,935 | | | | 8,980 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Italy (cont’d.) | | | | | | | | |
Unipol Gruppo SpA | | | 1,447 | | | $ | 5,822 | |
UnipolSai Assicurazioni SpA | | | 1,961 | | | | 4,286 | |
| | | | | | | | |
| | | | | | | 830,316 | |
| | |
Japan 22.4% | | | | | | | | |
ABC-Mart, Inc. | | | 70 | | | | 4,085 | |
Acom Co. Ltd. | | | 1,300 | | | | 4,792 | |
Activia Properties, Inc., REIT | | | 2 | | | | 8,300 | |
Advance Residence Investment Corp., REIT | | | 4 | | | | 10,225 | |
Advantest Corp. | | | 480 | | | | 8,860 | |
Aeon Co. Ltd. | | | 1,880 | | | | 43,274 | |
AEON Financial Service Co. Ltd. | | | 310 | | | | 6,087 | |
Aeon Mall Co. Ltd. | | | 330 | | | | 6,115 | |
AGC, Inc. | | | 460 | | | | 15,091 | |
Air Water, Inc. | | | 480 | | | | 7,783 | |
Aisin Seiki Co. Ltd. | | | 500 | | | | 19,566 | |
Ajinomoto Co., Inc. | | | 1,370 | | | | 22,108 | |
Alfresa Holdings Corp. | | | 550 | | | | 14,709 | |
Alps Electric Co. Ltd. | | | 500 | | | | 11,913 | |
Amada Holdings Co. Ltd. | | | 1,000 | | | | 9,446 | |
ANA Holdings, Inc. | | | 380 | | | | 12,796 | |
Aozora Bank Ltd. | | | 320 | | | | 11,077 | |
Asahi Group Holdings Ltd. | | | 1,040 | | | | 45,734 | |
Asahi Intecc Co. Ltd. | | | 300 | | | | 12,251 | |
Asahi Kasei Corp. | | | 3,400 | | | | 41,034 | |
Asics Corp. | | | 500 | | | | 7,251 | |
Astellas Pharma, Inc. | | | 5,280 | | | | 82,007 | |
Bandai Namco Holdings, Inc. | | | 590 | | | | 20,964 | |
Bank of Kyoto Ltd. (The) | | | 190 | | | | 8,560 | |
Benesse Holdings, Inc. | | | 180 | | | | 5,005 | |
Bridgestone Corp. | | | 1,660 | | | | 64,147 | |
Brother Industries Ltd. | | | 700 | | | | 12,859 | |
Calbee, Inc. | | | 170 | | | | 5,638 | |
Canon Marketing Japan, Inc. | | | 160 | | | | 3,027 | |
Canon, Inc. | | | 2,800 | | | | 79,944 | |
Casio Computer Co. Ltd. | | | 600 | | | | 9,052 | |
Central Japan Railway Co. | | | 454 | | | | 88,195 | |
Chiba Bank Ltd. (The) | | | 1,700 | | | | 10,754 | |
Chiyoda Corp. | | | 400 | | | | 1,996 | |
Chubu Electric Power Co., Inc. | | | 1,900 | | | | 27,395 | |
Chugai Pharmaceutical Co. Ltd. | | | 540 | | | | 31,781 | |
Chugoku Bank Ltd. (The) | | | 450 | | | | 4,058 | |
Chugoku Electric Power Co., Inc. (The) | | | 780 | | | | 10,046 | |
Citizen Watch Co. Ltd. | | | 780 | | | | 4,492 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 23 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Japan (cont’d.) | | | | | | | | |
Coca-Cola Bottlers Japan Holdings, Inc. | | | 440 | | | $ | 11,497 | |
Concordia Financial Group Ltd. | | | 3,300 | | | | 15,119 | |
Credit Saison Co. Ltd. | | | 450 | | | | 7,157 | |
CyberAgent, Inc. | | | 230 | | | | 9,748 | |
CYBERDYNE, Inc.* | | | 400 | | | | 2,830 | |
Dai Nippon Printing Co. Ltd. | | | 850 | | | | 19,152 | |
Daicel Corp. | | | 780 | | | | 8,255 | |
Dai-ichi Life Holdings, Inc. | | | 3,000 | | | | 57,011 | |
Daiichi Sankyo Co. Ltd. | | | 1,770 | | | | 67,600 | |
Daikin Industries Ltd. | | | 720 | | | | 83,794 | |
Daito Trust Construction Co. Ltd. | | | 156 | | | | 20,560 | |
Daiwa House Industry Co. Ltd. | | | 1,800 | | | | 54,402 | |
Daiwa Office Investment Corp., REIT | | | 1 | | | | 6,108 | |
Daiwa Securities Group, Inc. | | | 4,400 | | | | 25,311 | |
DeNA Co. Ltd. | | | 310 | | | | 5,180 | |
Denso Corp. | | | 1,280 | | | | 57,187 | |
Dentsu, Inc. | | | 580 | | | | 27,004 | |
Disco Corp. | | | 80 | | | | 12,738 | |
Don Quijote Holdings Co. Ltd. | | | 320 | | | | 19,173 | |
East Japan Railway Co. | | | 960 | | | | 83,947 | |
Eisai Co. Ltd. | | | 664 | | | | 55,301 | |
Electric Power Development Co. Ltd. | | | 400 | | | | 10,903 | |
Ezaki Glico Co. Ltd. | | | 160 | | | | 7,945 | |
FamilyMart UNY Holdings Co. Ltd. | | | 210 | | | | 24,391 | |
FANUC Corp. | | | 473 | | | | 82,848 | |
Fast Retailing Co. Ltd. | | | 110 | | | | 55,716 | |
Fuji Electric Co. Ltd. | | | 400 | | | | 12,306 | |
FUJIFILM Holdings Corp. | | | 1,070 | | | | 46,350 | |
Fujitsu Ltd. | | | 480 | | | | 29,256 | |
Fukuoka Financial Group, Inc. | | | 460 | | | | 11,357 | |
GLP J-Reit, REIT | | | 9 | | | | 8,899 | |
GungHo Online Entertainment, Inc. | | | 1,200 | | | | 2,161 | |
Gunma Bank Ltd. (The) | | | 1,300 | | | | 5,907 | |
Hachijuni Bank Ltd. (The) | | | 1,290 | | | | 5,471 | |
Hakuhodo DY Holdings, Inc. | | | 700 | | | | 11,691 | |
Hamamatsu Photonics KK | | | 300 | | | | 10,027 | |
Hankyu Hanshin Holdings, Inc. | | | 670 | | | | 22,103 | |
Haseko Corp. | | | 770 | | | | 9,773 | |
Hikari Tsushin, Inc. | | | 20 | | | | 3,505 | |
Hino Motors Ltd. | | | 700 | | | | 6,715 | |
Hirose Electric Co. Ltd. | | | 51 | | | | 4,850 | |
Hiroshima Bank Ltd. (The) | | | 900 | | | | 5,568 | |
Hisamitsu Pharmaceutical Co., Inc. | | | 210 | | | | 11,864 | |
Hitachi Capital Corp. | | | 130 | | | | 3,199 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Japan (cont’d.) | | | | | | | | |
Hitachi Chemical Co. Ltd. | | | 290 | | | $ | 4,577 | |
Hitachi Construction Machinery Co. Ltd. | | | 320 | | | | 8,548 | |
Hitachi High-Technologies Corp. | | | 200 | | | | 7,576 | |
Hitachi Ltd. | | | 2,580 | | | | 79,199 | |
Hitachi Metals Ltd. | | | 600 | | | | 7,080 | |
Hokuriku Electric Power Co.* | | | 500 | | | | 4,657 | |
Honda Motor Co. Ltd. | | | 4,700 | | | | 134,986 | |
Hoshizaki Corp. | | | 170 | | | | 13,716 | |
Hoya Corp. | | | 1,050 | | | | 59,898 | |
Hulic Co. Ltd. | | | 1,060 | | | | 9,708 | |
Ibiden Co. Ltd. | | | 360 | | | | 4,450 | |
Idemitsu Kosan Co. Ltd. | | | 410 | | | | 18,729 | |
IHI Corp. | | | 350 | | | | 12,818 | |
Iida Group Holdings Co. Ltd. | | | 370 | | | | 6,745 | |
Inpex Corp. | | | 2,500 | | | | 28,879 | |
Isetan Mitsukoshi Holdings Ltd. | | | 1,000 | | | | 11,713 | |
Isuzu Motors Ltd. | | | 1,400 | | | | 18,342 | |
Ito En Ltd. | | | 130 | | | | 5,522 | |
ITOCHU Corp. | | | 3,800 | | | | 70,639 | |
Itochu Techno-Solutions Corp. | | | 280 | | | | 5,298 | |
Itoham Yonekyu Holdings, Inc. | | | 400 | | | | 2,519 | |
Iyo Bank Ltd. (The) | | | 870 | | | | 5,174 | |
Izumi Co. Ltd. | | | 130 | | | | 7,059 | |
J Front Retailing Co. Ltd. | | | 700 | | | | 9,174 | |
Japan Airport Terminal Co. Ltd. | | | 150 | | | | 5,781 | |
Japan Exchange Group, Inc. | | | 1,500 | | | | 26,910 | |
Japan Hotel REIT Investment Corp. | | | 11 | | | | 7,830 | |
Japan Post Bank Co. Ltd. | | | 1,100 | | | | 12,843 | |
Japan Post Holdings Co. Ltd. | | | 3,600 | | | | 42,779 | |
Japan Post Insurance Co. Ltd. | | | 200 | | | | 4,772 | |
Japan Prime Realty Investment Corp., REIT | | | 3 | | | | 10,708 | |
Japan Real Estate Investment Corp., REIT | | | 3 | | | | 15,482 | |
Japan Retail Fund Investment Corp., REIT | | | 7 | | | | 12,931 | |
Japan Tobacco, Inc. | | | 3,250 | | | | 83,301 | |
JFE Holdings, Inc. | | | 1,380 | | | | 26,098 | |
JGC Corp. | | | 580 | | | | 11,272 | |
JSR Corp. | | | 500 | | | | 7,473 | |
JTEKT Corp. | | | 600 | | | | 7,483 | |
JXTG Holdings, Inc. | | | 8,610 | | | | 58,771 | |
Kajima Corp. | | | 1,300 | | | | 16,725 | |
Kakaku.com, Inc. | | | 350 | | | | 6,351 | |
Kaken Pharmaceutical Co. Ltd. | | | 100 | | | | 5,022 | |
Kamigumi Co. Ltd. | | | 280 | | | | 5,797 | |
Kaneka Corp. | | | 40 | | | | 1,671 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 25 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Japan (cont’d.) | | | | | | | | |
Kansai Electric Power Co., Inc. (The) | | | 2,000 | | | $ | 30,639 | |
Kansai Paint Co. Ltd. | | | 580 | | | | 8,587 | |
Kao Corp. | | | 1,310 | | | | 87,604 | |
Kawasaki Heavy Industries Ltd. | | | 390 | | | | 9,259 | |
KDDI Corp. | | | 4,800 | | | | 117,927 | |
Keihan Holdings Co. Ltd. | | | 310 | | | | 11,760 | |
Keikyu Corp. | | | 700 | | | | 10,358 | |
Keio Corp. | | | 330 | | | | 17,946 | |
Keisei Electric Railway Co. Ltd. | | | 450 | | | | 13,864 | |
Kewpie Corp. | | | 300 | | | | 6,884 | |
Keyence Corp. | | | 203 | | | | 100,279 | |
Kikkoman Corp. | | | 510 | | | | 27,939 | |
Kintetsu Group Holdings Co. Ltd. | | | 470 | | | | 18,033 | |
Kirin Holdings Co. Ltd. | | | 2,200 | | | | 52,541 | |
Kobayashi Pharmaceutical Co. Ltd. | | | 190 | | | | 12,441 | |
Kobe Steel Ltd. | | | 900 | | | | 7,266 | |
Koito Manufacturing Co. Ltd. | | | 280 | | | | 13,362 | |
Komatsu Ltd. | | | 2,510 | | | | 65,645 | |
Konami Holdings Corp. | | | 250 | | | | 9,522 | |
Konica Minolta, Inc. | | | 1,200 | | | | 11,908 | |
Kose Corp. | | | 30 | | | | 4,473 | |
Kubota Corp. | | | 3,000 | | | | 47,328 | |
Kuraray Co. Ltd. | | | 1,000 | | | | 13,741 | |
Kurita Water Industries Ltd. | | | 360 | | | | 8,896 | |
Kyocera Corp. | | | 780 | | | | 42,399 | |
Kyowa Hakko Kirin Co. Ltd. | | | 720 | | | | 14,012 | |
Kyushu Electric Power Co., Inc. | | | 1,300 | | | | 15,126 | |
Kyushu Railway Co. | | | 430 | | | | 13,190 | |
Lawson, Inc. | | | 130 | | | | 8,203 | |
LINE Corp.* | | | 180 | | | | 5,707 | |
Lion Corp. | | | 740 | | | | 13,839 | |
LIXIL Group Corp. | | | 720 | | | | 11,336 | |
M3, Inc. | | | 1,120 | | | | 18,083 | |
Mabuchi Motor Co. Ltd. | | | 160 | | | | 5,710 | |
Makita Corp. | | | 750 | | | | 26,011 | |
Marubeni Corp. | | | 4,300 | | | | 34,964 | |
Marui Group Co. Ltd. | | | 580 | | | | 12,540 | |
Maruichi Steel Tube Ltd. | | | 200 | | | | 5,769 | |
Matsumotokiyoshi Holdings Co. Ltd. | | | 240 | | | | 8,680 | |
Mazda Motor Corp. | | | 1,600 | | | | 17,294 | |
McDonald’s Holdings Co. Japan Ltd. | | | 150 | | | | 6,606 | |
Medipal Holdings Corp. | | | 500 | | | | 10,734 | |
MEIJI Holdings Co. Ltd. | | | 336 | | | | 22,280 | |
Minebea Mitsumi, Inc. | | | 1,200 | | | | 18,378 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Japan (cont’d.) | | | | | | | | |
MISUMI Group, Inc. | | | 780 | | | $ | 15,676 | |
Mitsubishi Chemical Holdings Corp. | | | 3,500 | | | | 27,359 | |
Mitsubishi Corp. | | | 3,530 | | | | 99,622 | |
Mitsubishi Electric Corp. | | | 5,380 | | | | 68,196 | |
Mitsubishi Estate Co. Ltd. | | | 3,170 | | | | 50,746 | |
Mitsubishi Gas Chemical Co., Inc. | | | 520 | | | | 8,768 | |
Mitsubishi Heavy Industries Ltd. | | | 780 | | | | 27,519 | |
Mitsubishi Logistics Corp. | | | 190 | | | | 4,358 | |
Mitsubishi Materials Corp. | | | 410 | | | | 11,409 | |
Mitsubishi Motors Corp. | | | 1,800 | | | | 11,327 | |
Mitsubishi Tanabe Pharma Corp. | | | 640 | | | | 9,457 | |
Mitsubishi UFJ Financial Group, Inc. | | | 34,000 | | | | 206,503 | |
Mitsubishi UFJ Lease & Finance Co. Ltd. | | | 1,350 | | | | 6,960 | |
Mitsui & Co. Ltd. | | | 4,600 | | | | 77,025 | |
Mitsui Chemicals, Inc. | | | 540 | | | | 12,174 | |
Mitsui Fudosan Co. Ltd. | | | 2,560 | | | | 57,866 | |
Mitsui OSK Lines Ltd. | | | 370 | | | | 9,007 | |
Mixi, Inc. | | | 280 | | | | 6,129 | |
Mizuho Financial Group, Inc. | | | 68,400 | | | | 117,862 | |
Monotaro Co. Ltd. | | | 360 | | | | 7,954 | |
MS&AD Insurance Group Holdings, Inc. | | | 1,400 | | | | 42,207 | |
Murata Manufacturing Co. Ltd. | | | 510 | | | | 78,752 | |
Nabtesco Corp. | | | 330 | | | | 7,286 | |
Nagoya Railroad Co. Ltd. | | | 560 | | | | 13,515 | |
Nankai Electric Railway Co. Ltd. | | | 360 | | | | 8,817 | |
NEC Corp. | | | 670 | | | | 19,268 | |
Nexon Co. Ltd.* | | | 1,140 | | | | 12,951 | |
NGK Insulators Ltd. | | | 730 | | | | 10,289 | |
NGK Spark Plug Co. Ltd. | | | 550 | | | | 11,182 | |
NH Foods Ltd. | | | 300 | | | | 10,345 | |
NHK Spring Co. Ltd. | | | 480 | | | | 4,118 | |
Nidec Corp. | | | 620 | | | | 79,791 | |
Nifco, Inc. | | | 250 | | | | 5,708 | |
Nikon Corp. | | | 950 | | | | 16,541 | |
Nintendo Co. Ltd. | | | 256 | | | | 79,919 | |
Nippon Building Fund, Inc., REIT | | | 3 | | | | 17,136 | |
Nippon Electric Glass Co. Ltd. | | | 190 | | | | 4,807 | |
Nippon Express Co. Ltd. | | | 200 | | | | 12,692 | |
Nippon Paint Holdings Co. Ltd. | | | 500 | | | | 15,688 | |
Nippon Prologis REIT, Inc.* | | | 5 | | | | 10,071 | |
Nippon Shinyaku Co. Ltd. | | | 160 | | | | 9,219 | |
Nippon Shokubai Co. Ltd. | | | 40 | | | | 2,576 | |
Nippon Steel & Sumitomo Metal Corp. | | | 2,150 | | | | 39,871 | |
Nippon Telegraph & Telephone Corp. | | | 1,770 | | | | 73,572 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 27 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Japan (cont’d.) | | | | | | | | |
Nippon Yusen KK | | | 450 | | | $ | 7,280 | |
Nissan Chemical Corp. | | | 450 | | | | 21,263 | |
Nissan Motor Co. Ltd. | | | 5,200 | | | | 47,376 | |
Nisshin Seifun Group, Inc. | | | 760 | | | | 15,117 | |
Nissin Foods Holdings Co. Ltd. | | | 200 | | | | 12,895 | |
Nitori Holdings Co. Ltd. | | | 202 | | | | 26,467 | |
Nitto Denko Corp. | | | 400 | | | | 25,038 | |
NOK Corp. | | | 300 | | | | 4,322 | |
Nomura Holdings, Inc. | | | 9,100 | | | | 43,796 | |
Nomura Real Estate Holdings, Inc. | | | 330 | | | | 6,187 | |
Nomura Real Estate Master Fund, Inc., REIT | | | 11 | | | | 14,256 | |
Nomura Research Institute Ltd. | | | 280 | | | | 12,428 | |
NSK Ltd. | | | 1,400 | | | | 13,847 | |
NTN Corp. | | | 1,100 | | | | 4,039 | |
NTT Data Corp. | | | 1,700 | | | | 21,902 | |
NTT DOCOMO, Inc. | | | 3,480 | | | | 87,496 | |
NTT Urban Development Corp. | | | 290 | | | | 4,321 | |
Obayashi Corp. | | | 1,800 | | | | 15,918 | |
Obic Co. Ltd. | | | 200 | | | | 18,248 | |
Odakyu Electric Railway Co. Ltd. | | | 840 | | | | 17,735 | |
Oji Holdings Corp. | | | 2,500 | | | | 17,781 | |
Olympus Corp. | | | 820 | | | | 27,394 | |
Omron Corp. | | | 570 | | | | 23,229 | |
Ono Pharmaceutical Co. Ltd. | | | 1,230 | | | | 27,974 | |
Oracle Corp. | | | 100 | | | | 6,767 | |
Orient Corp. | | | 1,400 | | | | 2,192 | |
