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The Prudential Series Fund

ANNUAL REPORT December 31, 2019

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The views expressed in this report and information about each portfolio’s holdings arefor the period covered by this report and are subject to change thereafter.

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SP International Growth Portfolio

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The Prudential Series FundTable of Contents

Annual Report December 31, 2019

� L E T T E R T O C O N T R A C T O W N E R S

� M A R K E T O V E R V I E W

� R E P O R T O F T H E I N V E S T M E N T M A N A G E R S A N D P R E S E N T A T I O N O F P O R T F O L I O H O L D I N G S

� B E N C H M A R K G L O S S A R Y

� F E E S A N D E X P E N S E S

� F I N A N C I A L R E P O R T S

Section A Schedule of Investments and Financial StatementsSection B Notes to Financial StatementsSection C Financial HighlightsSection D Report of Independent Registered Public Accounting FirmSection E Information about Trustees and Officers

This report may include financial information pertaining to certain portfolios that are not available through the variable lifeinsurance policy or variable annuity contract that you have chosen. Please refer to your variable life insurance or variable annuityprospectus to determine which portfolios are available to you.

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The Prudential Series FundLetter to Contract Owners

Annual Report December 31, 2019

� D E A R C O N T R A C T O W N E R

At Prudential, our primary objective is to help investors achieve and maintain long-term financial success. This Prudential SeriesFund annual report outlines our efforts to achieve this goal. We hope you find it informative and useful.

Prudential has been building on a heritage of success for more than 135 years. We believe the array of our products provides ahighly attractive value proposition to clients like you who are focused on financial security.

Your financial professional is the best resource to help you make the most informed investment decisions. Together, you canbuild a diversified investment portfolio that aligns with your long-term financial goals. Please keep in mind that diversificationand asset allocation strategies do not assure a profit or protect against loss in declining markets.

Thank you for selecting Prudential as one of your financial partners. We value your trust and appreciate the opportunity to helpyou achieve financial security.

Sincerely,

Timothy S. CroninPresident,The Prudential Series Fund January 31, 2020

Market Overview — unaudited Annual Report December 31, 2019

Equity Market Overview

US and international stock markets posted stellar returns in 2019 as many central banks, including the Federal Reserve (the Fed), cut interest ratesor used other stimuli to spur growth. Although the markets fluctuated sharply at times in reaction to on-again-off-again trade tensions between theUS and China, concerns about tariffs subsided later in the year.

In the US, the broad-based S&P 500® Index and Russell 3000® Index returned 31.46% and 31.02%, respectively, for the year. Internationally, theMSCI ACWI Ex-US Index, a broad measure of stock performance in developed and emerging markets outside the US, returned 21.51%. (All returnscited are in US dollars and include dividends.)

Global economic growth slowed, central banks cut rates

During 2019, the pace of global growth slowed and concerns about the economic outlook rose due in part to uncertainties regarding US-China tariffsand other geopolitical factors, which created a drag on manufacturing and export activity. Many central banks responded by loosening monetarypolicy — in some cases reversing their positions. For example, the Fed, which hiked rates four times in 2018, cut its federal funds rate target threetimes in 2019 and moved from tapering its balance sheet to expanding it through asset purchases. The European Central Bank, which had beenrolling back its bond-buying program in 2018, restarted it to stimulate the eurozone economy.

Although US real gross domestic product (GDP) growth rose 2.1% (annualized) in the third quarter, down from 3.1% in the first quarter, the USeconomy expanded at a moderate pace. (Fourth-quarter GDP data had not been released when this overview was published.) Corporate earnings,consumer spending, and the labor market were strong, while inflation remained low.

Stock markets rallied, retreated, and rebounded to record highs

Early in the first quarter, stocks rallied as US-China trade negotiations appeared to be progressing, the Fed signaled that it planned to pause fromhiking rates unless warranted, the US government’s partial shutdown ended, and corporate earnings rose sharply despite slower growth. The S&P 500jumped nearly 8.0% in January alone.

Stocks sold off in May as trade-war worries resurfaced. However, equity markets rallied in June in anticipation of possible rate cuts and on hopes fora trade deal. During the first half of 2019, the Fed maintained its interest rate target.

Trade concerns re-emerged in the third quarter amid signs of slowing growth and renewed trade frictions. With inflation below its target, the Fed cutrates in July for the first time since the financial crisis in 2008 as a pre-emptive measure to help sustain the US economy’s expansion and withstandthe risk of a global economic slowdown and further drop in business investment.

In August, concerns about tariffs, the growth of China’s industrial output, and the global economy intensified, driving investors toward less-riskyinvestments like US Treasuries. The yield on the 10-year US Treasury note, which moves opposite to its price, briefly dropped below the rate on two-year Treasuries. Although many analysts didn’t interpret this particular “yield curve inversion” as indicative of a looming recession, as they oftenhave in the past, stock prices — particularly in emerging markets — dropped sharply.

Although the Fed cut rates again in September and October to a range of 1.50%-1.75%, Chairman Jerome Powell conveyed that the central bank didnot plan to cut rates further unless incoming information required its members to materially reassess their outlook for the economy. As expected, theFed did not adjust rates through the remainder of the year.

During the fourth quarter, US stock indexes surged to new highs and emerging market stocks rallied amid reports the US and China were movingtoward a “phase one” partial trade deal. (The agreement was signed in January 2020 after the reporting period ended.) Eurozone stock markets rosein reaction to improved economic results from Germany. United Kingdom investors were encouraged by the outcome of December elections that manyhope will lead to a smoother potential exit of the UK from the European Union.

All S&P 500 sectors rose

The best-performing sectors in the S&P 500 were information technology (+50.3%), communication services (+32.7%), and financials (+32.1%).Next in line were industrials (+29.4%), real estate (+29.0%), consumer discretionary (+27.9%), consumer staples (+27.6%), utilities (+26.4%),materials (+24.6%), health care (+20.8%), and energy (+11.8%).

Market Overview — unaudited (continued) Annual Report December 31, 2019

Growth outperformed value, large-cap stocks topped small caps

For the year, the Russell 3000® Growth Index returned 35.85%, outperforming the Russell 3000® Value Index, which rose 26.26%. Large-cap stocks,as measured by the Russell 1000® Index, rose 31.43%. The Russell Midcap® Index returned 30.54%, and the small-cap Russell 2000® Index laggedyet still returned 25.52%.

International stocks collectively rose but underperformed US equities

Stocks trading in emerging markets, as measured by the MSCI Emerging Markets Index, returned 18.4% for the year. Notable top-performing countrycomponents in the index included Russia (+50.9%), supported by a jump in oil prices, Taiwan (+36.4%), Brazil (+26.3%), and China (23.5%).Taiwan’s and China’s markets advanced in the fourth quarter as trade frictions diminished, although weak economic data from China dampenedinvestor sentiment during the year. Notable countries that underperformed the index but still contributed positively to performance included SouthKorea (+12.5%), Mexico (+11.4%), and India (+7.6%). Malaysia (-2.0%) detracted from the index’s performance.

Equities in developed markets outside the US and Canada, as measured by the MSCI EAFE Index, rose 22.01%. For the year, the MSCI Europe Indexrose 23.77%, the MSCI UK Index returned 21.05%, and the MSCI Japan Index rose 19.61%.

Fixed Income Market Overview

In 2019, for the first time in more than a decade, the Federal Reserve (the Fed) cut interest rates to help sustain the US economy’s expansion in theface of slowing global economic growth and US-China trade-war risks. The central bank was merely one of dozens that reduced rates throughout theyear, igniting rallies in numerous global bond markets. During 2019, emerging markets debt, US high yield bonds, and corporate investment-gradebonds delivered robust returns, yet US government bonds and many other fixed income categories also posted solid results.

