Pruco Life Insurance 10-Q 2020 Q2 Quarterly report

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 ________________________________________

FORM 10-Q

________________________________________

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2020

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from              to             

Commission file number 033-37587        

____________________________________________________________ 

Pruco Life Insurance Company

(Exact Name of Registrant as Specified in its Charter)

Arizona	22-1944557
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification Number)

213 Washington Street

Newark, NJ 07102

(973) 802-6000

(Address and Telephone Number of Registrant's Principal Executive Offices)

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Not Applicable	Not Applicable	Not Applicable

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of the Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer", "accelerated filer", "smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	☐	Accelerated Filer	☐
Non-accelerated Filer	☒	Smaller Reporting Company	☐
		Emerging Growth Company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  ☐  No  ☒

As of August 12, 2020, 250,000 shares of the registrant’s Common Stock (par value $10) were outstanding. As of such date, The Prudential Insurance Company of America, a New Jersey corporation, owned all of the registrant’s Common Stock.

Pruco Life Insurance Company meets the conditions set

forth in General Instruction (H) (1) (a) and (b) on Form 10-Q and

is therefore filing this Form 10-Q in the reduced disclosure format.

TABLE OF CONTENTS

		Page Number
PART I—FINANCIAL INFORMATION
Item 1.	Financial Statements:
	Unaudited Interim Consolidated Statements of Financial Position as of June 30, 2020 and December 31, 2019	4
	Unaudited Interim Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2020 and 2019	5
	Unaudited Interim Consolidated Statements of Equity for the three and six months ended June 30, 2020 and 2019	6
	Unaudited Interim Consolidated Statements of Cash Flows for the six months ended June 30, 2020 and 2019	7
	Notes to Unaudited Interim Consolidated Financial Statements	8
	1.    Business and Basis of Presentation	8
	2.    Significant Accounting Policies and Pronouncements	9
	3.    Investments	14
	4.    Derivative Instruments	23
	5.    Fair Value of Assets and Liabilities	29
	6.    Reinsurance	41
	7.    Income Taxes	46
	8.    Equity	47
	9.    Related Party Transactions	49
	10.   Commitments and Contingent Liabilities	53
	11.   Revision to Prior Year Information	54
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	56
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	66
Item 4.	Controls and Procedures	66
PART II—OTHER INFORMATION		67
Item 1.	Legal Proceedings	67
Item 1A.	Risk Factors	67
Item 6.	Exhibits	69
SIGNATURES		70

2

FORWARD-LOOKING STATEMENTS

Certain of the statements included in this Quarterly Report on Form 10-Q, constitute forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words such as “expects,” “believes,” “anticipates,” “includes,” “plans,” “assumes,” “estimates,” “projects,” “intends,” “should,” “will,” “shall” or variations of such words are generally part of forward-looking statements. Forward-looking statements are made based on management’s current expectations and beliefs concerning future developments and their potential effects upon Pruco Life Insurance Company and its subsidiary. There can be no assurance that future developments affecting Pruco Life Insurance Company and its subsidiary will be those anticipated by management. These forward-looking statements are not a guarantee of future performance and involve risks and uncertainties, and there are certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected in such forward-looking statements, including, among others: (1) the ongoing impact of the COVID-19 pandemic on the global economy, financial markets and our business, (2) losses on investments or financial contracts due to deterioration in credit quality or value, or counterparty default; (3) losses on insurance products due to mortality experience or policyholder behavior experience that differs significantly from our expectations when we price our products; (4) changes in interest rates and equity prices that may (a) adversely impact the profitability of our products, the value of separate accounts supporting these products or the value of assets we manage, (b) result in losses on derivatives we use to hedge risk or increase collateral posting requirements and (c) limit opportunities to invest at appropriate returns; (5) guarantees within certain of our products which are market sensitive and may decrease our earnings or increase the volatility of our results of operations or financial position; (6) liquidity needs resulting from (a) derivative collateral market exposure, (b) asset/liability mismatches, (c) the lack of available funding in the financial markets or (d) unexpected cash demands due to severe mortality calamity or lapse events; (7) financial or customer losses, or regulatory and legal actions, due to inadequate or failed processes or systems, external events and human error or misconduct such as (a) disruption of our systems and data, (b) an information security breach, (c) a failure to protect the privacy of sensitive data (d) reliance on third parties or (e) labor and employment matters; (8) changes in the regulatory landscape, including related to (a) financial sector regulatory reform, (b) changes in tax laws, (c) fiduciary rules and other standards of care, (d) state insurance laws and developments regarding group-wide supervision, capital and reserves, and (e) privacy and cybersecurity regulation; (9) technological changes which may adversely impact companies in our investment portfolio or cause insurance experience to deviate from our assumptions; (10) ratings downgrades; (11) market conditions that may adversely affect the sales or persistency of our products; (12) competition; and (13) reputational damage. Pruco Life Insurance Company does not intend, and is under no obligation, to update any particular forward-looking statement included in this document. See “Risk Factors” included in this Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 and the Annual Report on Form 10-K for the year ended December 31, 2019 for discussion of certain risks relating to our business and investment in our securities.

3

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

PRUCO LIFE INSURANCE COMPANY

Unaudited Interim Consolidated Statements of Financial Position

June 30, 2020 and December 31, 2019 (in thousands, except share amounts)

	June 30, 2020		December 31, 2019
ASSETS
Fixed maturities, available for sale, at fair value (amortized cost: 2020 – $5,550,300; 2019 – $5,283,266; 2020-net of $4,572 allowance for credit losses)	$	6,106,322	$	5,681,970
Fixed maturities, trading, at fair value (amortized cost: 2020 – $59,995; 2019 – $59,995)	56,707		59,964
Equity securities, at fair value (cost: 2020 – $6,212; 2019 – $6,360)	9,559		10,494
Policy loans	1,320,636		1,314,064
Short-term investments	101,967		0
Commercial mortgage and other loans (net of $4,559 and $1,768 allowance for credit losses at June 30, 2020 and December 31, 2019, respectively)(1)	1,198,559		1,239,885
Other invested assets (includes $106,550 and $87,456 of assets measured at fair value at June 30, 2020 and December 31, 2019, respectively)	468,005		429,558
Total investments	9,261,755		8,735,935
Cash and cash equivalents	713,781		563,199
Deferred policy acquisition costs(1)	2,120,749		1,855,698
Accrued investment income	89,439		89,448
Reinsurance recoverables(1)	52,917,099		40,710,159
Receivables from parent and affiliates	297,911		271,981
Income taxes receivable(1)	119,823		102,652
Other assets	439,055		441,543
Separate account assets	130,903,117		138,387,772
TOTAL ASSETS	$	196,862,729	$	191,158,387
LIABILITIES AND EQUITY
LIABILITIES
Future policy benefits(1)	$	37,371,656	$	25,258,673
Policyholders’ account balances(1)	23,433,178		22,878,823
Cash collateral for loaned securities	2,700		7,529
Short-term debt to affiliates	0		2,845
Payables to parent and affiliates	88,384		216,842
Other liabilities(1)	1,473,182		1,390,876
Separate account liabilities	130,903,117		138,387,772
Total liabilities	193,272,217		188,143,360
COMMITMENTS AND CONTINGENT LIABILITIES (See Note 10)
EQUITY
Common stock ($10 par value; 1,000,000 shares authorized; 250,000 shares issued and outstanding)	2,500		2,500
Additional paid-in capital	1,476,690		1,153,632
Retained earnings	1,682,845		1,577,453
Accumulated other comprehensive income (loss)	428,477		281,442
Total equity	3,590,512		3,015,027
TOTAL LIABILITIES AND EQUITY	$	196,862,729	$	191,158,387

(1) June 30, 2020 amounts include the impacts of the January 1, 2020 adoption of ASU 2016-13. See Note 2 for details.

See Notes to Unaudited Interim Consolidated Financial Statements

4

PRUCO LIFE INSURANCE COMPANY

Unaudited Interim Consolidated Statements of Operations and Comprehensive Income (Loss)

Three and Six Months Ended June 30, 2020 and 2019 (in thousands)

 

	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2019			2020			2019
REVENUES
Premiums	$	22,544		$	12,417		$	37,415		$	26,411
Policy charges and fee income	161,085			148,671			301,004			287,860
Net investment income	83,462			105,562			163,043			198,812
Asset administration fees	4,302			3,961			8,690			7,618
Other income	14,892			14,998			23,728			35,955
Realized investment gains (losses), net	(80,231		)	(52,250		)	9,664			(100,885		)
TOTAL REVENUES	206,054			233,359			543,544			455,771
BENEFITS AND EXPENSES
Policyholders’ benefits	86,253			46,291			172,176			85,769
Interest credited to policyholders’ account balances	66,417			50,710			121,463			94,907
Amortization of deferred policy acquisition costs	13,638			41,672			62,947			60,851
General, administrative and other expenses	59,118			80,564			135,032			128,508
TOTAL BENEFITS AND EXPENSES	225,426			219,237			491,618			370,035
INCOME (LOSS) FROM OPERATIONS BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF OPERATING JOINT VENTURE	(19,372		)	14,122			51,926			85,736
Income tax expense (benefit)	(29,417		)	(34,585		)	(56,518		)	(51,465		)
INCOME (LOSS) FROM OPERATIONS BEFORE EQUITY IN EARNINGS OF OPERATING JOINT VENTURE	10,045			48,707			108,444			137,201
Equity in earnings of operating joint venture, net of taxes	(513		)	(272		)	(1,300		)	(978		)
NET INCOME (LOSS)	$	9,532		$	48,435		$	107,144		$	136,223
Other comprehensive income (loss), before tax:
Foreign currency translation adjustments	16,514			958			(3,888		)	7,007
Net unrealized investment gains (losses)	325,293			183,514			191,027			343,599
Total	341,807			184,472			187,139			350,606
Less: Income tax expense (benefit) related to other comprehensive income (loss)	68,391			38,512			40,104			72,145
Other comprehensive income (loss), net of taxes	273,416			145,960			147,035			278,461
Comprehensive income (loss)	$	282,948		$	194,395		$	254,179		$	414,684

See Notes to Unaudited Interim Consolidated Financial Statements

5

PRUCO LIFE INSURANCE COMPANY

Unaudited Interim Consolidated Statements of Equity

Three and Six Months Ended June 30, 2020 and 2019 (in thousands)

	Common   Stock		Additional   Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive   Income (Loss)			Total Equity
Balance, December 31, 2019	$	2,500	$	1,153,632		$	1,577,453		$	281,442		$	3,015,027
Cumulative effect of adoption of accounting changes(1)						(1,752		)				(1,752		)
Contributed (distributed) capital-parent/child asset transfers			0									0
Comprehensive income (loss):
Net income (loss)						97,612						97,612
Other comprehensive income (loss), net of tax									(126,381		)	(126,381		)
Total comprehensive income (loss)												(28,769		)
Balance, March 31, 2020	$	2,500	$	1,153,632		$	1,673,313		$	155,061		$	2,984,506
Contributed capital			325,000									325,000
Contributed (distributed) capital-parent/child asset transfers			(1,942		)							(1,942		)
Comprehensive income (loss):
Net income (loss)						9,532						9,532
Other comprehensive income (loss), net of taxes									273,416			273,416
Total comprehensive income (loss)												282,948
Balance, June 30, 2020	$	2,500	$	1,476,690		$	1,682,845		$	428,477		$	3,590,512

	Common   Stock		Additional   Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive   Income (Loss)			Total Equity
Balance, December 31, 2018	$	2,500	$	1,146,592		$	1,612,435		$	(28,296	)	$	2,733,231
Cumulative effect of adoption of accounting changes(2)						(1,114		)				(1,114		)
Contributed capital			0									0
Contributed (distributed) capital-parent/child asset transfers			(4		)							(4		)
Comprehensive income (loss):
Net income (loss)						87,788						87,788
Other comprehensive income (loss), net of tax									132,501			132,501
Total comprehensive income (loss)												220,289
Balance, March 31, 2019	$	2,500	$	1,146,588		$	1,699,109		$	104,205		$	2,952,402
Contributed capital			0									0
Contributed (distributed) capital-parent/child asset transfers			0									0
Comprehensive income (loss):
Net income (loss)						48,435						48,435
Other comprehensive income (loss), net of tax									145,960			145,960
Total comprehensive income (loss)												194,395
Balance, June 30, 2019	$	2,500	$	1,146,588		$	1,747,544		$	250,165		$	3,146,797

(1) Includes the impact from the adoption of ASU 2016-13. See Note 2.

(2) Includes the impact from the adoption of ASU 2017-08 and 2017-12. See Note 2 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 for additional information.

See Notes to Unaudited Interim Consolidated Financial Statements

6

PRUCO LIFE INSURANCE COMPANY

Unaudited Interim Consolidated Statements of Cash Flows

Six Months Ended June 30, 2020 and 2019 (in thousands)

	2020			2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	107,144		$	136,223
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Policy charges and fee income (1)	(39,490		)	(32,885		)
Interest credited to policyholders’ account balances	121,463			94,907
Realized investment (gains) losses, net	(9,664		)	100,885
Amortization and other non-cash items	(18,346		)	(52,217		)
Change in:
Future policy benefits	1,380,155			1,388,982
Reinsurance recoverables	(1,236,738		)	(1,339,652		)
Accrued investment income	9			(4,889		)
Net payables to/receivables from parent and affiliates	(156,618		)	(69,192		)
Deferred policy acquisition costs	(278,479		)	(133,641		)
Income taxes	(56,291		)	(93,244		)
Derivatives, net	67,672			98,778
Other, net	(59,424		)	(32,189		)
Cash flows from (used in) operating activities	(178,607		)	61,866
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from the sale/maturity/prepayment of:
Fixed maturities, available-for-sale	150,587			179,330
Equity securities	192			21,656
Policy loans	86,793			78,129
Ceded policy loans	(6,573		)	(6,285		)
Short-term investments	99,606			369
Commercial mortgage and other loans	74,985			36,892
Other invested assets	4,706			10,206
Payments for the purchase/origination of:
Fixed maturities, available-for-sale	(369,432		)	(566,299		)
Fixed maturities, trading	0			(6,015		)
Equity securities	(6		)	(110		)
Policy loans	(73,633		)	(81,818		)
Ceded policy loans	12,948			8,112
Short-term investments	(201,551		)	(463		)
Commercial mortgage and other loans	(41,429		)	(53,190		)
Other invested assets	(34,816		)	(34,855		)
Notes receivable from parent and affiliates, net	(5,254		)	9,995
Derivatives, net	(9,799		)	729
Other, net	1,317			(3,404		)
Cash flows from (used in) investing activities	(311,359		)	(407,021		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Policyholders’ account deposits	2,454,899			2,702,683
Ceded policyholders’ account deposits	(1,796,974		)	(1,784,740		)
Policyholders’ account withdrawals (1)	(1,653,848		)	(1,777,827		)
Ceded policyholders’ account withdrawals	1,341,955			1,241,925
Net change in securities sold under agreement to repurchase and cash collateral for loaned securities	(4,829		)	(3,980		)
Contributed capital	325,000			0
Contributed (distributed) capital - parent/child asset transfers	(2,458		)	(5		)
Net change in all other financing arrangements (maturities 90 days or less)	(2,845		)	0
Drafts outstanding	(17,252		)	3,581
Other, net (1)	(3,100		)	(37,825		)
Cash flows from (used in) financing activities	640,548			343,812
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	150,582			(1,343		)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR	563,199			416,840
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	713,781		$	415,497

(1) Prior period amounts have been revised to correct an error. See Note 11 for details.

Significant Non-Cash Transactions

There were no significant non-cash transactions for the six months ended June 30, 2020 and 2019.

See Notes to Unaudited Interim Consolidated Financial Statements

7

PRUCO LIFE INSURANCE COMPANY

Notes to Unaudited Interim Consolidated Financial Statements

1.    BUSINESS AND BASIS OF PRESENTATION

Pruco Life Insurance Company (“Pruco Life”) is a wholly-owned subsidiary of The Prudential Insurance Company of America (“Prudential Insurance”), which in turn is a direct wholly-owned subsidiary of Prudential Financial, Inc. (“Prudential Financial”). Pruco Life is a stock life insurance company organized in 1971 under the laws of the State of Arizona. It is licensed to sell life insurance and annuities in the District of Columbia, Guam and in all states except New York, and sells such products primarily through affiliated and unaffiliated distributors.

Pruco Life has 1 wholly-owned insurance subsidiary, Pruco Life Insurance Company of New Jersey (“PLNJ”). PLNJ is a stock life insurance company organized in 1982 under the laws of the State of New Jersey. It is licensed to sell life insurance and annuities in New Jersey and New York only. Pruco Life and its subsidiary are together referred to as the "Company", "we" or "our" and all financial information is shown on a consolidated basis.

Basis of Presentation

The Unaudited Interim Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) on a basis consistent with reporting interim financial information in accordance with instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (“SEC”). Intercompany balances and transactions have been eliminated.

In the opinion of management, all adjustments necessary for a fair statement of the financial position and results of operations have been made. All such adjustments are of a normal, recurring nature. Interim results are not necessarily indicative of the results that may be expected for the full year. These financial statements should be read in conjunction with the Company’s Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The most significant estimates include those used in determining deferred policy acquisition costs ("DAC") and related amortization; policyholders' account balances related to the fair value of embedded derivative instruments associated with the index-linked features of certain universal life products; valuation of investments including derivatives, measurement of allowance for credit losses, and recognition of other-than-temporary impairments (“OTTI”); future policy benefits including guarantees; reinsurance recoverables; provision for income taxes and valuation of deferred tax assets; and accruals for contingent liabilities, including estimates for losses in connection with unresolved legal and regulatory matters.

COVID-19

Beginning in the first quarter of 2020, the outbreak of the novel coronavirus (“COVID-19”) has resulted in extreme stress and disruption in the global economy and financial markets and has adversely impacted, and may continue to adversely impact, our results of operations, financial condition and cash flows. Due to the highly uncertain nature of these conditions, it is not possible to estimate the ultimate impacts at this time. The risks may have manifested, and may continue to manifest, in our financial statements in the areas of, among others, i) investments: increased risk of loss on our investments due to default or deterioration in credit quality or value; and ii) insurance liabilities and related balances: potential changes to assumptions regarding investment returns, mortality, morbidity and policyholder behavior which are reflected in our insurance liabilities and certain related balances (e.g., DAC, etc.). We cannot predict what impact the COVID-19 pandemic will ultimately have on the global economy, markets or our businesses.

8

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Revision to Prior Period Consolidated Financial Statements

The Company identified an error in the presentation of certain cash flow activity related to policyholders' account balances that impacted several line items within previously issued Consolidated Statements of Cash Flows. Prior period amounts have been revised in the financial statements to correct this error. Management evaluated these adjustments and concluded they were not material to any previously reported quarterly or annual financial statements. See Note 11 for a more detailed description of the revision and for comparisons of amounts previously reported to the revised amounts.

Reclassifications

Certain amounts in prior periods have been reclassified to conform to the current period presentation.

2.    SIGNIFICANT ACCOUNTING POLICIES AND PRONOUNCEMENTS

Recent Accounting Pronouncements

Changes to U.S. GAAP are established by the Financial Accounting Standards Board ("FASB") in the form of Accounting Standards Updates ("ASUs") to the FASB Accounting Standards Codification ("ASC"). The Company considers the applicability and impact of all ASUs. ASUs listed below include those that have been adopted during the current fiscal year and/or those that have been issued but not yet adopted as of June 30, 2020, and as of the date of this filing. ASUs not listed below were assessed and determined to be either not applicable or not material.

Adoption of ASU 2016-13

The Company adopted ASU 2016-13, and related ASUs, effective January 1, 2020 using the modified retrospective method for certain financial assets carried at amortized cost and certain off-balance sheet exposures. The modified retrospective method results in a cumulative effect adjustment to opening retained earnings. The Company adopted the guidance related to fixed maturities, available-for-sale on a prospective basis.

This ASU requires the use of a new current expected credit loss (“CECL”) model to account for expected credit losses on certain financial assets reported at amortized cost (e.g., loans held for investment, reinsurance receivables, etc.) and certain off-balance sheet credit exposures (e.g., indemnification of serviced mortgage loans and certain loan commitments). The guidance requires an entity to estimate lifetime credit losses related to such financial assets and credit exposures based on relevant information about past events, current conditions, and reasonable and supportable forecasts that may affect the collectability of the reported amounts. The standard also modifies the OTTI guidance for fixed maturities, available-for-sale requiring the use of an allowance rather than a direct write-down of the investment.

The impacts of this ASU on the Company’s Consolidated Financial Statements primarily include (1) A Cumulative Effect Adjustment Upon Adoption; (2) Changes to the Presentation of the Consolidated Statements of Financial Position and Consolidated Statements of Operations; and (3) Changes to Accounting Policies. Each of these impacts is described below. This section is meant to serve as an update to, and should be read in conjunction with, Note 2 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

(1) Cumulative Effect Adjustment Upon Adoption

Adoption of the standard resulted in a cumulative effect adjustment to opening retained earnings in the amount of $1.8 million, primarily related to commercial mortgage and other loans. The impact of adoption is not material to the following financial statement line items: deferred policy acquisition costs; reinsurance recoverables; income taxes receivable; future policy benefits; policyholders' account balances; and other liabilities. The prospective adoption of the portions of the standard related to fixed maturities, available-for-sale resulted in no impact to opening retained earnings.

9

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

(2) Changes to the Presentation of the Consolidated Statements of Financial Position and Consolidated Statements of Operations

The allowance for credit losses is presented parenthetically on relevant line items in the Consolidated Statements of Financial Position. In the Consolidated Statements of Operations, realized investment gains (losses), net are presented on one line item and will no longer reflect the breakout of OTTI on fixed maturity securities; OTTI on fixed maturity securities transferred to other comprehensive income (“OCI”); and other realized investment gains (losses), net. The presentation of this detail in prior periods is immaterial.

(3) Changes to Accounting Policies

This section has been updated to include the following changes in our accounting policies resulting from the adoption of ASU 2016-13.