Oriental Land Co. Ltd. | | | 460 | | | | 43,321 | |
ORIX Corp. | | | 3,500 | | | | 57,181 | |
Orix JREIT, Inc., REIT | | | 7 | | | | 10,702 | |
Osaka Gas Co. Ltd. | | | 1,140 | | | | 20,832 | |
Otsuka Corp. | | | 290 | | | | 9,627 | |
Otsuka Holdings Co. Ltd. | | | 1,160 | | | | 55,724 | |
Panasonic Corp. | | | 5,800 | | | | 63,541 | |
Park24 Co. Ltd. | | | 260 | | | | 6,843 | |
PeptiDream, Inc.* | | | 270 | | | | 8,852 | |
Persol Holdings Co. Ltd. | | | 450 | | | | 8,553 | |
Pigeon Corp. | | | 260 | | | | 11,053 | |
Pola Orbis Holdings, Inc. | | | 210 | | | | 5,598 | |
Rakuten, Inc. | | | 2,150 | | | | 14,542 | |
Recruit Holdings Co. Ltd. | | | 3,220 | | | | 86,826 | |
Renesas Electronics Corp.* | | | 2,080 | | | | 10,986 | |
Resona Holdings, Inc. | | | 6,000 | | | | 31,730 | |
Ricoh Co. Ltd. | | | 1,900 | | | | 18,944 | |
Rinnai Corp. | | | 60 | | | | 4,364 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Japan (cont’d.) | | | | | | | | |
Rohm Co. Ltd. | | | 260 | | | $ | 18,518 | |
Ryohin Keikaku Co. Ltd. | | | 32 | | | | 8,485 | |
Sankyo Co. Ltd. | | | 160 | | | | 6,127 | |
Santen Pharmaceutical Co. Ltd. | | | 1,000 | | | | 14,835 | |
Sawai Pharmaceutical Co. Ltd. | | | 100 | | | | 5,083 | |
SBI Holdings, Inc. | | | 600 | | | | 15,706 | |
SCSK Corp. | | | 150 | | | | 6,350 | |
Secom Co. Ltd. | | | 560 | | | | 45,962 | |
Sega Sammy Holdings, Inc. | | | 570 | | | | 7,324 | |
Seibu Holdings, Inc. | | | 600 | | | | 10,904 | |
Seiko Epson Corp. | | | 800 | | | | 12,945 | |
Sekisui Chemical Co. Ltd. | | | 1,000 | | | | 15,677 | |
Sekisui House Ltd. | | | 1,580 | | | | 23,227 | |
Seven & i Holdings Co. Ltd. | | | 2,120 | | | | 92,012 | |
Seven Bank Ltd. | | | 2,100 | | | | 6,571 | |
Sharp Corp. | | | 440 | | | | 6,776 | |
Shikoku Electric Power Co., Inc. | | | 400 | | | | 5,022 | |
Shimadzu Corp. | | | 780 | | | | 19,771 | |
Shimamura Co. Ltd. | | | 20 | | | | 1,682 | |
Shimano, Inc. | | | 220 | | | | 30,150 | |
Shimizu Corp. | | | 1,600 | | | | 12,996 | |
Shin-Etsu Chemical Co. Ltd. | | | 1,060 | | | | 89,135 | |
Shinsei Bank Ltd. | | | 480 | | | | 7,332 | |
Shionogi & Co. Ltd. | | | 810 | | | | 51,941 | |
Shiseido Co. Ltd. | | | 1,010 | | | | 63,837 | |
Shizuoka Bank Ltd. (The) | | | 1,260 | | | | 11,087 | |
Showa Shell Sekiyu KK | | | 580 | | | | 11,202 | |
SMC Corp. | | | 130 | | | | 41,749 | |
SoftBank Group Corp. | | | 2,280 | | | | 182,888 | |
Sohgo Security Services Co. Ltd. | | | 180 | | | | 8,009 | |
Sojitz Corp. | | | 3,700 | | | | 12,469 | |
Sompo Holdings, Inc. | | | 960 | | | | 39,745 | |
Sony Corp. | | | 3,360 | | | | 181,299 | |
Sony Financial Holdings, Inc. | | | 480 | | | | 11,187 | |
Sosei Group Corp.* | | | 250 | | | | 1,948 | |
Sotetsu Holdings, Inc. | | | 260 | | | | 7,952 | |
Square Enix Holdings Co. Ltd. | | | 210 | | | | 7,515 | |
Stanley Electric Co. Ltd. | | | 470 | | | | 13,946 | |
Subaru Corp. | | | 1,670 | | | | 45,051 | |
Sugi Holdings Co. Ltd. | | | 100 | | | | 4,576 | |
SUMCO Corp. | | | 680 | | | | 9,203 | |
Sumitomo Chemical Co. Ltd. | | | 4,300 | | | | 21,633 | |
Sumitomo Corp. | | | 3,080 | | | | 46,837 | |
Sumitomo Dainippon Pharma Co. Ltd. | | | 500 | | | | 10,477 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 29 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Japan (cont’d.) | | | | | | | | |
Sumitomo Electric Industries Ltd. | | | 2,070 | | | $ | 28,311 | |
Sumitomo Heavy Industries Ltd. | | | 310 | | | | 9,829 | |
Sumitomo Metal Mining Co. Ltd. | | | 590 | | | | 18,676 | |
Sumitomo Mitsui Financial Group, Inc. | | | 3,560 | | | | 139,871 | |
Sumitomo Mitsui Trust Holdings, Inc. | | | 1,010 | | | | 40,283 | |
Sumitomo Realty & Development Co. Ltd. | | | 700 | | | | 24,121 | |
Sumitomo Rubber Industries Ltd. | | | 500 | | | | 7,185 | |
Sundrug Co. Ltd. | | | 180 | | | | 6,547 | |
Suntory Beverage & Food Ltd. | | | 370 | | | | 15,084 | |
Suruga Bank Ltd. | | | 600 | | | | 2,820 | |
Suzuken Co. Ltd. | | | 230 | | | | 11,661 | |
Suzuki Motor Corp. | | | 1,120 | | | | 55,973 | |
Sysmex Corp. | | | 520 | | | | 36,576 | |
T&D Holdings, Inc. | | | 1,500 | | | | 24,212 | |
Taiheiyo Cement Corp. | | | 330 | | | | 9,731 | |
Taisei Corp. | | | 600 | | | | 25,707 | |
Taisho Pharmaceutical Holdings Co. Ltd. | | | 140 | | | | 14,956 | |
Taiyo Nippon Sanso Corp. | | | 390 | | | | 6,281 | |
Takashimaya Co. Ltd. | | | 200 | | | | 3,152 | |
Takeda Pharmaceutical Co. Ltd. | | | 2,100 | | | | 85,882 | |
TDK Corp. | | | 300 | | | | 26,090 | |
Teijin Ltd. | | | 540 | | | | 9,378 | |
Terumo Corp. | | | 880 | | | | 47,413 | |
THK Co. Ltd. | | | 370 | | | | 8,223 | |
Tobu Railway Co. Ltd. | | | 550 | | | | 15,283 | |
Toho Co. Ltd. | | | 320 | | | | 10,451 | |
Toho Gas Co. Ltd. | | | 240 | | | | 8,265 | |
Tohoku Electric Power Co., Inc. | | | 1,280 | | | | 16,179 | |
Tokio Marine Holdings, Inc. | | | 1,820 | | | | 86,249 | |
Tokyo Broadcasting System Holdings, Inc. | | | 100 | | | | 1,855 | |
Tokyo Century Corp. | | | 160 | | | | 8,601 | |
Tokyo Electric Power Co. Holdings, Inc.* | | | 4,200 | | | | 21,527 | |
Tokyo Electron Ltd. | | | 430 | | | | 59,900 | |
Tokyo Gas Co. Ltd. | | | 1,240 | | | | 30,430 | |
Tokyo Tatemono Co. Ltd. | | | 570 | | | | 6,134 | |
Tokyu Corp. | | | 1,400 | | | | 23,139 | |
Tokyu Fudosan Holdings Corp. | | | 1,700 | | | | 9,610 | |
Toppan Printing Co. Ltd. | | | 750 | | | | 10,627 | |
Toray Industries, Inc. | | | 4,090 | | | | 29,117 | |
Toshiba Corp.* | | | 1,610 | | | | 48,370 | |
Tosoh Corp. | | | 750 | | | | 9,918 | |
TOTO Ltd. | | | 350 | | | | 12,607 | |
Toyo Seikan Group Holdings Ltd. | | | 470 | | | | 9,631 | |
Toyo Suisan Kaisha Ltd. | | | 270 | | | | 9,281 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Japan (cont’d.) | | | | | | | | |
Toyoda Gosei Co. Ltd. | | | 210 | | | $ | 4,536 | |
Toyota Boshoku Corp. | | | 180 | | | | 2,999 | |
Toyota Industries Corp. | | | 510 | | | | 25,092 | |
Toyota Motor Corp. | | | 6,780 | | | | 397,773 | |
Toyota Tsusho Corp. | | | 660 | | | | 23,842 | |
Trend Micro, Inc. | | | 340 | | | | 19,648 | |
Tsuruha Holdings, Inc. | | | 70 | | | | 7,286 | |
Unicharm Corp. | | | 1,040 | | | | 28,179 | |
United Urban Investment Corp., REIT | | | 8 | | | | 12,174 | |
USS Co. Ltd. | | | 600 | | | | 10,840 | |
Welcia Holdings Co. Ltd. | | | 160 | | | | 8,192 | |
West Japan Railway Co. | | | 520 | | | | 34,912 | |
Yahoo Japan Corp. | | | 6,500 | | | | 20,426 | |
Yakult Honsha Co. Ltd. | | | 360 | | | | 25,507 | |
Yamada Denki Co. Ltd. | | | 1,900 | | | | 8,967 | |
Yamaguchi Financial Group, Inc. | | | 100 | | | | 1,053 | |
Yamaha Corp. | | | 440 | | | | 19,443 | |
Yamaha Motor Co. Ltd. | | | 800 | | | | 18,942 | |
Yamato Holdings Co. Ltd. | | | 970 | | | | 26,605 | |
Yamazaki Baking Co. Ltd. | | | 400 | | | | 7,218 | |
Yaskawa Electric Corp. | | | 760 | | | | 22,034 | |
Yokogawa Electric Corp. | | | 700 | | | | 13,793 | |
Yokohama Rubber Co. Ltd. (The) | | | 370 | | | | 7,182 | |
ZOZO, Inc. | | | 490 | | | | 11,768 | |
| | | | | | | | |
| | | | | | | 9,267,778 | |
| | |
Luxembourg 0.3% | | | | | | | | |
Aperam SA | | | 129 | | | | 4,392 | |
ArcelorMittal | | | 1,662 | | | | 41,368 | |
Eurofins Scientific SE | | | 29 | | | | 14,664 | |
L’Occitane International SA | | | 1,000 | | | | 1,884 | |
RTL Group SA | | | 111 | | | | 7,129 | |
SES SA | | | 978 | | | | 21,070 | |
Tenaris SA | | | 1,216 | | | | 18,035 | |
Ternium SA, ADR | | | 154 | | | | 4,903 | |
| | | | | | | | |
| | | | | | | 113,445 | |
| | |
Macau 0.1% | | | | | | | | |
MGM China Holdings Ltd. | | | 1,900 | | | | 2,701 | |
Sands China Ltd. | | | 6,400 | | | | 25,362 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 31 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Macau (cont’d.) | | | | | | | | |
SJM Holdings Ltd. | | | 4,600 | | | $ | 3,731 | |
Wynn Macau Ltd. | | | 4,400 | | | | 9,130 | |
| | | | | | | | |
| | | | | | | 40,924 | |
| | |
Malta 0.0% | | | | | | | | |
Kindred Group PLC, SDR | | | 567 | | | | 6,061 | |
| | |
Netherlands 4.1% | | | | | | | | |
Aalberts Industries NV | | | 250 | | | | 9,178 | |
ABN AMRO Group NV, CVA, 144A | | | 1,110 | | | | 27,275 | |
Aegon NV | | | 4,690 | | | | 28,780 | |
Akzo Nobel NV | | | 675 | | | | 56,757 | |
Altice Europe NV* | | | 1,285 | | | | 3,069 | |
Altice Europe NV (Class B Stock)* | | | 514 | | | | 1,231 | |
ASM International NV* | | | 114 | | | | 4,901 | |
ASML Holding NV | | | 1,094 | | | | 187,264 | |
ASR Nederland NV | | | 361 | | | | 16,422 | |
Boskalis Westminster | | | 207 | | | | 5,966 | |
Euronext NV, 144A | | | 197 | | | | 12,171 | |
EXOR NV | | | 278 | | | | 15,752 | |
Gemalto NV* | | | 215 | | | | 12,264 | |
GrandVision NV, 144A | | | 107 | | | | 2,703 | |
HAL Trust | | | 222 | | | | 35,686 | |
Heineken Holding NV | | | 292 | | | | 25,309 | |
Heineken NV | | | 630 | | | | 56,754 | |
ING Groep NV | | | 10,490 | | | | 124,387 | |
InterXion Holding NV* | | | 195 | | | | 11,480 | |
Koninklijke Ahold Delhaize NV | | | 3,158 | | | | 72,314 | |
Koninklijke DSM NV | | | 465 | | | | 40,726 | |
Koninklijke KPN NV | | | 8,942 | | | | 23,622 | |
Koninklijke Philips NV | | | 2,502 | | | | 93,468 | |
Koninklijke Vopak NV | | | 174 | | | | 7,872 | |
NN Group NV | | | 883 | | | | 37,965 | |
OCI NV* | | | 241 | | | | 6,846 | |
Randstad NV | | | 310 | | | | 15,637 | |
Royal Dutch Shell PLC (Class A Stock) | | | 12,395 | | | | 393,335 | |
Royal Dutch Shell PLC (Class B Stock) | | | 10,099 | | | | 330,280 | |
SBM Offshore NV | | | 525 | | | | 9,077 | |
Signify NV, 144A | | | 320 | | | | 7,893 | |
VEON Ltd., ADR | | | 1,341 | | | | 3,768 | |
Wolters Kluwer NV | | | 760 | | | | 43,186 | |
| | | | | | | | |
| | | | | | | 1,723,338 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
New Zealand 0.2% | | | | | | | | |
Auckland International Airport Ltd. | | | 2,431 | | | $ | 11,088 | |
Contact Energy Ltd. | | | 1,902 | | | | 6,950 | |
Fisher & Paykel Healthcare Corp. Ltd. | | | 1,466 | | | | 13,001 | |
Fletcher Building Ltd.* | | | 2,568 | | | | 10,124 | |
Fonterra Co-operative Group Ltd. | | | 206 | | | | 655 | |
Mercury NZ Ltd. | | | 1,591 | | | | 3,535 | |
Meridian Energy Ltd. | | | 3,215 | | | | 6,579 | |
Ryman Healthcare Ltd. | | | 1,069 | | | | 8,446 | |
Spark New Zealand Ltd. | | | 4,770 | | | | 12,331 | |
| | | | | | | | |
| | | | | | | 72,709 | |
| | |
Norway 0.7% | | | | | | | | |
DNB ASA | | | 2,857 | | | | 51,638 | |
Equinor ASA | | | 2,633 | | | | 68,013 | |
Gjensidige Forsikring ASA | | | 432 | | | | 6,677 | |
Kongsberg Gruppen ASA | | | 144 | | | | 2,373 | |
Leroy Seafood Group ASA | | | 664 | | | | 6,127 | |
Marine Harvest ASA | | | 1,113 | | | | 26,947 | |
Norsk Hydro ASA | | | 3,471 | | | | 17,995 | |
Orkla ASA | | | 2,159 | | | | 18,613 | |
Salmar ASA | | | 155 | | | | 8,167 | |
Schibsted ASA (Class A Stock) | | | 214 | | | | 7,401 | |
Schibsted ASA (Class B Stock) | | | 242 | | | | 7,674 | |
Telenor ASA | | | 1,815 | | | | 33,265 | |
Yara International ASA | | | 454 | | | | 19,521 | |
| | | | | | | | |
| | | | | | | 274,411 | |
| | |
Portugal 0.2% | | | | | | | | |
Banco Comercial Portugues SA* | | | 21,788 | | | | 5,883 | |
EDP - Energias de Portugal SA | | | 5,895 | | | | 20,713 | |
Galp Energia SGPS SA | | | 1,424 | | | | 24,780 | |
Jeronimo Martins SGPS SA | | | 665 | | | | 8,166 | |
Navigator Co. SA (The) | | | 871 | | | | 4,349 | |
NOS SGPS SA | | | 638 | | | | 3,586 | |
Sonae SGPS SA | | | 1,985 | | | | 1,990 | |
| | | | | | | | |
| | | | | | | 69,467 | |
| | |
Russia 0.1% | | | | | | | | |
Evraz PLC | | | 1,318 | | | | 9,149 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 33 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Russia (cont’d.) | | | | | | | | |
X5 Retail Group NV, GDR | | | 261 | | | $ | 6,134 | |
Yandex NV (Class A Stock)* | | | 717 | | | | 21,603 | |
| | | | | | | | |
| | | | | | | 36,886 | |
| | |
Singapore 1.1% | | | | | | | | |
Ascendas Real Estate Investment Trust, REIT | | | 6,600 | | | | 12,009 | |
BOC Aviation Ltd., 144A | | | 500 | | | | 3,582 | |
CapitaLand Commercial Trust, REIT | | | 5,997 | | | | 7,487 | |
CapitaLand Ltd. | | | 7,100 | | | | 16,129 | |
CapitaLand Mall Trust, REIT | | | 6,300 | | | | 9,606 | |
City Developments Ltd. | | | 1,200 | | | | 6,866 | |
ComfortDelGro Corp. Ltd. | | | 5,500 | | | | 8,938 | |
DBS Group Holdings Ltd. | | | 4,832 | | | | 82,096 | |
First Resources Ltd. | | | 1,300 | | | | 1,484 | |
Frasers Property Ltd. | | | 900 | | | | 1,026 | |
Genting Singapore Ltd. | | | 16,600 | | | | 10,588 | |
Great Eastern Holdings Ltd. | | | 400 | | | | 7,389 | |
Jardine Cycle & Carriage Ltd. | | | 240 | | | | 5,252 | |
Keppel Corp. Ltd. | | | 4,000 | | | | 17,940 | |
Keppel REIT | | | 6,100 | | | | 4,982 | |
Olam International Ltd. | | | 1,700 | | | | 2,214 | |
Oversea-Chinese Banking Corp. Ltd. | | | 8,914 | | | | 69,304 | |
SATS Ltd. | | | 1,600 | | | | 5,761 | |
Sembcorp Industries Ltd. | | | 2,500 | | | | 5,096 | |
Sembcorp Marine Ltd. | | | 1,800 | | | | 2,088 | |
SIA Engineering Co. Ltd. | | | 600 | | | | 1,227 | |
Singapore Airlines Ltd. | | | 1,300 | | | | 8,906 | |
Singapore Exchange Ltd. | | | 2,100 | | | | 10,388 | |
Singapore Post Ltd. | | | 4,200 | | | | 3,153 | |
Singapore Press Holdings Ltd. | | | 4,300 | | | | 8,231 | |
Singapore Technologies Engineering Ltd. | | | 3,900 | | | | 10,011 | |
Singapore Telecommunications Ltd. | | | 20,000 | | | | 45,670 | |
StarHub Ltd. | | | 1,200 | | | | 1,630 | |
