UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
| | |
| Investment Company Act file number: | | 811-01660 |
| |
| Exact name of registrant as specified in charter: | | Prudential’s Gibraltar Fund, Inc. |
| |
| Address of principal executive offices: | | 655 Broad Street, 6 th Floor Newark, New Jersey 07102 |
| |
| Name and address of agent for service: | | Andrew R. French 655 Broad Street, 6 th Floor Newark, New Jersey 07102 |
| |
| Registrant’s telephone number, including area code: | | |
| |
| Date of fiscal year end: | | 12/31/2024 |
| |
| Date of reporting period: | | 12/31/2024 |
Item 1 – Reports to Stockholders
| | (a) | Report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1). |
Prudential's Gibraltar Fund, Inc.
ANNUAL SHAREHOLDER REPORT – DECEMBER 31, 2024
This annual shareholder report contains important information about Prudential's Gibraltar Fund, Inc. (the “Fund”) for the period of January 1,
2024, to December 31, 2024.
You can find additional information about the Fund at
www
.
prudential.com/variableinsuranceportfolios
. You can also request this information
by contacting us at (800) 346-3778.
WHAT WERE THE FUND COSTS FOR THE LAST YEAR?
(Based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
Prudential's Gibraltar Fund | | |
The table does not include charges charged under your variable annuity contract or variable life insurance policies (each, a Contract). Because Contract charges are not included, the
total fees and expenses that you will incur will be higher than the fees and expenses set forth in the table. See your Contract prospectus for more information about Contract charges.
WHAT AFFECTED THE FUND’S
PERFORMANCE
DURING THE REPORTING PERIOD?
■
Positive investor reactions to a slowing pace of inflation and sustained economic growth led to increased capital asset prices over the reporting
period, with equities ending the year at near-record levels. The US Federal Reserve lowered the federal funds interest rate at each of its last
three meetings, bringing the effective level down from 5.3% at the beginning of the year to 4.3% as of December 31, 2024. Equities responded
favorably to the moves, especially in interest-rate-sensitive sectors. The strength of corporate profits overall has been an important contributor
to performance amidst the sustained growth of the US economy. Employment has remained at healthy levels throughout the period, although
there have been signs of weakening in the past six months. While the rate of inflation declined during the reporting period, this trend has
flattened out in recent months.
■
Relative to the Russell 1000 Growth Index (the Index), security selection within the health care (led by health care equipment and supplies) and
consumer staples (distribution and retail and personal care products) sectors, along with the Portfolio’s lack of exposure to the energy and
materials sector, contributed positively to returns.
■
While the Portfolio had strong absolute performance for 2024, its relative results fell short of the Index for the period. Compared to the Index,
the Portfolio’s stock selection within the information technology (especially software), consumer discretionary (led by textiles, apparel, and
luxury goods and broadline retail), and industrials (driven by aerospace and defense) sectors detracted from relative performance.
HOW HAS THE FUND PERFORMED OVER THE PAST 10 YEARS?
The line graph reflects a hypothetical $10,000 investment in the Fund and assumes that all recurring fees (including management fees) were
deducted and dividends and distributions were reinvested.
Without
waiver of fees and/or expense reimbursements, if any, the
returns
would have
been lower. The returns shown in the chart and table do not include Contract charges. If Contract charges were included, the returns shown would
have been lower than those shown. Consult your Contract prospectus for information about
Contract
charges.
Cumulative Performance: December 31, 2014 to December 31, 2024 Initial Investment of $10,000 |
Average Annual Total Returns as of December 31, 2024 |
| | | |
| | | |
| | | |
WHAT ARE SOME KEY FUND STATISTICS AS OF 12/31/2024?
| |
| |
Total advisory fees paid for the year | |
Portfolio turnover rate for the year | |
WHAT ARE SOME CHARACTERISTICS OF THE FUND’S HOLDINGS AS OF 12/31/2024?
| |
| |
Semiconductors & Semiconductor Equipment | |
Interactive Media & Services | |
| |
| |
Consumer Staples Distribution & Retail | |
| |
Technology Hardware, Storage & Peripherals | |
| |
Affiliated Mutual Fund - Short-Term Investment | |
| |
Health Care Equipment & Supplies | |
| |
| |
Hotels, Restaurants & Leisure | |
| |
| |
| |
| |
| |
| |
| |
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Liabilities in excess of other assets | |
| |
You can find additional information at
www.prudential.com/variableinsuranceportfolios
, including the Fund’s prospectus, financial information,
fund holdings, and proxy voting information. You can also request this information by contacting us at (800) 346-3778.
| | (b) | Copy of each notice transmitted to stockholders in reliance on Rule 30e-3 under the Act (17 CFR 270.30e-3) that contains disclosures specified by paragraph (c)(3) of that rule – Not applicable. |
Item 2 – Code of Ethics – See Exhibit (a)(1) of Item 19
As of the end of the period covered by this report, the registrant has adopted a code of ethics (the “Section 406 Standards for Investment Companies – Ethical Standards for Principal Executive and Financial Officers”) that applies to the registrant’s Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.
The registrant hereby undertakes to provide any person, without charge, upon request, a copy of the code of ethics. To request a copy of the code of ethics, contact the registrant 800-225-1852, and ask for a copy of the Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers.
Item 3 – Audit Committee Financial Expert –
The registrant’s Board has determined that Mr. Stephen Chipman, member of the Board’s Audit Committee is an “audit committee financial expert,” and that he is “independent,” for purposes of this item.
Item 4 – Principal Accountant Fees and Services –
For the fiscal years ended December 31, 2024, and December 31, 2023, PricewaterhouseCoopers LLP (“PwC”), the Registrant’s principal accountant, billed the Registrant $30,608 and $29,150, respectively, for professional services rendered for the audit of the Registrant’s annual financial statements or services that are normally provided in connection with statutory and regulatory filings.
For the fiscal years ended December 31, 2024, and December 31, 2023: none.
For the fiscal years ended December 31, 2024, and December 31, 2023: none.
For the fiscal years ended December 31, 2024, and December 31, 2023: none.
| | (e) | (1) Audit Committee Pre-Approval Policies and Procedures |
THE PGIM MUTUAL FUNDS
AUDIT COMMITTEE POLICY
on
Pre-Approval of Services Provided by the Independent
Accountants
The Audit Committee of each PGIM Mutual Fund is charged with the responsibility to monitor the independence of the Fund’s independent accountants. As part of this responsibility, the Audit Committee must pre-approve the independent accounting firm’s engagement to render audit and/or permissible non-audit services, as required by law. In evaluating a proposed engagement of the independent accountants, the Audit Committee will assess the effect that the engagement might reasonably be expected to have on the accountant’s independence. The Committee’s evaluation will be based on:
| | • | | a review of the nature of the professional services expected to be provided, |
| | • | | a review of the safeguards put into place by the accounting firm to safeguard independence, and |
| | • | | periodic meetings with the accounting firm. |
Policy for Audit and Non-Audit Services Provided to the Funds
On an annual basis, the scope of audits for each Fund, audit fees and expenses, and audit-related and non-audit services (and fees proposed in respect thereof) proposed to be performed by the Fund’s independent accountants will be presented by the Treasurer and the independent accountants to the Audit Committee for review and, as appropriate, approval prior to the initiation of such services.