Fixed maturities, available-for-sale

Fixed maturities, available-for-sale (“AFS debt securities”) are reported at fair value in the Statements of Financial Position. Interest income, and amortization of premium and accretion of discount are included in “Net investment income” under the effective yield method. For mortgage-backed and asset-backed securities, the effective yield is based on estimated cash flows, including interest rate and prepayment assumptions based on data from widely accepted third-party data sources or internal estimates. In addition to interest rate and prepayment assumptions, cash flow estimates also vary based on other assumptions relating to the underlying collateral, including default rates and changes in value. These assumptions can significantly impact income recognition and the amount of impairments recognized in earnings and OCI. For mortgage-backed and asset-backed securities rated below AA, the effective yield is adjusted prospectively for any changes in the estimated timing and amount of cash flows unless the investment is impaired or purchased with credit deterioration. For impaired mortgage-backed and asset-backed securities rated below AA, the effective yield is adjusted prospectively only if subsequent favorable or adverse changes in expected cash flows are not reflected in the allowance for credit losses. Prior to the adoption of this standard, the effective yield was adjusted prospectively regardless of whether the investment was impaired or not.

AFS debt securities with unrealized losses are reviewed quarterly to determine whether the amortized cost basis of the security is recoverable. In evaluating whether the amortized cost basis is recoverable, the Company considers several factors including, but not limited to the extent of the decline and the reasons for the decline in value (credit events, currency or interest-rate related, including general credit spread widening), and the financial condition of the issuer.

When an AFS debt security is in an unrealized loss position and (1) the Company has the intent to sell the AFS debt security, or (2) it is more likely than not the Company will be required to sell the AFS debt security before its anticipated recovery, or (3) the Company has deemed the AFS debt security to be uncollectable, the amortized cost basis of the AFS debt security is written down to fair value and any previously recognized allowance is reversed. The impairment is reported in “Realized investment gains (losses), net.” The new cost basis is not adjusted for subsequent increases in estimated fair value.

For an AFS debt security in an unrealized loss position that does not meet these conditions, the Company analyzes its ability to recover the amortized cost by comparing the net present value of projected future cash flows (the “net present value”) with the amortized cost of the security. The net present value is calculated by discounting the Company’s best estimate of projected future cash flows at the effective interest rate implicit in the AFS debt security at the date of acquisition. The Company may use the estimated fair value of collateral, if any, as a proxy for the net present value if it believes that the security is dependent on the liquidation of collateral for recovery of its investment. If the net present value is less than the amortized cost of the investment, an allowance for losses is recognized in earnings for the difference between amortized cost and the net present value and is limited to the difference between amortized cost and fair value of the AFS debt security. Any difference between the fair value and the net present value of the debt security at the impairment measurement date remains in “Other comprehensive income (loss).” Changes in the allowance for losses are reported in “Realized investment gains (losses), net.”

Prior to the adoption of this standard, any impairments on AFS debt securities were reported as an adjustment to the amortized cost basis of the security. Subsequent to the impairment, the AFS debt security was treated as if it were newly acquired at the date of impairment, and any increases in cash flows expected to be collected were accreted into net investment income over the life of the investment.

10

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Commercial mortgage and other loans

Commercial mortgage and other loans are reported in the Statements of Financial Position at amortized cost net of the CECL allowance. Additionally, certain off-balance sheet credit exposures (e.g., indemnification of serviced mortgage loans, and certain unfunded mortgage loan commitments where the Company cannot unconditionally cancel the commitment) are also subject to a CECL allowance.

The CECL allowance represents the Company’s best estimate of expected credit losses over the remaining life of the assets or off-balance sheet credit exposures. The determination of the allowance considers historical credit loss experience, current conditions, and reasonable and supportable forecasts. The allowance is calculated separately for commercial mortgage loans, agricultural mortgage loans, and other collateralized and uncollateralized loans.

For commercial mortgage and agricultural mortgage loans (and related unfunded commitments where the Company cannot unconditionally cancel the commitment), the allowance is calculated using an internally developed CECL model.

Key inputs to the CECL model include unpaid principal balances, internal credit ratings, annual expected loss factors, average lives of the loans adjusted for prepayment considerations, current and historical interest rate assumptions, and other factors influencing the Company’s view of the current stage of the economic cycle and future economic conditions. Subjective considerations include a review of whether historical loss experience is representative of current market conditions and the Company’s view of the credit cycle. Model assumptions and factors are reviewed and updated as appropriate. Information about certain key inputs is detailed below.

Key factors in determining the internal credit ratings for commercial mortgage and agricultural mortgage loans include loan-to-value and debt-service-coverage ratios. Other factors include amortization, loan term, and estimated market value growth rate and volatility for the property type and region. The loan-to-value ratio compares the carrying amount of the loan to the fair value of the underlying property or properties collateralizing the loan and is commonly expressed as a percentage. Loan-to-value ratios greater than 100% indicate that the carrying amount of the loan exceeds the collateral value. A loan-to-value ratio less than 100% indicates an excess of collateral value over the carrying amount of the loan. The debt-service-coverage ratio is a property’s net operating income as a percentage of its debt service payments. Debt-service-coverage ratios less than 1.0 times indicate that a property’s operations do not generate enough income to cover the loan’s current debt payments. A debt-service-coverage ratio greater than 1.0 times indicates an excess of net operating income over the debt service payments. The values utilized in calculating these ratios are developed as part of the Company’s periodic review of the commercial mortgage and agricultural mortgage loan portfolios, which includes an internal appraisal of the underlying collateral value. The Company’s periodic review also includes a credit re-rating process, whereby the internal credit rating originally assigned at underwriting is updated based on current loan, property and market information using a proprietary credit quality rating system. See Note 3 for additional information related to the loan-to-value ratios and debt-service-coverage ratios related to the Company’s commercial mortgage and agricultural mortgage loan portfolios. Generally, every loan is re-rated at least annually.

Annual expected loss rates are based on historical default and loss experience factors. Using average lives, the annual expected loss rates are converted into life-of-loan loss expectations.

When individual loans no longer have the credit risk characteristics of the commercial or agricultural mortgage loan pools, they are removed from the pools and are evaluated individually for an allowance. The allowance is determined based on the outstanding loan balance less the present value of expected future cash flows discounted at the loan’s effective interest rate or the fair value of the collateral if the loan is collateral dependent.

The CECL allowance on commercial mortgage and other loans can increase or decrease from period to period based on the factors noted above. The change in allowance is reported in “Realized investment gains (losses), net.” As it relates to unfunded commitments that are in scope of this guidance, the CECL allowance is reported in “Other liabilities”, and the change in the allowance is reported in “Realized investment gains (losses), net.”

When a commercial mortgage or other loan is deemed to be uncollectible, any allowance is reversed and a direct write-down of the carrying amount of the loan is recorded through "Realized investment gains (losses), net." The carrying amount of the loan is not adjusted for subsequent recoveries in value.

11

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

The CECL allowance for other collateralized and uncollateralized loans carried at amortized cost is determined based on probability of default and loss given default assumptions by sector, credit quality and average lives of the loans. Additions to or releases of the allowance are reported in “Realized investment gains (losses), net.”

Prior to the adoption of this standard, the impairments on commercial mortgage and other loans were collectively reviewed at a portfolio level for impairment based on probable incurred but not specifically identified losses with any such losses reflected in an allowance for credit losses. When a loan was individually identified to be impaired, the loan was individually evaluated for an allowance. Changes in these allowances were reported in “Realized investment gains (losses), net.” Additionally, an allowance for credit losses was not required on unfunded loan commitments.

Reinsurance

Reinsurance recoverables are reported on the Statements of Financial Position net of the CECL allowance. The CECL allowance considers the credit quality of the reinsurance counterparty and is generally determined based on the probability of default and loss given default assumptions, after considering any applicable collateral arrangements. The CECL allowance does not apply to reinsurance recoverables with affiliated counterparties under common control. Additions to or releases of the allowance are reported in “Policyholders’ benefits.”

Prior to the adoption of this standard, an allowance for credit losses for reinsurance recoverables was established only when it was deemed probable that a reinsurer may fail to make payments to us in a timely manner.

Other ASUs adopted during the six months ended June 30, 2020.

Standard	Description	Effective date and method of adoption	Effect on the financial statements or other significant matters
ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting	This ASU provides optional relief for certain contracts impacted by reference rate reform. The standard permits an entity to consider contract modification due to reference rate reform to be an event that does not require contract remeasurement at the modification date or reassessment of a previous accounting determination. The ASU also temporarily (until December 31, 2022) allows hedge relationships to continue without de-designation upon changes due to reference rate reform.	March 12, 2020 to December 31, 2022 using the prospective method.	This ASU did not have a significant impact on the Company’s Consolidated Financial Statements and Notes to the Consolidated Financial Statements. The Company made the election under ASU 2020-04 for all applicable contracts as they converted from the current reference rate to the new reference rate.

ASU issued but not yet adopted as of June 30, 2020 — ASU 2018-12

ASU 2018-12, Financial Services - Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts, was issued by the FASB on August 15, 2018 and is expected to have a significant impact on the Company’s Consolidated Financial Statements and Notes to the Consolidated Financial Statements. In October 2019, the FASB issued ASU 2019-09, Financial Services - Insurance (Topic 944): Effective Date to affirm its decision to defer the effective date of ASU 2018-12 to January 1, 2022 (with early adoption permitted), representing a one year extension from the original effective date of January 1, 2021. As a result of the COVID-19 pandemic, the FASB voted in June 2020 to tentatively defer for an additional one year the current effective date of ASU 2018-12 from January 1, 2022 to January 1, 2023, and to provide transition relief to facilitate the early adoption of the ASU. Subsequently in July 2020, the FASB issued a proposed ASU with a comment deadline of August 24, 2020 to obtain additional feedback on the tentative decisions, which are expected to be finalized during the third quarter of 2020. The transition relief would allow large calendar-year public companies that early adopt ASU 2018-12 to apply the guidance as of January 1, 2021 (and record transition adjustments as of January 1, 2021) in the 2022 financial statements. Companies that do not early adopt ASU 2018-12 would also apply the guidance as of January 1, 2021 (and record transition adjustments as of January 1, 2021) in the 2023 financial statements. ASU 2018-12 will impact, at least to some extent, the accounting and disclosure requirements for all long-duration insurance and investment contracts issued by the Company. Outlined below are four key areas of change, although there are other changes not noted below. In addition to the impacts to the balance sheet upon adoption, the Company also expects an impact to how earnings emerge thereafter.

12

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

ASU 2018-12 Amended Topic	Description	Method of adoption	Effect on the financial statements or other significant matters
Cash flow assumptions used to measure the liability for future policy benefits for non-participating traditional and limited-pay insurance products	Requires an entity to review, and if necessary, update the cash flow assumptions used to measure the liability for future policy benefits, for both changes in future assumptions and actual experience, at least annually using a retrospective update method with a cumulative catch-up adjustment recorded in a separate line item in the Consolidated Statements of Operations.	An entity may choose one of two adoption methods for the liability for future policy benefits: (1) a modified retrospective transition method whereby the entity will apply the amendments to contracts in force as of the beginning of the earliest period presented on the basis of their existing carrying amounts, adjusted for the removal of any related amounts in Accumulated Other Comprehensive Income (loss) ("AOCI") or (2) a full retrospective transition method.	The options for method of adoption and the impacts of such methods are under assessment.
Discount rate assumption used to measure the liability for future policy benefits for non-participating traditional and limited-pay insurance products	Requires discount rate assumptions to be based on an upper-medium grade fixed income instrument yield and will be required to be updated each quarter with the impact recorded through OCI.	As noted above, an entity may choose either a modified retrospective transition method or full retrospective transition method for the liability for future policy benefits. Under either method, for balance sheet remeasurement purposes, the liability for future policy benefits will be remeasured using current discount rates as of the beginning of the earliest period presented with the impact recorded as a cumulative effect adjustment to AOCI.	Upon adoption, under either transition method, there will be an adjustment to AOCI as a result of remeasuring in force contract liabilities using current upper-medium grade fixed income instrument yields. The adjustment upon adoption will largely reflect the difference between the discount rate locked-in at contract inception versus current discount rates at transition. The magnitude of such adjustment is currently being assessed.
Amortization of DAC and other balances	Requires DAC and other balances, such as unearned revenue reserves and deferred sales inducements ("DSI"), to be amortized on a constant level basis over the expected term of the related contract, independent of expected profitability.	An entity may apply one of two adoption methods: (1) a modified retrospective transition method whereby the entity will apply the amendments to contracts in force as of the beginning of the earliest period presented on the basis of their existing carrying amounts, adjusted for the removal of any related amounts in AOCI or (2) if an entity chooses a full retrospective transition method for its liability for future policy benefits, as described above, it is required to also use a retrospective transition method for DAC and other balances.	The options for method of adoption and the impacts of such methods are under assessment. Under the modified retrospective transition method, the Company would not expect a significant impact to the balance sheet, other than the impact of the removal of any related amounts in AOCI.
Market Risk Benefits	Requires an entity to measure all market risk benefits (e.g., living benefit and death benefit guarantees associated with variable annuities) at fair value, and record market risk benefit assets and liabilities separately on the Statements of Financial Position. Changes in fair value of market risk benefits are recorded in net income, except for the portion of the change that is attributable to changes in an entity’s non-performance risk ("NPR") which is recognized in OCI.	An entity shall adopt the guidance for market risk benefits using the retrospective transition method, which includes a cumulative-effect adjustment on the balance sheet as of the earliest period presented. An entity shall maximize the use of relevant observable information and minimize the use of unobservable information in determining the balance of the market risk benefits upon adoption.	Upon adoption, the Company expects an impact to retained earnings for the difference between the fair value and carrying value of benefits not currently measured at fair value (e.g., guaranteed minimum death benefits on variable annuities) and an impact from reclassifying the cumulative effect of changes in NPR from retained earnings to AOCI. The magnitude of such adjustments is currently being assessed.

13

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

3.    INVESTMENTS

Fixed Maturity Securities

The following tables set forth the composition of fixed maturity securities (excluding investments classified as trading), as of the dates indicated:

	June 30, 2020
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Allowance for Credit Losses		Fair Value
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Treasury securities and obligations of U.S. government authorities and agencies	$	124,521	$	3,921	$	0	$	0	$	128,442
Obligations of U.S. states and their political subdivisions	460,917		51,958		0		0		512,875
Foreign government bonds	190,655		32,670		42		0		223,283
U.S. public corporate securities	2,060,742		342,008		7,976		0		2,394,774
U.S. private corporate securities	898,457		70,998		4,803		1,899		962,753
Foreign public corporate securities	225,423		28,997		2,762		0		251,658
Foreign private corporate securities	969,193		40,731		32,418		2,673		974,833
Asset-backed securities(1)	122,786		658		2,554		0		120,890
Commercial mortgage-backed securities	437,874		34,650		0		0		472,524
Residential mortgage-backed securities(2)	59,732		4,558		0		0		64,290
Total fixed maturities, available-for-sale	$	5,550,300	$	611,149	$	50,555	$	4,572	$	6,106,322

(1) Includes credit-tranched securities collateralized by loan obligations, credit cards, auto loans, education loans and home equity loans.

(2) Includes publicly-traded agency pass-through securities and collateralized mortgage obligations.

	December 31, 2019
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		OTTI in AOCI(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Treasury securities and obligations of U.S. government authorities and agencies	$	83,622	$	2,846	$	0	$	86,468	$	0
Obligations of U.S. states and their political subdivisions	458,152		39,675		0		497,827		0
Foreign government bonds	196,034		26,793		1		222,826		0
U.S. public corporate securities	1,914,503		229,071		2,247		2,141,327		0
U.S. private corporate securities	886,281		44,497		1,006		929,772		0
Foreign public corporate securities	256,843		22,158		385		278,616		0
Foreign private corporate securities	939,603		38,426		19,551		958,478		0
Asset-backed securities(1)	119,602		800		466		119,936		(7		)
Commercial mortgage-backed securities	367,848		15,231		163		382,916		0
Residential mortgage-backed securities(2)	60,778		3,050		24		63,804		(131		)
Total fixed maturities, available-for-sale	$	5,283,266	$	422,547	$	23,843	$	5,681,970	$	(138	)

(1) Includes credit-tranched securities collateralized by loan obligations, sub-prime mortgages, auto loans, education loans and other asset types.

(2) Includes publicly-traded agency pass-through securities and collateralized mortgage obligations.

(3) Represents the amount of unrealized losses remaining in AOCI, from the impairment measurement date. Amount excludes $1.7 million of net unrealized gains on impaired available-for-sale securities relating to changes in the value of such securities subsequent to the impairment measurement date.

14

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

The following table sets forth the fair value and gross unrealized losses on available-for-sale fixed maturity securities without an allowance for credit losses aggregated by investment category and length of time that individual fixed maturity securities had been in a continuous unrealized loss position, as of the date indicated:

	June 30, 2020
	Less Than Twelve Months				Twelve Months or More				Total
	Fair Value		Gross   Unrealized   Losses		Fair Value		Gross   Unrealized   Losses		Fair Value		Gross   Unrealized   Losses
	(in thousands)
Fixed maturities, available-for-sale:
Foreign government bonds	$	2,119	$	42	$	0	$	0	$	2,119	$	42
U.S. public corporate securities	119,249		6,812		4,858		1,164		124,107		7,976
U.S. private corporate securities	85,321		4,514		3,772		287		89,093		4,801
Foreign public corporate securities	10,640		819		5,312		1,943		15,952		2,762
Foreign private corporate securities	148,434		5,474		192,258		26,330		340,692		31,804
Asset-backed securities	47,117		1,087		55,368		1,467		102,485		2,554
Commercial mortgage-backed securities	0		0		0		0		0		0
Residential mortgage-backed securities	83		0		0		0		83		0
Total fixed maturities, available-for-sale	$	412,963	$	18,748	$	261,568	$	31,191	$	674,531	$	49,939

The following table sets forth the fair value and gross unrealized losses on fixed maturity securities aggregated by investment category and length of time that individual fixed maturity securities had been in a continuous unrealized loss position, as of the date indicated:

	December 31, 2019
	Less Than Twelve Months				Twelve Months or More				Total
	Fair Value		Gross   Unrealized   Losses		Fair Value		Gross   Unrealized   Losses		Fair Value		Gross   Unrealized   Losses
	(in thousands)
Fixed maturities, available-for-sale:
Foreign government bonds	$	2,152	$	1	$	400	$	0	$	2,552	$	1
U.S. public corporate securities	81,622		984		19,206		1,263		100,828		2,247
U.S. private corporate securities	33,264		780		22,143		226		55,407		1,006
Foreign public corporate securities	3,839		23		9,379		362		13,218		385
Foreign private corporate securities	32,800		921		186,693		18,630		219,493		19,551
Asset-backed securities	32,361		243		55,461		223		87,822		466
Commercial mortgage-backed securities	22,153		163		0		0		22,153		163
Residential mortgage-backed securities	3,049		16		692		8		3,741		24
Total fixed maturities, available-for-sale	$	211,240	$	3,131	$	293,974	$	20,712	$	505,214	$	23,843

As of June 30, 2020, the gross unrealized losses on fixed maturity available-for-sale securities without an allowance were composed of $31.9 million related to “1” highest quality or “2” high quality securities based on the National Association of Insurance Commissioners (“NAIC”) or equivalent rating and $18.0 million, related to other than high or highest quality securities based on NAIC or equivalent rating. As of June 30, 2020, the $31.2 million of gross unrealized losses of twelve months or more were concentrated in the Company’s corporate securities within the finance, energy and consumer non-cyclical sectors.

15

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

As of December 31, 2019, the gross unrealized losses on fixed maturity securities were composed of $16.0 million related to “1” highest quality or “2” high quality securities based on the NAIC or equivalent rating and $7.8 million related to other than high or highest quality securities based on NAIC or equivalent rating. As of December 31, 2019, the $20.7 million of gross unrealized losses of twelve months or more were concentrated in the Company's corporate securities within the finance, energy and consumer non-cyclical sectors.

In accordance with its policy described in Note 2, the Company concluded that an adjustment to earnings for credit losses related to these fixed maturity securities was not warranted at June 30, 2020. These conclusions were based on a detailed analysis of the underlying credit and cash flows on each security. Gross unrealized losses are primarily attributable to general credit spread widening, increases in interest rates, foreign currency exchange rate movements and the financial condition or near-term prospects of the issuer. As of June 30, 2020, the Company did not intend to sell these securities, and it was not more likely than not that the Company would be required to sell these securities before the anticipated recovery of the remaining amortized cost basis.

The following table sets forth the amortized cost and fair value of fixed maturities by contractual maturities, as of the date indicated:

	June 30, 2020
	Amortized Cost		Fair Value
	(in thousands)
Fixed maturities, available-for-sale:
Due in one year or less	$	238,403	$	240,471
Due after one year through five years	730,695		744,717
Due after five years through ten years	958,937		998,183
Due after ten years	3,001,873		3,465,247
Asset-backed securities	122,786		120,890
Commercial mortgage-backed securities	437,874		472,524
Residential mortgage-backed securities	59,732		64,290
Total fixed maturities, available-for-sale	$	5,550,300	$	6,106,322

Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations. Asset-backed, commercial mortgage-backed and residential mortgage-backed securities are shown separately in the table above, as they do not have a single maturity date.

The following table sets forth the sources of fixed maturity proceeds and related investment gains (losses), as well as losses on write-downs, impairments and the allowance for credit losses of fixed maturities, for the periods indicated:

	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2019			2020			2019
	(in thousands)
Fixed maturities, available-for-sale:
Proceeds from sales(1)	$	5,223		$	28,231		$	12,941		$	53,018
Proceeds from maturities/prepayments	55,968			75,554			137,754			128,429
Gross investment gains from sales and maturities	39			(1,384		)	592			(435		)
Gross investment losses from sales and maturities	(1,663		)	(1,105		)	(1,736		)	(3,075		)
OTTI recognized in earnings(2)	N/A			0			N/A			(3,163		)
Write-downs recognized in earnings(3)	(77		)	N/A			(1,022		)	N/A
(Addition to) release of allowance for credit losses(4)	$	(2,362	)	N/A			(4,572		)	N/A

(1) Includes $0.1 million and $2.1 million of non-cash related proceeds due to the timing of trade settlements for the six months ended June 30, 2020 and 2019, respectively.