In the US, the economy grew at a healthy but slow pace. Although real gross domestic product (GDP) growth dropped from 3.1% (annualized) in thefirst quarter to 2.1% in the third, the economy continued to expand. (Fourth-quarter GDP data had not been released when this overview waspublished.) The national unemployment rate dropped to a 50-year low of 3.5% in September, corporate earnings were generally strong, and inflationremained low. Elsewhere, the European economy grew weakly. Notably, China’s growth rate dropped significantly from 6.6% in 2018 to 6.1% in 2019.

Bond markets fluctuated but closed higher

During the first quarter of 2019, global growth expectations softened. The Fed, which increased rates four times in 2018, signaled it would pausefrom hiking rates further based on its outlook at the time, sending bond markets higher. US high yield and emerging market bond prices rose sharply,supported by a tailwind of receding tariff worries and favorable corporate earnings.

In May, worries about the US-China trade war surfaced again. US Treasuries rallied while riskier assets such as high yield bonds dropped in price.The following month, however, the Fed hinted at the possibility of interest rate cuts ahead, trade fears cooled, and the high yield bond marketrebounded. The Fed did not adjust rates during the first half of the year.

In July, the global economy showed signs of a slowdown and tariff fears returned. Later that month, for the first time since the financial crisis in2008, the Fed cut rates as a pre-emptive measure to help sustain the expansion of the US economy and provide a cushion against the risk of a globaleconomic slowdown. During August, the yield on 10-year US Treasuries dropped below yields on two-year Treasuries. Historically, when yields onlonger-term Treasuries fall below yields on shorter-term issues, recessions have often followed. While many analysts questioned the “yield curveinversion” as a recessionary indicator in this instance, investors concerned about the economy gravitated to “safe-haven” securities like longer-termUS Treasuries and other high-quality credits.

The investment-grade Bloomberg Barclays US Aggregate Bond Index returned 2.59% in August. US high yield bonds finished virtually flat, whereasemerging market sovereign debt markets dropped sharply due in part to a stronger US dollar versus most currencies.

In September, the Fed cut rates again and the European Central Bank restarted its bond-buying program to help stimulate the eurozone economyafter rolling it back the previous year. After the Fed dropped its rate target to a range of 1.50% to 1.75% in October, Chairman Jerome Powellconveyed that the central bank had no plans for further cuts unless incoming data compelled its members to materially reassess their outlook for theeconomy. As expected, the Fed maintained its rate target through the remainder of the year.

During the fourth quarter, stronger-than-expected economic data and reports that the US and China were moving toward a “phase one” partial tradedeal led to a “risk-on” rally. (The agreement was signed in January 2020 after the reporting period ended.) Over the final month of the year, high yieldbonds and emerging markets bonds posted solid gains, while investment-grade US bonds dropped slightly.

Market Overview — unaudited (continued) Annual Report December 31, 2019

Emerging market debt and high yield bonds surged by double digits

For the year, the Bloomberg Barclays Global Aggregate Bond Index (unhedged), which measures global investment-grade debt performance, returned6.84%. (All returns cited are in US dollars.) Bonds trading in the US, based on the Bloomberg Barclays US Aggregate Bond Index, rose 8.72%. The USindex’s leading component sectors included investment-grade corporate bonds (+14.5%), which benefited from the interest rate cuts and solidfundamentals, along with Treasury inflation-protected securities (+8.4%), commercial mortgage-backed securities (+8.3%), and US Treasurysecurities (+6.9%). Treasuries with longer maturities rallied in the second and third quarters when trade tensions escalated, which triggered a“flight to quality.” The 10-year US Treasury note’s yield, which moves opposite to its price, opened 2019 at approximately 2.65% and closed the yearat 1.92% as trade tensions eased.

The Bloomberg Barclays Municipal Bond Index returned 7.54% for the year. US high yield bonds (debt rated below investment grade), as measured bythe ICE BofAML US Cash High Yield Index, returned 14.40%. Accommodative monetary policies, strong corporate earnings, and investors’ quest forenhanced yield supported demand for high yield opportunities. Emerging market debt, based on the J.P. Morgan EMBI Global Diversified Index surged15.04%. Despite a strong US dollar (relative to most currencies), sovereign debt yields in general drifted lower as inflation was contained in manycountries, providing their central banks with latitude to reduce interest rates, which bolstered bond prices.

The Prudential Series Fund, SP International Growth Portfolio December 31, 2019

Report of the Investment Manager - As of December 31, 2019 (Unaudited)

Average Annual Total Returns 1 Year 5 Years 10 Years

Portfolio: Class I 32.38% 9.33% 7.59%

Portfolio: Class II 31.91 8.90 7.19

MSCI EAFE® Index (GD) 22.66 6.18 6.00

Past performance does not guarantee future returns. The investment return and principal value ofan investment will fluctuate, so that shares, when redeemed, may be worth more or less than theiroriginal cost. Current performance may be lower or higher than the past performance.

Portfolio performance is net of fund expenses, but not contract charges, which, if included, wouldsignificantly lower the performance quoted. Performance figures may reflect fee waivers and/or expensereimbursements. In the absence of such fee waivers and/or expense reimbursements, performancewould be lower.

$10,000 INVESTED OVER 10 YEARS1

$20,789 Portfolio: Class I$17,900 MSCI EAFE® Index (GD)

12/31

/1312

/31/14

12/31

/16

12/31

/19

12/31

/18

12/31

/15

12/31

/12

12/31

/11

12/31

/10

12/31

/09

$30,000

$0

$5,000

$10,000

$15,000

$20,000

$25,000

12/31

/17

For the year ended December 31, 2019 the SP International Growth Portfolio Class I shares returned 32.38% and the Class II shares returned 31.91%.The Portfolio’s Class I & II shares outperformed the MSCI EAFE Index (GD).

The Portfolio’s investment objective is long-term growth of capital.

What were the market conditions during the reporting period?

For 2019, the MSCI EAFE Index (the Index) was up 22.66% (including dividends), despite a strong dollar, trade war tensions, an impasse overnegotiations on the United Kingdom’s pending exit from the European Union (known as Brexit), and downward global earnings revisions for most of theyear. By year-end, most of these worries were alleviated, as China and the US agreed on a trade deal, Boris Johnson won his UK referendum, and globalearnings trends started to stabilize. Stronger international stock market returns were also attributable to the Federal Reserve reversing course andcutting rates three times in the second half of the year, increasing liquidity. Investors, in turn, started to embrace risk, as volatility, momentum, andsmall-capitalization stocks came back into favor during the fourth quarter. From a sector perspective, information technology and health care(especially biotechnology) advanced, while energy and communications lagged. In general, the performance of western European equity marketssubstantially improved over their 2018 performance.

What strategies or holdings affected the Portfolio’s performance?

Stock selection added to relative performance as all three subadvisors (Jennison Associates, Neuberger Berman, and William Blair & Co.) tended toinvest in technology stocks and avoid energy equities. Stocks in the latter area tend to have slower earnings-growth rates, so the subadvisors avoidedthem. Instead, they invested in internet retail, software, and services industries, which all advanced during the period. Given their growth mandate,the subadvisors favored companies in these faster-growing industries and were rewarded.

Volatility and price momentum were also key factors that determined positive relative returns in 2019. Jennison typically has a more aggressiveportfolio, while William Blair incorporates momentum as part of its process. In addition, each subadvisor’s underexposure to companies with lowerprice-to-book ratios further enhanced results as value was out of favor for the year. These exposures are a residual of the subadvisors’ processes.