Such presentation shall be accompanied by confirmation by both the Treasurer and the independent accountants that the proposed non-audit services will not adversely affect the independence of the independent accountants. Such proposed non-audit services shall be described in sufficient detail to enable the Audit Committee to assess the appropriateness of such services and fees, and the compatibility of the provision of such services with the auditor’s independence. The Committee shall receive periodic reports on the progress of the audit and other services which are approved by the Committee or by the Committee Chair pursuant to authority delegated in this Policy.
The categories of services enumerated under “Audit Services”, “Audit-related Services”, and “Tax Services” are intended to provide guidance to the Treasurer and the independent accountants as to those categories of services which the Committee believes are generally consistent with the independence of the independent accountants and which the Committee (or the Committee Chair) would expect upon the presentation of specific proposals to pre-approve. The enumerated categories are not intended as an exclusive list of audit, audit-related or tax services, which the Committee (or the Committee Chair) would consider for pre-approval.
Audit Services
The following categories of audit services are considered to be consistent with the role of the Fund’s independent accountants:
| | • | | Annual Fund financial statement audits |
| | • | | Seed audits (related to new product filings, as required) |
| | • | | SEC and regulatory filings and consents |
Audit-related Services
The following categories of audit-related services are considered to be consistent with the role of the Fund’s independent accountants:
| | • | | Accounting consultations |
| | • | | Fund merger support services |
| | • | | Agreed Upon Procedure Reports |
| | • | | Other Internal Control Reports |
Individual audit-related services that fall within one of these categories (except for fund merger support services) and are not presented to the Audit Committee as part of the annual pre-approval process are subject to an authorized pre-approval by the Audit Committee so long as the estimated fee for those services does not exceed $30,000. Any services provided under such pre-approval will be reported to the Audit Committee at its next regular meeting. Should the amount of such services exceed $30,000 any additional fees will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated). Fees related to fund merger support services are subject to a separate authorized pre-approval by the Audit Committee with fees determined on a per occurrence and merger complexity basis.
Tax Services
The following categories of tax services are considered to be consistent with the role of the Fund’s independent accountants:
| | • | | Tax compliance services related to the filing or amendment of the following: |
| | • | | Federal, state and local income tax compliance; and, |
| | • | | Sales and use tax compliance |
| | • | | Timely RIC qualification reviews |
| | • | | Tax distribution analysis and planning |
| | • | | Tax authority examination services |
| | • | | Tax appeals support services |
| | • | | Accounting methods studies |
| | • | | Fund merger support services |
| | • | | Tax consulting services and related project |
Individual tax services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approval process are subject to an authorized pre-approval by the Audit Committee so long as the estimated fee for those services does not exceed $30,000. Any services provided under such pre-approval will be reported to the Audit Committee at its next regular meeting. Should the amount of such services exceed $30,000 any additional fees will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated).
Other Non-Audit Services
Certain non-audit services that the independent accountants are legally permitted to render will be subject to pre-approval by the Committee or by one or more Committee members to whom the Committee has delegated this authority and who will report to the full Committee any pre-approval decisions made pursuant to this Policy. Non-audit services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.
Proscribed Services
The Fund’s independent accountants will not render services in the following categories of non-audit services:
| | • | | Bookkeeping or other services related to the accounting records or financial statements of the Fund |
| | • | | Financial information systems design and implementation |
| | • | | Appraisal or valuation services, fairness opinions, or contribution-in-kind reports |
| | • | | Internal audit outsourcing services |
| | • | | Management functions or human resources |
| | • | | Broker or dealer, investment adviser, or investment banking services |
| | • | | Legal services and expert services unrelated to the audit |
| | • | | Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible. |
Pre-approval of Non-Audit Services Provided to Other Entities Within the PGIM Fund Complex
Certain non-audit services provided to PGIM Investments LLC or any of its affiliates that also provide ongoing services to the PGIM Mutual Funds will be subject to pre-approval by the Audit Committee. The only non-audit services provided to these entities that will require pre-approval are those related directly to the operations and financial reporting of the Funds. Individual projects that are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $30,000. Services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.
Although the Audit Committee will not pre-approve all services provided to PGIM Investments LLC and its affiliates, the Committee will receive an annual report from the Fund’s independent accounting firm showing the aggregate fees for all services provided to PGIM Investments and its affiliates.
(e) (2) Percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X –
| | | | |
| | | Fiscal Year Ended December 31, 2024 | | Fiscal Year Ended December 31, 2023 |
| 4(b) | | Not applicable. | | Not applicable. |
| 4(c) | | Not applicable. | | Not applicable. |
| 4(d) | | Not applicable. | | Not applicable. |
(f) Percentage of hours expended attributable to work performed by other than full time employees of principal accountant if greater than 50%.
The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was 0%.
(g) Non-Audit Fees
The aggregate non-audit fees billed by the Registrant’s principal accountant for services rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant for the fiscal years ended December 31, 2024, and December 31, 2023 was $0 and $0, respectively.
(h) Principal Accountant’s Independence
Not applicable as the Registrant’s principal accountant has not provided non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X.
(i) Not applicable.
(j) Not applicable.
Item 5 – Audit Committee of Listed Registrants – Not applicable.
Item 6 – Investments – The registrant’s Schedule of Investments is included in the financial statements filed under Item 7 of this Form.
Items 7 – 11 (Refer to Report below)
Prudential’s Gibraltar Fund, Inc.
FINANCIAL STATEMENTS AND OTHER INFORMATION
December 31, 2024
| | | | |
| Table of Contents | | Financial Statements and Other Information | | December 31, 2024 |
| | | | |
| | ∎ | | FORM N-CSR ITEM 7 - FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES |
This report may include financial information pertaining to certain portfolios that are not available through the variable life insurance policy or variable annuity contract that you have chosen. Please refer to your variable life insurance or variable annuity prospectus to determine which portfolios are available to you.