(2) For the three and six months ended June 30, 2019, amounts exclude the portion of OTTI amounts remaining in OCI, representing any difference between the fair value of the impaired debt security and the net present value of its projected future cash flows at the time of impairment.

(3) For the three and six months ended June 30, 2020, amounts represent write-downs on securities approaching maturity related to foreign exchange movements and securities actively marketed for sale.

16

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

(4) Effective January 1, 2020, credit losses on available-for-sale fixed maturity securities are recorded within the “allowance for credit losses.”

The following table sets forth the activity in the allowance for credit losses for fixed maturity securities, as of the date indicated:

	June 30, 2020
	U.S. Treasury Securities and Obligations of U.S. States		Foreign Government Bonds		U.S. and Foreign Corporate Securities			Asset-Backed Securities		Commercial Mortgage-Backed Securities		Residential Mortgage-Backed Securities		Total
	(in thousands)
Fixed maturities, available-for-sale:
Balance, beginning of year	$	0	$	0	$	0		$	0	$	0	$	0	$	0
Additions to allowance for credit losses not previously recorded	0		0		4,891			0		0		0		4,891
Reductions for securities sold during the period	0		0		(9		)	0		0		0		(9		)
Addition (reductions) on securities with previous allowance	0		0		(310		)	0		0		0		(310		)
Balance, end of period	$	0	$	0	$	4,572		$	0	$	0	$	0	$	4,572

See Note 2 for additional information about the Company’s methodology for developing our allowance and expected losses.

As of June 30, 2020, the allowance for credit losses on available-for-sale securities was primarily related to adverse projected cash flows on private corporate securities.

The Company did not have any fixed maturity securities purchased with credit deterioration, as of June 30, 2020.

Equity Securities

The net change in unrealized gains (losses) from equity securities still held at period end, recorded within “Other income,” was less than $(0.1) million and $(0.5) million during the three months ended June 30, 2020 and 2019, respectively, and $(0.8) million and $0.2 million during the six months ended June 30, 2020 and 2019, respectively.

17

PRUCO LIFE INSURANCE COMPANY ��  

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Commercial Mortgage and Other Loans

The following table sets forth the composition of “Commercial mortgage and other loans,” as of the dates indicated:

	June 30, 2020					December 31, 2019
	Amount (in thousands)			% of Total		Amount (in thousands)			% of Total
Commercial mortgage and agricultural property loans by property type:
Apartments/Multi-Family	$	356,713		29.7	%	$	355,175		28.6	%
Hospitality	33,673			2.8		31,449			2.5
Industrial	310,332			25.8		299,803			24.1
Office	189,770			15.8		205,498			16.6
Other	139,624			11.6		136,841			11.0
Retail	151,200			12.6		190,690			15.4
Total commercial mortgage loans	1,181,312			98.3		1,219,456			98.2
Agricultural property loans	20,879			1.7		22,197			1.8
Total commercial mortgage and agricultural property loans by property type	1,202,191			100.0	%	1,241,653			100.0	%
Allowance for credit losses	(4,559		)			(1,768		)
Total net commercial mortgage and agricultural property loans by property type	1,197,632					1,239,885
Other loans:
Other collateralized loans	927					0
Total other loans	927					0
Allowance for credit losses	0					0
Total net other loans	927					0
Total commercial mortgage and other loans	$	1,198,559				$	1,239,885

As of June 30, 2020, the commercial mortgage and agricultural property loans were secured by properties geographically dispersed throughout the United States (with the largest concentrations in California (22%), Texas (14%) and New York (8%)) and included loans secured by properties in Europe (9%), Mexico (3%) and Australia (2%).

The following table sets forth the activity in the allowance for credit losses for commercial mortgage and other loans, as of the dates indicated:

	Commercial Mortgage Loans			Agricultural Property Loans			Other Collateralized Loans		Total
	(in thousands)
Balance at December 31, 2018	$	2,026		$	39		$	0	$	2,065
Addition to (release of) allowance for credit losses	(283		)	(14		)	0		(297		)
Balance at December 31, 2019	1,743			25			0		1,768
Cumulative effect of adoption of ASU 2016-13	2,495			(8		)	0		2,487
Addition to (release of) allowance for expected losses	311			(7		)	0		304
Balance at June 30, 2020	$	4,549		$	10		$	0	$	4,559

18

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

See Note 2 for additional information about the Company's methodology for developing our allowance and expected losses.

As of June 30, 2020, the increase in the allowance for credit losses on commercial mortgage and other loans was primarily related to the cumulative effect of adoption of ASU 2016-13.

The following tables set forth key credit quality indicators based upon the recorded investment gross of allowance for credit losses, as of the date indicated:

	June 30, 2020
	Amortized Cost by Origination Year
	2020		2019		2018		2017		2016		Prior		Revolving Loans		Total
	(in thousands)
Loan-to-Value Ratio:
Commercial mortgage loans
0%-59.99%	$	0	$	57,680	$	35,787	$	90,979	$	164,124	$	256,759	$	0	$	605,329
60%-69.99%	16,864		65,000		80,324		53,111		90,127		91,606		0		397,032
70%-79.99%	7,627		45,957		81,130		32,826		9,628		1,561		0		178,729
80% or greater	0		0		0		0		0		222		0		222
Subtotal	24,491		168,637		197,241		176,916		263,879		350,148		0		1,181,312
Agricultural property loans
0%-59.99%	0		0		0		6,486		0		14,393		0		20,879
60%-69.99%	0		0		0		0		0		0		0		0
70%-79.99%	0		0		0		0		0		0		0		0
80% or greater	0		0		0		0		0		0		0		0
Subtotal	0		0		0		6,486		0		14,393		0		20,879
Total commercial mortgage and agricultural property loans
0%-59.99%	0		57,680		35,787		97,465		164,124		271,152		0		626,208
60%-69.99%	16,864		65,000		80,324		53,111		90,127		91,606		0		397,032
70%-79.99%	7,627		45,957		81,130		32,826		9,628		1,561		0		178,729
80% or greater	0		0		0		0		0		222		0		222
Total commercial mortgage and agricultural property loans	$	24,491	$	168,637	$	197,241	$	183,402	$	263,879	$	364,541	$	0	$	1,202,191

	June 30, 2020				December 31, 2019
	Commercial Mortgage Loans		Agricultural Property Loans		Commercial Mortgage Loans		Agricultural Property Loans
	(in thousands)
Debt Service Coverage Ratio:
Greater or equal to 1.2x	$	1,117,808	$	20,064	$	1,159,411	$	21,382
1.0 - 1.2x	62,866		0		58,948		0
Less than 1.0x	638		815		1,097		815
Total	$	1,181,312	$	20,879	$	1,219,456	$	22,197

See Note 2 for additional information about the Company’s commercial mortgage and other loans credit quality monitoring process.

19

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

The following tables set forth an aging of past due commercial mortgage and other loans based upon the recorded investment gross of allowance for credit losses, as well as the amount of commercial mortgage and other loans on non-accrual status, as of the dates indicated:

	June 30, 2020
	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days or More Past Due(1)		Total Loans		Non-Accrual Status(2)
	(in thousands)
Commercial mortgage loans	$	1,181,312	$	0	$	0	$	0	$	1,181,312	$	0
Agricultural property loans	20,879		0		0		0		20,879		0
Other collateralized loans	927		0		0		0		927		0
Total	$	1,203,118	$	0	$	0	$	0	$	1,203,118	$	0

(1) As of June 30, 2020, there were 0 loans in this category accruing interest.

(2) For additional information regarding the Company’s policies for accruing interest on loans, see Note 2 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

	December 31, 2019
	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days or More Past Due(1)		Total Loans		Non-Accrual Status(2)
	(in thousands)
Commercial mortgage loans	$	1,219,456	$	0	$	0	$	0	$	1,219,456	$	0
Agricultural property loans	22,197		0		0		0		22,197		0
Total	$	1,241,653	$	0	$	0	$	0	$	1,241,653	$	0

(1) As of December 31, 2019, there were 0 loans in this category accruing interest.

(2) For additional information regarding the Company’s policies for accruing interest on loans, see Note 2 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

There were 0 loans on non-accrual status with a related allowance for credit losses which recognized interest income for both the three and six months ended June 30, 2020.

The Company did not have any commercial mortgage and other loans purchased with credit deterioration, as of June 30, 2020.

For both the three and six months ended June 30, 2020 and 2019, there were 0 commercial mortgage and other loans acquired, other than those through direct origination. For the three and six months ended June 30, 2020, there were 0 commercial mortgage and other loans sold. For the three months ended June 30, 2019, there were 0 commercial mortgage loans sold, and for the six months ended June 30, 2019, there was $5 million of commercial mortgage and other loans sold.

20

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Other Invested Assets

The following table sets forth the composition of “Other invested assets,” as of the dates indicated:

	June 30, 2020		December 31, 2019
	(in thousands)
Company’s investment in separate accounts	$	44,685	$	46,573
LPs/LLCs:
Equity method:
Private equity	203,599		189,095
Hedge funds	68,132		64,002
Real estate-related	45,039		42,432
Subtotal equity method	316,770		295,529
Fair value:
Private equity	58,562		62,639
Hedge funds	503		562
Real estate-related	11,813		11,707
Subtotal fair value	70,878		74,908
Total LPs/LLCs	387,648		370,437
Derivative instruments	35,672		12,548
Total other invested assets	$	468,005	$	429,558

Accrued Investment Income

The following table sets forth the composition of “Accrued investment income,” as of the date indicated:

	June 30, 2020
	(in thousands)
Fixed maturities	$	50,396
Equity securities	1
Commercial mortgage and other loans	3,563
Policy loans	35,388
Short-term investments and cash equivalents	91
Total accrued investment income	$	89,439

There were 0 significant write-downs on accrued investment income for both the three and six months ended June 30, 2020.

21

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Net Investment Income

The following table sets forth “Net investment income” by investment type, for the periods indicated:

	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2019			2020			2019
	(in thousands)
Fixed maturities, available-for-sale	$	54,897		$	59,370		$	109,463		$	115,636
Fixed maturities, trading	395			326			793			634
Equity securities	103			221			205			442
Commercial mortgage and other loans	12,322			13,435			26,098			25,926
Policy loans	17,615			16,766			34,926			32,965
Other invested assets	2,165			18,060			(1,744		)	27,971
Short-term investments and cash equivalents	580			1,839			2,612			4,150
Gross investment income	88,077			110,017			172,353			207,724
Less: investment expenses	(4,615		)	(4,455		)	(9,310		)	(8,912		)
Net investment income	$	83,462		$	105,562		$	163,043		$	198,812

Realized Investment Gains (Losses), Net 

The following table sets forth “Realized investment gains (losses), net” by investment type, for the periods indicated:

	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2019			2020			2019
	(in thousands)
Fixed maturities(1)	$	(4,063	)	$	(2,489	)	$	(6,738	)	$	(6,673	)
Commercial mortgage and other loans	(44		)	99			(232		)	106
Other invested assets	5			0			(310		)	12
Derivatives	(76,353		)	(49,846		)	17,104			(94,323		)
Short-term investments and cash equivalents	224			(14		)	(160		)	(7		)
Realized investment gains (losses), net	$	(80,231	)	$	(52,250	)	$	9,664		$	(100,885	)

(1) Includes fixed maturity securities classified as available-for-sale and excludes fixed maturity securities classified as trading.

Net Unrealized Gains (Losses) on Investments within AOCI

The following table sets forth net unrealized gains (losses) on investments, as of the dates indicated:

	June 30, 2020			December 31, 2019
	(in thousands)
Fixed maturity securities, available-for-sale — with OTTI(1)	$ N/A			$	1,568
Fixed maturity securities, available-for-sale — all other(1)	N/A			397,136
Fixed maturity securities, available-for-sale with an allowance	(874		)	N/A
Fixed maturity securities, available-for-sale without an allowance	561,468			N/A
Derivatives designated as cash flow hedges(2)	93,867			26,126
Affiliated notes	6,029			4,715
Other investments	(4,391		)	(4,365		)
Net unrealized gains (losses) on investments	$	656,099		$	425,180

(1) Effective January 1, 2020, per ASU 2016-13, fixed maturity securities, available-for-sale are no longer required to be disclosed “with OTTI” and “all other.”

(2) For more information on cash flow hedges, see Note 4.

22

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Repurchase Agreements and Securities Lending

In the normal course of business, the Company sells securities under agreements to repurchase and enters into securities lending transactions. As of June 30, 2020 and December 31, 2019, the Company had 0 repurchase agreements.

The following table sets forth the composition of “Cash collateral for loaned securities,” which represents the liability to return cash collateral received for the following types of securities loaned, as of the dates indicated:

	June 30, 2020						December 31, 2019
	Remaining Contractual Maturities of the Agreements						Remaining Contractual Maturities of the Agreements
	Overnight & Continuous		Up to 30 Days		Total		Overnight & Continuous		Up to 30 Days		Total
	(in thousands)
U.S. public corporate securities	$	0	$	0	$	0	$	5,048	$	0	$	5,048
Foreign public corporate securities	2,700		0		2,700		2,481		0		2,481
Total cash collateral for loaned securities(1)	$	2,700	$	0	$	2,700	$	7,529	$	0	$	7,529

(1) The Company did 0t have any agreements with remaining contractual maturities greater than thirty days, as of the dates indicated.

4.    DERIVATIVE INSTRUMENTS

Types of Derivative Instruments and Derivative Strategies

The Company utilizes various derivative instruments and strategies to manage its risk. Commonly used derivative instruments include, but are not necessarily limited to:

• Interest rate contracts: futures, swaps, options, caps and floors

•Equity contracts: futures, options and total return swaps

•Foreign exchange contracts: futures, options, forwards and swaps

•Credit contracts: single and index reference credit default swaps

Other types of financial contracts that the Company accounts for as derivatives include:

•Embedded derivatives

For detailed information on these contracts and the related strategies, see Note 4 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

Primary Risks Managed by Derivatives

The table below provides a summary of the gross notional amount and fair value of derivative contracts by the primary underlying risks, excluding embedded derivatives and associated reinsurance recoverables. Many derivative instruments contain multiple underlying risks. The fair value amounts below represent the value of derivative contracts prior to taking into account the netting effects of master netting agreements and cash collateral.

23

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	June 30, 2020							December 31, 2019
Primary Underlying Risk/Instrument Type			Fair Value							Fair Value
	Gross Notional		Assets		Liabilities			Gross Notional		Assets		Liabilities
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Currency/Interest Rate
Interest Rate Swaps	$	3,557	$	233	$	0		$	3,615	$	0	$	(50	)
Foreign Currency Swaps	795,871		97,822		(403		)	773,933		36,551		(12,471		)
Total Derivatives Designated as Hedge Accounting Instruments	$	799,428	$	98,055	$	(403	)	$	777,548	$	36,551	$	(12,521	)
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate
Interest Rate Swaps	$	568,050	$	71,613	$	(13,849	)	$	569,925	$	33,256	$	(4,490	)
Foreign Currency
Foreign Currency Forwards	38,421		40		(704		)	21,580		0		(518		)
Credit
Credit Default Swaps	2,313		29		0			0		0		0
Currency/Interest Rate
Foreign Currency Swaps	136,770		19,336		(14		)	151,792		7,563		(1,892		)
Equity
Equity Options	2,990,475		128,092		(59,381		)	2,680,048		174,398		(78,381		)
Total Derivatives Not Qualifying as Hedge Accounting Instruments	$	3,736,029	$	219,110	$	(73,948	)	$	3,423,345	$	215,217	$	(85,281	)
Total Derivatives(1)(2)	$	4,535,457	$	317,165	$	(74,351	)	$	4,200,893	$	251,768	$	(97,802	)

(1) Excludes embedded derivatives and associated reinsurance recoverables which contain multiple underlying risks. The fair value of these embedded derivatives was a net liability of $19,014 million and $8,530 million as of June 30, 2020 and December 31, 2019, respectively included in "Future policy benefits" and $1,045 million and $962 million as of June 30, 2020 and December 31, 2019, respectively included in "Policyholders' account balances". The fair value of the related reinsurance, included in "Reinsurance recoverables" or "Other liabilities" was an asset of $19,028 million and $8,540 million as of June 30, 2020 and December 31, 2019, respectively.

(2) Recorded in “Other invested assets” and “Payables to parent and affiliates” on the Unaudited Interim Consolidated Statements of Financial Position.

24

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Offsetting Assets and Liabilities

The following table presents recognized derivative instruments (excluding embedded derivatives and associated reinsurance recoverables), and repurchase and reverse repurchase agreements that are offset in the Unaudited Interim Consolidated Statements of Financial Position, and/or are subject to an enforceable master netting arrangement or similar agreement, irrespective of whether they are offset in the Unaudited Interim Consolidated Statements of Financial Position.

	June 30, 2020
	Gross Amounts of Recognized Financial Instruments		Gross Amounts Offset in the Consolidated Statements of Financial Position			Net Amounts Presented in the Consolidated Statements of Financial Position		Financial Instruments/ Collateral (1)			Net Amount
	(in thousands)
Offsetting of Financial Assets:
Derivatives(1)	$	317,165	$	(281,406	)	$	35,759	$	(34,768	)	$	991
Securities purchased under agreements to resell	139,384		0			139,384		(139,384		)	0
Total Assets	$	456,549	$	(281,406	)	$	175,143	$	(174,152	)	$	991
Offsetting of Financial Liabilities:
Derivatives(1)	$	74,351	$	(74,351	)	$	0	$	0		$	0
Securities sold under agreements to repurchase	0		0			0		0			0
Total Liabilities	$	74,351	$	(74,351	)	$	0	$	0		$	0

	December 31, 2019
	Gross Amounts of Recognized Financial Instruments		Gross Amounts Offset in the Consolidated Statements of Financial Position			Net Amounts Presented in the Consolidated Statements of Financial Position		Financial Instruments/ Collateral (1)			Net Amount
	(in thousands)
Offsetting of Financial Assets:
Derivatives(1)	$	251,765	$	(239,220	)	$	12,545	$	(12,545	)	$	0
Securities purchased under agreements to resell	0		0			0		0			0
Total Assets	$	251,765	$	(239,220	)	$	12,545	$	(12,545	)	$	0
Offsetting of Financial Liabilities:
Derivatives(1)	$	97,802	$	(97,802	)	$	0	$	0		$	0
Securities sold under agreements to repurchase	0		0			0		0			0
Total Liabilities	$	97,802	$	(97,802	)	$	0	$	0		$	0

(1) Amounts exclude the excess of collateral received/pledged from/to the counterparty.

For information regarding the rights of offset associated with the derivative assets and liabilities in the table above see “Credit Risk” below and Note 9. For securities purchased under agreements to resell and securities sold under agreements to repurchase, the Company monitors the value of the securities and maintains collateral, as appropriate, to protect against credit exposure. Where the Company has entered into repurchase and resale agreements with the same counterparty, in the event of default, the Company would generally be permitted to exercise rights of offset. For additional information on the Company’s accounting policy for securities repurchase and resale agreements, see Note 2 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

25

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Cash Flow Hedges

The primary derivative instruments used by the Company in its cash flow hedge accounting relationships are currency swaps. These instruments are only designated for hedge accounting in instances where the appropriate criteria are met. The Company does not use futures, options, credit, or equity derivatives in any of its cash flow hedge accounting relationships.

The following tables provide the financial statement classification and impact of derivatives used in qualifying and non-qualifying hedge relationships, excluding the offset of the hedged item in an effective hedge relationship.

	Three Months Ended June 30, 2020
	Realized Investment Gains (Losses)			Net Investment Income		Other Income			AOCI(1)
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Cash flow hedges
Interest Rate	$	0		$	1	$	0		$	27
Currency/Interest Rate	387			2,745		(3,687		)	(30,356		)
Total cash flow hedges	387			2,746		(3,687		)	(30,329		)
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate	(796		)	0		0			0
Currency	(444		)	0		0			0
Currency/Interest Rate	(4,662		)	0		(10		)	0
Credit	(225		)	0		0			0
Equity	42,826			0		0			0
Embedded Derivatives	(113,439		)	0		0			0
Total Derivatives Not Qualifying as Hedge Accounting Instruments	(76,740		)	0		(10		)	0
Total	$	(76,353	)	$	2,746	$	(3,697	)	$	(30,329	)

	Six Months Ended June 30, 2020
	Realized Investment Gains (Losses)			Net Investment Income			Other Income		AOCI(1)
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Cash flow hedges
Interest Rate	$	(44	)	$	(2	)	$	0	$	327
Currency/Interest Rate	771			5,374			5,141		67,414
Total cash flow hedges	727			5,372			5,141		67,741
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate	29,709			0			0		0
Currency	1,027			0			0		0
Currency/Interest Rate	14,671			0			48		0
Credit	(225		)	0			0		0
Equity	(32,118		)	0			0		0
Embedded Derivatives	3,313			0			0		0
Total Derivatives Not Qualifying as Hedge Accounting Instruments	16,377			0			48		0
Total	$	17,104		$	5,372		$	5,189	$	67,741

26

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	Three Months Ended June 30, 2019
	Realized Investment Gains (Losses)			Net Investment Income		Other Income		AOCI(1)
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Cash flow hedges
Currency/Interest Rate	$	(88	)	$	2,211	$	1,482	$	13,316
Total cash flow hedges	(88		)	2,211		1,482		13,316
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate	7,682			0		0		0
Currency	343			0		0		0
Currency/Interest Rate	1,673			0		4		0
Credit	0			0		0		0
Equity	12,666			0		0		0
Embedded Derivatives	(72,122		)	0		0		0
Total Derivatives Not Qualifying as Hedge Accounting Instruments	(49,758		)	0		4		0
Total	$	(49,846	)	$	2,211	$	1,486	$	13,316

	Six Months Ended June 30, 2019
	Realized Investment Gains (Losses)			Net Investment Income		Other Income			AOCI(1)
	(in thousands)
Derivatives Designated as Hedge Accounting Instruments:
Cash flow hedges
Currency/Interest Rate	$	(248	)	$	4,280	$	(34	)	$	6,662
Total cash flow hedges	(248		)	4,280		(34		)	6,662
Derivatives Not Qualifying as Hedge Accounting Instruments:
Interest Rate	15,297			0		0			0
Currency	323			0		0			0
Currency/Interest Rate	3,103			0		5			0
Credit	(1		)	0		0			0
Equity	41,529			0		0			0
Embedded Derivatives	(154,326		)	0		0			0
Total Derivatives Not Qualifying as Hedge Accounting Instruments	(94,075		)	0		5			0
Total	$	(94,323	)	$	4,280	$	(29	)	$	6,662

(1) Net change in AOCI.