Finally, all three subadvisors had a substantial underweight to Japan, which tends to have lower growth and profitability rates than many nations inthe rest of the developed world. Japan’s forward earnings estimates and wage-growth rates have been declining over the last couple of years. As aresult, the country underperformed the MSCI EAFE Index. Since the subadvisors were underweight, the Portfolio benefited.

1 The graph is based on the performance of Class I shares. Performance of Class II shares will be lower due to differences in the fee structure. Class II shares haveassociated 12b-1 and administrative fees at an annual rate of 0.25% and 0.15% respectively of the average daily net assets of the Class II shares.

For a complete list of holdings, please refer to the Schedule of Investments section of this report. Holdings reflect only long-terminvestments. Credit Quality/Country Allocation/Holdings/Line of Business are subject to change.

1

The Prudential Series Fund, SP International Growth Portfolio December 31, 2019

Report of the Investment Manager - As of December 31, 2019 (Unaudited) (Continued)

Presentation of Portfolio Holdings — unauditedSP International Growth Portfolio (As of 12/31/2019)

Ten Largest Holdings Line of Business Country (% of Net Assets)

Alibaba Group Holding Ltd. Internet & Direct Marketing Retail China 3.1%

LVMH Moet Hennessy Louis Vuitton SE Textiles, Apparel & Luxury Goods France 2.3%

AIA Group Ltd. Insurance Hong Kong 2.1%

Airbus SE Aerospace & Defense France 1.9%

ASML Holding NV Semiconductors & Semiconductor Equipment Netherlands 1.8%

Adyen NV IT Services Netherlands 1.8%

Experian PLC Professional Services United Kingdom 1.8%

L’Oreal SA Personal Products France 1.8%

Safran SA Aerospace & Defense France 1.8%

Ferrari NV Automobiles Italy 1.4%

For a complete list of holdings, please refer to the Schedule of Investments section of this report. Holdings reflect only long-terminvestments. Credit Quality/Country Allocation/Holdings/Line of Business are subject to change.

2

The Prudential Series FundBenchmark Glossary — unaudited

December 31, 2019

The indexes are unmanaged and include reinvestment of any income or distributions. They do not reflect any fees,expenses or sales charges. Investors cannot invest directly in a market index.

MSCI EAFE (Morgan Stanley Capital International Europe, Australasia, Far East) Index (GD) is an unmanaged, capitalization-weightedindex generally accepted as a benchmark for major overseas markets. The GD version does not reflect the impact ofwithholding taxes on reinvested dividends.

The Prudential Series FundFees and Expenses — unaudited

December 31, 2019

As a contract owner investing in the Portfolio through a variable annuity or variable life contract, you incur ongoing costs, includingmanagement fees, and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) ofinvesting in the Fund and to compare these costs with the ongoing costs of investing in other investment options. This example doesnot reflect fees and charges under your variable annuity or variable life contract. If contract charges were included, the costs shownbelow would be higher. Please consult the prospectus for your contract for more information about contract fees and charges.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period July 1, 2019through December 31, 2019.

Actual ExpensesThe first line of the table below provides information about actual account values and actual expenses. You may use this information,together with the amount you invested, to estimate the Portfolio expenses that you paid over the period. Simply divide your accountvalue by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the firstline under the heading entitled “Expenses Paid During the Six-Month Period” to estimate the Portfolio expenses you paid on youraccount during this period. As noted above, the table does not reflect variable contract fees and charges.

Hypothetical Example for Comparison PurposesThe second line of the table below provides information about hypothetical account values and hypothetical expenses based on thePortfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return.The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paidfor the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other investment options.To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the otherinvestment options.

Please note that the expenses shown in the table are meant to highlight your ongoing Portfolio costs only and do not reflect anycontract fees and charges, such as sales charges (loads), insurance charges or administrative charges. Therefore the second line of thetable is useful to compare ongoing investment option costs only, and will not help you determine the relative total costs of owningdifferent contracts. In addition, if these contract fee and charges were included, your costs would have been higher.

The Prudential Series Fund Portfolio

BeginningAccount Value

July 1, 2019

EndingAccount Value

December 31, 2019

Annualized ExpenseRatio based on theSix-Month period

Expenses PaidDuring the

Six-Month period*

SP International Growth(Class I)

Actual $1,000.00 $1,091.80 1.01% $5.33

Hypothetical $1,000.00 $1,020.11 1.01% $5.14

SP International Growth(Class II)

Actual $1,000.00 $1,089.00 1.41% $7.42

Hypothetical $1,000.00 $1,018.10 1.41% $7.17

* Portfolio expenses (net of fee waivers or subsidies, if any) for each share class are equal to the annualized expense ratio for eachshare class (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended December 31, 2019, and divided by the 365 days in the Portfolio’s fiscal year ended December 31, 2019 (toreflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which thePortfolio may invest.

Shares Value

LONG-TERM INVESTMENTS — 97.6%COMMON STOCKS — 96.3%Argentina — 1.0%

MercadoLibre, Inc.* . . . . . . . . . . . . . . . . . 1,512 $ 864,773

Australia — 2.8%Aristocrat Leisure Ltd. . . . . . . . . . . . . . . . 13,949 330,485Cochlear Ltd. . . . . . . . . . . . . . . . . . . . . . . 3,836 606,461CSL Ltd.. . . . . . . . . . . . . . . . . . . . . . . . . . 3,311 641,136Insurance Australia Group Ltd. . . . . . . . . 32,681 175,693Macquarie Group Ltd. . . . . . . . . . . . . . . . 6,284 608,099

2,361,874

Austria — 0.4%BAWAG Group AG, 144A* . . . . . . . . . . . 8,053 366,680

Belgium — 0.4%KBC Group NV . . . . . . . . . . . . . . . . . . . . 4,917 370,407

Canada — 4.5%Alimentation Couche-Tard, Inc. (Class B

Stock) . . . . . . . . . . . . . . . . . . . . . . . . . . 9,854 312,721Brookfield Asset Management, Inc.

(Class A Stock) . . . . . . . . . . . . . . . . . . 12,234 707,125Canadian National Railway Co. . . . . . . . 7,712 697,646Dollarama, Inc. . . . . . . . . . . . . . . . . . . . . 9,306 319,839Shopify, Inc. (Class A Stock)* . . . . . . . . . 2,383 947,433Suncor Energy, Inc. . . . . . . . . . . . . . . . . . 9,328 305,725Toronto-Dominion Bank (The). . . . . . . . . 10,369 581,552

3,872,041

China — 8.9%Alibaba Group Holding Ltd., ADR* . . . . . 12,695 2,692,609Budweiser Brewing Co. APAC Ltd.,

144A* . . . . . . . . . . . . . . . . . . . . . . . . . . 16,500 55,805China Merchants Bank Co. Ltd.

(Class H Stock) . . . . . . . . . . . . . . . . . . 114,000 587,304Jiangsu Hengrui Medicine Co. Ltd.

(Class A Stock) . . . . . . . . . . . . . . . . . . 42,153 530,751Kweichow Moutai Co. Ltd. (Class A

Stock) . . . . . . . . . . . . . . . . . . . . . . . . . . 5,214 886,965Meituan Dianping (Class B Stock)* . . . . 58,407 764,718NetEase, Inc., ADR . . . . . . . . . . . . . . . . . 1,579 484,185TAL Education Group, ADR*. . . . . . . . . . 2,020 97,364Tencent Holdings Ltd. . . . . . . . . . . . . . . . 14,000 673,873Wuxi Biologics Cayman, Inc., 144A* . . . 69,816 885,909

7,659,483

Denmark — 2.7%Coloplast A/S (Class B Stock) . . . . . . . . 4,260 528,057DSV Panalpina A/S . . . . . . . . . . . . . . . . . 2,250 259,270Novo Nordisk A/S (Class B Stock) . . . . . 17,478 1,014,847Orsted A/S, 144A. . . . . . . . . . . . . . . . . . . 5,299 548,593

2,350,767

Finland — 0.2%Neste OYJ . . . . . . . . . . . . . . . . . . . . . . . . 3,720 129,520

France — 13.3%Air Liquide SA . . . . . . . . . . . . . . . . . . . . . 1,627 230,566Airbus SE. . . . . . . . . . . . . . . . . . . . . . . . . 11,014 1,614,573Arkema SA . . . . . . . . . . . . . . . . . . . . . . . 1,585 168,429Capgemini SE . . . . . . . . . . . . . . . . . . . . . 4,202 513,411

Shares Value

COMMON STOCKS (continued)France (cont’d.)