| | | | |
| | PRUDENTIAL’S GIBRALTAR FUND, INC. | | |
SCHEDULE OF INVESTMENTS | | | | as of December 31, 2024 |
| | | | | | | | |
| | | Shares | | | Value | |
LONG-TERM INVESTMENTS — 96.8% | | | | | |
COMMON STOCKS | | | | | | | | |
Aerospace & Defense — 0.5% | | | | | | | | |
Boeing Co. (The)* | | | 4,985 | | | $ | 882,345 | |
| | | | | | | | |
|
Automobiles — 3.3% | |
Tesla, Inc.* | | | 13,654 | | | | 5,514,031 | |
| | | | | | | | |
|
Biotechnology — 1.6% | |
Vertex Pharmaceuticals, Inc.* | | | 6,551 | | | | 2,638,088 | |
| | | | | | | | |
|
Broadline Retail — 8.9% | |
Amazon.com, Inc.* | | | 61,381 | | | | 13,466,378 | |
MercadoLibre, Inc. (Brazil)* | | | 780 | | | | 1,326,343 | |
| | | | | | | | |
| | |
| | | | | | | 14,792,721 | |
| | | | | | | | |
|
Capital Markets — 2.2% | |
Goldman Sachs Group, Inc. (The) | | | 1,442 | | | | 825,718 | |
Moody’s Corp. | | | 6,108 | | | | 2,891,344 | |
| | | | | | | | |
| | |
| | | | | | | 3,717,062 | |
| | | | | | | | |
|
Consumer Staples Distribution & Retail — 8.5% | |
Costco Wholesale Corp. | | | 11,416 | | | | 10,460,138 | |
Walmart, Inc. | | | 40,376 | | | | 3,647,972 | |
| | | | | | | | |
| | |
| | | | | | | 14,108,110 | |
| | | | | | | | |
|
Electrical Equipment — 0.8% | |
Eaton Corp. PLC | | | 4,113 | | | | 1,364,981 | |
| | | | | | | | |
|
Entertainment — 1.6% | |
Walt Disney Co. (The) | | | 24,116 | | | | 2,685,317 | |
| | | | | | | | |
|
Financial Services — 8.8% | |
Mastercard, Inc. (Class A Stock) | | | 13,900 | | | | 7,319,323 | |
Visa, Inc. (Class A Stock) | | | 23,217 | | | | 7,337,501 | |
| | | | | | | | |
| | |
| | | | | | | 14,656,824 | |
| | | | | | | | |
|
Ground Transportation — 1.6% | |
Uber Technologies, Inc.* | | | 42,779 | | | | 2,580,429 | |
| | | | | | | | |
|
Health Care Equipment & Supplies — 2.6% | |
Abbott Laboratories | | | 7,127 | | | | 806,135 | |
Intuitive Surgical, Inc.* | | | 6,890 | | | | 3,596,304 | |
| | | | | | | | |
| | |
| | | | | | | 4,402,439 | |
| | | | | | | | |
|
Hotels, Restaurants & Leisure — 2.2% | |
Airbnb, Inc. (Class A Stock)* | | | 12,963 | | | | 1,703,468 | |
Marriott International, Inc. (Class A Stock) | | | 7,009 | | | | 1,955,090 | |
| | | | | | | | |
| | |
| | | | | | | 3,658,558 | |
| | | | | | | | |
|
Insurance — 1.1% | |
Progressive Corp. (The) | | | 7,394 | | | | 1,771,676 | |
| | | | | | | | |
|
Interactive Media & Services — 9.8% | |
Alphabet, Inc. (Class A Stock) | | | 18,322 | | | | 3,468,354 | |
Alphabet, Inc. (Class C Stock) | | | 18,156 | | | | 3,457,629 | |
Meta Platforms, Inc. (Class A Stock) | | | 15,866 | | | | 9,289,702 | |
| | | | | | | | |
| | |
| | | | | | | 16,215,685 | |
| | | | | | | | |
| | | | | | | | |
| | | Shares | | | Value | |
COMMON STOCKS (continued) | |
IT Services — 0.7% | |
Snowflake, Inc. (Class A Stock)* | | | 7,951 | | | $ | 1,227,714 | |
| | | | | | | | |
|
Pharmaceuticals — 5.9% | |
AstraZeneca PLC (United Kingdom), ADR | | | 26,798 | | | | 1,755,805 | |
Eli Lilly & Co. | | | 5,443 | | | | 4,201,996 | |
Novo Nordisk A/S (Denmark), ADR | | | 37,576 | | | | 3,232,287 | |
UCB SA (Belgium), ADR | | | 5,461 | | | | 539,820 | |
| | | | | | | | |
| | |
| | | | | | | 9,729,908 | |
| | | | | | | | |
|
Semiconductors & Semiconductor Equipment — 12.7% | |
Advanced Micro Devices, Inc.* | | | 18,893 | | | | 2,282,085 | |
Broadcom, Inc. | | | 25,651 | | | | 5,946,928 | |
Lam Research Corp. | | | 10,985 | | | | 793,447 | |
NVIDIA Corp. | | | 90,013 | | | | 12,087,846 | |
| | | | | | | | |
| | |
| | | | | | | 21,110,306 | |
| | | | | | | | |
|
Software — 15.6% | |
Adobe, Inc.* | | | 14,156 | | | | 6,294,890 | |
Cadence Design Systems, Inc.* | | | 12,055 | | | | 3,622,046 | |
Datadog, Inc. (Class A Stock)* | | | 3,808 | | | | 544,125 | |
Microsoft Corp. | | | 29,394 | | | | 12,389,571 | |
Salesforce, Inc. | | | 9,327 | | | | 3,118,296 | |
| | | | | | | | |
| | |
| | | | | | | 25,968,928 | |
| | | | | | | | |
|
Specialty Retail — 2.9% | |
Home Depot, Inc. (The) | | | 8,092 | | | | 3,147,707 | |
TJX Cos., Inc. (The) | | | 14,338 | | | | 1,732,174 | |
| | | | | | | | |
| | |
| | | | | | | 4,879,881 | |
| | | | | | | | |
|
Technology Hardware, Storage & Peripherals — 5.5% | |
Apple, Inc. | | | 36,508 | | | | 9,142,333 | |
| | | | | | | | |
| |
TOTAL LONG-TERM INVESTMENTS
(cost $53,004,973) | | | | 161,047,336 | |
| | | | | | | | |
|
SHORT-TERM INVESTMENT — 3.2% | |
AFFILIATED MUTUAL FUND | | | | | |
PGIM Core Ultra Short Bond Fund
(cost $5,378,956)(wb) | | | 5,378,956 | | | | 5,378,956 | |
| | | | | | | | |
| |
TOTAL INVESTMENTS—100.0%
(cost $58,383,929) | | | | 166,426,292 | |
Liabilities in excess of other assets — (0.0)% | | | | (74,422 | ) |
| | | | | | | | |
| |
NET ASSETS — 100.0% | | | $ | 166,351,870 | |
| | | | | | | | |
Below is a list of the abbreviation(s) used in the annual report:
ADR — American Depositary Receipt
SOFR — Secured Overnight Financing Rate
| * | Non-income producing security. |
| (wb) | Represents an investment in a Fund affiliated with the Manager. |
Fair Value Measurements:
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1—unadjusted quoted prices generally in active markets for identical securities.
SEE NOTES TO FINANCIAL STATEMENTS.
A1
| | | | |
| | PRUDENTIAL’S GIBRALTAR FUND, INC. (CONTINUED) | | |
SCHEDULE OF INVESTMENTS | | | | as of December 31, 2024 |
Level 2—quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.
Level 3—unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.