27

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Presented below is a rollforward of current period cash flow hedges in AOCI before taxes:

	(in thousands)
Balance, December 31, 2019	$	26,126
Amount recorded in AOCI
Interest Rate	281
Currency/Interest Rate	78,700
Total amount recorded in AOCI	78,981
Amount reclassified from AOCI to income
Interest Rate	46
Currency/Interest Rate	(11,286		)
Total amount reclassified from AOCI to income	(11,240		)
Balance, June 30, 2020	$	93,867

The changes in fair value of cash flow hedges are deferred in AOCI and are included in "Net unrealized investment gains (losses)" in the Unaudited Interim Consolidated Statements of Operations and Comprehensive Income (Loss); these amounts are then reclassified to earnings when the hedged item affects earnings. Using June 30, 2020 values, it is estimated that a pre-tax gain of $9 million is expected to be reclassified from AOCI to earnings during the subsequent twelve months ending June 30, 2021.

The exposures the Company is hedging with these qualifying cash flow hedges include the variability of the payment or receipt of interest or foreign currency amounts on existing financial instruments.

There were no material amounts reclassified from AOCI into earnings relating to instances in which the Company discontinued cash flow hedge accounting because the forecasted transaction did not occur by the anticipated date or within the additional time period permitted by the authoritative guidance for the accounting for derivatives and hedging.

Credit Derivatives

The Company has no exposure from credit derivative positions where it has written credit protection as of June 30, 2020 and December 31, 2019.

The Company has purchased credit protection using credit derivatives in order to hedge specific credit exposures in the Company's investment portfolio. The Company has outstanding notional amounts of $2 million and $0 million reported as of June 30, 2020 and December 31, 2019, respectively with a fair value of $0 million for both periods.

Credit Risk

The Company is exposed to losses in the event of non-performance by a counterparty to financial derivative transactions with a positive fair value. The Company manages credit risk by entering into derivative transactions with its affiliate, Prudential Global Funding LLC (“PGF”), related to its over-the-counter ("OTC") derivatives. PGF, in turn, manages its credit risk by: (i) entering into derivative transactions with highly rated major international financial institutions and other creditworthy counterparties governed by master netting agreement, as applicable; (ii) trading through central clearing and OTC parties; (iii) obtaining collateral, such as cash and securities, when appropriate; and (iv) setting limits on single-party credit exposures which are subject to periodic management review.

Substantially all of the Company’s derivative agreements have zero thresholds which require daily full collateralization by the party in a liability position.

28

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

5.    FAIR VALUE OF ASSETS AND LIABILITIES

Fair Value Measurement - Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative fair value guidance establishes a framework for measuring fair value that includes a hierarchy used to classify the inputs used in measuring fair value. The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement. The levels of the fair value hierarchy are as follows:

Level 1 – Fair value is based on unadjusted quoted prices in active markets that are accessible to the Company for identical assets or liabilities.

Level 2 – Fair value is based on significant inputs, other than quoted prices included in Level 1, that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability through corroboration with observable market data. Level 2 inputs include quoted market prices in active markets for similar assets and liabilities, quoted market prices in markets that are not active for identical or similar assets or liabilities, and other market observable inputs.

Level 3 – Fair value is based on at least one significant unobservable input for the asset or liability. The assets and liabilities in this category may require significant judgment or estimation in determining the fair value.

For a discussion of the Company's valuation methodologies for assets and liabilities measured at fair value and the fair value hierarchy, see Note 5 to the Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.

29

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Assets and Liabilities by Hierarchy Level – The tables below present the balances of assets and liabilities reported at fair value on a recurring basis, as of the dates indicated.

	As of June 30, 2020
	Level 1		Level 2		Level 3		Netting(1)			Total
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Treasury securities and obligations of U.S. government authorities and agencies	$	0	$	83,650	$	44,792	$	0		$	128,442
Obligations of U.S. states and their political subdivisions	0		512,875		0		0			512,875
Foreign government bonds	0		223,122		161		0			223,283
U.S. corporate public securities	0		2,394,770		4		0			2,394,774
U.S. corporate private securities	0		926,773		35,980		0			962,753
Foreign corporate public securities	0		242,461		9,197		0			251,658
Foreign corporate private securities	0		863,042		111,791		0			974,833
Asset-backed securities(2)	0		119,383		1,507		0			120,890
Commercial mortgage-backed securities	0		472,524		0		0			472,524
Residential mortgage-backed securities	0		64,290		0		0			64,290
Subtotal	0		5,902,890		203,432		0			6,106,322
Fixed maturities, trading	0		56,063		644		0			56,707
Equity securities	108		301		9,150		0			9,559
Short-term investments	99,980		1,987		0		0			101,967
Cash equivalents	364,949		180,643		0		0			545,592
Other invested assets(3)	0		317,165		0		(281,406		)	35,759
Reinsurance recoverables	0		0		19,028,138		0			19,028,138
Receivables from parent and affiliates	0		120,138		0		0			120,138
Subtotal excluding separate account assets	465,037		6,579,187		19,241,364		(281,406		)	26,004,182
Separate account assets(4)(5)	0		126,304,403		0		0			126,304,403
Total assets	$	465,037	$	132,883,590	$	19,241,364	$	(281,406	)	$	152,308,585
Future policy benefits(6)	$	0	$	0	$	19,014,066	$	0		$	19,014,066
Policyholders' account balances	0		0		1,045,483		0			1,045,483
Payables to parent and affiliates	0		74,351		0		(74,351		)	0
Total liabilities	$	0	$	74,351	$	20,059,549	$	(74,351	)	$	20,059,549

30

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	As of December 31, 2019
	Level 1		Level 2		Level 3		Netting(1)			Total
	(in thousands)
Fixed maturities, available-for-sale:
U.S. Treasury securities and obligations of U.S. government authorities and agencies	$	0	$	47,797	$	38,671	$	0		$	86,468
Obligations of U.S. states and their political subdivisions	0		497,827		0		0			497,827
Foreign government bonds	0		222,663		163		0			222,826
U.S. corporate public securities	0		2,141,324		3		0			2,141,327
U.S. corporate private securities	0		893,943		35,829		0			929,772
Foreign corporate public securities	0		278,435		181		0			278,616
Foreign corporate private securities	0		944,408		14,070		0			958,478
Asset-backed securities(2)	0		117,935		2,001		0			119,936
Commercial mortgage-backed securities	0		382,916		0		0			382,916
Residential mortgage-backed securities	0		63,804		0		0			63,804
Subtotal	0		5,591,052		90,918		0			5,681,970
Fixed maturities, trading	0		59,296		668		0			59,964
Equity securities	131		465		9,898		0			10,494
Short-term investments	0		0		0		0			0
Cash equivalents	0		547,642		0		0			547,642
Other invested assets(3)	0		251,764		4		(239,220		)	12,548
Reinsurance recoverables	0		0		8,539,671		0			8,539,671
Receivables from parent and affiliates	0		119,431		3,135		0			122,566
Subtotal excluding separate account assets	131		6,569,650		8,644,294		(239,220		)	14,974,855
Separate account assets(4)(5)	0		133,625,669		0		0			133,625,669
Total assets	$	131	$	140,195,319	$	8,644,294	$	(239,220	)	$	148,600,524
Future policy benefits(6)	$	0	$	0	$	8,529,566	$	0		$	8,529,566
Policyholders' account balances	0		0		962,351		0			962,351
Payables to parent and affiliates	0		97,802		0		(97,802		)	0
Total liabilities	$	0	$	97,802	$	9,491,917	$	(97,802	)	$	9,491,917

(1) “Netting” amounts represent cash collateral of $207.1 million and $141.4 million as of June 30, 2020 and December 31, 2019, respectively.

(2) Includes credit-tranched securities collateralized by syndicated bank loans, sub-prime mortgages, auto loans, credit cards, education loans and other asset types.

(3) Other invested assets excluded from the fair value hierarchy include certain hedge funds, private equity funds and other funds for which fair value is measured at net asset value ("NAV") per share (or its equivalent) as a practical expedient. At June 30, 2020 and December 31, 2019, the fair values of such investments were $71 million and $75 million, respectively.

(4) Separate account assets represent segregated funds that are invested for certain customers. Investment risks associated with market value changes are borne by the customers, except to the extent of minimum guarantees made by the Company with respect to certain accounts. Separate account liabilities are not included in the above table as they are reported at contract value and not fair value in the Company's Unaudited Interim Consolidated Statements of Financial Position.

(5) Separate account assets included in the fair value hierarchy exclude investments in entities that calculate NAV per share (or its equivalent) as a practical expedient. Such investments excluded from the fair value hierarchy include investments in real estate, hedge funds and a corporate owned life insurance fund, for which fair value is measured at NAV per share (or its equivalent). At June 30, 2020 and December 31, 2019, the fair value of such investments was $4,599 million and $4,762 million, respectively.

(6) As of June 30, 2020, the net embedded derivative liability position of $19,014 million includes $236 million of embedded derivatives in an asset position and $19,250 million of embedded derivatives in a liability position. As of December 31, 2019, the net embedded derivative liability position of $8,530 million includes $611 million of embedded derivatives in an asset position and $9,141 million of embedded derivatives in a liability position.

31

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Quantitative Information Regarding Internally Priced Level 3 Assets and Liabilities – The tables below present quantitative information on significant internally-priced Level 3 assets and liabilities.

	As of June 30, 2020
	Fair Value		Valuation   Techniques	Unobservable Inputs	Minimum		Maximum		Weighted   Average		Impact of  Increase in  Input on  Fair Value(1)
	(in thousands)
Assets:
Corporate securities(2)	$	134,414	Discounted cash flow	Discount rate	1.44	%	20.73	%	3.93	%	Decrease
Reinsurance recoverables	$	19,028,138	Fair values are determined using the same unobservable inputs as future policy benefits.
Liabilities:
Future policy benefits(4)	$	19,014,066	Discounted cash flow	Lapse rate(6)	1	%	20	%			Decrease
				Spread over LIBOR(7)	0.17	%	1.69	%			Decrease
				Utilization rate(8)	39	%	96	%			Increase
				Withdrawal rate	See table footnote (9) below.
				Mortality rate(10)	0	%	15	%			Decrease
				Equity volatility curve	18	%	29	%			Increase
Policyholders' account balances(5)	$	1,045,483	Discounted cash flow	Lapse rate(6)	1	%	6	%			Decrease
				Spread over LIBOR(7)	0.17	%	1.69	%			Decrease
				Mortality rate(10)	0	%	24	%			Decrease
				Equity volatility curve	18	%	35	%			Increase

32

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	As of December 31, 2019
	Fair Value		Valuation   Techniques	Unobservable Inputs	Minimum		Maximum		Weighted   Average		Impact of  Increase in  Input on  Fair Value(1)
	(in thousands)
Assets:
Corporate securities(2)	$	27,816	Discounted cash flow	Discount rate	5.24	%	17.47	%	8.25	%	Decrease
			Market comparables	EBITDA multiples(3)	5.7X		5.7X		5.7X		Increase
Reinsurance recoverables	$	8,539,671	Fair values are determined using the same unobservable inputs as future policy benefits.
Liabilities:
Future policy benefits(4)	$	8,529,566	Discounted cash flow	Lapse rate(6)	1	%	18	%			Decrease
				Spread over LIBOR(7)	0.10	%	1.23	%			Decrease
				Utilization rate(8)	43	%	97	%			Increase
				Withdrawal rate	See table footnote (9) below.
				Mortality rate(10)	0	%	15	%			Decrease
				Equity volatility curve	13	%	23	%			Increase
Policyholders' account balances(5)	962,351		Discounted cash flow	Lapse rate(6)	1	%	6	%			Decrease
				Spread over LIBOR(7)	0.10	%	1.23	%			Decrease
				Mortality rate(10)	0	%	24	%			Decrease
				Equity volatility curve	10	%	23	%			Increase

(1) Conversely, the impact of a decrease in input would have the opposite impact on fair value as that presented in the table.

(2) Includes assets classified as fixed maturities and available-for-sale.

(3) Represents multiples of earnings before interest, taxes, depreciation and amortization ("EBITDA"), and are amounts used when the Company has determined that market participants would use such multiples when valuing the investments.

(4) Future policy benefits primarily represent general account liabilities for the living benefit features of the Company’s variable annuity contracts which are accounted for as embedded derivatives. Since the valuation methodology for these liabilities uses a range of inputs that vary at the contract level over the cash flow projection period, presenting a range, rather than a weighted average, is a more meaningful representation of the unobservable inputs used in the valuation.

(5) Policyholders’ account balances primarily represent general account liabilities for the index-linked interest credited on certain of the Company’s life products that are accounted for as embedded derivatives. Since the valuation methodology for these liabilities uses a range of inputs that vary at the contract level over the cash flow projection period, presenting a range, rather than a weighted average, is a more meaningful representation of the unobservable inputs used in the valuation.

(6) Lapse rates for contracts with living benefit guarantees are adjusted at the contract level based on the in-the-moneyness of the living benefit and reflect other factors, such as the applicability of any surrender charges. Lapse rates are reduced when contracts are more in-the-money. Lapse rates for contracts with index-linked crediting guarantees may be adjusted at the contract level based on the applicability of any surrender charges, product type, and market related factors such as interest rates. Lapse rates are also generally assumed to be lower for the period where surrender charges apply. For any given contract, lapse rates vary throughout the period over which cash flows are projected for the purposes of valuing these embedded derivatives.

(7) The spread over the London Inter-Bank Offered Rate ("LIBOR") swap curve represents the premium added to the proxy for the risk-free rate (LIBOR) to reflect the Company's estimates of rates that a market participant would use to value the living benefits in both the accumulation and payout phases and index-linked interest crediting guarantees. This spread includes an estimate of NPR, which is the risk that the obligation will not be fulfilled by the Company. NPR is primarily estimated by utilizing the credit spreads associated with issuing funding agreements, adjusted for any illiquidity risk premium. In order to reflect the financial strength ratings of the Company, credit spreads associated with funding agreements, as opposed to credit spread associated with debt, are utilized in developing this estimate because funding agreements, living benefit guarantees, and index-linked interest crediting guarantees are insurance liabilities and are therefore senior to debt.

(8) The utilization rate assumption estimates the percentage of contracts that will utilize the benefit during the contract duration and begin lifetime withdrawals at various time intervals from contract inception. The remaining contractholders are assumed to either begin lifetime withdrawals immediately or never utilize the benefit. Utilization assumptions may vary by product type, tax status and age. The impact of changes in these assumptions is highly dependent on the product type, the age of the contractholder at the time of the sale, and the timing of the first lifetime income withdrawal. Range reflects the utilization rate for the vast majority of business with living benefits.

33

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

(9) The withdrawal rate assumption estimates the magnitude of annual contractholder withdrawals relative to the maximum allowable amount under the contract. These assumptions vary based on the age of the contractholder, the tax status of the contract and the duration since the contractholder began lifetime withdrawals. As of June 30, 2020 and December 31, 2019, the minimum withdrawal rate assumption is 76% and 78% respectively. As of June 30, 2020 and December 31, 2019 the maximum withdrawal rate assumption may be greater than 100%. The fair value of the liability will generally increase the closer the withdrawal rate is to 100% and decrease as the withdrawal rate moves further away from 100%.

(10) The range reflects the mortality rates for the vast majority of business with living benefits and other contracts, with policyholders ranging from 45 to 90 years old. While the majority of living benefits have a minimum age requirement, certain other contracts do not have an age restriction. This results in contractholders with mortality rates approaching 0% for certain benefits. Mortality rates may vary by product, age, and duration. A mortality improvement assumption is also incorporated into the overall mortality table.

Interrelationships Between Unobservable Inputs – In addition to the sensitivities of fair value measurements to changes in each unobservable input in isolation, as reflected in the table above, interrelationships between these inputs may also exist, such that a change in one unobservable input may give rise to a change in another, or multiple, inputs. Examples of such interrelationships for significant internally-priced Level 3 assets and liabilities are as follows:

Corporate Securities – The rate used to discount future cash flows reflects current risk-free rates plus credit and liquidity spread requirements that market participants would use to value an asset. The discount rate may be influenced by many factors, including market cycles, expectations of default, collateral, term, and asset complexity. Each of these factors can influence discount rates, either in isolation, or in response to other factors. During weaker economic cycles, as the expectations of default increases, credit spreads widen, which results in a decrease in fair value.

Future Policy Benefits – The Company expects efficient benefit utilization and withdrawal rates to generally be correlated with lapse rates. However, behavior is highly dependent on the facts and circumstances surrounding the individual contractholder, such as their liquidity needs or tax situation, which could drive lapse behavior independent of other contractholder behavior assumptions. To the extent more efficient contractholder behavior results in greater in-the-moneyness at the contract level, lapse rates may decline for those contracts. Similarly, to the extent that increases in equity volatility are correlated with overall declines in the capital markets, lapse rates may decline as contracts become more in-the-money.

Changes in Level 3 Assets and Liabilities – The following tables describe changes in fair values of Level 3 assets and liabilities as of the dates indicated, as well as the portion of gains or losses included in income attributable to unrealized gains or losses related to those assets and liabilities still held at the end of their respective periods. When a determination is made to classify assets and liabilities within Level 3, the determination is based on significance of the unobservable inputs in the overall fair value measurement. All transfers are based on changes in the observability of the valuation inputs, including the availability of pricing service information that the Company can validate. Transfers into Level 3 are generally the result of unobservable inputs utilized within valuation methodologies and the use of indicative broker quotes for assets that were previously valued using observable inputs. Transfers out of Level 3 are generally due to the use of observable inputs in valuation methodologies as well as the availability of pricing service information for certain assets that the Company can validate.

34

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	Three Months Ended June 30, 2020
	Fair Value, beginning of period			Total realized and unrealized gains (losses)(1)			Purchases		Sales		Issuances			Settlements			Other(2)		Transfers into Level 3		Transfers out of Level 3			Fair Value, end of period			Unrealized gains (losses) for assets still held(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. government	$	42,013		$	0		$	2,779	$	0	$	0		$	0		$	0	$	0	$	0		$	44,792		$	0
Foreign government	152			9			0		0		0			0			0		0		0			161			9
Corporate securities(4)	130,682			16,438			1,471		0		0			(3,377		)	0		11,758		0			156,972			16,378
Structured securities(5)	7,438			9			0		0		0			(304		)	0		0		(5,636		)	1,507			9
Other assets:
Fixed maturities, trading	538			106			0		0		0			0			0		0		0			644			106
Equity securities	9,196			(46		)	0		0		0			0			0		0		0			9,150			(46		)
Other invested assets	4			(4		)	0		0		0			0			0		0		0			0			(4		)
Short-term investments	0			0			0		0		0			0			0		0		0			0			0
Reinsurance recoverables	20,214,824			(1,457,242		)	270,556		0		0			0			0		0		0			19,028,138			(1,317,838		)
Receivables from parent and affiliates	1,575			4			0		0		0			(1,579		)	0		0		0			0			0
Liabilities:
Future policy benefits	(20,196,457		)	1,450,990			0		0		(268,599		)	0			0		0		0			(19,014,066		)	1,319,848
Policyholders' account balances(6)	(900,261		)	(77,695		)	0		0		(67,527		)	0			0		0		0			(1,045,483		)	(82,850		)

	Three Months Ended June 30, 2020
	Total realized and unrealized gains (losses)										Unrealized gains (losses) for assets still held(3)
	Realized investment gains (losses), net(1)			Other income (loss)			Included in other comprehensive income (loss)		Net investment income		Realized investment gains (losses), net			Other income (loss)			Included in other comprehensive income (loss)(7)
	(in thousands)
Fixed maturities, available-for-sale	$	(2,361	)	$	0		$	18,807	$	10	$	(2,361	)	$	0		$	18,757
Other assets:
Fixed maturities, trading	0			106			0		0		0			106			0
Equity securities	0			(46		)	0		0		0			(46		)	0
Other invested assets	(4		)	0			0		0		(4		)	0			0
Short-term investments	0			0			0		0		0			0			0
Reinsurance recoverables	(1,457,242		)	0			0		0		(1,317,838		)	0			0
Receivables from parent and affiliates	0			0			0		4		0			0			0
Liabilities:
Future policy benefits	1,450,990			0			0		0		1,319,848			0			0
Policyholders' account balances	(77,695		)	0			0		0		(82,850		)	0			0

35

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	Six Months Ended June 30, 2020
	Fair Value, beginning of period			Total realized and unrealized gains (losses)(1)			Purchases		Sales			Issuances			Settlements			Other(2)		Transfers into Level 3		Transfers out of Level 3			Fair Value, end of period			Unrealized gains (losses) for assets still held(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. government	$	38,671		$	0		$	6,121	$	0		$	0		$	0		$	0	$	0	$	0		$	44,792		$	0
Foreign government	163			(2		)	0		0			0			0			0		0		0			161			(2		)
Corporate securities(4)	50,083			(1,532		)	8,664		(3,680		)	0			(6,335		)	0		109,772		0			156,972			(807		)
Structured securities(5)	2,001			(475		)	6,145		0			0			(528		)	0		0		(5,636		)	1,507			(473		)
Other assets:
Fixed maturities, trading	668			(24		)	0		0			0			0			0		0		0			644			(24		)
Equity securities	9,898			(748		)	0		0			0			0			0		0		0			9,150			(748		)
Other invested assets	4			(4		)	0		0			0			0			0		0		0			0			(4		)
Short-term investments	0			0			0		0			0			0			0		0		0			0			0
Reinsurance recoverables	8,539,671			9,950,960			537,507		0			0			0			0		0		0			19,028,138			10,102,377
Receivables from parent and affiliates	3,135			23			0		0			0			(3,158		)	0		0		0			0			0
Liabilities:
Future policy benefits	(8,529,566		)	(9,950,913		)	0		0			(533,587		)	0			0		0		0			(19,014,066		)	(10,102,329		)
Policyholders' account balances(6)	(962,351		)	39,960			0		0			(123,092		)	0			0		0		0			(1,045,483		)	42,260