Dassault Systemes SE . . . . . . . . . . . . . . 6,871 $ 1,131,835Kering SA. . . . . . . . . . . . . . . . . . . . . . . . . 848 557,140L’Oreal SA . . . . . . . . . . . . . . . . . . . . . . . . 5,130 1,520,504LVMH Moet Hennessy Louis Vuitton

SE . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,242 1,975,214Pernod Ricard SA . . . . . . . . . . . . . . . . . . 6,703 1,200,551Remy Cointreau SA(a) . . . . . . . . . . . . . . 2,116 259,932Safran SA . . . . . . . . . . . . . . . . . . . . . . . . 9,755 1,508,084Schneider Electric SE . . . . . . . . . . . . . . . 2,346 241,056TOTAL SA . . . . . . . . . . . . . . . . . . . . . . . . 8,285 458,756

11,380,051

Germany — 6.6%adidas AG . . . . . . . . . . . . . . . . . . . . . . . . 2,333 762,002Brenntag AG . . . . . . . . . . . . . . . . . . . . . . 5,848 320,138Continental AG . . . . . . . . . . . . . . . . . . . . 1,537 197,794CTS Eventim AG & Co. KGaA . . . . . . . . 6,746 424,901Deutsche Boerse AG. . . . . . . . . . . . . . . . 1,613 254,315Gerresheimer AG . . . . . . . . . . . . . . . . . . 6,167 480,218Infineon Technologies AG . . . . . . . . . . . . 39,929 912,470Rational AG . . . . . . . . . . . . . . . . . . . . . . . 447 359,662SAP SE . . . . . . . . . . . . . . . . . . . . . . . . . . 8,203 1,112,994SAP SE, ADR(a) . . . . . . . . . . . . . . . . . . . 3,957 530,198Scout24 AG, 144A. . . . . . . . . . . . . . . . . . 4,215 279,610

5,634,302

Hong Kong — 3.0%AIA Group Ltd.. . . . . . . . . . . . . . . . . . . . . 170,466 1,791,677Techtronic Industries Co. Ltd. . . . . . . . . . 98,283 804,897

2,596,574

India — 1.4%HDFC Bank Ltd., ADR . . . . . . . . . . . . . . 14,371 910,690Reliance Industries Ltd., 144A, GDR . . . 6,318 269,111

1,179,801

Ireland — 2.2%AerCap Holdings NV* . . . . . . . . . . . . . . . 6,501 399,617CRH PLC. . . . . . . . . . . . . . . . . . . . . . . . . 11,295 455,729Kerry Group PLC (Class A Stock). . . . . . 3,723 464,203Kingspan Group PLC . . . . . . . . . . . . . . . 9,103 556,485

1,876,034

Israel — 1.1%Check Point Software Technologies

Ltd.*(a) . . . . . . . . . . . . . . . . . . . . . . . . . 8,261 916,641

Italy — 2.6%Brunello Cucinelli SpA. . . . . . . . . . . . . . . 19,124 677,826Ferrari NV . . . . . . . . . . . . . . . . . . . . . . . . 7,491 1,241,283Nexi SpA, 144A* . . . . . . . . . . . . . . . . . . . 22,060 307,138

2,226,247

Japan — 7.6%Asahi Intecc Co. Ltd. . . . . . . . . . . . . . . . . 5,500 160,791Bridgestone Corp. . . . . . . . . . . . . . . . . . . 7,800 289,743Daikin Industries Ltd.. . . . . . . . . . . . . . . . 5,900 831,917Freee KK, 144A* . . . . . . . . . . . . . . . . . . . 1,195 35,469Hoya Corp. . . . . . . . . . . . . . . . . . . . . . . . 8,500 812,869

SP INTERNATIONAL GROWTH PORTFOLIO

SCHEDULE OF INVESTMENTS as of December 31, 2019

SEE NOTES TO FINANCIAL STATEMENTS.

A1

Shares Value

COMMON STOCKS (continued)Japan (cont’d.)

Kao Corp. . . . . . . . . . . . . . . . . . . . . . . . . 3,300 $ 272,396Keyence Corp.. . . . . . . . . . . . . . . . . . . . . 2,900 1,021,038Kose Corp.. . . . . . . . . . . . . . . . . . . . . . . . 2,200 321,082Nitori Holdings Co. Ltd. . . . . . . . . . . . . . . 1,800 284,319Persol Holdings Co. Ltd. . . . . . . . . . . . . . 12,500 233,769Sanwa Holdings Corp. . . . . . . . . . . . . . . 30,700 344,107Shionogi & Co. Ltd. . . . . . . . . . . . . . . . . . 6,300 389,794Shiseido Co. Ltd. . . . . . . . . . . . . . . . . . . . 6,700 476,093SMC Corp.. . . . . . . . . . . . . . . . . . . . . . . . 1,100 501,912Terumo Corp.. . . . . . . . . . . . . . . . . . . . . . 6,000 213,313Toyota Motor Corp. . . . . . . . . . . . . . . . . . 5,100 359,498

6,548,110

Luxembourg — 0.2%Tenaris SA . . . . . . . . . . . . . . . . . . . . . . . . 16,089 181,716

Macau — 0.5%Galaxy Entertainment Group Ltd. . . . . . . 53,000 390,867

Netherlands — 5.1%Adyen NV, 144A*. . . . . . . . . . . . . . . . . . . 1,889 1,549,891ASML Holding NV . . . . . . . . . . . . . . . . . . 5,297 1,575,469Heineken NV . . . . . . . . . . . . . . . . . . . . . . 4,641 494,305Koninklijke Philips NV . . . . . . . . . . . . . . . 11,483 561,559NXP Semiconductors NV . . . . . . . . . . . . 1,726 219,651

4,400,875

Portugal — 0.2%Galp Energia SGPS SA . . . . . . . . . . . . . 12,395 207,736

Singapore — 0.4%DBS Group Holdings Ltd. . . . . . . . . . . . . 19,700 379,412

Spain — 1.2%ACS Actividades de Construccion y

Servicios SA . . . . . . . . . . . . . . . . . . . . 11,033 442,242Amadeus IT Group SA . . . . . . . . . . . . . . 6,822 557,680

999,922

Sweden — 1.8%Assa Abloy AB (Class B Stock) . . . . . . . 11,366 265,646Atlas Copco AB (Class A Stock) . . . . . . . 15,999 637,967Hexagon AB (Class B Stock) . . . . . . . . . 9,170 513,409Swedbank AB (Class A Stock) . . . . . . . . 8,448 125,676

1,542,698

Switzerland — 10.9%Alcon, Inc.*. . . . . . . . . . . . . . . . . . . . . . . . 10,060 569,075Cie Financiere Richemont SA. . . . . . . . . 2,308 181,542Givaudan SA . . . . . . . . . . . . . . . . . . . . . . 342 1,071,262Julius Baer Group Ltd.* . . . . . . . . . . . . . . 7,008 361,567Lonza Group AG* . . . . . . . . . . . . . . . . . . 2,596 947,270Novartis AG . . . . . . . . . . . . . . . . . . . . . . . 13,046 1,237,484Partners Group Holding AG . . . . . . . . . . 945 867,904Roche Holding AG. . . . . . . . . . . . . . . . . . 1,730 561,386SGS SA . . . . . . . . . . . . . . . . . . . . . . . . . . 119 326,126SIG Combibloc Group AG* . . . . . . . . . . . 23,769 380,473Sika AG . . . . . . . . . . . . . . . . . . . . . . . . . . 2,402 451,463Sonova Holding AG. . . . . . . . . . . . . . . . . 2,104 481,444Straumann Holding AG . . . . . . . . . . . . . . 1,131 1,111,396Temenos AG*. . . . . . . . . . . . . . . . . . . . . . 2,997 475,813

Shares Value

COMMON STOCKS (continued)Switzerland (cont’d.)