The following is a summary of the inputs used as of December 31, 2024 in valuing such portfolio securities:
| | | | | | | | | | | | |
| | | Level 1 | | | Level 2 | | | Level 3 | |
Investments in Securities | | | | | | | | | | | | |
Assets | | | | | | | | | | | | |
Long-Term Investments | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | |
Aerospace & Defense | | $ | 882,345 | | | | $— | | | | $— | |
Automobiles | | | 5,514,031 | | | | — | | | | — | |
Biotechnology | | | 2,638,088 | | | | — | | | | — | |
Broadline Retail | | | 14,792,721 | | | | — | | | | — | |
Capital Markets | | | 3,717,062 | | | | — | | | | — | |
Consumer Staples Distribution & Retail | | | 14,108,110 | | | | — | | | | — | |
Electrical Equipment | | | 1,364,981 | | | | — | | | | — | |
Entertainment | | | 2,685,317 | | | | — | | | | — | |
Financial Services | | | 14,656,824 | | | | — | | | | — | |
Ground Transportation | | | 2,580,429 | | | | — | | | | — | |
Health Care Equipment & Supplies | | | 4,402,439 | | | | — | | | | — | |
Hotels, Restaurants & Leisure | | | 3,658,558 | | | | — | | | | — | |
Insurance | | | 1,771,676 | | | | — | | | | — | |
Interactive Media & Services | | | 16,215,685 | | | | — | | | | — | |
IT Services | | | 1,227,714 | | | | — | | | | — | |
Pharmaceuticals | | | 9,729,908 | | | | — | | | | — | |
Semiconductors & Semiconductor Equipment | | | 21,110,306 | | | | — | | | | — | |
Software | | | 25,968,928 | | | | — | | | | — | |
Specialty Retail | | | 4,879,881 | | | | — | | | | — | |
Technology Hardware, Storage & Peripherals | | | 9,142,333 | | | | — | | | | — | |
Short-Term Investment | | | | | | | | | | | | |
Affiliated Mutual Fund | | | 5,378,956 | | | | — | | | | — | |
| | | | | | | | | | | | |
Total | | $ | 166,426,292 | | | | $— | | | | $— | |
| | | | | | | | | | | | |
Industry Classification:
The industry classification of investments and liabilities in excess of other assets shown as a percentage of net assets as of December 31, 2024 were as follows:
| | | | |
Software | | | 15.6 | % |
Semiconductors & Semiconductor Equipment | | | 12.7 | |
Interactive Media & Services | | | 9.8 | |
Broadline Retail | | | 8.9 | |
Financial Services | | | 8.8 | |
Consumer Staples Distribution & Retail | | | 8.5 | |
Pharmaceuticals | | | 5.9 | |
Technology Hardware, Storage & Peripherals | | | 5.5 | |
Automobiles | | | 3.3 | |
Affiliated Mutual Fund | | | 3.2 | |
Specialty Retail | | | 2.9 | |
Health Care Equipment & Supplies | | | 2.6 | |
Capital Markets | | | 2.2 | |
Hotels, Restaurants & Leisure | | | 2.2 | |
| | | | |
Entertainment | | | 1.6 | % |
Biotechnology | | | 1.6 | |
Ground Transportation | | | 1.6 | |
Insurance | | | 1.1 | |
Electrical Equipment | | | 0.8 | |
IT Services | | | 0.7 | |
Aerospace & Defense | | | 0.5 | |
| | | | |
| |
| | | 100.0 | |
Liabilities in excess of other assets | | | (0.0 | )* |
| | | | |
| |
| | | 100.0 | % |
| | | | |
SEE NOTES TO FINANCIAL STATEMENTS.
A2
| | | | |
| | PRUDENTIAL’S GIBRALTAR FUND, INC. (CONTINUED) | | |
STATEMENT OF ASSETS AND LIABILITIES
as of December 31, 2024
| | | | |
ASSETS | | | | |
Investments at value: | | | | |
Unaffiliated investments (cost $53,004,973) | | $ | 161,047,336 | |
Affiliated investments (cost $5,378,956) | | | 5,378,956 | |
Dividends receivable | | | 26,755 | |
Tax reclaim receivable | | | 24,982 | |
Prepaid expenses | | | 2,152 | |
| | | | |
Total Assets | | | 166,480,181 | |
| | | | |
LIABILITIES | | | | |
Management fee payable | | | 79,628 | |
Audit fee payable | | | 30,608 | |
Custodian and accounting fees payable | | | 12,993 | |
Accrued expenses and other liabilities | | | 4,692 | |
Directors’ fees payable | | | 390 | |
| | | | |
Total Liabilities | | | 128,311 | |
| | | | |
NET ASSETS | | $ | 166,351,870 | |
| | | | |
Net assets were comprised of: | | | | |
Shares of beneficial interest, at par | | $ | 83,097 | |
Paid-in capital in excess of par | | | 51,973,531 | |
Total distributable earnings (loss) | | | 114,295,242 | |
| | | | |
Net assets, December 31, 2024 | | $ | 166,351,870 | |
| | | | |
Net asset value and redemption price per share, $166,351,870 / 8,309,677 outstanding shares of common stock | | $ | 20.02 | |
| | | | |
STATEMENT OF OPERATIONS
Year Ended December 31, 2024
| | | | |
NET INVESTMENT INCOME (LOSS) | | | | |
INCOME | | | | |
Unaffiliated dividend income
(net of $17,255 foreign withholding tax) | | $ | 847,929 | |
Affiliated dividend income | | | 208,367 | |
Income from securities lending, net (including affiliated income of $7,043) | | | 7,632 | |
| | | | |
Total income | | | 1,063,928 | |
| | | | |
EXPENSES | | | | |
Management fee | | | 920,915 | |
Professional fees | | | 44,521 | |
Custodian and accounting fees | | | 39,727 | |
Audit fee | | | 30,608 | |
Directors’ fees | | | 11,060 | |
Miscellaneous | | | 26,557 | |
| | | | |
Total expenses | | | 1,073,388 | |
| | | | |
NET INVESTMENT INCOME (LOSS) | | | (9,460 | ) |
| | | | |
| REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT TRANSACTIONS | | | | |
Net realized gain (loss) on investment transactions (including affiliated of $9,157) | | | 30,849,915 | |
Net change in unrealized appreciation (depreciation) on investments (including affiliated of $(11,097)) | | | 2,168,622 | |
| | | | |
| NET GAIN (LOSS) ON INVESTMENT TRANSACTIONS | | | 33,018,537 | |
| | | | |
| NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 33,009,077 | |
| | | | |
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | | | |
| | | Year Ended
December 31, 2024 | | Year Ended
December 31, 2023 |
INCREASE (DECREASE) IN NET ASSETS | | | | | | | | | | |
OPERATIONS | | | | | | | | | | |
Net investment income (loss) | | | $ | (9,460 | ) | | | $ | 158,304 | |
Net realized gain (loss) on investment transactions | | | | 30,849,915 | | | | | 16,105,868 | |
Net change in unrealized appreciation (depreciation) on investments | | | | 2,168,622 | | | | | 40,785,572 | |
| | | | | | | | | | |
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | | | 33,009,077 | | | | | 57,049,744 | |
| | | | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS | | | | | | | | | | |
Distributions from distributable earnings | | | | (32,327,302 | ) | | | | (8,525,895 | ) |
| | | | | | | | | | |
CAPITAL STOCK TRANSACTIONS | | | | | | | | | | |
Capital stock sold (0 and 1,839 shares, respectively) | | | | — | | | | | 36,423 | |
Capital stock issued in reinvestment of dividends (1,542,333 and 435,439 shares, respectively) | | | | 32,327,302 | | | | | 8,525,895 | |
Capital stock purchased [1,093,721 and 1,324,841 shares, respectively] | | | | (25,546,209 | ) | | | | (23,828,784 | ) |
| | | | | | | | | | |
NET INCREASE (DECREASE) IN NET ASSETS FROM CAPITAL STOCK TRANSACTIONS | | | | 6,781,093 | | | | | (15,266,466 | ) |
| | | | | | | | | | |
TOTAL INCREASE (DECREASE) | | | | 7,462,868 | | | | | 33,257,383 | |
NET ASSETS: | | | | | | | | | | |
Beginning of year | | | | 158,889,002 | | | | | 125,631,619 | |
| | | | | | | | | | |
End of year | | | $ | 166,351,870 | | | | $ | 158,889,002 | |
| | | | | | | | | | |
SEE NOTES TO FINANCIAL STATEMENTS.