36

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	Six Months Ended June 30, 2020
	Total realized and unrealized gains (losses)										Unrealized gains (losses) for assets still held(3)
	Realized investment gains (losses), net(1)			Other income (loss)			Included in other comprehensive income (loss)		Net investment income		Realized investment gains (losses), net			Other income (loss)			Included in other comprehensive income (loss)(7)
	(in thousands)
Fixed maturities, available-for-sale	$	(4,140	)	$	0		$	2,031	$	100	$	(3,695	)	$	0		$	2,413
Other assets:
Fixed maturities, trading	0			(24		)	0		0		0			(24		)	0
Equity securities	0			(748		)	0		0		0			(748		)	0
Other invested assets	(4		)	0			0		0		(4		)	0			0
Short-term investments	0			0			0		0		0			0			0
Reinsurance recoverables	9,950,960			0			0		0		10,102,377			0			0
Receivables from parent and affiliates	0			0			0		23		0			0			0
Liabilities:
Future policy benefits	(9,950,913		)	0			0		0		(10,102,329		)	0			0
Policyholders' account balances	39,960			0			0		0		42,260			0			0

	Three Months Ended June 30, 2019
	Fair Value, beginning of period			Total realized and unrealized gains (losses)(1)			Purchases		Sales			Issuances			Settlements			Other(2)			Transfers into Level 3		Transfers out of Level 3			Fair Value, end of period			Unrealized gains (losses) for assets still held(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. government	$	32,188		$	0		$	2,204	$	0		$	0		$	0		$	0		$	0	$	0		$	34,392		$	0
Foreign government	164			1			0		0			0			0			0			0		0			165			0
Corporate securities(4)	54,960			234			791		(25		)	0			(2,584		)	(1		)	639		0			54,014			0
Structured securities(5)	79,804			42			0		(1		)	0			(177		)	0			1,700		(77,071		)	4,297			0
Other assets:
Fixed maturities, trading	0			(146		)	0		0			0			0			0			751		0			605			(146		)
Equity securities	15,991			1,114			0		0			0			0			0			0		0			17,105			1,114
Other invested assets	4			0			0		0			0			0			0			0		0			4			0
Short-term investments	0			0			463		0			0			(369		)	0			0		0			94			0
Reinsurance recoverables	6,468,704			1,773,188			244,013		0			0			0			0			0		0			8,485,905			1,833,209
Receivables from parent and affiliates	7,792			82			0		0			0			(1,579		)	0			0		0			6,295			0
Liabilities:
Future policy benefits	(6,459,377		)	(1,775,097		)	0		0			(242,067		)	0			0			0		0			(8,476,541		)	(1,836,960		)
Policyholders' account balances(6)	(53,136		)	(691,927		)	0		0			(41,906		)	0			0			0		0			(786,969		)	(691,376		)

37

Table of Contents     ��                                   

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	Three Months Ended June 30, 2019
	Total realized and unrealized gains (losses)										Unrealized gains (losses) for assets still held(3)
	Realized investment gains (losses), net(1)			Other income (loss)			Included in other comprehensive income (loss)		Net investment income		Realized investment gains (losses), net			Other income (loss)
	(in thousands)
Fixed maturities, available-for-sale	$	(665	)	$	0		$	678	$	264	$	0		$	0
Other assets:
Fixed maturities, trading	0			(146		)	0		0		0			(146		)
Equity securities	0			1,114			0		0		0			1,114
Other invested assets	0			0			0		0		0			0
Short-term investments	0			0			0		0		0			0
Reinsurance recoverables	1,773,188			0			0		0		1,833,209			0
Receivables from parent and affiliates	0			0			0		82		0			0
Liabilities:
Future policy benefits	(1,775,097		)	0			0		0		(1,836,960		)	0
Policyholders' account balances	(691,927		)	0			0		0		(691,376		)	0

	Six Months Ended June 30, 2019
	Fair Value, beginning of period			Total realized and unrealized gains (losses)(1)			Purchases		Sales			Issuances			Settlements			Other(2)		Transfers into Level 3		Transfers out of Level 3			Fair Value, end of period			Unrealized gains (losses) for assets still held(3)
	(in thousands)
Fixed maturities, available-for-sale:
U.S. government	$	29,816		$	0		$	4,576	$	0		$	0		$	0		$	0	$	0	$	0		$	34,392		$	0
Foreign government	0			6			0		0			0			0			0		159		0			165			0
Corporate securities(4)	56,588			(3,178		)	2,122		(53		)	0			(9,681		)	0		8,216		0			54,014			(3,163		)
Structured securities(5)	6,556			1,310			0		(2		)	0			(4,156		)	0		77,660		(77,071		)	4,297			0
Other assets:
Fixed maturities, trading	0			(146		)	0		0			0			0			0		751		0			605			(146		)
Equity securities	15,997			1,108			0		0			0			0			0		0		0			17,105			1,108
Other invested assets	4			0			0		0			0			0			0		0		0			4			0
Short-term investments	0			0			463		0			0			(369		)	0		0		0			94			0
Reinsurance recoverables	5,600,008			2,406,506			479,391		0			0			0			0		0		0			8,485,905			2,504,883
Receivables from parent and affiliates	9,261			193			0		0			0			(3,159		)	0		0		0			6,295			0
Liabilities:
Future policy benefits	(5,588,840		)	(2,412,199		)	0		0			(475,502		)	0			0		0		0			(8,476,541		)	(2,510,576		)
Policyholders' account balances(6)	(13,015		)	(725,541		)	0		0			(48,413		)	0			0		0		0			(786,969		)	(724,989		)

38

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	Six Months Ended June 30, 2019
	Total realized and unrealized gains (losses)										Unrealized gains (losses) for assets still held(3)
	Realized investment gains (losses), net(1)			Other income (loss)			Included in other comprehensive income (loss)		Net investment income		Realized investment gains (losses), net			Other income (loss)
	(in thousands)
Fixed maturities, available-for-sale	$	(3,067	)	$	0		$	842	$	363	$	(3,163	)	$	0
Other assets:
Fixed maturities, trading	0			(146		)	0		0		0			(146		)
Equity securities	0			1,108			0		0		0			1,108
Other invested assets	0			0			0		0		0			0
Short-term investments	0			0			0		0		0			0
Reinsurance recoverables	2,406,506			0			0		0		2,504,883			0
Receivables from parent and affiliates	0			0			0		193		0			0
Liabilities:
Future policy benefits	(2,412,199		)	0			0		0		(2,510,576		)	0
Policyholders' account balances	(725,541		)	0			0		0		(724,989		)	0

(1) Realized investment gains (losses) on future policy benefits and reinsurance recoverables primarily represent the change in the fair value of the Company's living benefit guarantees on certain of its variable annuity contracts.

(2) Other includes reclassifications of certain assets and liabilities between reporting categories.

(3) Unrealized gains or losses related to assets still held at the end of the period do not include amortization or accretion of premiums and discounts.

(4) Includes U.S. corporate public, U.S. corporate private, foreign corporate public and foreign corporate private securities.

(5) Includes asset-backed, commercial mortgage-backed and residential mortgage-backed securities.

(6) Issuances and settlements for Policyholders' account balances are presented net in the rollforward.

(7) Effective January 1, 2020, the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period were added prospectively due to adoption of ASU 2018-13. Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement.

39

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Fair Value of Financial Instruments

The table below presents the carrying amount and fair value by fair value hierarchy level of certain financial instruments that are not reported at fair value. The financial instruments presented below are reported at carrying value on the Company’s Unaudited Interim Consolidated Statements of Financial Position. In some cases, as described below, the carrying amount equals or approximates fair value.

	June 30, 2020
	Fair Value								Carrying Amount(1)
	Level 1		Level 2		Level 3		Total		Total
	(in thousands)
Assets:
Commercial mortgage and other loans	$	0	$	0	$	1,258,891	$	1,258,891	$	1,198,559
Policy loans	0		0		1,320,636		1,320,636		1,320,636
Cash and cash equivalents	28,805		139,384		0		168,189		168,189
Accrued investment income	0		89,439		0		89,439		89,439
Reinsurance recoverables	0		0		222,842		222,842		214,466
Receivables from parent and affiliates	0		177,773		0		177,773		177,773
Other assets	0		26,064		0		26,064		26,064
Total assets	$	28,805	$	432,660	$	2,802,369	$	3,263,834	$	3,195,126
Liabilities:
Policyholders’ account balances - investment contracts	$	0	$	1,328,711	$	283,303	$	1,612,014	$	1,603,637
Cash collateral for loaned securities	0		2,700		0		2,700		2,700
Short-term debt to affiliates	0		0		0		0		0
Payables to parent and affiliates	0		88,384		0		88,384		88,384
Other liabilities	0		355,439		0		355,439		355,439
Total liabilities	$	0	$	1,775,234	$	283,303	$	2,058,537	$	2,050,160

40

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	December 31, 2019
	Fair Value								Carrying Amount(1)
	Level 1		Level 2		Level 3		Total		Total
	(in thousands)
Assets:
Commercial mortgage and other loans	$	0	$	0	$	1,288,625	$	1,288,625	$	1,239,885
Policy loans	0		0		1,314,064		1,314,064		1,314,064
Cash and cash equivalents	15,557		0		0		15,557		15,557
Accrued investment income	0		89,448		0		89,448		89,448
Reinsurance recoverables	0		0		212,368		212,368		211,813
Receivables from parent and affiliates	0		149,415		0		149,415		149,415
Other assets	0		22,505		0		22,505		22,505
Total assets	$	15,557	$	261,368	$	2,815,057	$	3,091,982	$	3,042,687
Liabilities:
Policyholders’ account balances - investment contracts	$	0	$	1,264,128	$	277,782	$	1,541,910	$	1,541,355
Cash collateral for loaned securities	0		7,529		0		7,529		7,529
Short-term debt to affiliates	0		2,845		0		2,845		2,845
Payables to parent and affiliates	0		216,842		0		216,842		216,842
Other liabilities	0		387,109		0		387,109		387,109
Total liabilities	$	0	$	1,878,453	$	277,782	$	2,156,235	$	2,155,680

(1) Carrying values presented herein differ from those in the Company’s Unaudited Interim Consolidated Statements of Financial Position because certain items within the respective financial statement captions are not considered financial instruments or out of scope under authoritative guidance relating to disclosures of the fair value of financial instruments.

6.    REINSURANCE

The Company participates in reinsurance with its affiliates Prudential Life Insurance Company of Taiwan Inc. (“Prudential of Taiwan”), Prudential Arizona Reinsurance Captive Company (“PARCC”), Prudential Arizona Reinsurance Term Company (“PAR Term”), Prudential Arizona Reinsurance Universal Company (“PAR U”), Prudential Universal Reinsurance Company ("PURC"), Prudential Term Reinsurance Company (“Term Re”), PALAC, Gibraltar Universal Life Reinsurance Company ("GUL Re") and Dryden Arizona Reinsurance Term Company (“DART”), its parent company Prudential Insurance, as well as third parties. The reinsurance agreements provide risk diversification and additional capacity for future growth, limit the maximum net loss potential, manage statutory capital, and facilitate the Company's capital market hedging program. Life reinsurance is accomplished through various plans of reinsurance, primarily yearly renewable term and coinsurance. Reinsurance ceded arrangements do not discharge the Company as the primary insurer. Ceded balances would represent a liability of the Company in the event the reinsurers were unable to meet their obligations to the Company under the terms of the reinsurance agreements. The Company believes a material reinsurance liability resulting from such inability of reinsurers to meet their obligations is unlikely.

Reserves related to reinsured long-duration contracts are accounted for using assumptions consistent with those used to account for the underlying contracts. Amounts recoverable from reinsurers for long-duration reinsurance arrangements are estimated in a manner consistent with the claim liabilities and policy benefits associated with the reinsured policies. Reinsurance policy charges and fee income ceded for universal life and variable annuity products are accounted for as a reduction of policy charges and fee income. Reinsurance premiums ceded for term insurance products are accounted for as a reduction of premiums.

Realized investment gains and losses include the impact of reinsurance agreements, particularly reinsurance agreements involving living benefit guarantees. The Company has entered into reinsurance agreements to transfer the risk related to the living benefit guarantees on variable annuities to PALAC excluding the PLNJ business which was reinsured to Prudential Insurance. These reinsurance agreements are derivatives and have been accounted for in the same manner as embedded derivatives and the changes in the fair value of these derivatives are recognized through “Realized investment gains (losses), net”. See Note 4 for additional information related to the accounting for embedded derivatives.

41

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Reinsurance amounts included in the Company’s Unaudited Interim Consolidated Statements of Financial Position as of June 30, 2020 and December 31, 2019 were as follows:

	June 30, 2020			December 31, 2019
	(in thousands)
Reinsurance recoverables(1)	$	52,917,099		$	40,710,159
Policy loans	(151,049		)	(142,262		)
Deferred policy acquisition costs	(6,779,267		)	(6,989,618		)
Deferred sales inducements	(471,999		)	(515,968		)
Other assets(2)	257,709			258,427
Policyholders’ account balances	4,873,043			4,934,544
Future policy benefits(3)	4,697,373			4,209,817
Other liabilities(4)	995,122			884,641

(1) Includes $416.4 million and $156.7 million of unaffiliated activity as of June 30, 2020 and December 31, 2019, respectively.

(2) Includes $0.0 million of unaffiliated activity at both June 30, 2020 and December 31, 2019.

(3) Includes $0.1 million of unaffiliated activity at both June 30, 2020 and December 31, 2019.

(4) Includes $46.8 million and $43.1 million of unaffiliated activity as of June 30, 2020 and December 31, 2019, respectively.

Reinsurance recoverables by counterparty are broken out below:

	June 30, 2020		December 31, 2019
	(in thousands)
PAR U	$	12,952,267	$	12,380,683
PALAC	21,096,307		11,635,405
PURC	5,115,192		4,692,769
PARCC	2,557,822		2,627,595
GUL Re	2,449,345		2,292,638
PAR Term	1,872,568		1,825,594
Prudential Insurance	2,848,823		1,764,512
Prudential of Taiwan	1,548,740		1,499,685
Term Re	1,646,121		1,506,366
DART	412,715		327,235
Unaffiliated	417,199		157,677
Total reinsurance recoverables	$	52,917,099	$	40,710,159

Reinsurance amounts, included in the Company’s Unaudited Interim Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, were as follows:

42

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2019			2020			2019
	(in thousands)
Premiums:
Direct	$	484,577		$	476,986		$	960,063		$	939,257
Assumed(1)	47			52			95			106
Ceded(2)	(462,080		)	(464,621		)	(922,743		)	(912,952		)
Net premiums	22,544			12,417			37,415			26,411
Policy charges and fee income:
Direct	816,817			1,106,725			1,718,259			1,959,920
Assumed	131,579			128,748			264,083			255,707
Ceded(3)	(787,311		)	(1,086,802		)	(1,681,338		)	(1,927,767		)
Net policy charges and fee income	161,085			148,671			301,004			287,860
Net investment income:
Direct	84,946			106,949			166,038			201,507
Assumed	394			407			794			803
Ceded	(1,878		)	(1,794		)	(3,789		)	(3,498		)
Net investment income	83,462			105,562			163,043			198,812
Asset administration fees:
Direct	84,330			87,951			173,659			171,819
Assumed	0			0			0			0
Ceded	(80,028		)	(83,990		)	(164,969		)	(164,201		)
Net asset administration fees	4,302			3,961			8,690			7,618
Other income:
Direct	12,682			20,030			21,288			39,828
Assumed(4)	408			(1,271		)	(29		)	(1,471		)
Ceded	640			(39		)	125			(62		)
Amortization of reinsurance income	1,162			(3,722		)	2,344			(2,340		)
Net other income	14,892			14,998			23,728			35,955
Realized investment gains (losses), net:
Direct	1,408,425			(1,783,941		)	(9,900,749		)	(2,419,452		)
Assumed	0			0			0			0
Ceded(5)	(1,488,656		)	1,731,691			9,910,413			2,318,567
Realized investment gains (losses), net	(80,231		)	(52,250		)	9,664			(100,885		)
Policyholders’ benefits (including change in reserves):
Direct	744,620			1,150,985			1,811,718			1,797,296
Assumed(6)	208,315			282,961			569,770			494,711
Ceded(7)	(866,682		)	(1,387,655		)	(2,209,312		)	(2,206,238		)
Net policyholders’ benefits (including change in reserves)	86,253			46,291			172,176			85,769
Interest credited to policyholders’ account balances:
Direct	92,457			118,420			271,752			213,111
Assumed	34,020			34,512			68,256			65,169
Ceded	(60,060		)	(102,222		)	(218,545		)	(183,373		)
Net interest credited to policyholders’ account balances	66,417			50,710			121,463			94,907
Reinsurance expense allowances and general and administrative expenses, net of capitalization and amortization	(139,336		)	(573,978		)	(882,247		)	(917,993		)

43

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

(1) Includes $0.1 million and $0 million of unaffiliated activity for the three months ended June 30, 2020 and 2019, respectively and $0.1 million for both the six months ended June 30, 2020 and 2019, respectively.

(2) Includes $(2.6) million and $(0.1) million of unaffiliated activity for the three months ended June 30, 2020, and 2019, respectively and $(5.1) million and $(0.2) million for the six months ended June 30, 2020 and 2019, respectively.

(3) Includes $(11) million and $(7) million of unaffiliated activity for the three months ended June 30, 2020 and 2019, respectively and $(21) million and $(12) million for the six months ended June 30, 2020 and 2019, respectively.

(4) Includes $(0.4) million and $(1.0) million of unaffiliated activity for the three months ended June 30, 2020 and 2019, respectively and $0.0 million and $(2.0) million for the six months ended June 30, 2020 and 2019, respectively.

(5) Includes $(29) million and $42 million of unaffiliated activity for the three months ended June 30, 2020 and 2019, respectively and $227 million and $56 million for the six months ended June 30, 2020 and 2019, respectively.

(6) Includes $0.5 million and $0 million of unaffiliated activity for the three months ended June 30, 2020 and 2019, respectively and $0.6 million and $(0.2) million for the six months ended June 30, 2020and 2019, respectively.

(7) Includes $(19) million and $(2) million of unaffiliated activity for the three months ended June 30, 2020 and 2019, respectively and $(24) million and $(4) million for the six months ended June 30, 2020 and 2019, respectively.

The gross and net amounts of life insurance face amount in force as of June 30, 2020 and 2019 were as follows:

	2020			2019
	(in thousands)
Direct gross life insurance face amount in force	$	1,020,870,402		$	966,542,451
Assumed gross life insurance face amount in force	39,361,931			40,382,452
Reinsurance ceded	(976,357,109		)	(925,430,727		)
Net life insurance face amount in force	$	83,875,224		$	81,494,176

Information regarding significant affiliated reinsurance agreements is described below.

PAR U

Pruco Life reinsures an amount equal to 70% of all the risks associated with Universal Protector policies having no-lapse guarantees as well as certain of its universal policies, with effective dates prior to January 1, 2011.

Effective July 1, 2012, PLNJ reinsures an amount equal to 95% of all the risks associated with Universal Protector policies having no-lapse guarantees as well as certain of its universal policies, excluding those policies that are subject to principle-based reserving.

On January 2, 2013, Pruco Life began to assume Guaranteed Universal Life ("GUL") business from Prudential Insurance in connection with the acquisition of The Hartford Life Business. The GUL business assumed from Prudential Insurance was subsequently retroceded to PAR U.

PALAC

Effective April 1, 2016, the Company entered into a reinsurance agreement to reinsure its variable annuity base contracts, along with the living benefit guarantees to PALAC, excluding the PLNJ business, which was reinsured to Prudential Insurance. This reinsurance agreement covers new and in force business and excludes business reinsured externally.

PURC

Pruco Life reinsures an amount equal to 70% of all the risks associated with its Universal Protector policies having no-lapse guarantees as well as certain of its universal policies, with effective dates from January 1, 2011 through December 31, 2013, with PURC and 95% of all the risks associated with Universal Protector policies having no-lapse guarantees, as well as certain of its universal policies, with effective dates from January 1, 2014 through December 31, 2016.

PARCC

Prior to July 1, 2019, the Company reinsured 90% of the risks under its term life insurance policies, with effective dates prior to January 1, 2010 through an automatic coinsurance agreement with PARCC. Effective July 1, 2019, the Company amended the coinsurance agreement to increase the percentage from 90% to 100% of the policy risk amount reinsured, which resulted in an initial transfer of $476 million in premiums and $409 million in expenses ceded with the difference being deferred and subsequently amortized through income.

44

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

GUL Re

Effective January 1, 2017, Pruco Life entered into an automatic coinsurance agreement with GUL Re to reinsure an amount equal to 95% of all the risks associated with Universal Protector policies having no-lapse guarantees, as well as certain of its universal policies, with effective dates on or after January 1, 2017 through December 31, 2019, excluding those policies that are subject to principle-based reserving.

Effective July 1, 2017, Pruco Life amended this agreement to include 30% of Universal Protector policies having no-lapse guarantees as well as certain of its universal policies with effective dates prior to January 1, 2014.

PAR Term

Prior to July 1, 2019, the Company reinsures 95% of the risks under its term life insurance policies with effective dates January 1, 2010 through December 31, 2013, through an automatic coinsurance agreement with PAR Term. Effective July 1, 2019, the Company amended the coinsurance agreement to increase the percentage from 95% to 100% of the policy risk amount reinsured, which resulted in an initial transfer of $150 million in premiums and $115 million in expenses ceded with the difference being deferred and subsequently amortized through income.

Prudential of Taiwan

On January 31, 2001, Pruco Life transferred all of its assets and liabilities associated with its Taiwanese branch, including its Taiwanese insurance book of business, to Prudential of Taiwan, an affiliated company. The mechanism used to transfer this block of business in Taiwan is referred to as a “full acquisition and assumption” transaction. Under this mechanism, Pruco Life is jointly liable with Prudential of Taiwan for two years from the giving of notice to all obligees for all matured obligations and for two years after the maturity date of not-yet-matured obligations. Prudential of Taiwan is also contractually liable, under indemnification provisions of the transaction, for any liabilities that may be asserted against Pruco Life.