Suntec Real Estate Investment Trust, REIT | | | 5,500 | | | | 7,035 | |
United Industrial Corp. Ltd. | | | 1,300 | | | | 2,628 | |
United Overseas Bank Ltd. | | | 3,457 | | | | 60,942 | |
UOL Group Ltd. | | | 1,300 | | | | 5,666 | |
Wilmar International Ltd. | | | 5,100 | | | | 11,656 | |
| | | | | | | | |
| | | | | | | 456,980 | |
| | |
South Africa 0.2% | | | | | | | | |
Anglo American PLC | | | 2,635 | | | | 56,404 | |
Investec PLC | | | 1,688 | | | | 10,471 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
South Africa (cont’d.) | | | | | | | | |
Nedbank Group Ltd. | | | 403 | | | $ | 6,814 | |
Old Mutual Ltd. | | | 12,552 | | | | 18,954 | |
| | | | | | | | |
| | | | | | | 92,643 | |
| | |
Spain 2.7% | | | | | | | | |
Acciona SA | | | 54 | | | | 4,564 | |
Acerinox SA | | | 484 | | | | 5,409 | |
ACS Actividades de Construccion y Servicios SA | | | 680 | | | | 25,502 | |
Aena SME SA, 144A | | | 175 | | | | 27,965 | |
Almirall SA | | | 130 | | | | 2,355 | |
Amadeus IT Group SA | | | 1,105 | | | | 89,100 | |
Atresmedia Corp. de Medios de Comunicacion SA | | | 150 | | | | 847 | |
Banco Bilbao Vizcaya Argentaria SA | | | 17,963 | | | | 98,830 | |
Banco de Sabadell SA | | | 14,676 | | | | 19,356 | |
Banco Santander SA | | | 42,814 | | | | 202,684 | |
Bankia SA | | | 3,142 | | | | 9,859 | |
Bankinter SA | | | 1,782 | | | | 14,611 | |
Bolsas y Mercados Espanoles SHMSF SA | | | 202 | | | | 5,986 | |
CaixaBank SA | | | 9,529 | | | | 38,674 | |
Cellnex Telecom SA, 144A | | | 422 | | | | 10,525 | |
Cia de Distribucion Integral Logista Holdings SA | | | 165 | | | | 3,990 | |
Corp. Financiera Alba SA | | | 52 | | | | 2,499 | |
Distribuidora Internacional de Alimentacion SA | | | 1,312 | | | | 990 | |
Ebro Foods SA | | | 243 | | | | 4,773 | |
EDP Renovaveis SA | | | 352 | | | | 3,148 | |
Enagas SA | | | 619 | | | | 16,435 | |
Endesa SA | | | 825 | | | | 17,283 | |
Ferrovial SA | | | 1,285 | | | | 25,769 | |
Fomento de Construcciones y Contratas SA* | | | 171 | | | | 2,266 | |
Gestamp Automocion SA, 144A | | | 355 | | | | 2,254 | |
Grifols SA | | | 895 | | | | 25,492 | |
Grupo Catalana Occidente SA | | | 135 | | | | 5,584 | |
Iberdrola SA | | | 16,138 | | | | 114,271 | |
Industria de Diseno Textil SA | | | 2,819 | | | | 79,514 | |
Mapfre SA | | | 2,571 | | | | 7,675 | |
Mediaset Espana Comunicacion SA | | | 392 | | | | 2,670 | |
Melia Hotels International SA | | | 261 | | | | 2,687 | |
Merlin Properties Socimi SA, REIT | | | 930 | | | | 11,664 | |
Metrovacesa SA, 144A* | | | 78 | | | | 962 | |
Naturgy Energy Group SA | | | 863 | | | | 21,223 | |
Obrascon Huarte Lain SA | | | 293 | | | | 335 | |
Prosegur Cash SA, 144A | | | 778 | | | | 1,542 | |
Prosegur Cia de Seguridad SA | | | 677 | | | | 3,768 | |
Red Electrica Corp. SA | | | 1,193 | | | | 24,773 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 35 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
Spain (cont’d.) | | | | | | | | |
Repsol SA | | | 3,226 | | | $ | 57,775 | |
Siemens Gamesa Renewable Energy SA* | | | 604 | | | | 6,698 | |
Tecnicas Reunidas SA | | | 64 | | | | 1,721 | |
Telefonica SA | | | 12,335 | | | | 101,084 | |
Zardoya Otis SA | | | 409 | | | | 2,800 | |
| | | | | | | | |
| | | | | | | 1,107,912 | |
| | |
Sweden 2.4% | | | | | | | | |
AAK AB | | | 446 | | | | 6,733 | |
Ahlsell AB, 144A | | | 784 | | | | 3,968 | |
Alfa Laval AB | | | 875 | | | | 22,351 | |
Arjo AB (Class B Stock) | | | 874 | | | | 2,969 | |
Assa Abloy AB (Class B Stock) | | | 2,511 | | | | 50,105 | |
Atlas Copco AB (Class A Stock)* | | | 1,668 | | | | 41,326 | |
Atlas Copco AB (Class B Stock) | | | 1,051 | | | | 24,123 | |
Autoliv, Inc. | | | 227 | | | | 18,918 | |
Axfood AB | | | 247 | | | | 4,406 | |
Axis Communications AB | | | 40 | | | | 1,588 | |
BillerudKorsnas AB | | | 434 | | | | 5,149 | |
Boliden AB* | | | 712 | | | | 16,281 | |
Castellum AB | | | 704 | | | | 12,159 | |
Electrolux AB (Class B Stock) | | | 622 | | | | 12,924 | |
Elekta AB (Class B Stock) | | | 925 | | | | 11,722 | |
Epiroc AB (Class A Stock)* | | | 1,716 | | | | 15,049 | |
Epiroc AB (Class B Stock)* | | | 982 | | | | 8,081 | |
Essity AB (Class A Stock) | | | 80 | | | | 1,817 | |
Essity AB (Class B Stock) | | | 1,612 | | | | 36,789 | |
Fabege AB | | | 753 | | | | 9,622 | |
Fastighets AB Balder (Class B Stock)* | | | 246 | | | | 6,168 | |
Fingerprint Cards AB (Class B Stock)* | | | 359 | | | | 446 | |
Getinge AB (Class B Stock) | | | 545 | | | | 5,343 | |
Hennes & Mauritz AB (Class B Stock) | | | 2,326 | | | | 41,107 | |
Hexagon AB (Class B Stock) | | | 679 | | | | 33,102 | |
Hexpol AB | | | 608 | | | | 5,628 | |
Holmen AB (Class B Stock) | | | 255 | | | | 5,845 | |
Hufvudstaden AB (Class A Stock) | | | 353 | | | | 5,220 | |
Husqvarna AB (Class B Stock) | | | 1,150 | | | | 8,681 | |
ICA Gruppen AB | | | 235 | | | | 8,313 | |
Investment AB Latour (Class B Stock) | | | 312 | | | | 3,779 | |
L E Lundbergforetagen AB (Class B Stock) | | | 192 | | | | 5,926 | |
Lifco AB (Class B Stock) | | | 119 | | | | 5,063 | |
Lundin Petroleum AB | | | 495 | | | | 15,073 | |
Modern Times Group MTG AB (Class B Stock) | | | 157 | | | | 5,801 | |
NCC AB (Class A Stock) | | | 67 | | | | 1,004 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| |
Sweden (cont’d.) | | | | | |
NCC AB (Class B Stock) | | | 247 | | | $ | 3,683 | |
Nibe Industrier AB (Class B Stock) | | | 870 | | | | 9,091 | |
Ratos AB (Class B Stock) | | | 435 | | | | 1,176 | |
Saab AB (Class B Stock) | | | 194 | | | | 7,610 | |
Sandvik AB | | | 2,858 | | | | 45,152 | |
Securitas AB (Class B Stock) | | | 804 | | | | 13,789 | |
Skandinaviska Enskilda Banken AB (Class A Stock) | | | 3,853 | | | | 39,924 | |
Skanska AB (Class B Stock) | | | 1,001 | | | | 15,750 | |
SKF AB (Class A Stock) | | | 97 | | | | 1,551 | |
SKF AB (Class B Stock) | | | 990 | | | | 15,888 | |
SSAB AB (Class A Stock) | | | 513 | | | | 2,050 | |
SSAB AB (Class B Stock) | | | 1,469 | | | | 4,762 | |
Svenska Cellulosa AB SCA (Class A Stock) | | | 137 | | | | 1,326 | |
Svenska Cellulosa AB SCA (Class B Stock) | | | 1,675 | | | | 15,857 | |
Svenska Handelsbanken AB (Class A Stock) | | | 3,869 | | | | 42,078 | |
Svenska Handelsbanken AB (Class B Stock) | | | 44 | | | | 488 | |
Swedbank AB (Class A Stock) | | | 2,670 | | | | 60,099 | |
Swedish Match AB | | | 471 | | | | 24,014 | |
Swedish Orphan Biovitrum AB* | | | 445 | | | | 9,077 | |
Tele2 AB (Class B Stock) | | | 979 | | | | 11,113 | |
Telefonaktiebolaget LM Ericsson (Class A Stock) | | | 104 | | | | 924 | |
Telefonaktiebolaget LM Ericsson (Class B Stock) | | | 7,939 | | | | 69,221 | |
Telia Co. AB | | | 7,399 | | | | 33,340 | |
Trelleborg AB (Class B Stock) | | | 632 | | | | 11,413 | |
Veoneer, Inc.* | | | 227 | | | | 7,623 | |
Volvo AB (Class A Stock) | | | 529 | | | | 7,932 | |
Volvo AB (Class B Stock) | | | 4,083 | | | | 61,084 | |
Wallenstam AB (Class B Stock) | | | 458 | | | | 4,122 | |
| | | | | | | | |
| | | | | | | 982,716 | |
| | |
Switzerland 8.0% | | | | | | | | |
ABB Ltd. | | | 4,852 | | | | 97,660 | |
Adecco Group AG | | | 407 | | | | 19,897 | |
Allreal Holding AG* | | | 40 | | | | 6,135 | |
Alpiq Holding AG* | | | 18 | | | | 1,523 | |
Aryzta AG* | | | 217 | | | | 2,019 | |
Baloise Holding AG | | | 133 | | | | 19,043 | |
Banque Cantonale Vaudoise | | | 8 | | | | 5,981 | |
Barry Callebaut AG | | | 5 | | | | 9,770 | |
Basellandschaftliche Kantonalbank | | | 3 | | | | 2,696 | |
Basler Kantonalbank | | | 21 | | | | 1,642 | |
Berner Kantonalbank AG | | | 10 | | | | 2,103 | |
Bucher Industries AG | | | 21 | | | | 5,804 | |
Chocoladefabriken Lindt & Spruengli AG | | | 3 | | | | 20,673 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 37 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| |
Switzerland (cont’d.) | | | | | |
Cie Financiere Richemont SA | | | 1,385 | | | $ | 101,093 | |
Clariant AG* | | | 519 | | | | 11,192 | |
Coca-Cola HBC AG* | | | 551 | | | | 16,272 | |
Credit Suisse Group AG* | | | 6,918 | | | | 90,252 | |
DKSH Holding AG | | | 87 | | | | 5,865 | |
dormakaba Holding AG* | | | 8 | | | | 5,769 | |
Dufry AG* | | | 92 | | | | 10,362 | |
Emmi AG* | | | 6 | | | | 4,351 | |
EMS-Chemie Holding AG | | | 19 | | | | 10,473 | |
Flughafen Zurich AG | | | 50 | | | | 9,899 | |
GAM Holding AG* | | | 457 | | | | 2,653 | |
Geberit AG | | | 97 | | | | 37,953 | |
Georg Fischer AG | | | 11 | | | | 10,236 | |
Givaudan SA | | | 25 | | | | 60,715 | |
Glencore PLC* | | | 31,459 | | | | 128,349 | |
Helvetia Holding AG | | | 19 | | | | 11,642 | |
Idorsia Ltd.* | | | 230 | | | | 4,455 | |
IWG PLC | | | 1,618 | | | | 4,751 | |
Julius Baer Group Ltd.* | | | 597 | | | | 27,183 | |
Kuehne + Nagel International AG | | | 141 | | | | 19,592 | |
LafargeHolcim Ltd.* | | | 1,299 | | | | 60,073 | |
Lonza Group AG* | | | 198 | | | | 62,332 | |
Luzerner Kantonalbank AG | | | 7 | | | | 3,508 | |
Nestle SA | | | 8,092 | | | | 683,502 | |
Novartis AG | | | 5,864 | | | | 513,054 | |
OC Oerlikon Corp. AG* | | | 513 | | | | 6,112 | |
Panalpina Welttransport Holding AG | | | 38 | | | | 4,640 | |
Partners Group Holding AG | | | 44 | | | | 31,326 | |
PSP Swiss Property AG | | | 116 | | | | 11,192 | |
Roche Holding AG | | | 1,871 | | | | 454,963 | |
Roche Holding AG (XBRN) | | | 73 | | | | 17,749 | |
Schindler Holding AG | | | 54 | | | | 11,215 | |
Schindler Holding AG, (Part. Cert.) | | | 112 | | | | 23,609 | |
SFS Group AG* | | | 56 | | | | 5,498 | |
SGS SA | | | 14 | | | | 33,204 | |
Sika AG | | | 380 | | | | 48,821 | |
Sonova Holding AG | | | 137 | | | | 22,401 | |
St Galler Kantonalbank AG | | | 8 | | | | 3,941 | |
STMicroelectronics NV | | | 1,748 | | | | 26,586 | |
Straumann Holding AG | | | 27 | | | | 18,421 | |
Sulzer AG | | | 31 | | | | 3,111 | |
Sunrise Communications Group AG, 144A* | | | 87 | | | | 7,661 | |
Swatch Group AG (The) | | | 80 | | | | 26,993 | |
Swatch Group AG (The), Reg. Shs. | | | 135 | | | | 9,002 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| |
Switzerland (cont’d.) | | | | | |
Swiss Life Holding AG* | | | 93 | | | $ | 35,108 | |
Swiss Prime Site AG* | | | 214 | | | | 17,359 | |
Swiss Re AG | | | 816 | | | | 73,680 | |
Swisscom AG | | | 69 | | | | 31,563 | |
Temenos AG* | | | 163 | | | | 22,413 | |
UBS Group AG* | | | 9,479 | | | | 132,135 | |
Vifor Pharma AG | | | 126 | | | | 18,162 | |
Zurich Insurance Group AG* | | | 405 | | | | 125,773 | |
| | | | | | | | |
| | | | | | | 3,313,110 | |
| |
Taiwan 0.0% | | | | | |
FIT Hon Teng Ltd., 144A | | | 2,000 | | | | 831 | |
| |
Thailand 0.0% | | | | | |
Sea Ltd., ADR* | | | 114 | | | | 1,488 | |
| |
United Kingdom 14.0% | | | | | |
3i Group PLC | | | 2,583 | | | | 28,974 | |
AA PLC | | | 1,377 | | | | 1,763 | |
Admiral Group PLC | | | 529 | | | | 13,619 | |
Aggreko PLC | | | 659 | | | | 7,230 | |
Ashmore Group PLC | | | 999 | | | | 4,506 | |
Ashtead Group PLC | | | 1,329 | | | | 32,941 | |
ASOS PLC* | | | 151 | | | | 10,540 | |
Associated British Foods PLC | | | 932 | | | | 28,432 | |
AstraZeneca PLC | | | 3,415 | | | | 261,135 | |
Auto Trader Group PLC, 144A | | | 2,408 | | | | 12,618 | |
Avast PLC, 144A* | | | 527 | | | | 1,876 | |
Aviva PLC | | | 10,458 | | | | 57,297 | |
B&M European Value Retail SA | | | 2,246 | | | | 11,973 | |
Babcock International Group PLC | | | 745 | | | | 5,820 | |
BAE Systems PLC | | | 8,718 | | | | 58,541 | |
Balfour Beatty PLC | | | 2,063 | | | | 6,940 | |
Barclays PLC | | | 45,946 | | | | 101,358 | |
Barratt Developments PLC | | | 2,618 | | | | 17,212 | |
BBA Aviation PLC | | | 2,661 | | | | 8,169 | |
Beazley PLC | | | 1,312 | | | | 8,851 | |
Bellway PLC | | | 320 | | | | 11,755 | |
Berkeley Group Holdings PLC | | | 340 | | | | 15,216 | |
BP PLC | | | 52,624 | | | | 380,394 | |
British American Tobacco PLC | | | 6,149 | | | | 266,903 | |
British Land Co. PLC (The), REIT | | | 2,706 | | | | 20,458 | |
Britvic PLC | | | 669 | | | | 6,762 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 39 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| |
United Kingdom (cont’d.) | | | | | |
BT Group PLC | | | 22,441 | | | $ | 69,028 | |
BTG PLC* | | | 1,040 | | | | 7,327 | |
Bunzl PLC | | | 925 | | | | 27,326 | |
Burberry Group PLC | | | 1,148 | | | | 26,725 | |
Capita PLC* | | | 4,906 | | | | 8,047 | |
Capital & Counties Properties PLC | | | 1,926 | | | | 6,166 | |
Centrica PLC | | | 15,004 | | | | 28,228 | |
Close Brothers Group PLC | | | 432 | | | | 8,123 | |
CNH Industrial NV | | | 2,651 | | | | 27,515 | |
Cobham PLC* | | | 6,222 | | | | 8,526 | |
Coca-Cola European Partners PLC | | | 268 | | | | 12,191 | |
Compass Group PLC | | | 4,242 | | | | 83,496 | |
ConvaTec Group PLC, 144A | | | 3,762 | | | | 7,789 | |
Croda International PLC | | | 355 | | | | 21,888 | |
CYBG PLC | | | 3,261 | | | | 11,219 | |
Daily Mail & General Trust PLC (Class A Stock) | | | 709 | | | | 6,331 | |
DCC PLC | | | 273 | | | | 23,438 | |
Derwent London PLC, REIT | | | 253 | | | | 9,462 | |
Diageo PLC | | | 6,507 | | | | 224,841 | |
Dialog Semiconductor PLC* | | | 180 | | | | 4,770 | |
Direct Line Insurance Group PLC | | | 3,801 | | | | 16,018 | |
Dixons Carphone PLC | | | 3,072 | | | | 6,656 | |
Drax Group PLC | | | 977 | | | | 5,016 | |
DS Smith PLC | | | 3,591 | | | | 18,033 | |
Dunelm Group PLC | | | 237 | | | | 1,804 | |
easyJet PLC | | | 569 | | | | 8,729 | |
En+ Group PLC^ | | | 106 | | | | — | |
Essentra PLC | | | 586 | | | | 2,862 | |
Experian PLC | | | 2,447 | | | | 56,292 | |