A3
| | | | |
| | PRUDENTIAL’S GIBRALTAR FUND, INC. (CONTINUED) | | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Year Ended December 31, |
| | | 2024 | | 2023 | | 2022 | | 2021 | | 2020 |
Per Share Operating Performance(a): | | | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, beginning of year | | | $ | 20.21 | | | | $ | 14.36 | | | | $ | 24.44 | | | | $ | 25.61 | | | | $ | 19.90 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Income (Loss) From Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income (loss) | | | | (— | )(b) | | | | 0.02 | | | | | (0.01 | ) | | | | (0.07 | ) | | | | 0.02 | |
Net realized and unrealized gain (loss) on investment transactions | | | | 4.56 | | | | | 6.96 | | | | | (8.64 | ) | | | | 3.91 | | | | | 8.30 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Total from investment operations | | | | 4.56 | | | | | 6.98 | | | | | (8.65 | ) | | | | 3.84 | | | | | 8.32 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Less Dividends and Distributions: | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | | (0.03 | ) | | | | — | | | | | — | | | | | — | | | | | (0.03 | ) |
Tax return of capital distributions | | | | — | | | | | — | | | | | (0.01 | ) | | | | — | | | | | — | |
Distributions from net realized gains on investments | | | | (4.72 | ) | | | | (1.13 | ) | | | | (1.42 | ) | | | | (5.01 | ) | | | | (2.58 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Total dividends and distributions | | | | (4.75 | ) | | | | (1.13 | ) | | | | (1.43 | ) | | | | (5.01 | ) | | | | (2.61 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, end of year | | | $ | 20.02 | | | | $ | 20.21 | | | | $ | 14.36 | | | | $ | 24.44 | | | | $ | 25.61 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Total Return(c) | | | | 21.49 | % | | | | 48.88 | % | | | | (35.82 | )% | | | | 15.26 | % | | | | 42.73 | % |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (in millions) | | | $ | 166 | | | | $ | 159 | | | | $ | 126 | | | | $ | 230 | | | | $ | 226 | |
Average net assets (in millions) | | | $ | 167 | | | | $ | 144 | | | | $ | 161 | | | | $ | 232 | | | | $ | 195 | |
Ratios to average net assets(d): | | | | | | | | | | | | | | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | | 0.64 | % | | | | 0.66 | % | | | | 0.62 | % | | | | 0.61 | % | | | | 0.62 | % |
Expenses before waivers and/or expense reimbursement | | | | 0.64 | % | | | | 0.66 | % | | | | 0.62 | % | | | | 0.61 | % | | | | 0.62 | % |
Net investment income (loss) | | | | (0.01 | )% | | | | 0.11 | % | | | | (0.07 | )% | | | | (0.27 | )% | | | | 0.09 | % |
Portfolio turnover rate(e) | | | | 19 | % | | | | 19 | % | | | | 15 | % | | | | 18 | % | | | | 22 | % |
| (a) | Calculated based on average shares outstanding during the year. |
| (b) | Amount rounds to zero. |
| (c) | Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any, and does not reflect the effect of insurance contract charges. Total return does not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all years shown. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would be lower. Past performance is no guarantee of future results. Total returns may reflect adjustments to conform to GAAP. |
| (d) | Does not include expenses of the underlying funds in which the Fund invests. |
| (e) | The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short-term investments, certain derivatives and in-kind transactions (if any). If such transactions were included, the Fund’s portfolio turnover rate may be higher. |
SEE NOTES TO FINANCIAL STATEMENTS.
A4
NOTES TO FINANCIAL STATEMENTS
1. Organization
Prudential’s Gibraltar Fund, Inc. (the “Fund”) was originally incorporated in the State of Delaware on March 14, 1968 and was reincorporated in the State of Maryland effective May 1, 1997. It is registered as an open-end, management investment company under the Investment Company Act of 1940, as amended (“1940 Act”) and is a diversified fund for purposes of the 1940 Act. The Fund was organized by The Prudential Insurance Company of America (“PICA”) to serve as the investment medium for the variable contract accounts of The Prudential Financial Security Program. The Fund does not sell its shares to the public.
The investment objective of the Fund is growth of capital to the extent compatible with a concern for preservation of principal. Current income, if any, is incidental.
During the reporting period, the Fund adopted FASBAccounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures (“ASU 2023-07”). Adoption of ASU 2023-07 exclusively impacted financial statement disclosures only and did not affect the Fund’s financial position or performance. The intent of ASU 2023-07 is, through improved segment disclosures, to enable investors to better understand an entity’s overall performance. PGIM Investments LLC (“PGIM Investments” or the “Manager”) acts as the Fund’s chief operating decision maker (“CODM”). The CODM has determined that the Fund has a single operating segment as the CODM monitors the operating results of the Fund as a whole and the Fund’s long-term strategic asset allocation is pre-determined in accordance with the terms of its respective prospectus, based on a defined investment strategy which is executed by the Fund’s sub-advisor.
The CODM allocates resources and assesses performance based on the operating results of the Fund, which is consistent with the results presented in the Fund’s Schedule of Investments, Statement of Changes in Net Assets and Financial Highlights.
2. Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services — Investment Companies. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform to U.S. generally accepted accounting principles (“GAAP”). The Fund consistently follows such policies in the preparation of its financial statements.
Securities Valuation: The Fund holds securities and other assets and liabilities that are fair valued as of the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. As described in further detail below, the Fund’s investments are valued daily based on a number of factors, including the type of investment and whether market quotations are readily available. The Fund’s Board of Directors (the “Board”) has approved the Fund’s valuation policies and procedures for security valuation and designated PGIM Investments LLC (“PGIM Investments” or the “Manager”) as the “Valuation Designee,” as defined by Rule 2a-5(b) under the 1940 Act, to perform the fair value determination relating to all Fund investments. Pursuant to the Board’s oversight, the Valuation Designee has established a Valuation Committee to perform the duties and responsibilities of the Valuation Designee under Rule 2a-5. The valuation procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. Fair value is the estimated price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date.