The transfer of the insurance related assets and liabilities was accounted for as a long-duration coinsurance transaction under U.S. GAAP. Under this accounting treatment, the insurance related liabilities remain on the books of Pruco Life and an offsetting reinsurance recoverable is established. These assets and liabilities are denominated in U.S. dollars.

On August 11, 2020, Prudential International Insurance Holdings, Ltd. (“PIIH”), a subsidiary of Prudential Financial, entered into a Share Purchase Agreement with Taishin Financial Holding Co., Ltd. (the “Buyer”) pursuant to which PIIH has agreed to sell to the Buyer all of the issued and outstanding capital stock of Prudential of Taiwan. Upon closing of the sale, which is subject to regulatory approval and the satisfaction of customary closing conditions, the Buyer will provide Pruco Life a backstop indemnification and Pruco Life will provide a guarantee to stand ready to perform in the event of default by both Prudential of Taiwan and the Buyer.

Term Re

The Company reinsures 95% of the risks under its term life insurance policies, with effective dates on or after January 1, 2014 through December 31, 2017, through an automatic coinsurance agreement with Term Re.  

45

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Prudential Insurance

The Company has a yearly renewable term reinsurance agreement with Prudential Insurance and reinsures the majority of all mortality risks not otherwise reinsured. Effective July 1, 2017, this agreement has been terminated for certain new business, primarily Universal Life insurance policies. As of January 1, 2020, the remaining portions of new business (specifically Term policies) ceased being reinsured by the Company to Prudential Insurance. Effective July 1, 2017, the Company reinsures a portion of the mortality risk directly to third-party reinsurers and retains all of the non-reinsured portion of the mortality risk. Effective July 1, 2019, this agreement has been recaptured for certain term life insurance policies which are now reinsured to PARCC and PAR Term as noted above.

On January 2, 2013, Pruco Life began to assume GUL business from Prudential Insurance in connection with the acquisition of the Hartford Financial Services Group, Inc. ("Hartford Financial"). The GUL business assumed from Prudential Insurance was subsequently retroceded to PAR U. In May 2018, Hartford Financial sold a group of operating subsidiaries, which includes two of Prudential Insurance's counterparties to these reinsurance arrangements. There is no impact to the terms, rights or obligations of Prudential Insurance, or operation of these reinsurance arrangements, as a result of this change in control of such counterparties. Similarly, there is no impact to the Company's reinsurance arrangements with respect to such GUL business as a result of this change in control.

The Company has reinsured a group annuity contract with Prudential Insurance, in consideration for a single premium payment by the Company, providing reinsurance equal to 100% of all payments due under the contract.

Effective April 1, 2016, PLNJ entered into a reinsurance agreement to reinsure its variable annuity base contracts, along with the living benefit guarantees to Prudential Insurance. This reinsurance agreement covers new and in force business.

DART

Effective January 1, 2018, the Company entered into an automatic coinsurance agreement with DART to reinsure an amount equal to 95% of the risks associated with its term life insurance policies with effective dates on or after January 1, 2018 through December 31, 2019, excluding those policies that are subject to principle-based reserving.

Information regarding significant third-party reinsurance arrangements is described below.

Union Hamilton

Between April 1, 2015 and December 31, 2016, the Company, excluding its subsidiary, reinsured approximately 50% of the new business related to “highest daily” living benefits rider guarantees on HDI v.3.0 product, available with Prudential Premier® Retirement Variable Annuity, to Union Hamilton. This reinsurance remains in force for the duration of the underlying annuity contracts. New sales of HDI v.3.0 subsequent to December 31, 2016 are not covered by this external reinsurance agreement. As of June 30, 2020, $2.9 billion of HDI v.3.0 account values are reinsured to Union Hamilton.

7.    INCOME TAXES

The Company determines its interim tax provision using the annual effective tax rate methodology as required by ASC 740-270. However, the Company has utilized a discrete effective tax rate method to calculate taxes for the six months ended June 30, 2020. The Company has determined that the use of this discrete method is more appropriate than the full year effective tax rate method. The variability inherent in the forecasted pretax income when combined with the forecasted permanent book-tax differences produces a result that a small change in pretax ordinary income will have a very significant impact on the forecasted effective tax rate. As a result, the Company has determined that the forecasted effective tax rate is unreliable.

The Company's income tax provision, on a consolidated basis, amounted to an income tax benefit of $(56.5) million, or (108.84)% of income (loss) from operations before income taxes and equity in earnings of operating joint venture, in the first six months of 2020, compared to $(51.5) million, or (60.03)%, in the first six months of 2019. The Company's current and prior effective tax rates differed from the U.S. statutory tax rate of 21% primarily due to non-taxable investment income and tax credits.

46

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was enacted into law. One provision of the CARES Act amends the Tax Cuts and Jobs Act (“TCJA”) and allows companies with net operating losses (“NOLs”) originating in 2018, 2019 or 2020 to carry back those losses for five years. The Company has incorporated into the year-to-date effective tax rate an income tax benefit of $30 million that would result from carrying the estimated 2020 NOL back to tax years that have a 35% tax rate. This amount is an estimate and will change if the amount of, and sources of, 2020 net taxable income are different from forecast.

8.    EQUITY

Accumulated Other Comprehensive Income (Loss)

AOCI represents the cumulative OCI items that are reported separate from net income and detailed on the Consolidated Statements of Comprehensive Income. The balance of and changes in each component of AOCI as of and for the six months ended June 30, 2020 and 2019, are as follows:

	Accumulated Other Comprehensive Income (Loss)
	Foreign Currency Translation Adjustment			Net Unrealized Investment Gains (Losses)(1)			Total Accumulated Other Comprehensive Income (Loss)
	(in thousands)
Balance, December 31, 2019	$	(7,917	)	$	289,359		$	281,442
Change in OCI before reclassifications	(3,888		)	195,529			191,641
Amounts reclassified from AOCI	0			(4,502		)	(4,502		)
Income tax benefit (expense)	12			(40,116		)	(40,104		)
Balance, June 30, 2020	$	(11,793	)	$	440,270		$	428,477

	Accumulated Other Comprehensive Income (Loss)
	Foreign Currency Translation Adjustment			Net Unrealized Investment Gains (Losses)(1)			Total Accumulated Other Comprehensive Income (Loss)
	(in thousands)
Balance, December 31, 2018	$	(17,448	)	$	(10,848	)	$	(28,296	)
Change in OCI before reclassifications	7,007			332,927			339,934
Amounts reclassified from AOCI	0			10,672			10,672
Income tax benefit (expense)	2			(72,147		)	(72,145		)
Balance, June 30, 2019	$	(10,439	)	$	260,604		$	250,165

(1) Includes cash flow hedges of $94 million and $26 million as of June 30, 2020 and December 31, 2019, respectively, and $29 million and $(18) million as of June 30, 2019 and December 31, 2018, respectively.

Reclassifications out of Accumulated Other Comprehensive Income (Loss)

	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2019			2020			2019
	(in thousands)
Amounts reclassified from AOCI (1)(2):
Net unrealized investment gains (losses):
Cash flow hedges - Currency/Interest rate(3)	$	(553	)	$	(4,393	)	$	11,240		$	(3,999	)
Net unrealized investment gains (losses) on available-for-sale securities	(4,063		)	(2,489		)	(6,738		)	(6,673		)
Total net unrealized investment gains (losses)(4)	(4,616		)	(6,882		)	4,502			(10,672		)
Total reclassifications for the period	$	(4,616	)	$	(6,882	)	$	4,502		$	(10,672	)

47

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

(1) All amounts are shown before tax.

(2) Positive amounts indicate gains/benefits reclassified out of AOCI. Negative amounts indicate losses/costs reclassified out of AOCI.

(3) See Note 4 for additional information on cash flow hedges.

(4) See table below for additional information on unrealized investment gains (losses), including the impact on DAC and other costs, future policy benefits, policyholders’ account balances and other liabilities. 

Net Unrealized Investment Gains (Losses)

Net unrealized investment gains (losses) on available-for-sale fixed maturity securities and certain other invested assets and other assets are included in the Company’s Unaudited Interim Consolidated Statements of Financial Position as a component of AOCI. Changes in these amounts include reclassification adjustments to exclude from OCI those items that are included as part of “Net income” for a period that had been part of OCI in earlier periods. The amounts for the periods indicated below, split between amounts related to available-for-sale fixed maturity securities on which an allowance for credit losses has been recognized, and all other net unrealized investment gains (losses), are as follows:

Net Unrealized Investment Gains (Losses) on Available-for-Sale Fixed Maturity Securities on which an allowance for credit losses has been recognized

	Net Unrealized Gains (Losses) on Investments			DAC and Other Costs(2)		Future Policy Benefits, Policyholders' Account Balances and Other Liabilities(3)		Deferred Income Tax (Liability) Benefit			Accumulated Other Comprehensive Income (Loss) Related To Net Unrealized Investment Gains (Losses)
	(in thousands)
Balance, December 31, 2019(1)	$	0		$	0	$	0	$	0		$	0
Net investment gains (losses) on investments arising during the period	53			0		0		(11		)	42
Reclassification adjustment for (gains) losses included in net income	0			0		0		0			0
Increase (decrease) due to non-credit related losses recognized in AOCI during the period	(927		)	0		0		195			(732		)
Impact of net unrealized investment (gains) losses on DAC and other costs	0			133		0		(28		)	105
Impact of net unrealized investment (gains) losses on future policy benefits, policyholders' account balances and other liabilities	0			0		59		(12		)	47
Balance, June 30, 2020	$	(874	)	$	133	$	59	$	144		$	(538	)

(1) Allowance for credit losses on available-for-sale fixed maturity securities effective January 1, 2020.

(2) "Other costs" primarily includes reinsurance recoverables and deferred reinsurance losses.

(3) "Other liabilities" primarily includes reinsurance payables.

48

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

All Other Net Unrealized Investment Gains (Losses) in AOCI

	Net Unrealized Gains (Losses) on Investments(1)			DAC and Other Costs(3)		Future Policy Benefits, Policyholders' Account Balances and Other Liabilities(4)			Deferred Income Tax (Liability) Benefit			Accumulated Other Comprehensive Income (Loss) Related To Net Unrealized Investment Gains (Losses)
	(in thousands)
Balance, December 31, 2019(2)	$	425,180		$	423,227	$	(482,134	)	$	(76,914	)	$	289,359
Net investment gains (losses) on investments arising during the period	235,368			0		0			(49,428		)	185,940
Reclassification adjustment for (gains) losses included in net income	(4,502		)	0		0			945			(3,557		)
Reclassification due to allowance for credit losses recorded during the period	927			0		0			(195		)	732
Impact of net unrealized investment (gains) losses on DAC and other costs	0			475,035		0			(99,758		)	375,277
Impact of net unrealized investment (gains) losses on future policy benefits, policyholders' account balances and other liabilities	0			0		(515,119		)	108,176			(406,943		)
Balance, June 30, 2020	$	656,973		$	898,262	$	(997,253	)	$	(117,174	)	$	440,808

(1) Includes cash flow hedges. See Note 4 for information on cash flow hedges.

(2) Includes net unrealized gains (losses) for which an OTTI loss had been previously recognized.

(3) "Other costs" primarily includes reinsurance recoverables and deferred reinsurance losses.

(4) "Other liabilities" primarily includes reinsurance payables.

9.    RELATED PARTY TRANSACTIONS

The Company has extensive transactions and relationships with Prudential Insurance and other affiliates. Although we seek to ensure that these transactions and relationships are fair and reasonable, it is possible that the terms of these transactions are not the same as those that would result from transactions among unrelated parties.

Expense Charges and Allocations

The majority of the Company’s expenses are allocations or charges from Prudential Insurance or other affiliates. These expenses can be grouped into general and administrative expenses and agency distribution expenses.

The Company’s general and administrative expenses are charged to the Company using allocation methodologies based on business production processes. Management believes that the methodology is reasonable and reflects costs incurred by Prudential Insurance to process transactions on behalf of the Company. The Company operates under service and lease agreements whereby services of officers and employees, supplies, use of equipment and office space are provided by Prudential Insurance. The Company reviews its allocation methodology periodically which it may adjust accordingly. General and administrative expenses include allocations of stock compensation expenses related to a stock-based awards program and a deferred compensation program issued by Prudential Financial. The expense charged to the Company for the stock-based awards program was $0.4 million and $0.6 million for the three months ended June 30, 2020, and 2019, respectively, and $0.5 million and $0.7 million for the six months ended June 30, 2020 and 2019, respectively. The expense charged to the Company for the deferred compensation program was $0.1 million and $1.2 million for the three months ended June 30, 2020 and 2019, respectively, and $3.0 million and $3.9 million for the six months ended June 30, 2020 and 2019, respectively.

The Company is charged for its share of employee benefit expenses. These expenses include costs for funded and non-funded, non-contributory defined benefit pension plans. Some of these benefits are based on final earnings and length of service while others are based on an account balance, which takes into consideration age, service and earnings during a career. The Company’s share of net expense for the pension plans was $4 million and $5 million for the three months ended June 30, 2020 and 2019, respectively, and $9 million and $10 million for the six months ended June 30, 2020 and 2019, respectively.

49

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

The Company is also charged for its share of the costs associated with welfare plans issued by Prudential Insurance. These expenses include costs related to medical, dental, life insurance and disability. The Company's share of net expense for the welfare plans was $3 million and $6 million for the three months ended June 30, 2020 and 2019, respectively, and $9 million and $12 million for the six months ended June 30, 2020 and 2019, respectively.

Prudential Insurance sponsors voluntary savings plans for its employee 401(k) plans. The plans provide for salary reduction contributions by employees and matching contributions by the Company of up to 4% of annual salary. The Company’s expense for its share of the voluntary savings plan was $2 million for both the three months ended June 30, 2020 and 2019, and $4 million and $5 million for the six months ended June 30, 2020 and 2019, respectively.

The Company is charged distribution expenses from Prudential Insurance’s agency network for both its domestic life and annuity products through a transfer pricing agreement, which is intended to reflect a market-based pricing arrangement.

The Company pays commissions and certain other fees to Prudential Annuities Distributors, Inc. (“PAD”) in consideration for PAD’s marketing and underwriting of the Company’s annuity products. Commissions and fees are paid by PAD to broker-dealers who sell the Company’s annuity products. Commissions and fees paid by the Company to PAD were $129 million and $197 million for the three months ended June 30, 2020 and 2019, respectively, and $297 million and $376 million for the six months ended June 30, 2020 and 2019, respectively.

The Company is charged for its share of corporate expenses incurred by Prudential Financial to benefit its businesses, such as advertising, executive oversight, external affairs and philanthropic activity. The Company’s share of corporate expenses was $6 million and $20 million for the three months ended June 30, 2020 and 2019, respectively, and $25 million and $37 million for the six months ended June 30, 2020 and 2019, respectively.

Corporate-Owned Life Insurance

The Company has sold 5 Corporate-Owned Life Insurance (“COLI”) policies to Prudential Insurance, and 1 to Prudential Financial. The cash surrender value included in separate accounts for these COLI policies was $4,207 million at June 30, 2020 and $4,339 million at December 31, 2019. Fees related to these COLI policies were $11 million for both the three months ended June 30, 2020 and 2019, and $25 million and $24 million for the six months ended June 30, 2020 and 2019, respectively. The Company retains the majority of the mortality risk associated with these COLI policies up to $3.5 million per individual policy.

Affiliated Investment Management Expenses

In accordance with an agreement with PGIM, Inc. ("PGIM"), the Company pays investment management expenses to PGIM who acts as investment manager to certain Company general account and separate account assets. Investment management expenses paid to PGIM related to this agreement were $4 million and $3 million for the three months ended June 30, 2020 and 2019, respectively, and $7 million for both the six months ended June 30, 2020 and 2019. These expenses are recorded as “Net investment income” in the Company's Unaudited Interim Consolidated Statements of Operations and Comprehensive Income (Loss).

Derivative Trades

In its ordinary course of business, the Company enters into OTC derivative contracts with an affiliate, PGF. For these OTC derivative contracts, PGF has a substantially equal and offsetting position with an external counterparty. See Note 4 for additional information.

Joint Ventures

The Company has made investments in joint ventures with certain subsidiaries of Prudential Financial. "Other invested assets" includes $97 million and $96 million as of June 30, 2020 and December 31, 2019, respectively. "Net investment income" related to these ventures includes a gain of $8 million and $2 million for the three months ended June 30, 2020 and 2019, respectively, and a loss of $2 million and a gain of $7 million for the six months ended June 30, 2020 and 2019, respectively.

50

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Affiliated Asset Administration Fee Income

The Company has a revenue sharing agreement with AST Investment Services, Inc. ("ASTISI") and PGIM Investments LLC ("PGIM Investments") whereby the Company receives fee income based on policyholders' separate account balances invested in the Advanced Series Trust. Income received from ASTISI and PGIM Investments related to this agreement was $81 million and $84 million for the three months ended June 30, 2020 and 2019, respectively, and $166 million and $165 million for the six months ended June 30, 2020 and 2019, respectively. These revenues are recorded as “Asset administration fees” in the Company's Unaudited Interim Consolidated Statements of Operations and Comprehensive Income (Loss).

The Company has a revenue sharing agreement with PGIM Investments, whereby the Company receives fee income based on policyholders' separate account balances invested in The Prudential Series Fund. Income received from PGIM Investments related to this agreement was $3 million for both the three months ended June 30, 2020 and 2019, and $5 million for both the six months ended June 30, 2020 and 2019. These revenues are recorded as “Asset administration fees” in the Company's Unaudited Interim Consolidated Statements of Operations and Comprehensive Income (Loss).

Affiliated Notes Receivable

Affiliated notes receivable included in “Receivables from parent and affiliates” at June 30, 2020 and December 31, 2019 were as follows:

	Maturity Dates			Interest Rates				June 30, 2020		December 31, 2019
								(in thousands)
U.S. dollar fixed rate notes	2020	-	2027	0.00%	-	14.85	%	$	120,139	$	122,566
Total notes receivable - affiliated(1)								$	120,139	$	122,566

(1) All notes receivable may be called for prepayment prior to the respective maturity dates under specified circumstances.

The affiliated notes receivable shown above are classified as available-for-sale securities and other trading assets carried at fair value. The Company monitors the internal and external credit ratings of these loans and loan performance. The Company also considers any guarantees made by Prudential Insurance for loans due from affiliates.

Accrued interest receivable related to these loans was $1 million at both June 30, 2020 and December 31, 2019 and is included in “Other assets”. Revenues related to these assets were $1 million for both the three months ended June 30, 2020 and 2019, and $2 million for both the six months ended June 30, 2020 and 2019 and are included in “Other income”.

51

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Affiliated Asset Transfers

The Company participates in affiliated asset trades with parent and sister companies. Book and market value differences for trades with a parent and sister are recognized within "Additional paid-in capital" (“APIC”) and "Realized investment gains (losses), net", respectively. The table below shows affiliated asset trades for the six months ended June 30, 2020 and for the year ended December 31, 2019.

Affiliate	Date	Transaction	Security Type	Fair Value		Book Value		APIC, Net of Tax Increase/(Decrease)			Realized Investment Gain (Loss)
				(in thousands)
Prudential Insurance	February 2019	Sale	Commercial Mortgages	$	4,995	$	5,000	$	(4	)	$	0
PALAC	April 2019	Sale	Equity Securities	$	14,525	$	13,466	$	0		$	1,059
Term Re	September 2019	Sale	Fixed Maturities	$	9,178	$	8,135	$	0		$	1,043
PURC	September 2019	Sale	Fixed Maturities	$	8,399	$	7,455	$	0		$	944
PAR U	September 2019	Sale	Fixed Maturities	$	31,466	$	28,146	$	0		$	3,320
Prudential Insurance	September 2019	Sale	Fixed Maturities	$	10,702	$	9,254	$	1,144		$	0
PURC	December 2019	Sale	Equity Securities	$	7,767	$	6,002	$	0		$	1,765
PAR Term	December 2019	Sale	Fixed Maturities	$	27,330	$	24,739	$	0		$	2,591
PURC	December 2019	Sale	Fixed Maturities	$	93,830	$	75,586	$	0		$	18,244
PURC	December 2019	Sale	Fixed Maturities	$	78,884	$	68,645	$	0		$	10,239
Prudential Insurance	December 2019	Purchase	Other Invested Assets	$	9,000	$	9,000	$	0		$	0
Prudential Insurance	March 2020	Purchase	Other Invested Assets	$	1,390	$	1,390	$	0		$	0
Prudential Insurance	April 2020	Purchase	Fixed Maturities	$	61,953	$	59,659	$	(1,812	)	$	0
Prudential Insurance	April 2020	Purchase	Fixed Maturities	$	3,485	$	3,320	$	(130	)	$	0

Debt Agreements

The Company is authorized to borrow funds up to $2.2 billion from affiliates to meet its capital and other funding needs. As of June 30, 2020 and December 31, 2019, there was 0 debt outstanding.

The total interest expense to the Company related to loans payable to affiliates was $0.1 million and $0.6 million for the three months ended June 30, 2020 and 2019, respectively, and $0.6 million and $0.8 million for the six months ended June 30, 2020 and 2019, respectively.

Contributed Capital and Dividends

In June 2020, the Company received a capital contribution in the amount of $325 million from Prudential Insurance. In December of 2019, the Company received a capital contribution in the amount of $6 million from Prudential Insurance.

Through June 2020, the Company did 0t pay any dividends to Prudential Insurance. In December 2019, the Company paid a dividend in the amount of $250 million to Prudential Insurance.

52

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Reinsurance with Affiliates

As discussed in Note 6, the Company participates in reinsurance transactions with certain affiliates.

10.    COMMITMENTS AND CONTINGENT LIABILITIES

Commitments

The Company has made commitments to fund commercial mortgage loans. As of June 30, 2020 and December 31, 2019, the outstanding balances on these commitments were $37 million and $26 million, respectively. The above amount includes unfunded commitments that are not unconditionally cancellable. For related credit exposure, there was an allowance for credit losses of $0.0 million as of June 30, 2020, which is a change of $0.0 million for the three and six months ended June 30, 2020. The Company also made commitments to purchase or fund investments, mostly private fixed maturities. As of June 30, 2020 and December 31, 2019, $357 million and $261 million, respectively, of these commitments were outstanding. The above amount includes unfunded commitments that are not unconditionally cancellable. There were 0 related charges for credit losses for both the three and six months ended June 30, 2020.