Fiat Chrysler Automobiles NV* | | | 3,015 | | | | 46,007 | |
G4S PLC | | | 4,027 | | | | 11,073 | |
GlaxoSmithKline PLC | | | 13,130 | | | | 254,021 | |
Great Portland Estates PLC, REIT | | | 774 | | | | 6,908 | |
Greene King PLC | | | 836 | | | | 5,159 | |
Halma PLC | | | 1,047 | | | | 17,764 | |
Hammerson PLC, REIT | | | 2,066 | | | | 11,572 | |
Hargreaves Lansdown PLC | | | 732 | | | | 17,487 | |
Hays PLC | | | 3,488 | | | | 7,327 | |
Hiscox Ltd. | | | 723 | | | | 15,052 | |
Howden Joinery Group PLC | | | 1,511 | | | | 9,064 | |
HSBC Holdings PLC | | | 54,144 | | | | 445,087 | |
IG Group Holdings PLC | | | 895 | | | | 6,917 | |
IMI PLC | | | 692 | | | | 8,782 | |
Imperial Brands PLC | | | 2,545 | | | | 86,266 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
United Kingdom (cont’d.) | | | | | | | | |
Inchcape PLC | | | 1,027 | | | $ | 7,104 | |
Indivior PLC* | | | 1,697 | | | | 4,087 | |
Informa PLC | | | 3,401 | | | | 31,039 | |
Inmarsat PLC | | | 1,193 | | | | 6,929 | |
InterContinental Hotels Group PLC | | | 525 | | | | 27,680 | |
Intermediate Capital Group PLC | | | 723 | | | | 8,804 | |
International Consolidated Airlines Group SA | | | 2,812 | | | | 21,694 | |
Intertek Group PLC | | | 446 | | | | 26,721 | |
Intu Properties PLC, REIT | | | 2,622 | | | | 6,554 | |
ITV PLC | | | 10,487 | | | | 19,960 | |
J Sainsbury PLC | | | 4,407 | | | | 17,531 | |
Janus Henderson Group PLC | | | 517 | | | | 12,703 | |
Jardine Lloyd Thompson Group PLC | | | 319 | | | | 7,696 | |
JD Sports Fashion PLC | | | 976 | | | | 5,097 | |
John Wood Group PLC | | | 1,715 | | | | 15,685 | |
Johnson Matthey PLC | | | 534 | | | | 20,298 | |
Jupiter Fund Management PLC | | | 1,078 | | | | 4,645 | |
Just Eat PLC* | | | 1,467 | | | | 11,386 | |
Kingfisher PLC | | | 5,593 | | | | 18,182 | |
Land Securities Group PLC, REIT | | | 1,992 | | | | 21,729 | |
Legal & General Group PLC | | | 15,861 | | | | 51,046 | |
Liberty Global PLC (Class A Stock)* | | | 524 | | | | 13,430 | |
Liberty Global PLC (Class C Stock)* | | | 1,426 | | | | 35,707 | |
Linde PLC* | | | 771 | | | | 126,493 | |
Lloyds Banking Group PLC | | | 193,453 | | | | 141,244 | |
London Stock Exchange Group PLC | | | 855 | | | | 47,172 | |
Man Group PLC | | | 3,975 | | | | 7,889 | |
Manchester United PLC (Class A Stock) | | | 81 | | | | 1,696 | |
Marks & Spencer Group PLC | | | 4,227 | | | | 15,956 | |
Meggitt PLC | | | 2,015 | | | | 13,633 | |
Merlin Entertainments PLC, 144A | | | 1,755 | | | | 7,253 | |
Metro Bank PLC* | | | 234 | | | | 6,658 | |
Micro Focus International PLC | | | 1,116 | | | | 17,363 | |
Millennium & Copthorne Hotels PLC | | | 304 | | | | 1,846 | |
Mondi PLC | | | 1,019 | | | | 24,052 | |
Moneysupermarket.com Group PLC | | | 1,348 | | | | 5,056 | |
National Grid PLC | | | 9,151 | | | | 96,783 | |
NEX Group PLC | | | 879 | | | | 12,759 | |
Next PLC | | | 359 | | | | 23,869 | |
Ocado Group PLC* | | | 1,302 | | | | 14,189 | |
Pearson PLC | | | 2,132 | | | | 24,432 | |
Pennon Group PLC | | | 1,089 | | | | 10,397 | |
Persimmon PLC | | | 832 | | | | 24,412 | |
Petrofac Ltd. | | | 783 | | | | 5,792 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 41 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
United Kingdom (cont’d.) | | | | | | | | |
Phoenix Group Holdings | | | 1,818 | | | $ | 13,986 | |
Playtech PLC | | | 769 | | | | 4,711 | |
Provident Financial PLC* | | | 660 | | | | 4,305 | |
Prudential PLC | | | 6,981 | | | | 140,185 | |
Quilter PLC, 144A | | | 5,008 | | | | 7,414 | |
Randgold Resources Ltd. | | | 253 | | | | 19,899 | |
Reckitt Benckiser Group PLC | | | 1,686 | | | | 136,409 | |
RELX PLC | | | 5,151 | | | | 101,879 | |
Rentokil Initial PLC | | | 5,192 | | | | 20,992 | |
Rightmove PLC | | | 2,340 | | | | 13,530 | |
Rolls-Royce Holdings PLC* | | | 4,449 | | | | 47,702 | |
Rolls-Royce Holdings PLC-ENT | | | 204,654 | | | | 262 | |
Rotork PLC | | | 2,213 | | | | 8,534 | |
Royal Bank of Scotland Group PLC | | | 12,239 | | | | 36,793 | |
Royal Mail PLC | | | 2,572 | | | | 11,800 | |
RPC Group PLC | | | 1,131 | | | | 11,021 | |
RSA Insurance Group PLC | | | 2,877 | | | | 20,755 | |
Saga PLC | | | 2,971 | | | | 4,526 | |
Sage Group PLC (The) | | | 3,036 | | | | 21,125 | |
Schroders PLC | | | 312 | | | | 10,693 | |
Schroders PLC NV | | | 123 | | | | 3,512 | |
Segro PLC, REIT | | | 2,808 | | | | 22,054 | |
Serco Group PLC* | | | 2,479 | | | | 3,046 | |
Severn Trent PLC | | | 668 | | | | 15,914 | |
Shaftesbury PLC, REIT | | | 678 | | | | 7,781 | |
Sky PLC | | | 177 | | | | 3,909 | |
Smith & Nephew PLC | | | 2,325 | | | | 37,729 | |
Smiths Group PLC | | | 1,105 | | | | 19,735 | |
Spectris PLC | | | 337 | | | | 9,242 | |
Spirax-Sarco Engineering PLC | | | 191 | | | | 15,804 | |
Sports Direct International PLC* | | | 516 | | | | 2,154 | |
SSE PLC | | | 2,716 | | | | 39,605 | |
St. James’s Place PLC | | | 1,357 | | | | 17,589 | |
Stagecoach Group PLC | | | 892 | | | | 1,744 | |
Standard Chartered PLC | | | 7,236 | | | | 50,821 | |
Standard Life Aberdeen PLC* | | | 7,122 | | | | 24,597 | |
Subsea 7 SA | | | 669 | | | | 8,430 | |
TalkTalk Telecom Group PLC | | | 1,429 | | | | 2,193 | |
Tate & Lyle PLC | | | 1,211 | | | | 10,428 | |
Taylor Wimpey PLC | | | 8,460 | | | | 17,466 | |
TechnipFMC PLC | | | 1,243 | | | | 32,888 | |
Tesco PLC | | | 25,997 | | | | 70,931 | |
Thomas Cook Group PLC | | | 3,014 | | | | 1,739 | |
Travis Perkins PLC | | | 656 | | | | 9,286 | |
See Notes to Financial Statements.
| | | | | | | | |
Description | | Shares | | | Value | |
COMMON STOCKS (Continued) | | | | | | | | |
| | |
United Kingdom (cont’d.) | | | | | | | | |
Unilever NV, CVA | | | 4,076 | | | $ | 218,999 | |
Unilever PLC | | | 2,999 | | | | 158,725 | |
United Utilities Group PLC | | | 1,776 | | | | 16,494 | |
Vodafone Group PLC | | | 71,921 | | | | 135,985 | |
Weir Group PLC (The) | | | 673 | | | | 13,677 | |
WH Smith PLC | | | 264 | | | | 6,564 | |
Whitbread PLC | | | 502 | | | | 28,232 | |
William Hill PLC | | | 2,233 | | | | 6,003 | |
WM Morrison Supermarkets PLC | | | 5,927 | | | | 18,793 | |
WPP PLC | | | 3,254 | | | | 36,908 | |
| | | | | | | | |
| | | | | | | 5,797,764 | |
| | |
United States 0.9% | | | | | | | | |
Carnival PLC | | | 455 | | | | 24,853 | |
Core Laboratories NV | | | 113 | | | | 9,632 | |
Delphi Technologies PLC | | | 210 | | | | 4,502 | |
Ferguson PLC | | | 624 | | | | 42,085 | |
Flex Ltd.* | | | 1,463 | | | | 11,499 | |
ICON PLC* | | | 141 | | | | 19,469 | |
OneMarket Ltd.* | | | 211 | | | | 122 | |
Razer, Inc., 144A* | | | 8,000 | | | | 1,240 | |
Samsonite International SA, 144A* | | | 3,900 | | | | 11,288 | |
Seagate Technology PLC | | | 761 | | | | 30,615 | |
Shire PLC | | | 2,415 | | | | 145,111 | |
Taro Pharmaceutical Industries Ltd.* | | | 33 | | | | 3,284 | |
TE Connectivity Ltd. | | | 937 | | | | 70,669 | |
| | | | | | | | |
| | | | | | | 374,369 | |
| | | | | | | | |
TOTAL COMMON STOCKS (cost $37,521,601) | | | | | | | 37,466,956 | |
| | | | | | | | |
| | |
EXCHANGE TRADED FUND 2.9% | | | | | | | | |
| | |
United States | | | | | | | | |
iShares MSCI EAFE ETF (cost $1,215,278) | | | 19,340 | | | | 1,207,976 | |
| | | | | | | | |
| | |
PREFERRED STOCKS 0.6% | | | | | | | | |
| | |
Germany 0.5% | | | | | | | | |
Bayerische Motoren Werke AG (PRFC) | | | 155 | | | | 11,674 | |
FUCHS PETROLUB SE (PRFC) | | | 200 | | | | 9,270 | |
Henkel AG & Co. KGaA (PRFC) | | | 478 | | | | 52,255 | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 43 | |
Schedule of Investments (continued)
as of October 31, 2018
| | | | | | | | |
Description | | Shares | | | Value | |
PREFERRED STOCKS (Continued) | | | | | | | | |
| | |
Germany (cont’d.) | | | | | | | | |
Jungheinrich AG (PRFC) | | | 126 | | | $ | 4,180 | |
Porsche Automobil Holding SE (PRFC) | | | 423 | | | | 26,943 | |
RWE AG (PRFC) | | | 103 | | | | 1,716 | |
Sartorius AG (PRFC) | | | 89 | | | | 12,907 | |
Schaeffler AG (PRFC) | | | 157 | | | | 1,659 | |
Volkswagen AG (PRFC) | | | 491 | | | | 82,707 | |
| | | | | | | | |
| | | | | | | 203,311 | |
| | |
Japan 0.0% | | | | | | | | |
Ito En Ltd. (PRFC) | | | 100 | | | | 2,086 | |
Shinkin Central Bank (Class A Stock) (PRFC) | | | 2 | | | | 4,203 | |
| | | | | | | | |
| | | | | | | 6,289 | |
| | |
Spain 0.1% | | | | | | | | |
Grifols SA (Class B Stock) (PRFC) | | | 681 | | | | 14,023 | |
| | | | | | | | |
TOTAL PREFERRED STOCKS (cost $216,781) | | | | | | | 223,623 | |
| | | | | | | | |
| | |
| | Units | | | | |
RIGHTS* 0.0% | | | | | | | | |
| | |
Spain | | | | | | | | |
Banco Santander SA, expiring 11/01/2018 (cost $1,694) | | | 41,982 | | | | 1,631 | |
| | | | | | | | |
TOTAL LONG-TERM INVESTMENTS (cost $38,955,354) | | | | | | | 38,900,186 | |
| | | | | | | | |
| | |
| | Shares | | | | |
|
SHORT-TERM INVESTMENTS 2.9% | |
|
AFFILIATED MUTUAL FUNDS 2.4% | |
PGIM Core Ultra Short Bond Fund(w) | | | 1,006,402 | | | | 1,006,402 | |
PGIM Institutional Money Market Fund (cost $731; includes $730 of cash collateral for securities on loan)(b)(w) | | | 731 | | | | 731 | |
| | | | | | | | |
TOTAL AFFILIATED MUTUAL FUNDS (cost $1,007,133) | | | | | | | 1,007,133 | |
| | | | | | | | |
See Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
Description | | Interest Rate | | | Maturity Date | | | Principal Amount (000)# | | | Value | |
U.S. TREASURY OBLIGATION(n) 0.5% | | | | | | | | | | | | | | | | |
U.S. Treasury Bills (cost $179,479)(k) | | | 2.136 | % | | | 12/20/18 | | | | 180 | | | $ | 179,479 | |
| | | | | | | | | | | | | | | | |
TOTAL SHORT-TERM INVESTMENTS (cost $1,186,612) | | | | | | | | | | | | | | | 1,186,612 | |
| | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS 96.8% (cost $40,141,966) | | | | | | | | | | | | | | | 40,086,798 | |
Other assets in excess of liabilities(z) 3.2% | | | | | | | | | | | | | | | 1,341,823 | |
| | | | | | | | | | | | | | | | |
NET ASSETS 100.0% | | | | | | | | | | | | | | $ | 41,428,621 | |
| | | | | | | | | | | | | | | | |
The following abbreviations are used in the annual report:
144A—Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid.
ADR—American Depositary Receipt
AGC—Assured Guaranty Corp.
ASX—Australian Securities Exchange
BBA—British Bankers Association
CVA—Certificate Van Aandelen (Bearer)
EAFE—Europe, Australasia, Far East
ETF—Exchange Traded Fund
GDR—Global Depositary Receipt
LIBOR—London Interbank Offered Rate
MSCI—Morgan Stanley Capital International
OTC—Over-the-counter
PRFC—Preference Shares
REIT—Real Estate Investment Trust
RSP—Savings Shares
SDR—Sweden Depositary Receipt
UTS—Unit Trust Security
XBRN—Berne Stock Exchange
* | Non-income producing security. |
# | Principal amount is shown in U.S. dollars unless otherwise stated. |
^ | Indicates a Level 3 security. The aggregate value of Level 3 securities is $539 and 0.0% of net assets. |
(a) | All or a portion of security is on loan. The aggregate market value of such securities, including those sold and pending settlement, is $704; cash collateral of $730 (included in liabilities) was received with which the Fund purchased highly liquid short-term investments. |
(b) | Represents security purchased with cash collateral received for securities on loan and includes dividend reinvestment. |
(k) | Represents security, or a portion thereof, segregated as collateral for centrally cleared/exchange-traded derivatives. |
(n) | Rate shown reflects yield to maturity at purchased date. |
(w) | PGIM Investments LLC, the manager of the Fund, also serves as manager of the PGIM Core Ultra Short Bond Fund and PGIM Institutional Money Market Fund. |
(z) | Includes net unrealized appreciation/(depreciation) and/or market value of the below holdings which are excluded from the Schedule of Investments: |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 45 | |
Schedule of Investments (continued)
as of October 31, 2018
Futures contracts outstanding at October 31, 2018:
| | | | | | | | | | | | | | | | |
Number of Contracts | | | Type | | Expiration Date | | | Current Notional Amount | | | Value / Unrealized Appreciation (Depreciation) | |
| | | | Long Positions: | | | | | | | | | | | | |
| 1 | | | ASX SPI 200 Index | | | Dec. 2018 | | | $ | 102,646 | | | $ | (6,515 | ) |
| 15 | | | Euro STOXX 50 Index | | | Dec. 2018 | | | | 542,650 | | | | (21,928 | ) |
| 3 | | | FTSE 100 Index | | | Dec. 2018 | | | | 272,679 | | | | (3,962 | ) |
| 8 | | | Mini MSCI EAFE Index | | | Dec. 2018 | | | | 725,000 | | | | (46,415 | ) |
| 1 | | | Nikkei 225 Index | | | Dec. 2018 | | | | 108,975 | | | | (5,200 | ) |
| 2 | | | TOPIX Index | | | Dec. 2018 | | | | 290,867 | | | | (6,824 | ) |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | $ | (90,844 | ) |
| | | | | | | | | | | | | | | | |
Summary of Collateral for Centrally Cleared/Exchange-traded Derivatives:
Cash and securities segregated as collateral to cover requirements for open centrally cleared/exchange-traded derivatives are listed by broker as follows:
| | | | | | | | |
Broker | | Cash and/or Foreign Currency | | | Securities Market Value | |
Morgan Stanley | | $ | 3,564 | | | $ | 179,479 | |
| | | | | | | | |
Fair Value Measurements:
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1—unadjusted quoted prices generally in active markets for identical securities.
Level 2—quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.
Level 3—unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.