For the fiscal reporting year-end, securities and other assets and liabilities were fair valued at the close of the last U.S. business day. Trading in certain foreign securities may occur when the NYSE is closed (including weekends and holidays). Because such foreign securities trade in markets that are open on weekends and U.S. holidays, the values of some of the Fund’s foreign investments may change on days when investors cannot purchase or redeem Fund shares.
Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the Schedule of Investments and referred to herein as the “fair value hierarchy” in accordance with FASB ASC Topic 820 Fair Value Measurement.
Common or preferred stocks, exchange-traded funds (“ETFs”) and derivative instruments, if applicable, that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange where the security principally trades. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 in the fair
B1
value hierarchy. In the event that no sale or official closing price on a valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in the fair value hierarchy.
Investments in open-end funds (other than ETFs) are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 in the fair value hierarchy since they may be purchased or sold at their net asset values on the date of valuation.
Securities and other assets that cannot be priced according to the methods described above are valued based on policies and procedures approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in the fair value hierarchy. Altering one or more unobservable inputs may result in a significant change to a Level 3 security’s fair value measurement.
When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; and any available analyst media or other reports or information deemed reliable by the Valuation Designee regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other unaffiliated mutual funds to calculate their net asset values.
Master Netting Arrangements: The Fund is subject to various Master Agreements, or netting arrangements, with select counterparties. These are agreements which a subadviser may have negotiated and entered into on behalf of all or a portion of the Fund. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received and by the receipt of collateral from the counterparty by the Fund to cover the Fund’s exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. In addition to master netting arrangements, the right to set-off exists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the right to set-off the amount owed with the amount owed by the other party, the reporting party intends to set-off and the right of set-off is enforceable by law.
Securities Lending: The Fund lends its portfolio securities to banks and broker-dealers. The loans are secured by collateral at least equal to the market value of the securities loaned. Collateral pledged by each borrower is invested in an affiliated money market fund and is marked to market daily, based on the previous day’s market value, such that the value of the collateral exceeds the value of the loaned securities. In the event of significant appreciation in value of the securities on loan on the last business day of the reporting period, the financial statements may reflect a collateral value that is less than the market value of the loaned securities. Such shortfall is remedied as described above. Loans are subject to termination at the option of the borrower or the Fund. Upon termination of the loan, the borrower will return to the Fund securities identical to the loaned securities. The remaining open loans of the securities lending transactions are considered overnight and continuous. Should the borrower of the securities fail financially, the Fund has the right to repurchase the securities in the open market using the collateral.
The Fund recognizes income, net of any rebate and securities lending agent fees, for lending its securities in the form of fees or interest on the investment of any cash received as collateral. The borrower receives all interest and dividends from the securities loaned and such payments are passed back to the lender in amounts equivalent thereto, which are reflected in interest income or unaffiliated dividend income based on the nature of the payment on the Statement of Operations. The Fund also continues to recognize any unrealized gain (loss) in the market price of the securities loaned and on the change in the value of the collateral invested that may occur during the term of the loan. In addition, realized gain (loss) is recognized on changes in the value of the collateral invested upon liquidation of the collateral. Net earnings from securities lending are disclosed in the Statement of Operations.
Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains (losses) from investment and currency transactions are calculated on the specific identification method. Dividend income is recorded on the ex-date, or for certain foreign securities, when the Fund becomes aware of such dividends. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual expense amounts.
B2
Taxes: It is the Fund’s policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required. Withholding taxes on foreign dividends, interest and capital gains, if any, are recorded, net of reclaimable amounts, at the time the related income is earned.
Dividends and Distributions: Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date. Permanent book/tax differences relating to income and gain (loss) are reclassified between total distributable earnings (loss) and paid-in capital in excess of par, as appropriate. The chart below sets forth the expected frequency of dividend and capital gains distributions to shareholders. Various factors may impact the frequency of dividend distributions to shareholders, including but not limited to adverse market conditions or portfolio holding-specific events.
| | |
Expected Distribution Schedule to Shareholders* | | Frequency |
Net Investment Income | | Semi-Annually |
Short-Term Capital Gains | | Annually |
Long-Term Capital Gains | | Annually |
* Under certain circumstances, the Fund may make more than one distribution of short-term and/or long-term capital gains during a fiscal year.
Estimates: The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
3. Agreements
The Fund has a management agreement with the Manager pursuant to which it has responsibility for all investment advisory services, including supervision of the subadviser’s performance of such services, and for rendering administrative services.
The Manager has entered into a subadvisory agreement with Jennison Associates LLC (“Jennison” or the “subadviser”). The Manager pays for the services of the subadviser.
The management fee paid to the Manager is accrued daily and payable monthly at an annual rate of 0.55% of average daily net assets of the Fund. All amounts paid or payable by the Fund to the Manager, under the agreement, are reflected in the Statement of Operations.
The Fund has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”), which acts as the distributor of the shares of the Fund. No distribution or service fees are paid to PIMS as distributor of shares of the Fund.
The Fund has entered into brokerage commission recapture agreements with certain registered broker-dealers. Under the brokerage commission recapture program, a portion of the commission is returned to the Fund. Such amounts are included within realized gain (loss) on investment transactions presented in the Statement of Operations. For the reporting period ended December 31, 2024, brokerage commissions recaptured under these agreements was $2,479.
PGIM Investments, PICA, PIMS and Jennison are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).
4. Other Transactions with Affiliates
The Fund may invest its overnight sweep cash in the PGIM Core Ultra Short Bond Fund (the “Core Fund”), and its securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”). The Core Fund and the Money Market Fund are each a series of Prudential Investment Portfolios 2, registered under the 1940 Act and managed by PGIM Investments. PGIM Investments and/or its affiliates are paid fees or reimbursed for providing their services to the Core Fund and the Money Market Fund. In addition to the realized and unrealized gains on investments in the Core Fund and Money Market Fund, earnings from such investments are disclosed on the Statement of Operations as “Affiliated dividend income” and “Income from securities lending, net”, respectively.
The Fund may enter into certain securities purchase or sale transactions under Board approved Rule 17a-7 procedures. Rule 17a-7 is an exemptive rule under the 1940 Act that, subject to certain conditions, permits purchase and sale transactions among affiliated investment companies, or between an investment company and a person that is affiliated solely by reason of having a common (or affiliated) investment adviser, common directors/trustees, and/or common officers. For the year ended December 31, 2024, no Rule 17a-7 transactions were entered into by the Fund.