Guarantees

In July 2017, the Company formed a joint venture with CT Corp to provide life insurance solutions in Indonesia. The Company owns a 49% interest in the joint venture and has entered into a shareholders agreement with CT Corp that sets out their respective rights and obligations with respect to the joint venture. Among other things, the shareholders agreement obligates the Company and CT Corp to provide capital to the joint venture, as necessary to comply with applicable law or to maintain a specified minimum amount of capital in the joint venture. This obligation is not limited to a maximum amount. The Company does not expect to make any payments on this guarantee and is not carrying any liabilities associated with the guarantee.

Contingent Liabilities

On an ongoing basis, the Company and its regulators review its operations including, but not limited to, sales and other customer interface procedures and practices, and procedures for meeting obligations to its customers and other parties. These reviews may result in the modification or enhancement of processes or the imposition of other action plans, including concerning management oversight, sales and other customer interface procedures and practices, and the timing or computation of payments to customers and other parties. In certain cases, if appropriate, the Company may offer customers or other parties remediation and may incur charges, including the cost of such remediation, administrative costs and regulatory fines.

The Company is subject to the laws and regulations of states and other jurisdictions concerning the identification, reporting and escheatment of unclaimed or abandoned funds, and is subject to audit and examination for compliance with these requirements. For additional discussion of these matters, see “Litigation and Regulatory Matters” below.

It is possible that the results of operations or the cash flows of the Company in a particular quarterly or annual period could be materially affected as a result of payments in connection with the matters discussed above or other matters depending, in part, upon the results of operations or cash flows for such period. Management believes, however, that ultimate payments in connection with these matters, after consideration of applicable reserves and rights to indemnification, should not have a material adverse effect on the Company’s financial position.

53

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Litigation and Regulatory Matters

The Company is subject to legal and regulatory actions in the ordinary course of its business. Pending legal and regulatory actions include proceedings specific to the Company and proceedings generally applicable to business practices in the industry in which it operates. The Company is subject to class action lawsuits and other litigation involving a variety of issues and allegations involving sales practices, claims payments and procedures, premium charges, policy servicing and breach of fiduciary duty to customers. The Company is also subject to litigation arising out of its general business activities, such as its investments, contracts, leases and labor and employment relationships, including claims of discrimination and harassment, and could be exposed to claims or litigation concerning certain business or process patents. In addition, the Company, along with other participants in the businesses in which it engages, may be subject from time to time to investigations, examinations and inquiries, in some cases industry-wide, concerning issues or matters upon which such regulators have determined to focus. In some of the Company’s pending legal and regulatory actions, parties are seeking large and/or indeterminate amounts, including punitive or exemplary damages. The outcome of litigation or a regulatory matter, and the amount or range of potential loss at any particular time, is often inherently uncertain.

The Company establishes accruals for litigation and regulatory matters when it is probable that a loss has been incurred and the amount of that loss can be reasonably estimated. For litigation and regulatory matters where a loss may be reasonably possible, but not probable, or is probable but not reasonably estimable, no accrual is established, but the matter, if material, is disclosed. The Company estimates that as of June 30, 2020, the aggregate range of reasonably possible losses in excess of accruals established for those litigation and regulatory matters for which such an estimate currently can be made is less than $100 million. This estimate is not an indication of expected loss, if any, or the Company's maximum possible loss exposure on such matters. The Company reviews relevant information with respect to its litigation and regulatory matters on a quarterly and annual basis and updates its accruals, disclosures and estimates of reasonably possible loss based on such reviews.

The following discussion of litigation and regulatory matters provides an update of those matters discussed in Note 14 to the Company's Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019, and should be read in conjunction with the complete descriptions provided in the Form 10-K.

Behfarin v. Pruco Life

In June 2020, the court issued an order: (i) granting plaintiffs’ motion for certification of the settlement class; (ii) approving the proposed nationwide class settlement agreement; (iii) approving the class notice; (iv) awarding attorneys’ fees and costs to plaintiffs and a reduced incentive award to Behfarin; and (v) dismissing the action with prejudice, but maintaining jurisdiction over the settlement.

Summary

The Company’s litigation and regulatory matters are subject to many uncertainties, and given their complexity and scope, their outcome cannot be predicted. It is possible that the Company’s results of operations or cash flows in a particular quarterly or annual period could be materially affected by an ultimate unfavorable resolution of pending litigation and regulatory matters depending, in part, upon the results of operations or cash flows for such period. In light of the unpredictability of the Company’s litigation and regulatory matters, it is also possible that in certain cases an ultimate unfavorable resolution of one or more pending litigation or regulatory matters could have a material adverse effect on the Company’s financial position. Management believes, however, that, based on information currently known to it, the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and rights to indemnification, is not likely to have a material adverse effect on the Company’s financial position.

11.    REVISION TO PRIOR YEAR INFORMATION

Revision to 2019 Consolidated Financial Statements

The Company identified an error in the presentation of certain cash flow activity related to policyholders' account balances that impacted several line items within previously issued Consolidated Statements of Cash Flows. While these items affect the cash flows from operating and financing activities, they had no impact on the net increase (decrease) in cash and cash equivalents for the previously reported periods. Prior period amounts have been revised in the financial statements to correct this error as shown below.

54

PRUCO LIFE INSURANCE COMPANY    

Notes to Unaudited Interim Consolidated Financial Statements—(Continued)

Management assessed the materiality of the misstatement described above on prior period financial statements in accordance with SEC Staff Accounting Bulletin ("SAB") No. 99, Materiality, codified in ASC 250-10, Accounting Changes and Error Corrections ("ASC 250"), and concluded that these misstatements were not material to any prior annual or interim periods. Accordingly, in accordance with ASC 250 (SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements), the consolidated financial statements for the six months ended June 30, 2019, which are presented herein, have been revised. Similarly, impacted prior periods presented within the Quarterly Report on Form 10-Q for the period ended September 30, 2020 and Annual Report on Form 10-K for the year ended December 31, 2020 will be revised.

The following are selected line items from the consolidated financial statements illustrating the effects of these revisions:

Consolidated Statements of Cash Flows

	Six Months Ended June 30, 2019
	As Previously Reported			Revision			As Revised
	(in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Policy charges and fee income	$	(135,809	)	$	102,924		$	(32,885	)
Cash flows from (used in) operating activities	(41,058		)	102,924			61,866
CASH FLOWS FROM FINANCING ACTIVITIES:
Policyholders' account withdrawals	(1,712,728		)	(65,099		)	(1,777,827		)
Other, net	0			(37,825		)	(37,825		)
Cash flows from (used in) financing activities	446,736			(102,924		)	343,812

55

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) addresses the consolidated financial condition of Pruco Life Insurance Company, or the “Company,” as of June 30, 2020, compared with December 31, 2019, and its consolidated results of operations for the three and six months ended June 30, 2020 and 2019. You should read the following analysis of our consolidated financial condition and results of operations in conjunction with the MD&A, the “Risk Factors” section, and the audited Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, as well as the statements under “Forward-Looking Statements” , the "Risk Factors" section and the Unaudited Interim Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q.

Overview

The Company sells variable annuities, universal life insurance, variable life insurance and term life insurance primarily through affiliated and unaffiliated distributors in the United States.

In July 2017, the Company formed a joint venture with CT Corp to provide life insurance solutions in Indonesia. CT Corp controls one of Indonesia’s largest and most prominent business groups with primary areas of focus in the financial services, media, retail, property, lifestyle and entertainment sectors. The joint venture, in which the Company owns a 49% interest, uses a multi-product and multi-channel distribution approach and leverages CT Corp’s existing businesses and strategic partnerships to offer insurance products to customers. While this transaction is expected to provide long-term growth potential, it is not currently significant to the operating results of the Company.

COVID-19

Beginning in the first quarter of 2020, the outbreak of the 2019 novel coronavirus (“COVID-19”) created extreme stress and disruption in the global economy and financial markets and elevated mortality and morbidity experience for the global population. These events impacted our results of operations in the current period and are expected to drive future impacts to our results of operations. The Company has taken several measures to manage the impacts of this crisis. The actual and expected impacts of these events and other items are included in the following update:

• Outlook. We expect COVID-19 to drive elevated levels of mortality, resulting in increased life insurance claims in the near-term. We have taken pricing and product actions, including the suspension of our life guaranteed universal life product in July 2020, to ensure we realize appropriate returns for the current economic environment, and to diversify our product mix to further limit our sensitivity to interest rates, while maintaining a solid value proposition for our customers. In addition, while our distribution platforms include a suite of digital, hybrid advisory, and in-person advisory options, mandated social distancing has limited in-person engagement between customers and advisors. Collectively, we expect the product actions we have taken and the constrained distribution environment to adversely impact our sales prospects in the near-term.

• Results of Operations. For the three months and six months ended June 30, 2020 we reported a net gain of $10 million and $107 million, respectively, inclusive of the unfavorable financial market conditions that impacted our reported results. See “Results of Operations” for a discussion of results for second quarter and first half of the year.

• Liquidity. The impact of COVID-19 and related market dislocations could strain our existing liquidity and cause us to increase the use of our alternative sources of liquidity, which could result in increased financial leverage on our balance sheet and negatively impact our credit and financial strength ratings or ratings outlooks. See “Liquidity and Capital Resources-Liquidity” for a discussion of our liquidity.

• Capital Resources. Market conditions could negatively impact our statutory capital and constrain our overall capital flexibility. Adverse market conditions could require us to take additional management actions to maintain capital consistent with our ratings objectives, which may include redeploying financial resources from internal sources, or using available affiliate sources of capital or seeking additional sources. See “Liquidity and Capital Resources-Capital” for a discussion of our capital resources.

• Risk Factors. The COVID-19 pandemic has adversely impacted our results of operations, financial position, investment portfolio, new business opportunities and operations, and these impacts are expected to continue. For additional information on the risks to our business posed by the COVID-19 pandemic, see “Risk Factors.”

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• Business Continuity. One of the main impacts of the COVID-19 pandemic has been executing our business continuity protocols to ensure our employees are safe and able to serve our customers. This included effectively transitioning the vast majority of our employees to remote work arrangements.

We believe we can sustain remote work and social distancing for an indefinite period while ensuring that critical business operations are sustained. In addition, we are managing COVID-19-related impacts on third-party provided services, and do not anticipate significant interruption in critical operations.

• CARES Act and Other Regulatory Developments. In March 2020 Congress enacted the Coronavirus Aid, Relief, and Economic Security Act ("the CARES Act"), which provides $2 trillion in economic stimulus to taxpayers, small businesses, and corporations through various grant and loan programs, tax provisions and regulatory relief. One provision of the CARES Act amends the Tax Cuts and Jobs Act (“TCJA”) and allows companies with net operating losses (“NOLs”) originating in 2018, 2019 or 2020 to carry back those losses for five years. See Note 7 to the Unaudited Interim Consolidated Financial Statements for more information. We are continuing to analyze the CARES Act and its potential impact on the Company, and implementing operational changes necessary to accommodate the CARES Act.

Other governments and regulators, including the NAIC and state insurance regulators, have implemented, or are considering, a number of actions in response to the crisis, including delaying implementation of certain regulatory changes, temporarily waiving certain regulatory requirements and requiring or requesting insurers to waive premium payments and policy provisions and exclusions for certain periods of time.

The Company is not aware of any new or proposed government mandates that could materially impact the Company’s solvency or liquidity position.

Regulatory Developments

DOL Fiduciary Rules

In June 2020, the Department of Labor ("DOL") announced that it is proposing a new exemption to replace the previously vacated “best interest contract exemption." This proposed exemption would allow fiduciaries meeting the requirements of the exemption to receive compensation, including as a result of advice to roll over assets from a qualified plan to an Individual Retirement Account (“IRA”), and to purchase from or sell certain investments to qualified plans and IRAs. The DOL also reinstated the prior investment advice regulation and other existing exemptions and provided its current interpretation of the pre-2016 fiduciary investment advice regulation. We cannot predict what impact the newly proposed exemption or interpretative guidance will have on the Company.

Impact of a Low Interest Rate Environment

As a global financial services company, market interest rates are a key driver of our results of operations and financial condition. Changes in interest rates can affect our results of operations and/or our financial condition in several ways, including favorable or adverse impacts to:

• investment-related activity, including: investment income returns, net interest margins, net investment spread results new money rates, mortgage loan prepayments and bond redemptions;

• insurance reserve levels, amortization of deferred policy acquisition costs (“DAC”) and market experience true-ups:

• customer account values, including their impact on fee income;

• product offerings, design features, crediting rates and sales mix; and

• policyholder behavior, including surrender or withdrawal activity.

For more information on interest rate risks, see "Risk Factors" in this Quarterly Report on Form 10-Q and “Risk Factors—Market Risk” included in our Annual Report on Form 10-K for the year ended December 31, 2019.

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Revenues and Expenses

The Company earns revenues principally from insurance premiums, mortality and expense fees, asset administration fees from insurance and investment products, and from net investment income on the investment of general account and other funds. The Company receives premiums primarily from the sale of individual life insurance and annuity products. The Company earns mortality and expense fees, and asset administration fees, primarily from the sale and servicing of universal life insurance and separate account products including variable life insurance and variable annuities. The Company’s operating expenses principally consist of insurance benefits provided and reserves established for anticipated future insurance benefits, general business expenses, reinsurance premiums, commissions and other costs of selling and servicing the various products sold and interest credited on general account liabilities.

Accounting Policies & Pronouncements

Application of Critical Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires the application of accounting policies that often involve a significant degree of judgment. Management, on an ongoing basis, reviews estimates and assumptions used in the preparation of financial statements. If management determines that modifications in assumptions and estimates are appropriate given current facts and circumstances, the Company’s results of operations and financial position as reported in the Unaudited Interim Consolidated Financial Statements could change significantly.

Management believes the accounting policies relating to the following areas are most dependent on the application of estimates and assumptions and require management’s most difficult, subjective, or complex judgments:

• DAC and other costs, including deferred sales inducements (“DSI”);

• Policyholder liabilities;

• Valuation of investments, including derivatives, measurement of allowance for credit losses, and recognition of other-than-temporary impairments ("OTTI");

• Reinsurance recoverables;

• Taxes on income; and

• Reserves for contingencies, including reserves for losses in connection with unresolved legal matters.

Market Performance - Equity and Interest Assumptions

DAC and other costs associated with the variable and universal life policies and the variable and fixed annuity contracts are generally amortized over the expected lives of these policies in proportion to total gross profits. Total gross profits include both actual gross profits and estimates of gross profits for future periods. The quarterly adjustments for market performance reflect the impact of changes to our estimate of total gross profits to reflect actual fund performance and market conditions. A significant portion of gross profits for our variable annuity contracts and, to a lesser degree, our variable life contracts are dependent upon the total rate of return on assets held in separate account investment options. This rate of return influences the fees we earn on variable annuity and variable life contracts, costs we incur associated with the guaranteed minimum death and guaranteed minimum income benefit features related to our variable annuity contracts and expected claims to be paid on variable life contracts, as well as other sources of profit. Returns that are higher than our expectations for a given period produce higher than expected account balances, which increase the future fees we expect to earn on variable annuity and variable life contracts and decrease the future costs we expect to incur associated with the guaranteed minimum death and guaranteed minimum income benefit features related to our variable annuity contracts and expected claims to be paid on variable life contracts. The opposite occurs when returns are lower than our expectations. The changes in future expected gross profits are used to recognize a cumulative adjustment to all prior periods’ amortization.

Furthermore, the calculation of the estimated liability for future policy benefits related to certain insurance products includes an estimate of associated revenues and expenses that are dependent on both historical market performance as well as estimates of market performance in the future. Similar to DAC and other costs described above, these liabilities are subject to quarterly adjustments for experience including market performance, in addition to annual adjustments resulting from our annual reviews of assumptions.

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The weighted average rate of return assumptions used in developing estimated market returns consider many factors specific to each product type. including asset durations, asset allocations and other factors. With regard to equity market assumptions, the near-term future rate of return assumption used in evaluating DAC, other costs and liabilities for future policy benefits for certain of our products, primarily our domestic variable annuity and variable life insurance products, is generally updated each quarter and is derived using a reversion to the mean approach, a common industry practice. Under this approach, we consider historical equity returns and adjust projected equity returns over an initial future period of five years (the “near-term”) so that equity returns converge to the long-term expected rate of return. If the near-term projected future rate of return is greater than our near-term maximum future rate of return of 15.0%, we use our maximum future rate of return. As of June 30, 2020, our variable annuities and variable life insurance businesses assume an 8.0% long-term equity expected rate of return and a 5.1% near-term mean reversion equity expected rate of return.

With regard to interest rate assumptions used in evaluating DAC, DSI and liabilities for future policy benefits for certain of our products, we generally update the long-term and near-term future rates used to project fixed income returns annually and quarterly, respectively. As a result of our 2020 annual reviews and update of assumptions and other refinements, we reduced our long-term expectation of the 10-year U.S. Treasury rate by 50 basis points and grade to a rate of 3.25% over ten years. As part of our quarterly market experience updates, we update our near-term projections of interest rates to reflect changes in current rates.

For a discussion of the impact that could result from changes in certain key assumptions, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Accounting Policies and Pronouncements—Sensitivities for Insurance Assets and Liabilities” in our Annual Report on Form 10-K for the year ended December 31, 2019

Future Adoption of New Accounting Pronouncements

ASU 2018-12, Financial Services - Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts, was issued by the Financial Accounting Standards Board (“FASB”) on August 15, 2018 and is expected to have a significant impact on the Consolidated Financial Statements and Notes to the Consolidated Financial Statements. In October 2019, the FASB issued ASU 2019-09, Financial Services - Insurance (Topic 944): Effective Date to affirm its decision to defer the effective date of ASU 2018-12 to January 1, 2022 (with early adoption permitted), representing a one year extension from the original effective date of January 1, 2021. As a result of the COVID-19 pandemic, the FASB voted in June 2020 to tentatively defer for an additional one year the current effective date of ASU 2018-12 from January 1, 2022 to January 1, 2023, and to provide transition relief to facilitate the early adoption of the ASU. Subsequently in July 2020, the FASB issued a proposed ASU with comment deadline of August 24, 2020 to obtain additional feedback on the tentative decisions, which are expected to be finalized during the third quarter of 2020. The transition relief would allow large calendar-year public companies that early adopt ASU 2018-12 to apply the guidance as of January 1, 2021 (and record transition adjustments as of January 1, 2021) in the 2022 financial statements. Companies that do not early adopt ASU 2018-12 would also apply the guidance as of January 1, 2021 (and record transition adjustments as of January 1, 2021) in the 2023 financial statements. ASU 2018-12 will impact, at least to some extent, the accounting and disclosure requirements for all long-duration insurance and investment contracts issued by the Company. In addition to the impacts to the balance sheet upon adoption, the Company also expects an impact to how earnings emerge thereafter. See Note 2 to the Unaudited Interim Consolidated Financial Statements for a more detailed discussion of ASU 2018-12, as well as other accounting pronouncements issued but not yet adopted and newly adopted accounting pronouncements.

Changes in Financial Position

Total assets increased $5.7 billion from $191.2 billion at December 31, 2019 to $196.9 billion at June 30, 2020. Significant components were:

• Reinsurance recoverables increased $12.2 billion primarily related to the variable annuity reinsured living benefit liabilities resulting from an increase in reserves related to our variable annuity living benefit guarantees driven by declining interest rates and the widening of credit spreads, partially offset by a favorable non-performance risk ("NPR") adjustment;

Partially offset by:

• Separate account assets decreased $7.5 billion primarily driven by net unfavorable market conditions, policy charges and net outflows.

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Total liabilities increased $5.2 billion from $188.1 billion at December 31, 2019 to $193.3 billion at June 30, 2020. Significant components were:

• Future policy benefits increased $12.1 billion primarily driven by an increase in the variable annuity living benefit guarantees, as discussed above, as well as growth in term and universal life business, and unfavorable market impacts on the guaranteed minimum death benefits reserves;

Partially offset by:

• Separate account liabilities decreased $7.5 billion, corresponding to the decrease in Separate account assets, as discussed above.

Total equity increased $0.6 billion from $3.0 billion as of December 31, 2019 to $3.6 billion as of June 30, 2020 primarily driven by a capital contribution from The Prudential Insurance Company of America to fund additional reserve requirements.

Results of Operations

Income (loss) from Operations before Income Taxes

Three Months Comparison

Income (loss) from operations before income taxes decreased $33 million from income of $14 million for the three months ended June 30, 2019 to a loss of $19 million for the three months ended June 30, 2020. Excluding the impact of our annual reviews and update of assumptions and other refinements, income (loss) decreased $73 million primarily driven by:

• Lower Realized investment gains/(losses), net primarily driven by losses on the Index Universal Life product’s embedded derivative as a result of more favorable equity market performance in the second quarter of 2020;

• Lower Net investment income driven by lower non-coupon investments and lower investment yields; and

• Higher Policyholders' benefits primarily driven by lower term reserves ceded on principle-based reserving ("PBR") products that are retained in the Company and not reinsured to our affiliated captive entities and unfavorable mortality;

Partially offset by:

• Higher Policy charges and fee income primarily driven by growth from PBR products that are retained in the Company and not reinsured to our affiliated captive entities.

Six Months Comparison

Income (loss) from operations before income taxes decreased $34 million from $86 million for the six months ended June 30, 2019 to $52 million for the six months ended June 30, 2020. Excluding the impact of our annual reviews and update of assumptions and other refinements, income (loss) decreased $74 million primarily driven by:

• Higher Policyholders' benefits primarily driven by lower term reserves ceded on PBR products that are retained in the Company and not reinsured to our affiliated captive entities and unfavorable mortality;

• Lower Net investment income driven by lower non-coupon investments and lower investment yields;

• Higher Interest credited to policyholders' account balances primarily driven by business growth; and

• Higher Amortization of deferred policy acquisitions costs primarily driven by business growth;

Partially offset by:

• Higher Realized investment gains/(losses), net primarily driven by gains on the Index Universal Life product’s embedded derivative as a result of unfavorable market conditions.