The following is a summary of the inputs used as of October 31, 2018 in valuing such portfolio securities:
| | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | |
Investments in Securities | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | |
Australia | | $ | 34,098 | | | $ | 2,685,548 | | | $ | — | |
Austria | | | — | | | | 121,602 | | | | — | |
Belgium | | | — | | | | 398,565 | | | | — | |
Chile | | | — | | | | 9,062 | | | | — | |
China | | | — | | | | 121,052 | | | | — | |
Colombia | | | — | | | | 14,017 | | | | — | |
Denmark | | | — | | | | 613,798 | | | | — | |
Finland | | | — | | | | 505,517 | | | | — | |
France | | | 3,693 | | | | 3,723,311 | | | | — | |
See Notes to Financial Statements.
| | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | |
Investments in Securities (continued) | | | | | | | | | | | | |
Common Stocks (continued) | | | | | | | | | | | | |
Germany | | $ | 3,421 | | | $ | 3,088,565 | | | $ | — | |
Ghana | | | — | | | | 10,301 | | | | — | |
Hong Kong | | | 10,543 | | | | 1,157,331 | | | | 539 | |
Ireland | | | 16,476 | | | | 206,610 | | | | — | |
Israel | | | 31,191 | | | | 148,568 | | | | — | |
Italy | | | — | | | | 830,316 | | | | — | |
Japan | | | — | | | | 9,267,778 | | | | — | |
Luxembourg | | | 4,903 | | | | 108,542 | | | | — | |
Macau | | | — | | | | 40,924 | | | | — | |
Malta | | | — | | | | 6,061 | | | | — | |
Netherlands | | | 15,248 | | | | 1,708,090 | | | | — | |
New Zealand | | | — | | | | 72,709 | | | | — | |
Norway | | | — | | | | 274,411 | | | | — | |
Portugal | | | — | | | | 69,467 | | | | — | |
Russia | | | 27,737 | | | | 9,149 | | | | — | |
Singapore | | | — | | | | 456,980 | | | | — | |
South Africa | | | — | | | | 92,643 | | | | — | |
Spain | | | — | | | | 1,107,912 | | | | — | |
Sweden | | | 26,541 | | | | 956,175 | | | | — | |
Switzerland | | | — | | | | 3,313,110 | | | | — | |
Taiwan | | | — | | | | 831 | | | | — | |
Thailand | | | 1,488 | | | | — | | | | — | |
United Kingdom | | | 202,220 | | | | 5,595,544 | | | | — | |
United States | | | 149,670 | | | | 224,699 | | | | — | |
Exchange Traded Fund | | | | | | | | | | | | |
United States | | | 1,207,976 | | | | — | | | | — | |
Preferred Stocks | | | | | | | | | | | | |
Germany | | | — | | | | 203,311 | | | | — | |
Japan | | | — | | | | 6,289 | | | | — | |
Spain | | | — | | | | 14,023 | | | | — | |
Rights | | | | | | | | | | | | |
Spain | | | 1,631 | | | | — | | | | — | |
Affiliated Mutual Funds | | | 1,007,133 | | | | — | | | | — | |
U.S. Treasury Obligation | | | | | | | | | | | | |
United States | | | — | | | | 179,479 | | | | — | |
Other Financial Instruments* | | | | | | | | | | | | |
Futures Contracts | | | (90,844 | ) | | | — | | | | — | |
| | | | | | | | | | | | |
Total | | $ | 2,653,125 | | | $ | 37,342,290 | | | $ | 539 | |
| | | | | | | | | | | | |
* | Other financial instruments are derivative instruments not reflected in the Schedule of Investments, such as futures, forwards and centrally cleared swap contracts, which are recorded at the unrealized appreciation (depreciation) on the instrument, and OTC swap contracts which are recorded at fair value. |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 47 | |
Schedule of Investments (continued)
as of October 31, 2018
Industry Classification:
The industry classification of investments and other assets in excess of liabilities shown as a percentage of net assets as of October 31, 2018 were as follows (unaudited):
| | | | |
Banks | | | 9.8 | % |
Pharmaceuticals | | | 6.5 | |
Oil, Gas & Consumable Fuels | | | 5.6 | |
Insurance | | | 5.2 | |
Chemicals | | | 3.6 | |
Food Products | | | 3.2 | |
Automobiles | | | 3.2 | |
Exchange Traded Fund | | | 2.9 | |
Metals & Mining | | | 2.8 | |
Affiliated Mutual Funds (0.0% represents investments purchased with collateral from securities on loan) | | | 2.4 | |
Capital Markets | | | 2.3 | |
Machinery | | | 2.1 | |
Diversified Telecommunication Services | | | 2.1 | |
Electric Utilities | | | 2.1 | |
Real Estate Management & Development | | | 1.9 | |
Beverages | | | 1.8 | |
Personal Products | | | 1.8 | |
Electronic Equipment, Instruments & Components | | | 1.7 | |
Textiles, Apparel & Luxury Goods | | | 1.6 | |
Food & Staples Retailing | | | 1.6 | |
Software | | | 1.6 | |
Health Care Equipment & Supplies | | | 1.6 | |
Equity Real Estate Investment Trusts (REITs) | | | 1.4 | |
Trading Companies & Distributors | | | 1.4 | |
Industrial Conglomerates | | | 1.4 | |
Household Durables | | | 1.4 | |
Wireless Telecommunication Services | | | 1.3 | |
Road & Rail | | | 1.3 | |
Aerospace & Defense | | | 1.2 | |
Hotels, Restaurants & Leisure | | | 1.2 | |
Tobacco | | | 1.2 | |
Professional Services | | | 1.1 | |
Semiconductors & Semiconductor Equipment | | | 1.1 | |
Biotechnology | | | 1.1 | |
Construction & Engineering | | | 1.1 | |
Electrical Equipment | | | 1.0 | |
Media | | | 1.0 | |
Auto Components | | | 1.0 | |
IT Services | | | 0.9 | % |
Multi-Utilities | | | 0.8 | |
Household Products | | | 0.7 | |
Specialty Retail | | | 0.6 | |
Technology Hardware, Storage & Peripherals | | | 0.6 | |
Building Products | | | 0.5 | |
Commercial Services & Supplies | | | 0.5 | |
Construction Materials | | | 0.5 | |
U.S. Treasury Obligation | | | 0.5 | |
Gas Utilities | | | 0.5 | |
Paper & Forest Products | | | 0.5 | |
Diversified Financial Services | | | 0.4 | |
Health Care Providers & Services | | | 0.4 | |
Communications Equipment | | | 0.4 | |
Transportation Infrastructure | | | 0.3 | |
Air Freight & Logistics | | | 0.3 | |
Containers & Packaging | | | 0.3 | |
Leisure Products | | | 0.3 | |
Multiline Retail | | | 0.2 | |
Energy Equipment & Services | | | 0.2 | |
Life Sciences Tools & Services | | | 0.2 | |
Interactive Media & Services | | | 0.2 | |
Marine | | | 0.2 | |
Airlines | | | 0.1 | |
Health Care Technology | | | 0.1 | |
Internet & Direct Marketing Retail | | | 0.0 | * |
Water Utilities | | | 0.0 | * |
Independent Power & Renewable Electricity Producers | | | 0.0 | * |
Consumer Finance | | | 0.0 | * |
Distributors | | | 0.0 | * |
Diversified Consumer Services | | | 0.0 | * |
| | | | |
| | | 96.8 | |
Other assets in excess of liabilities | | | 3.2 | |
| | | | |
| | | 100.0 | % |
| | | | |
See Notes to Financial Statements.
Effects of Derivative Instruments on the Financial Statements and Primary Underlying Risk Exposure:
The Fund invested in derivative instruments during the reporting period. The primary type of risk associated with these derivative instruments is equity contracts risk. The effect of such derivative instruments on the Fund’s financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations is presented in the summary below.
Fair values of derivative instruments as of October 31, 2018 as presented in the Statement of Assets and Liabilities:
| | | | | | | | | | | | |
Derivatives not accounted for as hedging instruments, carried at fair value | | Asset Derivatives | | | Liability Derivatives | |
| Statement of Assets and Liabilities Location | | Fair Value | | | Statement of Assets and Liabilities Location | | Fair Value | |
Equity contracts | | — | | $ | — | | | Due from/to broker—variation margin futures | | $ | 90,844 | * |
Equity contracts | | Unaffiliated investments | | | 1,631 | | | — | | | — | |
| | | | | | | | | | | | |
| | | | $ | 1,631 | | | | | $ | 90,844 | |
| | | | | | | | | | | | |
* | Includes cumulative appreciation (depreciation) as reported in the schedule of open futures and centrally cleared swap contracts. Only unsettled variation margin receivable (payable) is reported within the Statement of Assets and Liabilities. |
The effects of derivative instruments on the Statement of Operations for the year ended October 31, 2018 are as follows:
| | | | | | | | |
Amount of Realized Gain (Loss) on Derivatives Recognized in Income | |
Derivatives not accounted for as hedging instruments, carried at fair value | | Rights(1) | | | Futures | |
Equity contracts | | $ | 2,116 | | | $ | 37,180 | |
| | | | | | | | |
(1) | Included in net realized gain (loss) on investment transactions in the Statement of Operations. |
| | | | | | | | |
Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income | |
Derivatives not accounted for as hedging instruments, carried at fair value | | Rights(2) | | | Futures | |
Equity contracts | | $ | (93 | ) | | $ | (136,237 | ) |
| | | | | | | | |
(2) | Included in net change in unrealized appreciation (depreciation) on investments in the Statement of Operations. |
For the year ended October 31, 2018, the Fund’s average volume of derivative activities is as follows:
| | | | | | | | | | |
| | | Futures Contracts— Long Positions(1) | | | | |
| | | | $ | 1,670,226 | | | | | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 49 | |
Schedule of Investments (continued)
as of October 31, 2018
(1) | Notional Amount in USD. |
Financial Instruments/Transactions—Summary of Offsetting and Netting Arrangements:
The Fund entered into financial instruments/transactions during the reporting period that are either offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements that permit offsetting. The information about offsetting and related netting arrangements for financial instruments/transactions, where the legal right to set-off exists, is presented in the summary below.
Offsetting of financial instrument/transaction assets and liabilities:
| | | | | | | | | | | | |
Description | | Gross Market Value of Recognized Assets/(Liabilities) | | | Collateral Pledged/(Received)(1) | | | Net Amount | |
Securities on Loan | | $ | 704 | | | $ | (704 | ) | | $ | — | |
| | | | | | | | | | | | |
(1) | Collateral amount disclosed by the Fund is limited to the market value of financial instruments/transactions. |
See Notes to Financial Statements.
Statement of Assets & Liabilities
as of October 31, 2018
| | | | |
Assets | | | | |
Investments at value, including securities on loan of $704: | | | | |
Unaffiliated investments (cost $39,134,833) | | $ | 39,079,665 | |
Affiliated investments (cost $1,007,133) | | | 1,007,133 | |
Foreign currency, at value (cost $989,266) | | | 988,377 | |
Receivable for Fund shares sold | | | 335,546 | |
Dividends receivable | | | 92,883 | |
Due from Manager | | | 46,855 | |
Tax reclaim receivable | | | 45,933 | |
Due from broker—variation margin futures | | | 24,531 | |
Deposit with broker for centrally cleared/exchange-traded derivatives | | | 3,564 | |
Receivable for investments sold | | | 721 | |
Prepaid expenses | | | 843 | |
| | | | |
Total Assets | | | 41,626,051 | |
| | | | |
| |
Liabilities | | | | |
Payable for investments purchased | | | 91,458 | |
Custodian and accounting fees payable | | | 80,705 | |
Accrued expenses and other liabilities | | | 19,251 | |
Payable for Fund shares reacquired | | | 5,214 | |
Payable to broker for collateral for securities on loan | | | 730 | |
Affiliated transfer agent fee payable | | | 72 | |
| | | | |
Total Liabilities | | | 197,430 | |
| | | | |
| |
Net Assets | | $ | 41,428,621 | |
| | | | |
| | | | |
Net assets were comprised of: | | | | |
Shares of beneficial interest, at par | | $ | 3,646 | |
Paid-in capital in excess of par | | | 40,778,366 | |
Total distributable earnings (loss) | | | 646,609 | |
| | | | |
Net assets, October 31, 2018 | | $ | 41,428,621 | |
| | | | |
| |
Class R6 | | | | |
Net asset value, offering price and redemption price per share, ($41,428,621 ÷ 3,645,665 shares of beneficial interest issued and outstanding) | | $ | 11.36 | |
| | | | |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 51 | |
Statement of Operations
Year Ended October 31, 2018
| | | | |
Net Investment Income (Loss) | | | | |
Income | | | | |
Unaffiliated dividend income (net of $111,252 foreign withholding tax) | | $ | 1,025,153 | |
Affiliated dividend income | | | 15,504 | |
Interest income | | | 968 | |
Income from securities lending, net (including affiliated income of $19) | | | 68 | |
| | | | |
Total income | | | 1,041,693 | |
| | | | |
| |
Expenses | | | | |
Management fee | | | 90,948 | |
Custodian and accounting fees | | | 243,944 | |
Pricing fees | | | 94,000 | |
Audit fee | | | 32,320 | |
Legal fees and expenses | | | 19,577 | |
Shareholders’ reports | | | 18,681 | |
Trustees’ fees | | | 12,553 | |
Transfer agent’s fees and expenses (including affiliated expense of $349) | | | 413 | |
Registration fees | | | 188 | |
Miscellaneous | | | 30,727 | |
| | | | |
Total expenses | | | 543,351 | |
Less: Fee waiver and/or expense reimbursement | | | (434,214 | ) |
| | | | |
Net expenses | | | 109,137 | |
| | | | |
Net investment income (loss) | | | 932,556 | |
| | | | |
| |
Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions | | | | |
Net realized gain (loss) on: | | | | |
Investment transactions | | | 70,943 | |
Futures transactions | | | 37,180 | |
Foreign currency transactions | | | (46,013 | ) |
| | | | |
| | | 62,110 | |
| | | | |
Net change in unrealized appreciation (depreciation) on: | | | | |
Investments | | | (3,996,756 | ) |
Futures | | | (136,237 | ) |
Foreign currencies | | | (6,394 | ) |
| | | | |
| | | (4,139,387 | ) |
| | | | |
Net gain (loss) on investment and foreign currency transactions | | | (4,077,277 | ) |
| | | | |
Net Increase (Decrease) In Net Assets Resulting From Operations | | $ | (3,144,721 | ) |
| | | | |
See Notes to Financial Statements.
Statements of Changes in Net Assets
| | | | | | | | |
| | Year Ended October 31, 2018 | | | November 17, 2016** through October 31, 2017 | |
Increase (Decrease) in Net Assets | | | | | | | | |
Operations | | | | | | | | |
Net investment income (loss) | | $ | 932,556 | | | $ | 473,069 | |
Net realized gain (loss) on investment and foreign currency transactions | | | 62,110 | | | | 118,235 | |
Net change in unrealized appreciation (depreciation) on investments and foreign currencies | | | (4,139,387 | ) | | | 3,990,526 | |
| | | | | | | | |
Net increase (decrease) in net assets resulting from operations | | | (3,144,721 | ) | | | 4,581,830 | |
| | | | | | | | |
| | |
Dividends and Distributions | | | | | | | | |
Distributions from distributable earnings* | | | | | | | | |
Class R6 | | | (776,665 | ) | | | — | |
| | | | | | | | |
Dividends from net investment income | | | | | | | | |
Class R6 | | | | | | | (13,835 | ) |
| | | | | | | | |
| | |
Fund share transactions | | | | | | | | |
Net proceeds from shares sold | | | 18,825,405 | | | | 27,757,899 | |
Net asset value of shares issued in reinvestment of dividends and distributions | | | 776,665 | | | | 13,835 | |
Cost of shares reacquired | | | (4,572,348 | ) | | | (2,019,444 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from Fund share transactions | | | 15,029,722 | | | | 25,752,290 | |
| | | | | | | | |
Total increase (decrease) | | | 11,108,336 | | | | 30,320,285 | |
| | |
Net Assets: | | | | | | | | |
Beginning of period | | | 30,320,285 | | | | — | |
| | | | | | | | |
End of period(a) | | $ | 41,428,621 | | | $ | 30,320,285 | |
| | | | | | | | |
(a) Includes undistributed/(distributions in excess of) net investment income of: | | $ | * | | | $ | 419,616 | |
| | | | | | | | |
* | For the year ended October 31, 2018, the Fund has adopted amendments to Regulation S-X (refer to Note 9). |
** | Commencement of operations. |
See Notes to Financial Statements.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 53 | |
Notes to Financial Statements
Prudential Investment Portfolios 2 (“PIP2”) is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company. PIP2 consists of eleven separate series: PGIM Core Conservative Bond Fund, PGIM Core Short-Term Bond Fund, PGIM Core Ultra Short Bond Fund, PGIM Institutional Money Market Fund, PGIM Jennison Small-Cap Core Equity Fund, PGIM QMA Emerging Markets Equity Fund, PGIM QMA International Developed Markets Index Fund, PGIM QMA Mid-Cap Core Equity Fund, PGIM QMA US Broad Market Index Fund and PGIM TIPS Fund, each of which are diversified funds and PGIM QMA Commodity Strategies Fund (formerly known as Prudential Commodity Strategies Fund), which is a non-diversified fund for purposes of the 1940 Act and may invest a greater percentage of its assets in the securities of a single company or other issuer than a diversified fund. Investing in a non-diversified fund involves greater risk than investing in a diversified fund because a loss resulting from the decline in value of any one security may represent a greater portion of the total assets of a non-diversified fund. These financial statements relate only to the PGIM QMA International Developed Markets Index Fund (the “Fund”). Effective June 11, 2018, the names of the Fund and the other funds which comprise PIP2 were changed by replacing “Prudential” with “PGIM” and each fund’s Class Q shares were renamed Class R6 shares.
The investment objective of the Fund is to seek to provide investment results that approximate the performance of the Russell Developed Ex North America Large Cap Net Index.
1. Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services—Investment Companies. The following accounting policies conform to U.S. generally accepted accounting principles. The Fund consistently follows such policies in the preparation of its financial statements.
Securities Valuation: The Fund holds securities and other assets and liabilities that are fair valued at the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The PIP2’s Board of Trustees (the “Board”) has adopted valuation procedures for security valuation under which fair valuation responsibilities have been delegated to PGIM Investments LLC (“PGIM Investments” or the “Manager”). Pursuant to the Board’s delegation, a Valuation Committee has been established as two persons, being one or more officers of PIP2, including: the PIP2’s Treasurer (or the Treasurer’s direct reports); and the PIP2’s Chief or Deputy Chief Compliance Officer (or Vice-President-level direct reports of the Chief or Deputy Chief Compliance Officer). Under
the current valuation procedures, the Valuation Committee of the Board is responsible for supervising the valuation of portfolio securities and other assets and liabilities. The valuation procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. A record of the Valuation Committee’s actions is subject to the Board’s review, approval, and ratification at its next regularly scheduled quarterly meeting.
For the fiscal reporting period-end, securities and other assets and liabilities were fair valued at the close of the last U.S. business day. Trading in certain foreign securities may occur when the NYSE is closed (including weekends and holidays). Because such foreign securities trade in markets that are open on weekends and U.S. holidays, the values of some of the Fund’s foreign investments may change on days when investors cannot purchase or redeem Fund shares.
Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the Schedule of Investments and referred to herein as the “fair value hierarchy” in accordance with FASB ASC Topic 820—Fair Value Measurements and Disclosures.
Common and preferred stocks, exchange-traded funds, and derivative instruments, such as futures or options, that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange where the security principally trades. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 in the fair value hierarchy. In the event that no sale or official closing price on valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in the fair value hierarchy.