UBS Group AG*. . . . . . . . . . . . . . . . . . . . 23,781 $ 300,275

9,324,480

Taiwan — 1.7%Sea Ltd., ADR*(a) . . . . . . . . . . . . . . . . . . 13,171 529,738Taiwan Semiconductor Manufacturing

Co. Ltd. . . . . . . . . . . . . . . . . . . . . . . . . 86,000 954,760

1,484,498

United Kingdom — 12.1%Abcam PLC . . . . . . . . . . . . . . . . . . . . . . . 6,800 121,869Ashtead Group PLC . . . . . . . . . . . . . . . . 15,518 496,978AstraZeneca PLC . . . . . . . . . . . . . . . . . . 6,468 652,667Barratt Developments PLC . . . . . . . . . . . 15,128 150,282Bunzl PLC . . . . . . . . . . . . . . . . . . . . . . . . 18,990 519,642Compass Group PLC . . . . . . . . . . . . . . . 34,575 867,531DCC PLC. . . . . . . . . . . . . . . . . . . . . . . . . 3,453 299,836Diageo PLC . . . . . . . . . . . . . . . . . . . . . . . 11,603 492,981Electrocomponents PLC . . . . . . . . . . . . . 35,198 316,080Experian PLC . . . . . . . . . . . . . . . . . . . . . 45,592 1,541,645Fevertree Drinks PLC . . . . . . . . . . . . . . . 14,729 409,389London Stock Exchange Group PLC . . . 8,883 914,622Prudential PLC . . . . . . . . . . . . . . . . . . . . 20,193 388,623Reckitt Benckiser Group PLC . . . . . . . . . 4,736 384,572RELX PLC . . . . . . . . . . . . . . . . . . . . . . . . 39,851 1,006,447Rentokil Initial PLC . . . . . . . . . . . . . . . . . 44,541 267,715Segro PLC, REIT. . . . . . . . . . . . . . . . . . . 43,337 516,310Spectris PLC . . . . . . . . . . . . . . . . . . . . . . 7,171 276,067St. James’s Place PLC . . . . . . . . . . . . . . 40,039 619,933Trainline PLC, 144A*. . . . . . . . . . . . . . . . 23,972 161,038

10,404,227

United States — 3.5%Aon PLC . . . . . . . . . . . . . . . . . . . . . . . . . 2,072 431,577Core Laboratories NV . . . . . . . . . . . . . . . 807 30,400Ferguson PLC . . . . . . . . . . . . . . . . . . . . . 4,250 386,218Lululemon Athletica, Inc.* . . . . . . . . . . . . 4,117 953,785QIAGEN NV (NYSE)* . . . . . . . . . . . . . . . 1,792 60,570QIAGEN NV (TRQX)* . . . . . . . . . . . . . . . 6,306 215,670Samsonite International SA, 144A . . . . . 179,092 431,768Sensata Technologies Holding PLC* . . . 8,614 464,036

2,974,024

TOTAL COMMON STOCKS(cost $56,579,250) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82,623,760

PREFERRED STOCK — 1.3%Germany

Sartorius AG (PRFC). . . . . . . . . . . . . . . . 5,084 1,094,279(cost $404,154)

TOTAL LONG-TERM INVESTMENTS(cost $56,983,404) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 83,718,039

SHORT-TERM INVESTMENTS — 4.8%AFFILIATED MUTUAL FUNDS — 3.7%

PGIM Core Ultra Short Bond Fund(w) . . 1,090,611 1,090,611

SP INTERNATIONAL GROWTH PORTFOLIO (CONTINUED)



A2

Shares Value

AFFILIATED MUTUAL FUNDS (continued)PGIM Institutional Money Market Fund

(cost $2,068,550; includes$2,064,811 of cash collateral forsecurities on loan)(b)(w) . . . . . . . . . . . 2,068,447 $ 2,068,861

TOTAL AFFILIATED MUTUAL FUNDS(cost $3,159,161) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,159,472

UNAFFILIATED FUND — 1.1%BlackRock Liquidity FedFund . . . . . . . . . 948,563 948,563(cost $948,563)

TOTAL SHORT-TERM INVESTMENTS(cost $4,107,724) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,108,035

TOTAL INVESTMENTS—102.4%(cost $61,091,128) 87,826,074

Liabilities in excess of other assets — (2.4)% (2,081,610)

NET ASSETS — 100.0% $ 85,744,464

Below is a list of the abbreviation(s) used in the annual report:

144A — Security was purchased pursuant to Rule 144A under theSecurities Act of 1933 and, pursuant to the requirements of Rule 144A,may not be resold except to qualified institutional buyers.ADR — American Depositary Receipt

GDR — Global Depositary ReceiptLIBOR — London Interbank Offered RateNYSE — New York Stock ExchangeOTC — Over-the-counterPRFC — Preference SharesREITs — Real Estate Investment TrustTRQX — Turquoise Stock Exchange

* Non-income producing security.(a) All or a portion of security is on loan. The aggregate market value of

such securities, including those sold and pending settlement, is$2,026,180; cash collateral of $2,064,811 (included in liabilities) wasreceived with which the Portfolio purchased highly liquid short-terminvestments.

(b) Represents security purchased with cash collateral received forsecurities on loan and includes dividend reinvestment.

(w) PGIM Investments LLC, the manager of the Portfolio, also serves asmanager of the PGIM Core Ultra Short Bond Fund and PGIMInstitutional Money Market Fund.

Fair Value Measurements:

Various inputs are used in determining the value of the Portfolio’s investments. These inputs are summarized in the three broad levels listed below.

Level 1—unadjusted quoted prices generally in active markets for identical securities.

Level 2—quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and otherobservable 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, 2019 in valuing such portfolio securities:

Level 1 Level 2 Level 3

Investments in SecuritiesAssetsCommon Stocks

Argentina . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 864,773 $ — $—Australia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 2,361,874 —Austria. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 366,680 —Belgium. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 370,407 —Canada. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,872,041 — —China. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,274,158 4,385,325 —Denmark. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 2,350,767 —Finland . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 129,520 —France. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 11,380,051 —Germany. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 530,198 5,104,104 —Hong Kong. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 2,596,574 —India . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 910,690 269,111 —Ireland. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 399,617 1,476,417 —Israel . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 916,641 — —Italy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 2,226,247 —Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35,469 6,512,641 —Luxembourg. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 181,716 —Macau. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 390,867 —




A3

Level 1 Level 2 Level 3

Investments in Securities (continued)Assets (continued)Common Stocks (continued)

Netherlands . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 219,651 $ 4,181,224 $—Portugal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 207,736 —Singapore. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 379,412 —Spain. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 999,922 —Sweden. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 1,542,698 —Switzerland. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 9,324,480 —Taiwan. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 529,738 954,760 —United Kingdom. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 10,404,227 —United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,940,368 1,033,656 —

Preferred StockGermany. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 1,094,279 —