B3
5. Portfolio Securities
The aggregate cost of purchases and proceeds from sales of portfolio securities (excluding short-term investments and U.S. Government securities) for the year ended December 31, 2024, were as follows:
| | |
| Cost of Purchases | | Proceeds from Sales |
| $30,958,843 | | $61,668,315 |
A summary of the cost of purchases and proceeds from sales of shares of affiliated mutual funds for the year ended December 31, 2024, is presented as follows:
| | | | | | | | | | | | | | | | |
| | | | | | | | |
Value,
Beginning
of Year | | Cost of
Purchases | | Proceeds
from Sales | | Change in
Unrealized
Gain (Loss) | | Realized Gain (Loss) | | Value, End of Year | | Shares, End of Year | | Income | |
| Short-Term Investments - Affiliated Mutual Funds: | | | | | | |
| | | | | |
PGIM Core Ultra Short Bond Fund(1)(wb) | | | | | | | | | | | | |
$ 180,193 | | $44,701,823 | | $39,503,060 | | $ — | | $ — | | $5,378,956 | | 5,378,956 | | | $208,367 | |
| | | |
| PGIM Institutional Money Market Fund (7-day effective yield 4.649%)(1)(b)(wb) | | | | | | |
7,809,984 | | 37,057,555 | | 44,865,599 | | (11,097) | | 9,157 | | — | | — | | | 7,043 | (2) |
$ 7,990,177 | | $81,759,378 | | $84,368,659 | | $(11,097) | | $9,157 | | $5,378,956 | | | | | $215,410 | |
| (1) | The Fund did not have any capital gain distributions during the reporting period. |
| (2) | The amount, or a portion thereof, represents the affiliated securities lending income shown on the Statement of Operations. |
| (b) | Represents security, or portion thereof, purchased with cash collateral received for securities on loan and includes dividend reinvestment. |
| (wb) | Represents an investment in a Fund affiliated with the Manager. |
6. Distributions and Tax Information
Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date. In order to present total distributable earnings (loss) and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to total distributable earnings (loss) and paid-in capital in excess of par for the Fund. The adjustments were due to net operating loss.
For the year ended December 31, 2024, the adjustments were as follows:
| | |
Total Distributable Earnings (Loss) | | Paid-in Capital in Excess of Par |
| $9,460 | | $(9,460) |
For the year ended December 31, 2024, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:
| | | | | | |
Ordinary Income | | Long-Term Capital Gains | | Tax Return of Capital | | Total Dividends and Distributions |
$182,934 | | $32,144,368 | | $— | | $32,327,302 |
For the year ended December 31, 2023, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:
| | | | | | |
Ordinary Income | | Long-Term Capital Gains | | Tax Return of Capital | | Total Dividends and Distributions |
$— | | $8,525,895 | | $— | | $8,525,895 |
B4
For the year ended December 31, 2024, the Fund had the following amounts of accumulated undistributed earnings on a tax basis:
| | |
Undistributed Ordinary Income | | Undistributed Long-Term Capital Gains |
| $— | | $6,254,994 |
The United States federal income tax basis of the Fund’s investments and the net unrealized appreciation as of December 31, 2024 were as follows:
| | | | | | |
| Tax Basis | | Gross Unrealized Appreciation | | Gross Unrealized Depreciation | | Net Unrealized Appreciation |
$58,386,044 | | $109,041,601 | | $(1,001,353) | | $108,040,248 |
The difference between GAAP and tax basis is primarily attributable to deferred losses on wash sales.
The Manager has analyzed the Fund’s tax positions taken on federal, state and local income tax returns for all open tax years and has concluded that no provision for income tax is required in the Fund’s financial statements for the current reporting period. Since tax authorities can examine previously filed tax returns, the Fund’s U.S. federal and state tax returns for each of the four fiscal years up to the most recent fiscal year ended December 31, 2024 are subject to such review.
7. Borrowings
The Fund, along with other affiliated registered investment companies (the “Participating Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The table below provides details of the current SCA in effect at the reporting period-end as well as the prior SCA.
| | | | | | |
| | | Current SCA | | Prior SCA | | |
| | | |
| Term of Commitment | | 9/27/2024 – 9/25/2025 | | 9/29/2023 – 9/26/2024 | | |
| | | | |
| Total Commitment | | $ 1,200,000,000 | | $ 1,200,000,000 | | |
| | | |
Annualized Commitment Fee on the Unused Portion of the SCA | | 0.15% | | 0.15% | | |
| | | | |
Annualized Interest Rate on Borrowings | | 1.00% plus the higher of (1)
the effective federal funds
rate, (2) the daily SOFR
rate plus 0.10% or (3) zero
percent | | 1.00% plus the higher of (1)
the effective federal funds
rate, (2) the daily SOFR
rate plus 0.10% or (3) zero
percent | | |
Certain affiliated registered investment companies that are parties to the SCA include portfolios that are subject to a predetermined mathematical formula used to manage certain benefit guarantees offered under variable annuity contracts. The formula may result in large scale asset flows into and out of these portfolios. Consequently, these portfolios may be more likely to utilize the SCA for purposes of funding redemptions. It may be possible for those portfolios to fully exhaust the committed amount of the SCA, thereby requiring the Manager to allocate available funding per a Board-approved methodology designed to treat the Participating Funds in the SCA equitably.
The Fund did not utilize the SCA during the year ended December 31, 2024.
8. Capital and Ownership
Pursuant to the Fund’s Articles of Incorporation, the Fund is authorized to issue 75,000,000 shares, with a par value of $0.01 per share, and an aggregate par value of $750,000.
As of December 31, 2024, all shares of record of the Fund were owned by PICA on behalf of the owners of the three variable insurance products: Prudential’s Investment Plan Account, Prudential’s Annuity Plan Account and Prudential’s Annuity Plan Account-2.
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9. Risks of Investing in the Fund
The Fund’s principal risks include, but are not limited to, some or all of the risks discussed below. For further information on the Fund’s risks, please refer to the Fund’s Prospectus and Statement of Additional Information.
Economic and Market Events Risk: Economic and market events risk is the risk that one or more markets in which the Fund invests will decline in value, including the possibility that the markets will decline sharply and unpredictably. While the Fund’s Manager or Subadviser(s) may make efforts to control the risks associated with market changes, and may attempt to identify changes as they occur, market environment changes can be sudden and extreme. Significant shocks to or disruptions of the financial markets or the economy, including those relating to general economic, political, or financial market conditions; significant or unexpected failures, near-failures or credit downgrades of key institutions; investor sentiment and market perceptions; unexpected changes in the prices of key commodities; government actions; geopolitical events or changes; and factors related to a specific issuer, geography, industry or sector, could adversely affect the liquidity and volatility of securities held by the Fund. In periods of market volatility and/or declines, the Fund may experience high levels of shareholder redemptions, and may have to sell securities at times when it would otherwise not do so, and at unfavorable prices.
Equity Securities Risk: The value of a particular stock or equity-related security held by the Fund could fluctuate, perhaps greatly, in response to a number of factors, such as changes in the issuer’s financial condition or the value of the equity markets or a sector of those markets. Such events may result in losses to the Fund. In addition, due to decreases in liquidity, the Fund may be unable to sell its securities holdings within a reasonable time at the price it values the security or at any price.
Exchange-Traded Fund (ETF) Risk: Exchange-Traded Funds (ETF) Risk. An investment in an ETF generally presents the same primary risks as an investment in a mutual fund that has the same investment objective, strategies, and policies. In addition, the market price of an ETF’s shares may trade above or below its net asset value and there may not be an active trading market for an ETF’s shares. The Fund could lose money investing in an ETF if the prices of the securities owned by the ETF go down.