Foreign equities traded on foreign securities exchanges are generally valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 in the fair value hierarchy. The models generate an evaluated adjustment factor for each security, which is applied to the local closing price to adjust it for post closing market movements up to the time the Fund is valued. Utilizing that evaluated adjustment factor, the vendor provides an evaluated price for each security. If the vendor does not provide an evaluated price, securities are valued in accordance with exchange-traded common and preferred stock valuation policies discussed above.
Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 in the fair value hierarchy since they may be purchased or sold at their net asset values on the date of valuation.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 55 | |
Notes to Financial Statements (continued)
Fixed income securities traded in the OTC market are generally classified as Level 2 in the fair value hierarchy. Such fixed income securities are typically valued using the market approach which generally involves obtaining data from an approved independent third-party vendor source. The Fund utilizes the market approach as the primary method to value securities when market prices of identical or comparable instruments are available. The third-party vendors’ valuation techniques used to derive the evaluated bid price are based on evaluating observable inputs, including but not limited to, yield curves, yield spreads, credit ratings, deal terms, tranche level attributes, default rates, cash flows, prepayment speeds, broker/dealer quotations and reported trades. Certain Level 3 securities are also valued using the market approach when obtaining a single broker quote or when utilizing transaction prices for identical securities that have been used in excess of five business days. During the reporting period, there were no changes to report with respect to the valuation approach and/or valuation techniques discussed above.
Securities and other assets that cannot be priced according to the methods described above are valued based on pricing methodologies approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in the fair value hierarchy.
When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the Manager regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other unaffiliated mutual funds to calculate their net asset values.
Restricted and Illiquid Securities: Subject to guidelines adopted by the Board, the Fund may invest up to 15% of its net assets in illiquid securities, including those which are restricted as to disposition under securities law (“restricted securities”). Restricted securities are valued pursuant to the valuation procedures noted above. Illiquid securities are those that, because of the absence of a readily available market or due to legal or contractual restrictions on resale, cannot be sold within seven days in the ordinary course of business at approximately the amount at which the Fund has valued the investment. Therefore, the Fund may find it difficult to sell illiquid securities at the time considered most advantageous by its subadviser and may incur transaction costs that would not be incurred in the sale of securities that were freely marketable. Certain securities that would otherwise be considered illiquid because of legal restrictions on resale to the general public may be traded among
qualified institutional buyers under Rule 144A of the Securities Act of 1933. These Rule 144A securities, as well as commercial paper that is sold in private placements under Section 4(2) of the Securities Act, may be deemed liquid by the Fund’s subadviser under the guidelines adopted by the Trustees of the Trust. However, the liquidity of the Fund’s investments in Rule 144A securities could be impaired if trading does not develop or declines.
Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:
(i) market value of investment securities, other assets and liabilities—at the current rates of exchange;
(ii) purchases and sales of investment securities, income and expenses—at the rates of exchange prevailing on the respective dates of such transactions.
Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, the Fund does not generally isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities held at the end of the period. Similarly, the Fund does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, holding period realized foreign currency gains (losses) are included in the reported net realized gains (losses) on investment transactions.
Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from the disposition of holdings of foreign currencies, currency gains (losses) realized between the trade and settlement dates on securities transactions, and the difference between the amounts of interest, dividends and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains (losses) arise from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates.
Financial Futures Contracts: A financial futures contract is an agreement to purchase (long) or sell (short) an agreed amount of securities at a set price for delivery on a future date. Upon entering into a financial futures contract, the Fund is required to pledge to the broker an amount of cash and/or other assets equal to a certain percentage of the contract amount. This amount is known as the “initial margin.” Subsequent payments, known as “variation margin,” are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security. Such variation margin is recorded for financial statement purposes on a daily basis as unrealized gain (loss). When the contract expires or is closed, the gain (loss) is realized and is presented in the Statement of Operations as net realized gain (loss) on futures transactions.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 57 | |
Notes to Financial Statements (continued)
The Fund invested in financial futures contracts in order to hedge its existing portfolio securities, or securities the Fund intends to purchase, against fluctuations in value caused by changes in value of equities. The use of futures transactions involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates and the underlying hedged assets. Since futures contracts are exchange-traded, there is minimal counterparty credit risk to the Fund since the exchanges’ clearinghouse acts as counterparty to all exchange-traded futures and guarantees the futures contracts against default.
Master Netting Arrangements: PIP2, on behalf of the Fund, is subject to various Master Agreements, or netting arrangements, with select counterparties. These are agreements which a subadviser may have negotiated and entered into on behalf of the Fund. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Fund to cover the Fund’s exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. In addition to master netting arrangements, the right to set-off exists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the right to set-off the amount owed with the amount owed by the other party, the reporting party intends to set-off and the right of set-off is enforceable by law. During the reporting period, there was no intention to settle on a net basis and all amounts are presented on a gross basis on the Statement of Assets and Liabilities.
Warrants and Rights: The Fund held warrants and rights acquired either through a direct purchase or pursuant to corporate actions. Warrants and rights entitle the holder to buy a proportionate amount of common stock, or such other security that the issuer may specify, at a specific price and time through the expiration dates. Such warrants and rights are held as long positions by the Fund until exercised, sold or expired. Warrants and rights are valued at fair value in accordance with the Board approved fair valuation procedures.
Securities Lending: The Fund lends its portfolio securities to banks and broker-dealers. The loans are secured by collateral at least equal to the market value of the securities loaned. Collateral pledged by each borrower is invested in an affiliated money market fund and is marked to market daily, based on the previous day’s market value, such that the value of the collateral exceeds the value of the loaned securities. In the event of significant appreciation in value of securities on loan on the last business day of the reporting period, the financial statements may reflect a collateral value that is less than the market value of the loaned securities. Such shortfall is remedied as described above. Loans are subject to termination at the option of the borrower or the Fund. Upon termination of the loan, the borrower will return to the Fund securities identical to the loaned securities. Should the borrower of the securities fail financially, the Fund has the right to repurchase the securities in the open market using the collateral.
The Fund recognizes income, net of any rebate and securities lending agent fees, for lending its securities in the form of fees or interest on the investment of any cash received as collateral. The borrower receives all interest and dividends from the securities loaned and such payments are passed back to the lender in amounts equivalent thereto. The Fund also continues to recognize any unrealized gain (loss) in the market price of the securities loaned and on the change in the value of the collateral invested that may occur during the term of the loan. In addition, realized gain (loss) is recognized on changes in the value of the collateral invested upon liquidation of the collateral. Net earnings from securities lending are disclosed on the Statement of Operations as “Income from securities lending, net”.
Equity and Mortgage Real Estate Investment Trusts (collectively equity REITs): The Fund invests in equity REITs, which report information on the source of their distributions annually. Based on current and historical information, a portion of distributions received from equity REITs during the period is estimated to be dividend income, capital gain or return of capital and recorded accordingly. When material, these estimates are adjusted periodically when the actual source of distributions is disclosed by the equity REITs.
Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains (losses) from investment and currency transactions are calculated on the specific identification method. Dividend income is recorded on the ex-date. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual.
Taxes: It is the Fund’s policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required. Withholding taxes on foreign dividends, interest and capital gains, if any, are recorded, net of reclaimable amounts, at the time the related income is earned.
Dividends and Distributions: The Fund expects to pay dividends from net investment income and distributions from net realized capital gains, if any, annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified amongst total distributable earnings (loss) and paid-in capital in excess of par, as appropriate.
Estimates: The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 59 | |
Notes to Financial Statements (continued)
2. Agreements
PIP2, on behalf of the Fund, has a management agreement with PGIM Investments. Pursuant to this agreement, PGIM Investments has responsibility for all investment advisory services and supervises the subadviser’s performance of such services. In addition, under the management agreement, PGIM Investments provides all of the administrative functions necessary for the organization, operation and management of the Fund. PGIM Investments administers the corporate affairs of the Fund and, in connection therewith, furnishes the Fund with office facilities, together with those ordinary clerical and bookkeeping services which are not being furnished by the Fund’s custodian and the Fund’s transfer agent. PGIM Investments is also responsible for the staffing and management of dedicated groups of legal, marketing, compliance and related personnel necessary for the operation of the Fund. The legal, marketing, compliance and related personnel are also responsible for the management and oversight of the various service providers to the Fund, including, but not limited to, the custodian, transfer agent, and accounting agent.
PGIM Investments has entered into a subadvisory agreement with Quantitative Management Associates LLC (“QMA”). The subadvisory agreement provides that QMA will furnish investment advisory services in connection with the management of the Fund. In connection therewith, QMA is obligated to keep certain books and records of the Fund. PGIM Investments pays for the services of QMA, the cost of compensation of officers of the Fund, occupancy and certain clerical and bookkeeping costs of the Fund. The Fund bears all other costs and expenses.
The management fee paid to PGIM Investments is accrued daily and payable monthly at an annual rate of 0.250% of the Fund’s average daily net assets.
PGIM Investments has contractually agreed, through February 28, 2019, to limit total annual operating expenses after fee waivers and/or expense reimbursements to 0.30% of average daily net assets for Class R6 shares. This contractual waiver excludes interest, brokerage, taxes (such as income and foreign withholding taxes and stamp duty expenses), acquired fund fees and expenses, extraordinary expenses, and certain other Fund expenses such as dividend and interest expense and broker charges on short sales. Expenses waived/reimbursed by the Manager in accordance with this agreement may be recouped by the Manager within the same fiscal year during which such waiver/reimbursement is made if such recoupment can be realized without exceeding the expense limit in effect at the time of the recoupment for that fiscal year. Effective November 1, 2018 this waiver agreement was extended through February 29, 2020.
PIP2, on behalf of the Fund, has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”), which acts as the distributor of the Class R6 shares of the Fund. No distribution or service fees are paid to PIMS as distributor for Class R6 shares of the Fund.
PGIM, Inc., PGIM Investments, PIMS and QMA are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).
3. Other Transactions with Affiliates
Prudential Mutual Fund Services LLC (“PMFS”), an affiliate of PGIM Investments and an indirect, wholly-owned subsidiary of Prudential, serves as the Fund’s transfer agent. Transfer agent’s fees and expenses in the Statement of Operations include certain out-of-pocket expenses paid to non-affiliates, where applicable.
The Fund may enter into certain securities purchase or sale transactions under Board approved Rule 17a-7 procedures. Rule 17a-7 is an exemptive rule under the 1940 Act, that, subject to certain conditions, permits purchase and sale transactions among affiliated investment companies, or between an investment company and a person that is affiliated solely by reason of having a common (or affiliated) investment adviser, common directors, and/or common officers. Such transactions are subject to ratification by the Board. For the reporting period ended October 31, 2018, no such transactions were entered into by the Fund.
The Fund may invest its overnight sweep cash in the PGIM Core Ultra Short Bond Fund (the “Core Fund”), and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), each a series of PIP2, registered under the 1940 Act and managed by PGIM Investments. For the reporting period ended October 31, 2018, PGIM, Inc. was compensated $9 by PGIM Investments for managing the Fund’s securities lending cash collateral as subadviser to the Money Market Fund. Earnings from the Core Fund and Money Market Fund are disclosed on the Statement of Operations as “Affiliated dividend income” and “Income from securities lending, net”, respectively.
4. Portfolio Securities
The aggregate cost of purchases and proceeds from sales of portfolio securities (excluding short-term investments and U.S. Government securities) for the year ended October 31, 2018, were $17,168,289 and $3,276,396, respectively.
A summary of the cost of purchases and proceeds from sales of shares of affiliated mutual funds for the year ended October 31, 2018, is presented as follows:
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 61 | |
Notes to Financial Statements (continued)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Value, Beginning of Year | | | Cost of Purchases | | | Proceeds from Sales | | | Change in Unrealized Gain (Loss) | | | Realized Gain (Loss) | | | Value, End of Year | | | Shares, End of Year | | | Income | |
| PGIM Core Ultra Short Bond Fund* | |
$ | 729,158 | | | $ | 74,636,923 | | | $ | 74,359,679 | | | $ | — | | | $ | — | | | $ | 1,006,402 | | | | 1,006,402 | | | $ | 15,504 | |
|
| PGIM Institutional Money Market Fund* | |
| 16,877 | | | | 21,946 | | | | 38,092 | | | | — | | | | — | | | | 731 | | | | 731 | | | | 19 | ** |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
$ | 746,035 | | | $ | 74,658,869 | | | $ | 74,397,771 | | | $ | — | | | $ | — | | | $ | 1,007,133 | | | | | | | $ | 15,523 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
* | The Fund did not have any capital gain distributions during the reporting period. |
** | This amount is included in “Income from securities lending, net” on the Statement of Operations. |
5. Distributions and Tax Information
Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-date.
For the year ended October 31, 2018, the tax character of dividends paid by the Fund were $693,523 of ordinary income and $83,142 of long-term capital gains. For the period ended October 31, 2017, the tax character of dividends paid by the Fund was $13,835 of ordinary income.
As of October 31, 2018, the accumulated undistributed earnings on a tax basis were $831,142 of ordinary income and $21,561 of long-term capital gains.
The United States federal income tax basis of the Fund’s investments and the net unrealized depreciation as of October 31, 2018 were as follows:
| | | | | | |
Tax Basis | | Gross Unrealized Appreciation | | Gross Unrealized Depreciation | | Net Unrealized Depreciation |
$40,202,048 | | $2,563,771 | | $(2,769,865) | | $(206,094) |
The differences between book basis and tax basis was primarily attributable to deferred losses on wash sales, investments in passive foreign investment companies and other cost basis differences between financial and tax accounting.
Management has analyzed the Fund’s tax positions taken on federal, state and local income tax returns for all open tax years and has concluded that no provision for income tax is required in the Fund’s financial statements for the current reporting period. The Fund’s
federal, state and local income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.
6. Capital and Ownership
The Fund offers Class R6 shares. Effective as of May 22, 2017, shares of the Fund are registered under the Securities Act of 1933, as amended.
PIP2 has authorized an unlimited number of shares of beneficial interest at $0.001 par value per share.
As of October 31, 2018, Prudential, through its affiliated entities, including affiliated funds (if applicable), owned 3,645,665 Class R6 shares of the Fund. At reporting period end, seven shareholders of record held 90% of the Fund’s outstanding shares on behalf of multiple beneficial owners, of which all were held by an affiliate of Prudential.
Transactions in shares of beneficial interest were as follows:
| | | | | | | | |
Class R6 | | Shares | | | Amount | |
Year ended October 31, 2018: | | | | | | | | |
Shares sold | | | 1,534,018 | | | $ | 18,825,405 | |
Shares issued in reinvestment of dividends and distributions | | | 63,092 | | | | 776,665 | |
Shares reacquired | | | (366,560 | ) | | | (4,572,348 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 1,230,550 | | | $ | 15,029,722 | |
| | | | | | | | |
Period ended October 31, 2017*: | | | | | | | | |
Shares sold | | | 2,580,198 | | | $ | 27,757,899 | |
Shares issued in reinvestment of dividends and distributions | | | 1,359 | | | | 13,835 | |
Shares reacquired | | | (166,442 | ) | | | (2,019,444 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 2,415,115 | | | $ | 25,752,290 | |
| | | | | | | | |
* | Commencement of operations was November 17, 2016. |
7. Borrowings
PIP2, on behalf of the Fund, along with other affiliated registered investment companies (the “Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The SCA provides for a commitment of $900 million for the period October 4, 2018 through October 3, 2019. The Funds pay an annualized commitment fee of 0.15% of the unused portion of the SCA. Each Fund’s portion of the commitment fee for the unused amount, allocated based upon a method approved by the Board, is accrued daily and paid quarterly. Prior to October 4, 2018, the Funds had another SCA that provided a commitment of $900 million and the Funds paid an annualized commitment fee of 0.15% of the unused portion of the SCA. The interest on borrowings under both SCAs is paid monthly and at a per annum interest rate based upon a contractual spread plus the higher of (1) the effective federal funds rate, (2) the 1-month LIBOR rate or (3) zero percent.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 63 | |
Notes to Financial Statements (continued)
Other affiliated registered investment companies that are parties to the SCA include portfolios that are subject to a predetermined mathematical formula used to manage certain benefit guarantees offered under variable annuity contracts. The formula may result in large scale asset flows into and out of these portfolios. Consequently, these portfolios may be more likely to utilize the SCA for purposes of funding redemptions. It may be possible for those portfolios to fully exhaust the committed amount of the SCA, thereby requiring the Manager to allocate available funding per a Board-approved methodology designed to treat the Funds in the SCA equitably.
The Fund did not utilize the SCA during the reporting period ended October 31, 2018.
8. Risks of Investing in the Fund
The Fund’s risks include, but are not limited to, some or all of the risks discussed below:
Derivatives Risk: Derivatives involve special risks and costs and may result in losses to the Fund. The successful use of derivatives requires sophisticated management, and, to the extent that derivatives are used, the Fund will depend on the subadviser’s ability to analyze and manage derivative transactions. The prices of derivatives may move in unexpected ways, especially in abnormal market conditions. Some derivatives are “leveraged” and therefore may magnify or otherwise increase investment losses to the Fund. The Fund’s use of derivatives may also increase the amount of taxes payable by shareholders. Other risks arise from the potential inability to terminate or sell derivatives positions. A liquid secondary market may not always exist for the Fund’s derivatives positions. In fact, many OTC derivative instruments will not have liquidity beyond the counterparty to the instrument. OTC derivative instruments also involve the risk that the other party will not meet its obligations to the Fund.
Equity and Equity-Related Securities Risks: The value of a particular security could go down and you could lose money. In addition to an individual security losing value, the value of the equity markets or a sector in which the Fund invests could go down. The Fund’s holdings can vary significantly from broad market indexes and the performance of the Fund can deviate from the performance of these indexes. Different parts of a market can react differently to adverse issuer, market, regulatory, political and economic developments.
Foreign Securities Risk: The Fund’s investments in securities of foreign issuers or issuers with significant exposure to foreign markets involve additional risk. Foreign countries in which the Fund may invest may have markets that are less liquid, less regulated and more volatile than US markets. The value of the Fund’s investments may decline because of factors affecting the particular issuer as well as foreign markets and issuers generally, such as unfavorable government actions, and political or financial instability.
Geographic Concentration Risk: The Fund’s performance may be closely tied to the market, economic, political, regulatory or other conditions in the countries or regions in which the Fund invests. This can result in more pronounced risks based upon conditions that impact one or more countries or regions more or less than other countries or regions.
9. Recent Accounting Pronouncements and Reporting Updates
In August 2018, the Securities and Exchange Commission (the “SEC”) adopted amendments to Regulation S-X to update and simplify the disclosure requirements for registered investment companies by eliminating requirements that are redundant or duplicative of US GAAP requirements or other SEC disclosure requirements. The new amendments require the presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities and the total, rather than the components, of dividends from net investment income and distributions from net realized gains on the Statements of Changes in Net Assets. The amendments also removed the requirement for the parenthetical disclosure of undistributed net investment income on the Statements of Changes in Net Assets and certain tax adjustments that were reflected in the Notes to Financial Statements. All of these have been reflected in the Fund’s financial statements.