Affiliated Mutual Funds. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,159,472 — —Unaffiliated Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 948,563 — —

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $17,601,379 $70,224,695 $—

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, 2019 wereas follows (unaudited):Health Care Equipment & Supplies 7.1%Textiles, Apparel & Luxury Goods 6.4Capital Markets 5.4Internet & Direct Marketing Retail 5.2Pharmaceuticals 5.2Software 4.9IT Services 4.6Beverages 4.5Semiconductors & Semiconductor Equipment 4.3Banks 3.9Aerospace & Defense 3.7Professional Services 3.7Affiliated Mutual Funds (2.4% represents investments

purchased with collateral from securities on loan) 3.7Insurance 3.2Personal Products 3.1Life Sciences Tools & Services 3.1Machinery 2.6Trading Companies & Distributors 2.6Electronic Equipment, Instruments & Components 2.5Building Products 2.4Chemicals 2.2Hotels, Restaurants & Leisure 1.9Automobiles 1.8Entertainment 1.7Oil, Gas & Consumable Fuels 1.5Interactive Media & Services 1.1

Unaffiliated Fund 1.1%Biotechnology 0.9Electrical Equipment 0.8Road & Rail 0.8Electric Utilities 0.6Equity Real Estate Investment Trusts (REITs) 0.6Auto Components 0.5Food Products 0.5Construction Materials 0.5Construction & Engineering 0.5Household Products 0.4Containers & Packaging 0.4Multiline Retail 0.4Food & Staples Retailing 0.4Industrial Conglomerates 0.3Specialty Retail 0.3Commercial Services & Supplies 0.3Air Freight & Logistics 0.3Energy Equipment & Services 0.2Household Durables 0.2Diversified Consumer Services 0.1

102.4Liabilities in excess of other assets (2.4)

100.0%

Financial Instruments/Transactions—Summary of Offsetting and Netting Arrangements:

The Portfolio entered into financial instruments/transactions during the reporting period that are either offset in accordance with current requirementsor are subject to enforceable master netting arrangements or similar agreements that permit offsetting. The information about offsetting and relatednetting arrangements for financial instruments/transactions where the legal right to set-off exists is presented in the summary below.




A4

Offsetting of financial instrument/transaction assets and liabilities:

Description

Gross MarketValue of

RecognizedAssets/(Liabilities)

CollateralPledged/(Received)(1)

NetAmount

Securities on Loan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,026,180 $(2,026,180) $—

(1) Collateral amount disclosed by the Portfolio is limited to the market value of financial instruments/transactions.




A5

STATEMENT OF ASSETS AND LIABILITIESas of December 31, 2019

ASSETSInvestments at value, including securities on loan of

$2,026,180:Unaffiliated investments (cost $57,931,967) . . . . . . . $84,666,602Affiliated investments (cost $3,159,161) . . . . . . . . . . 3,159,472

Foreign currency, at value (cost $62,959) . . . . . . . . . . . 63,695Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,654Tax reclaim receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . 324,093Receivable for Portfolio shares sold. . . . . . . . . . . . . . . . 23,049Dividends and interest receivable. . . . . . . . . . . . . . . . . . 22,128Receivable for investments sold . . . . . . . . . . . . . . . . . . . 15,866Receivable from affiliate. . . . . . . . . . . . . . . . . . . . . . . . . . 508Prepaid expenses and other assets. . . . . . . . . . . . . . . . 1,233

Total Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88,278,300LIABILITIES

Payable to broker for collateral for securities on loan . 2,064,811Payable to affiliate. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 183,508Accrued expenses and other liabilities. . . . . . . . . . . . . . 114,597Payable for investments purchased . . . . . . . . . . . . . . . . 114,170Management fee payable . . . . . . . . . . . . . . . . . . . . . . . . 39,858Payable for Portfolio shares repurchased . . . . . . . . . . . 15,864Affiliated transfer agent fee payable. . . . . . . . . . . . . . . . 980Distribution fee payable . . . . . . . . . . . . . . . . . . . . . . . . . . 30Administration fee payable . . . . . . . . . . . . . . . . . . . . . . . 18

Total Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,533,836NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $85,744,464

Net assets were comprised of:Partners’ Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $85,744,464

Class I:Net asset value and redemption price per share,

$85,605,004 / 9,226,258 outstanding shares ofbeneficial interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 9.28

Class II:Net asset value and redemption price per share,

$139,460 / 15,615 outstanding shares of beneficialinterest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 8.93

STATEMENT OF OPERATIONSYear Ended December 31, 2019

NET INVESTMENT INCOME (LOSS)INCOME

Unaffiliated dividend income (net of $133,080 foreignwithholding tax, of which $7,142 is reimbursable byan affiliate) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,279,712

Affiliated dividend income . . . . . . . . . . . . . . . . . . . . . . . . 24,156Income from securities lending, net (including

affiliated income of $8,456) . . . . . . . . . . . . . . . . . . . . . 13,343Total income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,317,211

EXPENSESManagement fee. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 677,320Distribution fee—Class II . . . . . . . . . . . . . . . . . . . . . . . . . 333Administration fee—Class II . . . . . . . . . . . . . . . . . . . . . . 200Custodian and accounting fees . . . . . . . . . . . . . . . . . . . 155,050Shareholders’ reports . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49,445Audit fee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30,300Legal fees and expenses. . . . . . . . . . . . . . . . . . . . . . . . . 12,298Trustees’ fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10,720Transfer agent’s fees and expenses (including

affiliated expense of $5,882) . . . . . . . . . . . . . . . . . . . . 10,684Miscellaneous . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43,198

Total expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 989,548Less: Fee waivers and/or expense reimbursement . (184,199)Net expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 805,349

NET INVESTMENT INCOME (LOSS). . . . . . . . . . . . . . . . 511,862REALIZED AND UNREALIZED GAIN (LOSS) ONINVESTMENT AND FOREIGN CURRENCYTRANSACTIONS

Net realized gain (loss) on:Investment transactions (including affiliated of

$456). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,004,680Foreign currency transactions. . . . . . . . . . . . . . . . . . . (3,993)

4,000,687Net change in unrealized appreciation (depreciation)

on:Investments (including affiliated of $332) . . . . . . . . . 17,478,194Foreign currencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . (5,538)

17,472,656NET GAIN (LOSS) ON INVESTMENT AND FOREIGN

CURRENCY TRANSACTIONS . . . . . . . . . . . . . . . . . . . 21,473,343NET INCREASE (DECREASE) IN NET ASSETS

RESULTING FROM OPERATIONS . . . . . . . . . . . . . . . $21,985,205

STATEMENTS OF CHANGES IN NET ASSETSYear Ended

December 31, 2019Year Ended

December 31, 2018INCREASE (DECREASE) IN NET ASSETSOPERATIONS

Net investment income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 511,862 $ 683,634Net realized gain (loss) on investment and foreign currency transactions . . . . . . . . . . . . . . . . . . . . . . . . 4,000,687 3,665,756Net change in unrealized appreciation (depreciation) on investments and foreign currencies . . . . . . . 17,472,656 (14,941,382)NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS . . . . . . . . . . . . 21,985,205 (10,591,992)

PORTFOLIO SHARE TRANSACTIONSPortfolio shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,564,427 5,226,397Portfolio shares repurchased. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (9,145,577) (8,903,625)NET INCREASE (DECREASE) IN NET ASSETS FROM PORTFOLIO SHARE TRANSACTIONS . (6,581,150) (3,677,228)

CAPITAL CONTRIBUTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87,941 87,325TOTAL INCREASE (DECREASE) 15,491,996 (14,181,895)NET ASSETS:

Beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70,252,468 84,434,363End of year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $85,744,464 $ 70,252,468



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NOTES TO FINANCIAL STATEMENTS OFTHE PRUDENTIAL SERIES FUND

The Prudential Series Fund (“Series Fund”) is registered under the Investment Company Act of 1940, as amended(“1940 Act”), as an open-end management investment company. The Series Fund is composed of seventeenPortfolios (“Portfolios”), each with separate series shares. The information presented in these financial statementspertains to the SP International Growth Portfolio (the “Portfolio”). The Portfolio is a diversified portfolio.