Expense Risk: The actual cost of investing in the Fund may be higher than the expenses shown in the “Annual Fund Operating Expenses” table above for a variety of reasons, including, for example, if the Fund’s average net assets decrease.
Fixed Income Securities Risk: Investment in fixed income securities involves a variety of risks, including that: an issuer or guarantor of a security will be unable or unwilling to pay obligations when due; due to decreases in liquidity, the Fund may be unable to sell its securities holdings within a reasonable time at the price it values the security or at any price; and the Fund’s investment may decrease in value when interest rates rise. Volatility in interest rates and in fixed income markets may increase the risk that the Fund’s investment in fixed income securities will go down in value. In recent years, the US government began implementing increases to the federal funds interest rate and there may be further rate increases. To the extent rates increase substantially and/or rapidly, a fund with significant investment in fixed income investments may be subject to significant losses. Changes in interest rates may also affect the liquidity of the Fund’s investments in fixed income securities.
Inflation and Deflation Risk: The Fund may be subject to inflation and deflation risk. Inflation risk is the risk that the value of assets or income from its investments will be worth less in the future as inflation decreases the value of payments at future dates. As inflation increases, the real value of the Fund’s holdings could decline. Deflation risk is the risk that prices throughout the economy decline over time. Deflation may have an adverse effect on the creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Fund’s holdings. Inflation rates may change frequently and drastically as a result of various factors, including unexpected shifts in the domestic or global economy (or expectations that such policies will change), and the Fund’s investments may not keep pace with inflation, which may result in losses to Fund investors. This risk may be elevated compared to historical market conditions because of recent monetary policy measures and the current interest rate environment. Generally, securities issued in emerging markets are subject to a greater risk of inflationary or deflationary forces, and more developed markets are better able to use monetary policy to normalize markets.
Investment Style Risk: Securities held by the Fund as a result of a particular investment style, such as growth or value, tend to perform differently (i.e., better or worse than other segments of, or the overall, stock market) depending on market and economic conditions and investor sentiment. At times when the investment style is out of favor, the Fund may underperform other funds that invest in similar asset classes but use different investment styles.
Large Company Risk: Large-capitalization stocks as a group could fall out of favor with the market, causing the Fund to underperform investments that focus on small- or medium-capitalization stocks. Larger, more established companies may be slow to respond to challenges and may grow more slowly than smaller companies. Investments in securities of certain issuers with the largest market capitalizations can result in greater investment exposure to a limited number of issuers and
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sectors, primarily the technology sector, which can result in greater losses in the event of a market downturn or deteriorating fundamentals in those issuers or sectors.
Liquidity and Valuation Risk: The Fund may hold one or more securities for which there are no or few buyers and sellers or the securities are subject to limitations on transfer. The Fund may be unable to sell those portfolio holdings at the desired time or price and may have difficulty determining the value of such securities for the purpose of determining the Fund’s net asset value. In such cases, investments owned by the Fund may be valued at fair value pursuant to policies and procedures adopted and implemented by the investment manager. No assurance can be given that the fair value prices accurately reflect the value of the security. The Fund is subject to a liquidity risk management program, which limits the ability of the Fund to invest in illiquid investments.
Market and Management Risk: Markets in which the Fund invests may experience volatility and go down in value, and possibly sharply and unpredictably. Investment techniques, risk analyses, and investment strategies, which may include quantitative models or methods, used by a subadviser in making investment decisions for the Fund are subject to human error and may not produce the intended or desired results. The value of the Fund’s investments may be negatively affected by the occurrence of domestic or global events, including war, terrorism, environmental or natural disasters, sanctions, cybersecurity events, supply chain disruptions, political or civil instability, and public health emergencies, among others. Such events may reduce consumer demand or economic output, result in market closures, travel restrictions or quarantines, and have a significant adverse impact on the economy. There is no guarantee that the investment objective of the Fund will be achieved.
Regulatory Risk: The Fund is subject to a variety of laws and regulations that govern its operations. The Fund is subject to regulation by the Securities and Exchange Commission (the SEC). Similarly, the businesses and other issuers of the securities and other instruments in which the Fund invests are also subject to considerable regulation. Changes in laws and regulations may materially impact the Fund, a security, business, sector, or market.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors of Prudential’s Gibraltar Fund, Inc. and Shareholders of Prudential’s Gibraltar Fund, Inc.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Prudential’s Gibraltar Fund, Inc. (the “Fund”) as of December 31, 2024, the related statement of operations for the year ended December 31, 2024, the statements of changes in net assets for each of the two years in the period ended December 31, 2024, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2024 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2024, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2024 and the financial highlights for each of the five years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2024 by correspondence with the custodian and transfer agent. We believe that our audits provide a reasonable basis for our opinion.
|
/s/ PricewaterhouseCoopers LLP |
New York, New York |
February 18, 2025 |
We have served as the auditor of one or more investment companies in the Prudential Insurance Portfolios complex since 2020.
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Other Information
Form N-CSR Item 8 - Changes in and Disagreements with Accountants for Open-End Management Investment Companies - None.
Form N-CSR Item 9 - Proxy Disclosures for Open-End Management Investment Companies - None.
Form N-CSR Item 10 - Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies - Included within the Statement of Operations of the financial statements filed under Item 7 of this Form.
Form N-CSR Item 11 - Statement Regarding Basis for Approval of Investment Advisory Contract. - None.
Item 12 – Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not applicable.
Item 13 – Portfolio Managers of Closed-End Management Investment Companies – Not applicable.
| Item 14 | – Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not applicable. |
| Item 15 | – Submission of Matters to a Vote of Security Holders – There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of directors. |
Item 16 – Controls and Procedures
| | (a) | It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure. |
| | (b) | There has been no significant change in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d))) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
| Item 17 | – Disclosure of Securities Lending Activities for Closed-End Management Investment Companies – Not applicable. |
Item 18 – Recovery of Erroneously Awarded Compensation – Not applicable.
Item 19 – Exhibits
(a)(1) Code of Ethics – Attached hereto as Exhibit EX-99.CODE-ETH.
(a)(2) Policy required by the listing standards adopted pursuant to Rule 10D-1 under the Securities Exchange Act of 1934 – Not applicable.
(a)(3) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Attached hereto as Exhibit EX-99.CERT.
(a)(4) Any written solicitation to purchase securities under Rule 23c-1 under the Investment Company Act of 1940 – Not applicable.
(a)(5) Change in the registrant’s independent public accountant – Not applicable.
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – Attached hereto as Exhibit EX-99.906CERT.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Registrant: Prudential’s Gibraltar Fund, Inc.
| | |
| By: | | /s/ Andrew R. French |
| | Andrew R. French |
| | Secretary |
| |
| Date: | | February 18, 2025 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | |
| By: | | /s/ Timothy S. Cronin |
| | Timothy S. Cronin |
| | President and Principal Executive Officer |
| |
| Date: | | February 18, 2025 |
| |
| By: | | /s/ Christian J. Kelly |
| | Christian J. Kelly |
| | Chief Financial Officer (Principal Financial Officer) |
| |
| Date: | | February 18, 2025 |