In August 2018, the FASB issued Accounting Standards Update (��ASU”) No. 2018-13, which changes certain fair value measurement disclosure requirements. The new ASU, in addition to other modifications and additions, removes the requirement to disclose the amount and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, and the Fund’s policy for the timing of transfers between levels. The amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the implications of certain provisions of the ASU and has determined to early adopt aspects related to the removal and modification of certain fair value measurement disclosures under the ASU effective immediately. At this time, management is evaluating the implications of certain other provisions of the ASU related to new disclosure requirements and any impact on the financial statement disclosures has not yet been determined.
| | | | |
PGIM QMA International Developed Markets Index Fund | | | 65 | |
Financial Highlights
| | | | | | | | | | | | |
| | Year Ended October 31, 2018 | | | | | | November 17, 2016(a)
through October 31,
2017 | |
Per Share Operating Performance(b): | | | | | | | | | | | | |
Net Asset Value, Beginning of Period | | | $12.55 | | | | | | | | $10.00 | |
Income (loss) from investment operations: | | | | | | | | | | | | |
Net investment income (loss) | | | 0.32 | | | | | | | | 0.26 | |
Net realized and unrealized gain (loss) on investment and foreign currency transactions | | | (1.20 | ) | | | | | | | 2.30 | |
Total from investment operations | | | (0.88 | ) | | | | | | | 2.56 | |
Less Dividends and Distributions: | | | | | | | | | | | | |
Dividends from net investment income | | | (0.23 | ) | | | | | | | (0.01 | ) |
Distributions fron net realized gains | | | (0.08 | ) | | | | | | | - | |
Total dividends and distributions | | | (0.31 | ) | | | | | | | (0.01 | ) |
Net asset value, end of period | | | $11.36 | | | | | | | | $12.55 | |
Total Return(c): | | | (7.22)% | | | | | | | | 25.61% | |
Ratios/Supplemental Data: | | | | | | | | | |
Net assets, end of period (000) | | | $41,429 | | | | | | | | $30,320 | |
Average net assets (000) | | | $36,379 | | | | | | | | $20,731 | |
Ratios to average net assets(d): | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | 0.30% | | | | | | | | 0.33% | (e) |
Expenses before waivers and/or expense reimbursement | | | 1.49% | | | | | | | | 2.61% | (e) |
Net investment income (loss) | | | 2.56% | | | | | | | | 2.39% | (e) |
Portfolio turnover rate(f) | | | 9% | | | | | | | | 7% | |
(a) | Commencement of operations. |
(b) | Calculated based on average shares outstanding during the period. |
(c) | Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized. |
(d) | Does not include expenses of the underlying funds in which the Fund invests. |
(f) | The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher. |
See Notes to Financial Statements.
Report of Independent Registered Public Accounting Firm
The Board of Trustees and Shareholders
Prudential Investment Portfolios 2:
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of PGIM QMA International Developed Markets Index Fund (formerly Prudential QMA International Developed Markets Index Fund) (the “Fund”), a series of Prudential Investment Portfolios 2, including the schedule of investments, as of October 31, 2018, the related statement of operations for the year then ended, the statements of changes in net assets for the year ended October 31, 2018 and the period from November 17, 2016 (commencement of operations) through October 31, 2017, and the related notes (collectively, the financial statements) and the financial highlights for the year or period indicated therein. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, the changes in its net assets for the year ended October 31, 2018 and the period from November 17, 2016 (commencement of operations) through October 31, 2017, and the financial highlights for the year or period indicated therein, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of October 31, 2018, by correspondence with the custodians, transfer agents and brokers or by other appropriate auditing procedures when replies from brokers were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.
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We have served as the auditor of one or more PGIM and/or Prudential Retail investment companies since 2003.
New York, New York
December 17, 2018
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PGIM QMA International Developed Markets Index Fund | | | 67 | |
Federal Income Tax Information (unaudited)
We are advising you that during the fiscal year ended October 31, 2018, the Fund reports the maximum amount allowed per share but not less than $0.03 for Class R6 shares as a capital gain distribution in accordance with Section 852(b)(3)(C) of the Internal Revenue Code.
For the year ended October 31, 2018, the Fund reports the maximum amount allowable under Section 854 of the Internal Revenue Code, but not less than, the following percentages of the ordinary income dividends paid as 1) qualified dividend income (QDI):
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| | QDI | |
PGIM QMA International Developed Markets Index Fund | | | 87.72 | % |
For the year ended October 31, 2018, the Fund made an election to pass through the maximum amount of the portion of the ordinary income dividends paid derived from foreign source income as well as any foreign taxes paid by the Fund in accordance with Section 853 of the Internal Revenue Code of the following amounts: $91,207 foreign tax credit from recognized foreign source income of $1,133,637.
In January 2019, you will be advised on IRS Form 1099-DIV or substitute 1099-DIV, as to the federal tax status of dividends received by you in calendar year 2018.
INFORMATION ABOUT BOARD MEMBERS AND OFFICERS (unaudited)
Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.
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Independent Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Ellen S. Alberding (60) Board Member Portfolios Overseen: 93 | | President and Board Member, The Joyce Foundation (charitable foundation) (since 2002); Vice Chair, City Colleges of Chicago (community college system) (2011-2015); Trustee, National Park Foundation (charitable foundation for national park system) (2009-2018); Trustee, Economic Club of Chicago (since 2009); Trustee, Loyola University (since 2018). | | None. | | Since September 2013 |
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Kevin J. Bannon (66) Board Member Portfolios Overseen: 93 | | Retired; Managing Director (April 2008-May 2015) and Chief Investment Officer (October 2008-November 2013) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds. | | Director of Urstadt Biddle Properties (equity real estate investment trust) (since September 2008). | | Since July 2008 |
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Linda W. Bynoe (66) Board Member Portfolios Overseen: 93 | | President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Ltd. (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co. (broker-dealer). | | Director of Anixter International, Inc. (communication products distributor) (since January 2006); Director of Northern Trust Corporation (financial services) (since April 2006); Trustee of Equity Residential (residential real estate) (since December 2009). | | Since March 2005 |
PGIM QMA International Developed Markets Index Fund
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Independent Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Barry H. Evans (58) Board Member Portfolios Overseen: 92 | | Retired; formerly President (2005 – 2016), Global Chief Operating Officer (2014– 2016), Chief Investment Officer – Global Head of Fixed Income (1998-2014), and various portfolio manager roles (1986-2006), Manulife Asset Management U.S. | | Director, Manulife Trust Company (since 2011); formerly Director, Manulife Asset Management Limited (2015-2017); formerly Chairman of the Board of Directors of Manulife Asset Management U.S. (2005-2016); formerly Chairman of the Board, Declaration Investment Management and Research (2008-2016). | | Since September 2017 |
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Keith F. Hartstein (62) Board Member & Independent Chair Portfolios Overseen: 93 | | Retired; Member (since November 2014) of the Governing Council of the Independent Directors Council (organization of independent mutual fund directors); formerly President and Chief Executive Officer (2005-2012), Senior Vice President (2004-2005), Senior Vice President of Sales and Marketing (1997-2004), and various executive management positions (1990-1997), John Hancock Funds, LLC (asset management); Chairman, Investment Company Institute’s Sales Force Marketing Committee (2003-2008). | | None. | | Since September 2013 |
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Independent Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Laurie Simon Hodrick (56) Board Member Portfolios Overseen: 92 | | A. Barton Hepburn Professor Emerita of Economics in the Faculty of Business, Columbia Business School (since 2018); Visiting Professor of Law, Stanford Law School (since 2015); Visiting Fellow at the Hoover Institution, Stanford University (since 2015); Sole Member, ReidCourt LLC (since 2008) (a consulting firm); formerly A. Barton Hepburn Professor of Economics in the Faculty of Business, Columbia Business School (1996-2017); formerly Managing Director, Global Head of Alternative Investment Strategies, Deutsche Bank (2006-2008). | | Independent Director, Corporate Capital Trust (since April 2017) (a business development company); Independent Director, Kabbage, Inc. (since July 2018) (financial services). | | Since September 2017 |
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Michael S. Hyland, CFA (73) Board Member Portfolios Overseen: 93 | | Retired (since February 2005); formerly Senior Managing Director (July 2001-February 2005) of Bear Stearns & Co, Inc.; Global Partner, INVESCO (1999-2001); Managing Director and President of Salomon Brothers Asset Management (1989-1999). | | None. | | Since July 2008 |
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Richard A. Redeker (75) Board Member Portfolios Overseen: 93 | | Retired Mutual Fund Senior Executive (50 years); Management Consultant; Director, Mutual Fund Directors Forum (since 2014); Independent Directors Council (organization of independent mutual fund directors)-Executive Committee, Chair of Policy Steering Committee, Governing Council. | | None. | | Since October 1993 |
PGIM QMA International Developed Markets Index Fund
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Independent Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Brian K. Reid (56)# Board Member Portfolios Overseen: 92 | | Retired; formerly Chief Economist for the Investment Company Institute (ICI) (2005-2017); formerly Senior Economist and Director of Industry and Financial Analysis at the ICI (1998-2004); formerly Senior Economist, Industry and Financial Analysis at the ICI (1996-1998); formerly Staff Economist at the Federal Reserve Board (1989-1996); Director, ICI Mutual Insurance Company (2012-2017). | | None. | | Since March 2018 |
# | Mr. Reid joined the Board effective as of March 1, 2018. |
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Interested Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Stuart S. Parker (56) Board Member & President Portfolios Overseen: 93 | | President of PGIM Investments LLC (formerly known as Prudential Investments LLC) (since January 2012); Executive Vice President of Prudential Investment Management Services LLC (since December 2012); formerly Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of PGIM Investments LLC (June 2005-December 2011). | | None. | | Since January 2012 |
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Interested Board Members | | | | |
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Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held During Past Five Years | | Length of Board Service |
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Scott E. Benjamin (45) Board Member & Vice President Portfolios Overseen:93 | | Executive Vice President (since June 2009) of PGIM Investments LLC; Executive Vice President (June 2009-June 2012) and Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, PGIM Investments (since February 2006); formerly Vice President of Product Development and Product Management, PGIM Investments LLC (2003-2006). | | None. | | Since March 2010 |
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Grace C. Torres* (59) Board Member Portfolios Overseen: 92 | | Retired; formerly Treasurer and Principal Financial and Accounting Officer of the PGIM Funds, Target Funds, Advanced Series Trust, Prudential Variable Contract Accounts and The Prudential Series Fund (1998-June 2014); Assistant Treasurer (March 1999-June 2014) and Senior Vice President (September 1999-June 2014) of PGIM Investments LLC; Assistant Treasurer (May 2003-June 2014) and Vice President (June 2005-June 2014) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (May 2003-June 2014) of Prudential Annuities Advisory Services, Inc. | | Formerly Director (July 2015-January 2018) of Sun Bancorp, Inc. N.A. and Sun National Bank; Director (since January 2018) of OceanFirst Financial Corp. and OceanFirst Bank. | | Since November 2014 |
* Note: Prior to her retirement in 2014, Ms. Torres was employed by PGIM Investments LLC. Due to her prior employment, she is considered to be an “interested person” under the 1940 Act. Ms. Torres is a Non-Management Interested Board Member.
PGIM QMA International Developed Markets Index Fund
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Fund Officers(a) | | | | |
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Name, Address and Age Position with Fund | | Principal Occupation(s) During Past Five Years | | Length of Service as Fund Officer |
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Raymond A. O’Hara (63) Chief Legal Officer | | Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company of America (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March 2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of PGIM Investments LLC (since June 2012); Chief Legal Officer of Prudential Mutual Fund Services LLC (since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012); formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of The Hartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987) and Partner (January 1988–August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard, Grodd & Hasenauer, P.C.). | | Since June 2012 |
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Chad A. Earnst (43) Chief Compliance Officer | | Chief Compliance Officer (September 2014-Present) of PGIM Investments LLC; Chief Compliance Officer (September 2014-Present) of the PGIM Funds, Target Funds, Advanced Series Trust, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc., PGIM Global Short Duration High Yield Income Fund, Inc., PGIM Short Duration High Yield Fund, Inc. and PGIM Jennison MLP Income Fund, Inc.; formerly Assistant Director (March 2010-August 2014) of the Asset Management Unit, Division of Enforcement, US Securities & Exchange Commission; Assistant Regional Director (January 2010-August 2014), Branch Chief (June 2006–December 2009) and Senior Counsel (April 2003-May 2006) of the Miami Regional Office, Division of Enforcement, US Securities & Exchange Commission. | | Since September 2014 |
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Dino Capasso (44) Deputy Chief Compliance Officer | | Vice President and Deputy Chief Compliance Officer (June 2017-Present) of PGIM Investments LLC; formerly, Senior Vice President and Senior Counsel (January 2016-June 2017), and Vice President and Counsel (February 2012-December 2015) of Pacific Investment Management Company LLC. | | Since March 2018 |
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Andrew R. French (56) Secretary | | Vice President and Corporate Counsel (since February 2010) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of PGIM Investments LLC; Vice President and Assistant Secretary (since January 2007) of Prudential Mutual Fund Services LLC. | | Since October 2006 |
Visit our website at pgiminvestments.com
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Fund Officers(a) | | | | |
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Name, Address and Age Position with Fund | | Principal Occupation(s) During Past Five Years | | Length of Service as Fund Officer |
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Jonathan D. Shain (60) Assistant Secretary | | Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of PGIM Investments LLC; Vice President and Assistant Secretary (since February 2001) of Prudential Mutual Fund Services LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc. | | Since May 2005 |
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Claudia DiGiacomo (44) Assistant Secretary | | Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of PGIM Investments LLC (since December 2005); formerly Associate at Sidley Austin Brown & Wood LLP (1999-2004). | | Since December 2005 |
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Charles H. Smith (45) Anti-Money Laundering Compliance Officer | | Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2015) of Prudential; committee member of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (since January 2016); formerly Global Head of Economic Sanctions Compliance at AIG Property Casualty (February 2007 – December 2014); Assistant Attorney General at the New York State Attorney General’s Office, Division of Public Advocacy. (August 1998 —January 2007). | | Since January 2017 |
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Brian D. Nee (52) Treasurer and Principal Financial and Accounting Officer | | Vice President and Head of Finance of PGIM Investments LLC (since August 2015) and PGIM Global Partners (since February 2017); formerly, Vice President, Treasurer’s Department of Prudential (September 2007-August 2015). | | Since July 2018 |
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Peter Parrella (60) Assistant Treasurer | | Vice President (since 2007) and Director (2004-2007) within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC (1997-2004). | | Since June 2007 |
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Lana Lomuti (51) Assistant Treasurer | | Vice President (since 2007) and Director (2005-2007), within Prudential Mutual Fund Administration; formerly Assistant Treasurer (December 2007-February 2014) of The Greater China Fund, Inc. | | Since April 2014 |
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Linda McMullin (57) Assistant Treasurer | | Vice President (since 2011) and Director (2008-2011) within Prudential Mutual Fund Administration. | | Since April 2014 |
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Kelly A. Coyne (50) Assistant Treasurer | | Director, Investment Operations of Prudential Mutual Fund Services LLC (since 2010). | | Since March 2015 |
(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.
Explanatory Notes to Tables:
∎ | | Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with PGIM Investments LLC and/or an affiliate of PGIM Investments LLC. |
∎ | | Unless otherwise noted, the address of all Board Members and Officers is c/o PGIM Investments LLC, 655 Broad Street, Newark, New Jersey 07102-4410. |
∎ | | There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75. |
PGIM QMA International Developed Markets Index Fund
∎ | | “Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act. |
∎ | | “Portfolios Overseen” includes all investment companies managed by PGIM Investments LLC. The investment companies for which PGIM Investments LLC serves as manager include the PGIM Funds, The Prudential Variable Contract Accounts, PGIM ETF Trust, PGIM Short Duration High Yield Fund, Inc., PGIM Global Short Duration High Yield Fund, Inc., The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust. |
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Approval of Advisory Agreements (unaudited)
The Funds’ Boards of Trustees
The Boards of Trustees (the “Board”) of the PGIM Day One Underlying Funds (each, a “Fund, and collectively, the “Funds”)1 consists of twelve individuals, nine of whom are not “interested persons” of the Funds, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”). The Board is responsible for the oversight of each Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Trustees have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Trustee. The Board has established four standing committees: the Audit Committee, the Nominating and Governance Committee, and two Investment Committees. Each committee is chaired by, and composed of, Independent Trustees.
Annual Approval of the Funds’ Advisory Agreements
As required under the 1940 Act, the Board determines annually whether to renew each Fund’s management agreement with PGIM Investments LLC (“PGIM Investments”) and each Fund’s subadvisory agreement with Quantitative Management Associates LLC (“QMA”). In considering the renewal of the agreements, the Board, including all of the Independent Trustees, met on June 7, 2018 and on June 19-21, 2018 and approved the renewal of the agreements through July 31, 2019, after concluding that the renewal of the agreements was in the best interests of each Fund and its shareholders.
In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PGIM Investments and QMA. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.
In approving the agreements, the Board, including the Independent Trustees advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided, the performance of each Fund, the profitability of PGIM Investments and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with each Fund and its shareholders as each Fund’s assets grow. In their deliberations, the Trustees did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to each Fund.
1 | Each of the PGIM Day One Underlying Funds is a series of Prudential Investment Portfolios 2. The PGIM Day One Underlying Funds discussed herein are: PGIM QMA International Developed Markets Index Fund and PGIM QMA Emerging Markets Equity Fund. |
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PGIM QMA International Developed Markets Index Fund |
Approval of Advisory Agreements (continued)
In connection with its deliberations, the Board considered information provided by PGIM Investments throughout the year at regular Board meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the meetings on June 7, 2018 and on June 19-21, 2018.
The Trustees determined that the overall arrangements between each Fund and PGIM Investments, which serves as each Fund’s investment manager pursuant to a management agreement, and between PGIM Investments and QMA, which serves as each Fund’s subadviser pursuant to the terms of subadvisory agreements with PGIM Investments, are in the best interests of each Fund and its shareholders in light of the services performed, fees charged and such other matters as the Trustees considered relevant in the exercise of their business judgment.
The material factors and conclusions that formed the basis for the Trustees’ reaching their determinations to approve the continuance of the agreements are separately discussed below.
Nature, Quality and Extent of Services
The Board received and considered information regarding the nature, quality and extent of services provided to each Fund by PGIM Investments and QMA. The Board considered the services provided by PGIM Investments, including but not limited to the oversight of the subadviser for each Fund, as well as the provision of fund recordkeeping, compliance, and other services to each Fund. With respect to PGIM Investments’ oversight of the subadviser, the Board noted that PGIM Investments’ Strategic Investment Research Group (“SIRG”), which is a business unit of PGIM Investments, is responsible for monitoring and reporting to PGIM Investments’ senior management on the performance and operations of the subadviser. The Board also considered that PGIM Investments pays the salaries of all of the officers and interested Trustees of the Funds who are part of Fund management. The Board also considered the investment subadvisory services provided by QMA, including investment research and security selection, as well as adherence to each Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PGIM Investments’ evaluation of the subadviser, as well as PGIM Investments’ recommendation, based on its review of the subadviser, to renew the subadvisory agreements.