The investment objective of the Portfolio is long-term growth of capital.

1. Accounting Policies

The Series Fund follows the investment company accounting and reporting guidance of the Financial AccountingStandards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services — InvestmentCompanies. The following accounting policies conform to U.S. generally accepted accounting principles. TheSeries Fund and the Portfolio consistently follow such policies in the preparation of their financial statements.

Securities Valuation: The Portfolio holds securities and other assets and liabilities that are fair valued at the closeof each day (generally, 4:00 PM Eastern time) the New York Stock Exchange (“NYSE”) is open for trading. Fairvalue is the price that would be received to sell an asset or paid to transfer a liability in an orderly transactionbetween market participants on the measurement date. The Series Fund’s Board of Trustees (the “Board”) hasadopted valuation procedures for security valuation under which fair valuation responsibilities have beendelegated to PGIM Investments LLC (“PGIM Investments” or the “Manager”). Pursuant to the Board’s delegation,the Manager has established a Valuation Committee responsible for supervising the fair valuation of portfoliosecurities and other assets and liabilities. The valuation procedures permit the Portfolio to utilize independentpricing vendor services, quotations from market makers, and alternative valuation methods when marketquotations are either not readily available or not deemed representative of fair value. A record of the ValuationCommittee’s actions is subject to the Board’s review, approval, and ratification at its next regularly scheduledquarterly meeting.

For the fiscal reporting year-end, securities and other assets and liabilities were fair valued at the close of the lastU.S. business day. Trading in certain foreign securities may occur when the NYSE is closed (including weekendsand holidays). Because such foreign securities trade in markets that are open on weekends and U.S. holidays, thevalues of some of the Portfolio’s foreign investments may change on days when investors cannot purchase orredeem Portfolio shares.

Various inputs determine how the Portfolio’s investments are valued, all of which are categorized according to thethree broad levels (Level 1, 2, or 3) detailed in the Schedule of Investments and referred to herein as the “fair valuehierarchy” in accordance with FASB ASC Topic 820 - Fair Value Measurements and Disclosures.

Common and preferred stocks, exchange-traded funds, and derivative instruments, such as futures or options,that are traded on a national securities exchange are valued at the last sale price as of the close of trading on theapplicable exchange where the security principally trades. Securities traded via NASDAQ are valued at theNASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ officialclosing price, they are classified as Level 1 in the fair value hierarchy. In the event that no sale or official closingprice on valuation date exists, these securities are generally valued at the mean between the last reported bid andask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in thefair value hierarchy.

Foreign equities traded on foreign securities exchanges are generally valued using pricing vendor services thatprovide model prices derived using adjustment factors based on information such as local closing price, relevantgeneral and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valuedusing such model prices are classified as Level 2 in the fair value hierarchy. The models generate an evaluatedadjustment factor for each security, which is applied to the local closing price to adjust it for post closing marketmovements up to the time the Portfolio is valued. Utilizing that evaluated adjustment factor, the vendor providesan evaluated price for each security. If the vendor does not provide an evaluated price, securities are valued inaccordance with exchange-traded common and preferred stock valuation policies discussed above.

Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the closeof the NYSE on the date of valuation. These securities are classified as Level 1 in the fair value hierarchy sincethey may be purchased or sold at their net asset values on the date of valuation.

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Securities and other assets that cannot be priced according to the methods described above are valued based onpricing methodologies approved by the Board. In the event that unobservable inputs are used when determiningsuch valuations, the securities will be classified as Level 3 in the fair value hierarchy.

When determining the fair value of securities, some of the factors influencing the valuation include: the nature ofany restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’sfinancial condition and the markets in which it does business; the cost of the investment; the size of the holding andthe capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or anycomparable securities; any available analyst media or other reports or information deemed reliable by theManager regarding the issuer or the markets or industry in which it operates. Using fair value to price securitiesmay result in a value that is different from a security’s most recent closing price and from the price used by otherunaffiliated mutual funds to calculate their net asset values.

Illiquid Securities: Pursuant to Rule 22e-4 under the 1940 Act, the Series Fund has adopted a Board approvedLiquidity Risk Management Program (“LRMP”) that requires, among other things, that the Portfolio limit its illiquidinvestments that are assets to no more than 15% of net assets. Illiquid securities are those that, because of theabsence of a readily available market or due to legal or contractual restrictions on resale, may not reasonably beexpected to be sold or disposed of in current market conditions in seven calendar days or less without the sale ordisposition significantly changing the market value of the investment. The Portfolio may find it difficult to sell illiquidsecurities at the time considered most advantageous by its subadviser(s) and may incur transaction costs thatwould not be incurred in the sale of securities that were freely marketable.

Restricted Securities: Securities acquired in unregistered, private sales from the issuing company or from anaffiliate of the issuer are considered restricted as to disposition under federal securities law (“restricted securities”).Such restricted securities are valued pursuant to the valuation procedures noted above. Restricted securities thatwould otherwise be considered illiquid investments pursuant to the Portfolio’s LRMP because of legal restrictionson resale to the general public may be traded among qualified institutional buyers under Rule 144A of theSecurities Act of 1933. Therefore, these Rule 144A securities, as well as commercial paper that is sold in privateplacements under Section 4(2) of the Securities Act of 1933, may be classified higher than “illiquid” under theLRMP (i.e. “moderately liquid” or “less liquid” investments). However, the liquidity of the Portfolio’s investments inrestricted securities could be impaired if trading does not develop or declines.

Foreign Currency Translation: The books and records of the Portfolio are maintained in U.S. dollars. Foreigncurrency amounts are translated into U.S. dollars on the following basis:

(i) market value of investment securities, other assets and liabilities — at the current rates of exchange;

(ii) purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing onthe respective dates of such transactions.

Although the net assets of the Portfolio are presented at the foreign exchange rates and market values at the closeof the period, the Portfolio does not generally isolate that portion of the results of operations arising as a result ofchanges in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-termportfolio securities held at the end of the period. Similarly, the Portfolio does not isolate the effect of changes inforeign exchange rates from the fluctuations arising from changes in the market prices of long-term portfoliosecurities sold during the period. Accordingly, holding period realized foreign currency gains (losses) are includedin the reported net realized gains (losses) on investment transactions.

Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) fromthe disposition of holdings of foreign currencies, currency gains (losses) realized between the trade and settlementdates on investment transactions, and the difference between the amounts of interest, dividends and foreignwithholding taxes recorded on the Portfolio’s books and the U.S. dollar equivalent amounts actually received orpaid. Net unrealized currency gains (losses) arise from valuing foreign currency denominated assets and liabilities(other than investments) at period end exchange rates.

Master Netting Arrangements: The Series Fund, on behalf of the Portfolio, is subject to various MasterAgreements, or netting arrangements, with select counterparties. These are agreements which a subadviser mayhave negotiated and entered into on behalf of all or a portion of the Portfolio. For multi-sleeve Portfolios, differentsubadvisers who manage their respective sleeve, may enter into such agreements with the same counterpartyand are disclosed separately for each sleeve when presenting information about offsetting and related nettingarrangements for OTC derivatives. A master netting arrangement between the Portfolio and the counterpartypermits the Portfolio to offset amounts payable by the Portfolio to the same counterparty against amounts to be

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received; and by the receipt of collateral from the counterparty by the Portfolio to cover the Portfolio’s exposure tothe counterparty. However, there is no assurance that such mitigating factors are easily enforceable. In addition tomaster netting arrangements, the right to set-off exists when all the conditions are met such that each of the partiesowes the other determinable amounts, the reporting party has the right to set-off the amount owed with the amountowed by the other party, the reporting party intends to set-off and the right of set-off is enforceable by law. Duringthe reporting period, there was no intention to settle on a net basis and all amounts are presented on a gross basison the Statement of Assets and Liabilities.