Revenues, Benefits and Expenses

Three Months Comparison

Revenues decreased $27 million from $233 million for the three months ended June 30, 2019 to $206 million for the three months

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ended June 30, 2020. Excluding the impact of our annual reviews and update of assumptions and other refinements, Revenues decreased $65 million primarily driven by:

• Lower Realized investment gains/(losses), net primarily from losses on the Index Universal Life product’s embedded derivative, as discussed above; and

• Lower Net investment income due to lower non-coupon investments and lower investment yields;

Partially offset by:

• Higher Policy charges and fee income driven by PBR products, as discussed above.

Benefits and expenses increased $6 million from $219 million for the three months ended June 30, 2019 to $225 million for the three months ended June 30, 2020. Excluding the impact of our annual reviews and update of assumptions and other refinements, Benefits and expenses increased $8 million primarily driven by:

• Higher Policyholders' benefits from lower term reserves ceded on PBR products that are retained in the Company and not reinsured to our affiliated captive entities and unfavorable mortality;

Partially offset by:

• Lower General, administrative and other expenses primarily driven by lower operating and initiative expenses.

Six Months Comparison

Revenues increased $88 million from $456 million for the six months ended June 30, 2019 to $544 million for the six months ended June 30, 2020. Excluding the impact of our annual reviews and update of assumptions and other refinements, Revenues increased $50 million primarily driven by:

• Higher Realized investment gains/(losses), net primarily driven by gains on the Index Universal Life product’s embedded derivative, as discussed above;

Partially offset by:

• Lower Net investment income due to lower non-coupon investments and lower investment yields.

Benefits and expenses increased $122 million from $370 million for the six months ended June 30, 2019 to $492 million for the six months ended June 30, 2020. Excluding the impact of our annual reviews and update of assumptions and other refinements, Benefits and expenses increased $124 million primarily driven by:

• Higher Policyholders' benefits, as discussed above;

• Higher Interest credited to policyholders' account balances due to business growth; and

• Higher Amortization of deferred policy acquisitions costs primarily driven by business growth.

Variable Annuity Risks and Risk Mitigants

The following is a summary of certain risks associated with Individual Annuities' products, certain strategies in mitigating those risks, including any updates to those strategies since the previous year-end, and the related financial results. For a more detailed description of these items and their related accounting treatment, refer to the complete descriptions provided in our Annual Report on Form 10-K for the year ended December 31, 2019.

The primary risk exposures of our variable annuity contracts relate to actual deviations from, or changes to, the assumptions used in the original pricing of these products, including capital markets assumptions such as equity market returns, interest rates and market volatility, along with actuarial assumptions such as contractholder mortality, the timing and amount of annuitization and withdrawals, and contract lapses. For these risk exposures, achievement of our expected earnings is subject to the risk that actual experience will differ from the assumptions used in the original pricing of these products. Prudential Financial manages our exposure to certain risks driven by capital markets fluctuations primarily through a combination of Product Design Features and an Asset Liability Management Strategy ("ALM"), as discussed below. The Company also manages these risk exposures through reinsurance for certain of our variable annuity products. For information on our reinsurance agreements, see Note 6 to the Unaudited Interim Consolidated Financial Statements.

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Product Design Features

A portion of the variable annuity contracts that we offer include an asset transfer feature. This feature is implemented at the contract level, and transfers assets between certain variable investment sub-accounts selected by the annuity contractholder and, depending on the benefit feature, a fixed-rate account in the general account or a bond fund sub-account within the separate account. The objective of the asset transfer feature is to reduce our exposure to equity market risk and market volatility. Other product design features we utilize include, among others, asset allocation restrictions, minimum issuance age requirements and certain limitations on the amount of contractholder purchase payments, as well as a required minimum allocation to our general account for certain of our products. We have also introduced products that diversify our risk profile and have incorporated provisions in product design allowing frequent revisions of key pricing elements for certain products. In addition, there is diversity in our fee arrangements, as certain fees are primarily based on the benefit guarantee amount, the contractholder account value and/or premiums, which helps preserve certain revenue streams when market fluctuations cause account values to decline.

Asset Liability Management Strategy (including fixed income instruments and derivatives)

PALAC and Prudential Insurance employ an ALM strategy that utilizes a combination of both traditional fixed income instruments and derivatives to help defray potential claims associated with our variable annuity living benefit guarantees. The economic liability we manage with this ALM strategy consists of expected living benefit claims under less severe market conditions, which are managed using an ALM strategy through the accumulation of fixed income and derivative instruments, and potential living benefit claims resulting from more severe market conditions, which are hedged using derivative instruments. For our Prudential Defined Income (“PDI”) variable annuity, we utilize fixed income instruments to help defray potential claims. For the portion of our ALM strategy executed with derivatives, PALAC and Prudential Insurance enter into a range of exchange-traded and over-the-counter equity and interest rate derivatives, including, but not limited to: equity and treasury futures; total return and interest rate swaps; and options including equity options, swaptions, and floors and caps. The intent of this strategy is to more efficiently manage the capital and liquidity associated with these products while continuing to mitigate fluctuations in net income due to movements in capital markets. Since the ALM strategy is conducted in PALAC and Prudential Insurance, the results of the strategy do not directly impact the Company's results of operations or financial condition.

Capital Hedge Program

A capital hedge program is employed within PALAC to protect a portion of the overall capital position of the variable annuities business against its exposure to the equity markets. The capital hedge program is conducted using equity derivatives which include equity call and put options, total return swaps and futures contracts. Since the capital hedge program is conducted in PALAC, the results of the strategy do not directly impact the Company's results of operations or financial condition.

Income Taxes

For information regarding income taxes, see Note 7 to the Unaudited Interim Consolidated Financial Statements.

Liquidity and Capital Resources

This section supplements and should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” included in our Annual Report on Form 10-K for the year ended December 31, 2019.

Overview

Liquidity refers to the ability to generate sufficient cash resources to meet the payment obligations of the Company. Capital refers to the long-term financial resources available to support the operations of our business, fund business growth, and provide a cushion to withstand adverse circumstances. Our ability to generate and maintain sufficient liquidity and capital depends on the profitability of our business, general economic conditions, our ability to borrow from affiliates and our access to the capital markets through affiliates as described herein.

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Our businesses are subject to comprehensive regulation and supervision by domestic and international regulators. These regulations currently include, or may include requirements (many of which are the subject of ongoing rule-making) relating to capital, leverage, liquidity, stress-testing, overall risk management, credit exposure reporting and credit concentration. For information on these regulatory initiatives and their potential impact on us, see "Business—Regulation” and “Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2019.

COVID-19 and Related Market Disruptions

Beginning in the first quarter of 2020, broad market concerns over the impact of COVID-19 have led to significant volatility and disruptions in the global economy and financial markets. Given this macro environment and the global pandemic, as examined through our stress testing, in the first half of the year we accelerated our product diversification strategy and repriced certain products, which are expected to support the capital position over time.

Liquidity. The Company continues to operate with significant liquid resources. Nevertheless, adverse developments related to COVID-19 and associated market dislocations could strain our existing liquidity. Any need to increase the use of our alternative sources of liquidity may result in increased financial leverage on our balance sheet and negatively impact our credit and financial strength ratings or ratings outlooks.

Capital. As of June 30, 2020, the Company maintained capital levels consistent with its ratings targets. However, market conditions could negatively impact the statutory capital and constrain our overall capital flexibility. For example, adverse market conditions may lead to increased defaults and/or further deterioration in the credit quality or fair values of our investment portfolio, which would negatively impact the statutory capital of our insurance subsidiaries. Adverse market conditions could require us to take additional management actions to maintain capital consistent with ratings objectives, which may include redeploying financial resources from internal sources or using available external sources of capital or seeking additional sources.

Liquidity and Capital Risk Management. Effective and prudent liquidity and capital management is a priority across the organization. Management monitors the liquidity of the Company on a daily basis and projects borrowing and capital needs over a multi-year time horizon. We use a Risk Appetite Framework (“RAF”) to ensure that all risks taken by the Company aligns with our capacity and willingness to take those risks. The RAF provides a dynamic assessment of capital and liquidity stress impacts, including scenarios similar to, and more severe than, those occurring due to COVID-19, and is intended to ensure that sufficient resources are available to absorb those impacts. We believe that our capital and liquidity resources are sufficient to satisfy the capital and liquidity requirements of the Company.

Capital

We manage the Company to regulatory capital levels consistent with our "AA" ratings targets. We utilized the risk-based capital ("RBC") ratio as a primary measure of capital adequacy. RBC is calculated based on statutory financial statements and risk formulas consistent with the practices of the National Association of Insurance Commissioners ("NAIC"). RBC considers, among other things, risks related to the type and quality of the invested assets, insurance-related risks associated with an insurer’s products and liabilities, interest rate risks and general business risks. RBC ratio calculations are intended to assist insurance regulators in measuring an insurer’s solvency and ability to pay future claims. The reporting of RBC measures is not intended for the purpose of ranking any insurance company or for use in connection with any marketing, advertising or promotional activities, but is available to the public. The Company’s capital levels substantially exceed the minimum level required by applicable insurance regulations. Our regulatory capital levels may be affected in the future by changes to the applicable regulations, proposals for which are currently under consideration by both domestic and international insurance regulators.

The regulatory capital level of the Company can be materially impacted by interest rate and equity market fluctuations, changes in the values of derivatives, the level of impairments recorded, and credit quality migration of the investment portfolio, among other items. In addition, the reinsurance of business or the recapture of business subject to reinsurance arrangements due to defaults by, or credit quality migration affecting, the reinsurers or for other reasons could negatively impact regulatory capital levels. The Company’s regulatory capital level is also affected by statutory accounting rules, which are subject to change by each applicable insurance regulator.

Affiliated Captive Reinsurance Companies

See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Capital—Affiliated Captive Reinsurance Companies” included in our Annual Report on Form 10-K for the year ended December 31, 2019, for a discussion of our use of captive reinsurance companies.

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Liquidity

Our liquidity is managed to ensure stable, reliable and cost-effective sources of cash flows to meet all of our obligations. Liquidity is provided by a variety of sources, as described more fully below, including portfolios of liquid assets. Our investment portfolios are integral to the overall liquidity of the Company. We use a projection process for cash flows from operations to ensure sufficient liquidity to meet projected cash outflows, including claims. The impact of Prudential Funding, LLC's ("Prudential Funding"), a wholly-owned subsidiary of Prudential Insurance, financing capacity on liquidity is considered in the internal liquidity measures of the Company.

Liquidity is measured against internally-developed benchmarks that take into account the characteristics of both the asset portfolio and the liabilities that they support. We consider attributes of the various categories of liquid assets (e.g., type of asset and credit quality) in calculating internal liquidity measures to evaluate our liquidity under various stress scenarios, including company-specific and market-wide events. We continue to believe that cash generated by ongoing operations and the liquidity profile of our assets provide sufficient liquidity under reasonably foreseeable stress scenarios.

The principal sources of the Company’s liquidity are premiums and certain annuity considerations, investment and fee income, investment maturities, sales of investments and internal borrowings. The principal uses of that liquidity include benefits, claims, and payments to policyholders and contractholders in connection with surrenders, withdrawals and net policy loan activity. Other uses of liquidity include commissions, general and administrative expenses, purchases of investments, the payment of dividends and returns of capital to the parent company, hedging and reinsurance activity and payments in connection with financing activities.

In managing liquidity, we consider the risk of policyholder and contractholder withdrawals of funds earlier than our assumptions when selecting assets to support these contractual obligations. We use surrender charges and other contract provisions to mitigate the extent, timing and profitability impact of withdrawals of funds by customers.

Liquid Assets

Liquid assets include cash and cash equivalents, short-term investments, U.S. Treasury fixed maturities, and fixed maturities that are not designated as held-to-maturity and public equity securities. As of June 30, 2020 and December 31, 2019 the Company had liquid assets of $6,988 million and $6,316 million, respectively. The portion of liquid assets comprised of cash and cash equivalents and short-term investments was $816 million and $563 million as of June 30, 2020 and December 31, 2019, respectively. As of June 30, 2020, $5,740 million, or 94%, of the fixed maturity investments in the Company's general account portfolios, were rated high or highest quality based on NAIC or equivalent rating.

Term and Universal Life Reserve Financing

The Company uses affiliated captive reinsurance subsidiaries to finance the portion of the statutory reserves required to be held under Regulation XXX and Guideline AXXX that is considered to be non-economic. The financing arrangements involve the reinsurance of term and universal life business to our affiliated captive reinsurers and the issuance of surplus notes by those affiliated captives that are treated as capital for statutory purposes. These surplus notes are subordinated to policyholder obligations, and the payment of principal and interest on the surplus notes can only be made with prior insurance regulatory approval.

As of June 30, 2020, the affiliated captive reinsurance companies have entered into agreements with external counterparties providing for the issuance of up to an aggregate of $14.8 billion of surplus notes by our affiliated captive reinsurers in return for the receipt of credit-linked notes (“Credit-Linked Note Structures”), of which $12.8 billion of surplus notes was outstanding, compared to an aggregate insurance capacity of $13.7 billion, of which $12 billion was outstanding as of December 31, 2019. The amounts reflect a $1.2 billion Credit-Linked Note Structure entered into in June 2020 for Guideline AXXX reserves, of which $0.7 billion was outstanding as of June 30, 2020. Under the agreements, the affiliated captive receives in exchange for the surplus notes one or more credit-linked notes issued by a special-purpose affiliate of the Company with an aggregate principal amount equal to the surplus notes outstanding. The affiliated captive holds the credit-linked notes as assets supporting Regulation XXX or Guideline AXXX non-economic reserves, as applicable. For more information on our Credit-Linked Note Structures, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources-Financing Activities” in our Annual Report on Form 10-K for the year ended December 31, 2019.

As of June 30, 2020, our affiliated captive reinsurance companies had outstanding an aggregate of $2.3 billion of debt issued for the purpose of financing Regulation XXX and Guideline AXXX non-economic reserves, of which approximately $0.7 billion relates to Regulation XXX reserves and approximately $1.6 billion relates to Guideline AXXX reserves. In addition, as of June 30, 2020, for purposes of financing Guideline AXXX reserves, one of our affiliated captives had approximately $4.0 billion of surplus notes outstanding that were issued to affiliates.

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The Company has introduced updated versions of its individual life products in conjunction with the requirement to adopt principle-based reserving by January 1, 2020. These updated products are currently priced to support the principle-based statutory reserve level without the need for reserve financing. Certain elements of the implementation of principle-based reserving are yet to be finalized by the NAIC and may have a material impact on statutory reserves. The Company continues to assess the impact of the implementation of principle-based reserving on projected statutory reserve levels, product pricing and the use of financing.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Market risk is the risk of fluctuations in the value of financial instruments as a result of absolute or relative changes in interest rates, foreign currency exchange rates, equity prices or commodity prices. To varying degrees, our products and services, and the investment activities supporting them, generate exposure to market risk. The market risk incurred, and our strategies for managing this risk, vary by product. As of June 30, 2020, there have been no material changes in our economic exposure to market risk from December 31, 2019, a description of which may be found in our Annual Report on Form 10-K, for the year ended December 31, 2019, Item 7A, “Quantitative and Qualitative Disclosures about Market Risk,” filed with the Securities and Exchange Commission. See “Risk Factors” in this Quarterly Report on Form 10-Q and Item 1A, “Risk Factors” included in the Annual Report on Form 10-K for the year ended December 31, 2019, for a discussion of how difficult conditions in the financial markets and the economy generally may materially adversely affect our business and results of our operations.

Item 4.  Controls and Procedures

In order to ensure that the information we must disclose in our filings with the SEC is recorded, processed, summarized, and reported on a timely basis, the Company’s management, including our Chief Executive Officer and Chief Financial Officer, have reviewed and evaluated the effectiveness of our disclosure controls and procedures, as defined in Securities Exchange Act of 1934, as amended (“Exchange Act”) Rule 13a-15(e), as of June 30, 2020. Based on such evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of June 30, 2020, our disclosure controls and procedures were effective. No change in our internal control over financial reporting, as defined in Exchange Act Rule 13a-15(f), occurred during the quarter ended June 30, 2020, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II—OTHER INFORMATION

Item 1.  Legal Proceedings

See Note 10 to the Unaudited Interim Consolidated Financial Statements under “—Litigation and Regulatory Matters” for a description of certain pending litigation and regulatory matters affecting us, and certain risks to our business presented by such matters, which is incorporated herein by reference.

Item 1A. Risk Factors

You should carefully consider the risks described under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019. These risks could materially affect our business, results of operations or financial condition or cause our actual results to differ materially from those expected or those expressed in any forward-looking statements made by or on behalf of the Company. These risks are not exclusive, and additional risks to which we are subject include, but are not limited to, the factors mentioned under “Forward-Looking Statements” above and the risks of our business described elsewhere in this Quarterly Report on Form 10-Q. The following should be read in conjunction with and supplements and amends the section titled “Risk Factors” in our Annual Report on Form 10-K.

The COVID-19 pandemic has resulted in extreme stress and disruption in the global economy and financial markets, and has adversely impacted, and may continue to adversely impact, our results of operations, financial condition and prospects.

During the first half of 2020, the COVID-19 crisis (i) caused unfavorable financial market conditions which had a substantial negative effect on reported results and market values in our investment portfolio, (ii) negatively impacted our statutory capital and constrained our overall capital flexibility primarily due to asset value declines and the need to strengthen reserves, and (iii) caused us to lower our outlook for the future, as described further under “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Overview-COVID-19.”

We cannot predict what impact the COVID-19 pandemic will ultimately have on the global economy, markets or our business. The pandemic could exacerbate existing areas of concern, such as the pace of economic growth, equity market performance, and continued low interest rates, among others. Changes in consumer spending, business investment, and government debt and spending as a result of the crisis may negatively impact our business.

These risks may have manifested, and may continue to manifest, in our business in the following areas, among others:

Investment Risk. The COVID-19 pandemic and its impact on the global economy has increased the risk of loss on our investments due to default or deterioration in credit quality or value.

Insurance Risk. We expect COVID-19 to drive elevated levels of mortality in the near-term. The COVID-19 pandemic may ultimately result in a mortality calamity, which is the risk that short-term mortality rates deviate adversely from what is expected as a result of pandemics or other disasters. Elevated losses will reduce our earnings and capital, and we may be forced to liquidate assets before maturity in order to pay the excess claims. The pandemic situation may worsen depending on the evolution of the virus’s transmissibility and virulence, effectiveness of public health measures and availability of potential vaccines and treatments. Ultimate losses would depend on several factors, including the rates of mortality and morbidity among various segments of the insured population, age distribution of associated deaths, collectability of reinsurance, performance of our investment portfolio, effect on lapses and surrenders of existing policies, as well as sales of new policies and other variables.

The pandemic may also result in a change in policyholder behavior, such as policyholders choosing to defer or stop paying insurance premiums. It may also result in a lapse calamity, which is the risk that lapse rates over the short-term deviate adversely from what is expected. For example, surrenders of cash surrender value products by customers in need of liquidity can impact our liquidity, and it may be necessary in certain market conditions to sell assets to meet surrender demands. Lapse calamity can also impact our earnings through its impact on estimated future profits.

Finally, we cannot predict whether COVID-19 will ultimately lead to longer-term deviations from the mortality, policyholder behavior or morbidity assumptions we used to price our products.

Market Risk. Continued market disruptions and volatility may further negatively impact the profitability of many of our insurance and annuity products, which depends in part on the value of the separate accounts supporting these products which can fluctuate substantially depending on market conditions. Market volatility and reduced liquidity may reduce our ability to implement asset-liability management and hedging strategies. The decline in interest rates, in particular, may result in lower investment income, higher reserve levels and other consequences.

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Liquidity Risk. The impact of the COVID-19 crisis and related market dislocations could strain our existing liquidity and cause us to increase the use of our alternative sources of liquidity, which could result in increased financial leverage on our balance sheet and negatively impact our credit and financial strength ratings. Furthermore, certain sources of liquidity might not be available during times of stress, or may only be available on unfavorable terms, which can result in a decrease in our profitability and a significant reduction in our financial flexibility.

In particular, abrupt changes to interest rate, equity, and/or currency markets could lead to increased collateral requirements to counterparties, and cash demands due to severe mortality calamity, customer withdrawals or lapse events.

Operational Risk. One of the main impacts of the COVID-19 crisis has been executing our business continuity protocols to ensure our employees are safe and able to serve our customers. This included transitioning the vast majority of our employees to remote work arrangements. We have also made a number of operational changes to accommodate our customers.

In this environment, there is an elevated risk that weaknesses or failures in our business continuation plans could lead to disruption of our operations, liability to clients, exposure to disciplinary action or harm to our reputation. Furthermore, weaknesses or failures within a vendor’s business continuation plan can materially disrupt our business operations. Our information systems and those of our vendors and service providers may be more vulnerable to cyber-attacks, computer viruses or other computer related attacks, programming errors and similar disruptive problems during a business continuation event.

Strategic Risk. The COVID-19 pandemic could ultimately generate an economic downturn; higher unemployment, lower family income, lower corporate earnings, lower business investment and lower consumer spending. In such an environment, the demand for our products and our investment returns could be materially adversely affected. In addition, we expect near-term sales to be slowed by the impact of social distancing and financial hardship on our customers.

Finally, we cannot predict what actions governments will take in response to the COVID-19 pandemic, and how any new laws, regulations, or state-sponsored programs may impact our business.

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Item 6. Exhibits

EXHIBIT INDEX

31.1 Section 302 Certification of the Chief Executive Officer

31.2 Section 302 Certification of the Chief Financial Officer

32.1 Section 906 Certification of the Chief Executive Officer

32.2 Section 906 Certification of the Chief Financial Officer

101.INS - XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH - XBRL Taxonomy Extension Schema Document.

101.CAL - XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB - XBRL Taxonomy Extension Label Linkbase Document

101.PRE - XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF - XBRL Taxonomy Extension Definition Linkbase Document

104.Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Pruco Life Insurance Company
By:	/s/ Susan M. Mann
Name:	Susan M. Mann
	Vice President and Chief Financial Officer
	(Authorized Signatory and Principal Financial Officer)

Date: August 12, 2020

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