The Board considered the qualifications, backgrounds and responsibilities of PGIM Investments’ senior management responsible for the oversight of each Fund and, QMA and also considered the qualifications, backgrounds and responsibilities of the QMA portfolio managers who are responsible for the day-to-day management of each Fund’s portfolio. The Board was provided with information pertaining to PGIM Investments’, and QMA’s organizational structure, senior management, investment operations, and other relevant
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information pertaining to PGIM Investments and QMA. The Board also noted that it received favorable compliance reports from the Funds’ Chief Compliance Officer (“CCO”) as to each of PGIM Investments and QMA. The Board noted that QMA is affiliated with PGIM Investments.
The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PGIM Investments and the subadvisory services provided to each Fund by QMA, and that there was a reasonable basis on which to conclude that each Fund benefits from the services provided by PGIM Investments and QMA under the management and subadvisory agreements.
Costs of Services and Profits Realized by PGIM Investments
The Board was provided with information on the profitability of PGIM Investments and its affiliates in serving as each Fund’s investment manager. The Board discussed with PGIM Investments the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. However, the Board considered that the cost of services provided by PGIM Investments during the year ended December 31, 2017 exceeded the management fees paid by each Fund, resulting in an operating loss to PGIM Investments. Taking these factors into account, the Board concluded that the profitability of PGIM Investments and its affiliates in relation to the services rendered was not unreasonable.
Economies of Scale
The Board received and discussed information concerning economies of scale that PGIM Investments may realize as each Fund’s assets grow beyond current levels. During the course of time, the Board has considered information regarding the launch date of each Fund, the management fees of each Fund compared to those of similarly managed funds and PGIM Investments’ investment in each Fund over time. The Board noted that, while the management fee schedule for each Fund does not have breakpoints in its management fees, economies of scale can be shared with each Fund in other ways, including low management fees from inception, additional technological and personnel investments to enhance shareholder services, and maintaining existing expense structures in the face of a rising cost environment. The Board also considered PGIM Investments’ assertion that it continually evaluates the management fee schedule of each Fund and the potential to share economies of scale through breakpoints or fee waivers as asset levels increase.
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PGIM QMA International Developed Markets Index Fund |
Approval of Advisory Agreements (continued)
The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PGIM Investments’ costs are not specific to individual funds, but rather are incurred across a variety of products and services.
Other Benefits to PGIM Investments and QMA
The Board considered potential ancillary benefits that might be received by PGIM Investments, QMA and their affiliates as a result of their relationship with each Fund. The Board concluded that potential benefits to be derived by PGIM Investments included transfer agency fees received by each Fund’s transfer agent (which is affiliated with PGIM Investments), and benefits to its reputation as well as other intangible benefits resulting from PGIM Investments’ association with the Funds. The Board concluded that the potential benefits to be derived by QMA included its ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PGIM Investments and QMA were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.
Performance of the Funds / Fees and Expenses
The Board considered certain additional specific factors and made related conclusions relating to the historical performance of each Fund for the one-year period ended December 31, 2017. The Board considered that PGIM QMA International Developed Markets Index Fund commenced operations on November 17, 2016 and that PGIM QMA Emerging Markets Equity Fund commenced operations on November 29, 2016 and that longer-term performance was not yet available.
The Board also considered each Fund’s actual management fee, as well as each Fund’s net total expense ratio, for the fiscal period ended October 31, 2017. The Board considered the management fee for each Fund as compared to the management fee charged by PGIM Investments to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for each Fund represents the actual expense ratio incurred by Fund shareholders.
The mutual funds included in the Peer Universe, which was used to consider performance, and the Peer Group, which was used to consider expenses and fees, for each Fund were objectively determined by Broadridge, an independent provider of mutual fund data. In certain circumstances, PGIM Investments also may have provided supplemental Peer Universe or Peer Group information, for reasons addressed with the Board. The
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comparisons placed each Fund in various quartiles, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).
The section below summarizes key factors considered by the Board and the Board’s conclusions regarding each Fund’s performance, fees and overall expenses. For each Fund, the table sets forth gross performance comparisons (which do not reflect the impact on performance of any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the impact of fund expenses, or any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.
PGIM QMA International Developed Markets Index Fund
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Gross Performance | | 1 Year | | 3 Years | | 5 Years | | 10 Years |
| 3rd Quartile | | N/A | | N/A | | N/A |
Actual Management Fees: 1st Quartile |
Net Total Expenses: 2nd Quartile |
| • | | The Board noted that the Fund outperformed its benchmark index over the one-year period. |
| • | | The Board noted that the Fund does not yet have a three-year performance record and that, therefore, the subadviser should have more time to develop that record. |
| • | | The Board noted that effective as of December 1, 2016 the Manager contractually agreed to cap Fund expenses (exclusive of certain fees and expenses) at 0.30% through February 28, 2019. |
| • | | The Board concluded that in light of the above, it would be in the best interests of the Fund and its shareholders to continue to allow the Fund to create a performance record, and to renew the agreements. |
| • | | The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided. |
PGIM QMA Emerging Markets Equity Fund
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Gross Performance | | 1 Year | | 3 Years | | 5 Years | | 10 Years |
| 2nd Quartile | | N/A | | N/A | | N/A |
Actual Management Fees: 3rd Quartile |
Net Total Expenses: 2nd Quartile |
| • | | The Board noted that the Fund outperformed its benchmark index over the one-year period. |
| • | | The Board noted that the Fund does not yet have a three-year performance record and that, therefore, the subadviser should have more time to develop that record. |
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PGIM QMA International Developed Markets Index Fund |
Approval of Advisory Agreements (continued)
| • | | The Board noted that effective as of December 1, 2016 the Manager contractually agreed to cap Fund expenses (exclusive of certain fees and expenses) at 1.20% through February 28, 2019. |
| • | | The Board concluded that in light of the above, it would be in the best interests of the Fund and its shareholders to continue to allow the Fund to create a performance record, and to renew the agreements. |
| • | | The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided. |
* * *
After full consideration of these factors, the Board concluded that approval of the agreements was in the best interests of each Fund and its shareholders.
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Visit our website at pgiminvestments.com | | |
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∎ MAIL | | ∎ TELEPHONE | | ∎ WEBSITE |
655 Broad Street Newark, NJ 07102 | | (800) 225-1852 | | www.pgiminvestments.com |
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PROXY VOTING |
The Board of Trustees of the Fund has delegated to the Fund’s subadviser the responsibility for voting any proxies and maintaining proxy recordkeeping with respect to the Fund. A description of these proxy voting policies and procedures is available without charge, upon request, by calling (800) 225-1852. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available on the Fund’s website and on the Securities and Exchange Commission’s website at the end of August. |
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TRUSTEES |
Ellen S. Alberding • Kevin J. Bannon • Scott E. Benjamin • Linda W. Bynoe • Barry H. Evans • Keith F. Hartstein • Laurie Simon Hodrick • Michael S. Hyland • Stuart S. Parker • Richard A. Redeker • Brian K. Reid • Grace C. Torres |
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OFFICERS |
Stuart S. Parker, President • Scott E. Benjamin, Vice President • Brian D. Nee, Treasurer and Principal Financial and Accounting Officer • Raymond A. O’Hara, Chief Legal Officer • Andrew R. French, Secretary • Chad A. Earnst, Chief Compliance Officer • Dino Capasso, Vice President and Deputy Chief Compliance Officer • Charles H. Smith, Anti-Money Laundering Compliance Officer • Jonathan D. Shain, Assistant Secretary • Claudia DiGiacomo, Assistant Secretary • Peter Parrella, Assistant Treasurer • Lana Lomuti, Assistant Treasurer • Linda McMullin, Assistant Treasurer • Kelly A. Coyne, Assistant Treasurer |
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MANAGER | | PGIM Investments LLC | | 655 Broad Street Newark, NJ 07102 |
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SUBADVISER | | Quantitative Management Associates LLC | | Gateway Center Two 100 Mulberry Street Newark, NJ 07102 |
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DISTRIBUTOR | | Prudential Investment Management Services LLC | | 655 Broad Street Newark, NJ 07102 |
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CUSTODIAN | | The Bank of New York Mellon | | 225 Liberty Street New York, NY 10286 |
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TRANSFER AGENT | | Prudential Mutual Fund Services LLC | | PO Box 9658 Providence, RI 02940 |
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INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | KPMG LLP | | 345 Park Avenue New York, NY 10154 |
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FUND COUNSEL | | Willkie Farr & Gallagher LLP | | 787 Seventh Avenue New York, NY 10019 |
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An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. The prospectus contains this and other information about the Fund. An investor may obtain a prospectus by visiting our website at www.pgiminvestments.com or by calling (800) 225-1852. The prospectus should be read carefully before investing. |
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SHAREHOLDER COMMUNICATIONS WITH TRUSTEES |
Shareholders can communicate directly with the Board of Trustees by writing to the Chair of the Board, PGIM QMA International Developed Markets Index Fund, PGIM Investments, Attn: Board of Trustees, 655 Broad Street, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee by writing to the same address. Communications are not screened before being delivered to the addressee. |
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AVAILABILITY OF PORTFOLIO SCHEDULE |
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. |
Mutual Funds:
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ARE NOT INSURED BY THE FDIC OR ANY FEDERAL GOVERNMENT AGENCY | | MAY LOSE VALUE | | ARE NOT A DEPOSIT OF OR GUARANTEED BY ANY BANK OR ANY BANK AFFILIATE |
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PGIM QMA INTERNATIONAL DEVELOPED MARKETS INDEX FUND
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SHARE CLASS | | R6* |
NASDAQ | | PQDMX |
CUSIP | | 74440E607 |
*Formerly known as Class Q shares.
Item 2 – Code of Ethics – – See Exhibit (a)
As of the end of the period covered by this report, the registrant has adopted a code of ethics (the “Section 406 Standards for Investment Companies – Ethical Standards for Principal Executive and Financial Officers”) that applies to the registrant’s Principal Executive Officer and Principal Financial Officer; the registrant’s Principal Financial Officer also serves as the Principal Accounting Officer.
The registrant hereby undertakes to provide any person, without charge, upon request, a copy of the code of ethics. To request a copy of the code of ethics, contact the registrant 800-225-1852, and ask for a copy of the Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers.
Item 3 – Audit Committee Financial Expert –
The registrant’s Board has determined that Mr. Kevin J. Bannon, member of the Board’s Audit Committee is an “audit committee financial expert,” and that he is “independent,” for purposes of this Item.
Item 4 – Principal Accountant Fees and Services –
(a) Audit Fees
For the fiscal years ended October 31, 2018 and October 31, 2017, KPMG LLP (“KPMG”), the Registrant’s principal accountant, billed the Registrant $64,640 and $64,000 respectively, for professional services rendered for the audit of the Registrant’s annual financial statements or services that are normally provided in connection with statutory and regulatory filings.
(b) Audit-Related Fees
For the fiscal years ended October 31, 2018 and October 31, 2017: none.
(c) Tax Fees
For the fiscal years ended October 31, 2018 and October 31, 2017: none.
(d) All Other Fees
For the fiscal years ended October 31, 2018 and October 31, 2017: none.
(e) (1) Audit Committee Pre-Approval Policies and Procedures
THE PRUDENTIAL MUTUAL FUNDS
AUDIT COMMITTEE POLICY
on
Pre-Approval of Services Provided by the Independent Accountants
The Audit Committee of each Prudential Mutual Fund is charged with the responsibility to monitor the independence of the Fund’s independent accountants. As part of this responsibility, the Audit Committee must pre-approve the independent accounting firm’s engagement to render audit and/or permissible non-audit services, as required by law. In evaluating a proposed engagement of the independent accountants, the Audit Committee will assess the effect that the engagement might reasonably be expected to have on the accountant’s independence. The Committee’s evaluation will be based on:
| • | | a review of the nature of the professional services expected to be provided, |
| • | | a review of the safeguards put into place by the accounting firm to safeguard independence, and |
| • | | periodic meetings with the accounting firm. |
Policy for Audit and Non-Audit Services Provided to the Funds
On an annual basis, the scope of audits for each Fund, audit fees and expenses, and audit-related and non-audit services (and fees proposed in respect thereof) proposed to be performed by the Fund’s independent accountants will be presented by the Treasurer and the independent accountants to the Audit Committee for review and, as appropriate, approval prior to the initiation of such services. Such presentation shall be accompanied by confirmation by both the Treasurer and the independent accountants that the proposed non-audit services will not adversely affect the independence of the independent accountants. Such proposed non-audit services shall be described in sufficient detail to enable the Audit Committee to assess the appropriateness of such services and fees, and the compatibility of the provision of such services with the auditor’s independence. The Committee shall receive periodic reports on the progress of the audit and other services which are approved by the Committee or by the Committee Chair pursuant to authority delegated in this Policy.
The categories of services enumerated under “Audit Services”, “Audit-related Services”, and “Tax Services” are intended to provide guidance to the Treasurer and the independent accountants as to those categories of services which the Committee believes are generally consistent with the independence of the independent accountants and which the Committee (or the Committee Chair) would expect upon the presentation of specific proposals to pre-approve. The enumerated categories are not intended as an exclusive list of audit, audit-related or tax services, which the Committee (or the Committee Chair) would consider for pre-approval.
Audit Services
The following categories of audit services are considered to be consistent with the role of the Fund’s independent accountants:
| ➣ | Annual Fund financial statement audits |
| ➣ | Seed audits (related to new product filings, as required) |
| ➣ | SEC and regulatory filings and consents |
Audit-related Services
The following categories of audit-related services are considered to be consistent with the role of the Fund’s independent accountants:
| ➣ | Accounting consultations |
| ➣ | Fund merger support services |
| ➣ | Agreed Upon Procedure Reports |
| ➣ | Other Internal Control Reports |
Individual audit-related services that fall within one of these categories (except for fund merger support services) and are not presented to the Audit Committee as part of the annual pre-approval process are subject to an authorized pre-approval by the Audit Committee so long as the estimated fee for those services does not exceed $30,000. Any services provided under such pre-approval will be reported to the Audit Committee at its next regular meeting. Should the amount of such services exceed $30,000 any additional fees will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated). Fees related to fund merger support services are subject to a separate authorized pre-approval by the Audit Committee with fees determined on a per occurrence and merger complexity basis.
Tax Services
The following categories of tax services are considered to be consistent with the role of the Fund’s independent accountants:
| ➣ | Tax compliance services related to the filing or amendment of the following: |
| ◾ | Federal, state and local income tax compliance; and, |
| ◾ | Sales and use tax compliance |
| ➣ | Timely RIC qualification reviews |
| ➣ | Tax distribution analysis and planning |
| ➣ | Tax authority examination services |
| ➣ | Tax appeals support services |
| ➣ | Accounting methods studies |
| ➣ | Fund merger support services |
| ➣ | Tax consulting services and related projects |
Individual tax services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approval process are subject to an authorized pre-approval by the Audit Committee so long as the estimated fee for those services does not exceed $30,000. Any services provided under such pre-approval will be reported to the Audit Committee at its next regular meeting. Should the amount of such services exceed $30,000 any additional fees will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated).
Other Non-Audit Services
Certain non-audit services that the independent accountants are legally permitted to render will be subject to pre-approval by the Committee or by one or more Committee members to whom the Committee has delegated this authority and who will report to the full Committee any pre-approval decisions made pursuant to this Policy. Non-audit services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.
Proscribed Services
The Fund’s independent accountants will not render services in the following categories of non-audit services:
➣ Bookkeeping or other services related to the accounting records or financial statements of the Fund
➣ Financial information systems design and implementation
➣ Appraisal or valuation services, fairness opinions, or contribution-in-kind reports
➣ Actuarial services
➣ Internal audit outsourcing services
➣ Management functions or human resources
➣ Broker or dealer, investment adviser, or investment banking services
➣ Legal services and expert services unrelated to the audit
➣ Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible.
Pre-approval of Non-Audit Services Provided to Other Entities Within the Prudential Fund Complex
Certain non-audit services provided to PGIM Investments LLC or any of its affiliates that also provide ongoing services to the Prudential Mutual Funds will be subject to pre-approval by the Audit Committee. The only non-audit services provided to these entities that will require pre-approval are those related directly to the operations and financial reporting of the Funds. Individual projects that are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $30,000. Services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.
Although the Audit Committee will not pre-approve all services provided to PGIM Investments LLC and its affiliates, the Committee will receive an annual report from the Fund’s independent accounting firm showing the aggregate fees for all services provided to PGIM Investments and its affiliates.
(e) (2) Percentage of services referred to in 4(b) – 4(d) that were approved by the audit committee –
For the fiscal years ended October 31, 2018 and October 31, 2017: none.
(f) Percentage of hours expended attributable to work performed by other than full time employees of principal accountant if greater than 50%.
The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was 0%.
(g) Non-Audit Fees
The aggregate non-audit fees billed by KPMG for services rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant for the fiscal years ended October 31, 2018 and October 31, 2017 was $0 and $0, respectively.
(h) Principal Accountant’s Independence
Not applicable as KPMG has not provided non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X.
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Item 5 – | | Audit Committee of Listed Registrants – Not applicable. |
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Item 6 – | | Schedule of Investments – The schedule is included as part of the report to shareholders filed under Item 1 of this Form. |
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Item 7 – | | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not applicable. |
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Item 8 – | | Portfolio Managers of Closed-End Management Investment Companies – Not applicable. |
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Item 9 – | | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not applicable. |
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Item 10 – | | Submission of Matters to a Vote of Security Holders – Not applicable. |
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Item 11 – | | Controls and Procedures |
| (a) | It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure. |
| (b) | There has been no significant change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter of the period covered by this report that has materially affected, or is likely to materially affect, the registrant’s internal control over financial reporting. |
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Item 12 – Exhibits |
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| | (a) | | (1) Code of Ethics – Attached hereto as Exhibit EX-99.CODE-ETH |
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| | | | (2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act – Attached hereto as Exhibit EX-99.CERT. |
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| | | | (3) Any written solicitation to purchase securities under Rule 23c-1. – Not applicable. |
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| | (b) | | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act – Attached hereto as Exhibit EX-99.906CERT. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Registrant | | Prudential Investment Portfolios 2 |
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By: | | /s/ Andrew R. French |
| | Andrew R. French |
| | Secretary |
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Date: | | December 18, 2018 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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By: | | /s/ Stuart S. Parker |
| | Stuart S. Parker |
| | President and Principal Executive Officer |
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Date: | | December 18, 2018 |
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By: | | /s/ Brian D. Nee |
| | Brian D. Nee |
| | Treasurer and Principal Financial and Accounting Officer |
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Date: | | December 18, 2018 |