Securities Lending: The Portfolio lends its portfolio securities to banks and broker-dealers. The loans are securedby collateral at least equal to the market value of the securities loaned. Collateral pledged by each borrower isinvested in an affiliated money market fund and is marked to market daily, based on the previous day’s marketvalue, such that the value of the collateral exceeds the value of the loaned securities. In the event of significantappreciation in value of securities on loan on the last business day of the reporting period, the financial statementsmay reflect a collateral value that is less than the market value of the loaned securities. Such shortfall is remediedas described above. Loans are subject to termination at the option of the borrower or the Portfolio. Upontermination of the loan, the borrower will return to the Portfolio securities identical to the loaned securities. Shouldthe borrower of the securities fail financially, the Portfolio has the right to repurchase the securities in the openmarket using the collateral.

The Portfolio recognizes income, net of any rebate and securities lending agent fees, for lending its securities inthe form of fees or interest on the investment of any cash received as collateral. The borrower receives all interestand dividends from the securities loaned and such payments are passed back to the lender in amounts equivalentthereto. The Portfolio also continues to recognize any unrealized gain (loss) in the market price of the securitiesloaned and on the change in the value of the collateral invested that may occur during the term of the loan. Inaddition, realized gain (loss) is recognized on changes in the value of the collateral invested upon liquidation of thecollateral. Net earnings from securities lending are disclosed in the Statement of Operations.

Equity and Mortgage Real Estate Investment Trusts (collectively equity REITs): The Portfolio invested in equityREITs, which report information on the source of their distributions annually. Based on current and historicalinformation, a portion of distributions received from equity REITs during the period is estimated to be dividendincome, capital gain or return of capital and recorded accordingly. When material, these estimates are adjustedperiodically when the actual source of distributions is disclosed by the equity REITs.

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date.Realized gains (losses) from investment and currency transactions are calculated on the specific identificationmethod. Dividend income is recorded on the ex-date, or for certain foreign securities, when the Portfolio becomesaware of such dividends. Interest income, including amortization of premium and accretion of discount on debtsecurities, as required, is recorded on the accrual basis. Expenses are recorded on an accrual basis, which mayrequire the use of certain estimates by management that may differ from actual. Net investment income or loss(other than administration and distribution fees which are charged directly to the respective class) and unrealizedand realized gains (losses) are allocated daily to each class of shares based upon the relative proportion ofadjusted net assets of each class at the beginning of the day.

Taxes: For federal income tax purposes, the Portfolio is treated as a separate taxpaying entity. The Portfolio istreated as a partnership for tax purposes. No provision has been made in the financial statements for U.S. federal,state, or local taxes, as any tax liability arising from operations of the Portfolio is the responsibility of the Portfolio’sshareholders (participating insurance companies). The Portfolio is not generally subject to entity-level taxation.Shareholders of the Portfolio are subject to taxes on their distributive share of partnership items. Withholding taxeson foreign dividends, interest and capital gains are accrued in accordance with the Portfolio’s understanding of theapplicable country’s tax rules and regulations. Such taxes are accrued net of reclaimable amounts, at the time therelated income/gain is recorded taking into account any agreements in place with Prudential Financial, Inc.(“Prudential”) as referenced in Note 3. The Portfolio generally attempts to manage its diversification in a mannerthat supports the diversification requirements of the underlying separate accounts.

Distributions: Distributions, if any, from the Portfolio are made in cash and automatically reinvested in additionalshares of the Portfolio. Distributions are recorded on the ex-date.

Estimates: The preparation of financial statements requires management to make estimates and assumptions thataffect the reported amounts and disclosures in the financial statements. Actual results could differ from thoseestimates.

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2. Agreements

The Series Fund, on behalf of the Portfolio, has entered into an investment management agreement with theManager. Pursuant to this agreement, the Manager has responsibility for all investment management services andsupervises the subadviser’s performance of such services. The Manager has entered into separate subadvisoryagreements with each of Jennison Associates LLC (“Jennison”), Neuberger Berman Investment Advisors, LLCand William Blair & Company LLC (collectively, the “subadvisers”), under which the subadvisers provideinvestment advisory services for the Portfolio. The Manager pays for the services of the subadvisers, the cost ofcompensation of officers of the Portfolio, occupancy and certain clerical and administrative expenses of thePortfolio. The Portfolio bears all other costs and expenses.

The management fee paid to the Manager is accrued daily and payable monthly at an annual rate of 0.85% of thePortfolio’s average daily net assets of the Fund. The Manager has contractually agreed through June 30, 2020 towaive a portion of its management fee equal to an annual rate of 0.019% of the average daily net assets of thePortfolio. All amounts paid or payable by the Portfolio to the Manager, under the agreement, are reflected in theStatement of Operations.

The Manager has contractually agreed through June 30, 2020 to limit the net annual operating expenses(exclusive of distribution and service (12b-1) fees, administrative fees, taxes (such as income and foreignwithholdings taxes, stamp duty and deferred tax expenses), interest, underlying funds, brokerage, extraordinaryand certain other expenses such as dividend, broker charges and interest expense on short sales) of each classof shares of the Portfolio to 1.01% of the Portfolio’s average daily net assets. Expenses waived/reimbursed by theManager in accordance with this agreement may be recouped by the Manager within the same fiscal year duringwhich such waiver/reimbursement is made if such recoupment can be realized without exceeding the expenselimit in effect at the time of the recoupment for that fiscal year. The effective management fee rate net of waiversand/or expense reimbursements was 0.62% for the year ended December 31, 2019.

The Series Fund, on behalf of the Portfolio, has a distribution agreement, pursuant to Rule 12b-1 under the 1940Act, with Prudential Investment Management Services LLC (“PIMS”), which acts as the distributor of the Class Iand Class II shares of the Portfolio. The Portfolio compensates PIMS for distributing and servicing the Portfolio’sClass II shares pursuant to a plan of distribution (the “Class II Plan”), regardless of expenses actually incurred byPIMS. The distribution fees are accrued daily and payable monthly. No distribution or service fees are paid to PIMSas distributor of the Class I shares of the Portfolio. Pursuant to the Class II Plan, the Class II shares of the Portfoliocompensate PIMS for distribution-related activities at an annual rate of 0.25% of the average daily net assets ofthe Class II shares.

The Series Fund has an administration agreement with the Manager, which acts as the administrator of the Class IIshares of the Portfolio. The administration fee paid to the Manager is accrued daily and payable monthly, at theannual rate of 0.15% of the average daily net assets of the Class II shares.

The Series Fund, on behalf of the Portfolio, has entered into brokerage commission recapture agreements withcertain registered broker-dealers. Under the brokerage commission recapture program, a portion of thecommission is returned to the Portfolio on whose behalf the trades were made. Commission recapture is paidsolely to those portfolios generating the applicable trades. Such amounts are included within realized gain (loss)on investment transactions presented in the Statement of Operations. For the reporting period endedDecember 31, 2019, brokerage commission recaptured under these agreements was $2,876.

PGIM Investments, PIMS and Jennison are indirect, wholly-owned subsidiaries of Prudential.

3. Other Transactions with Affiliates

a.) Related Parties

Prudential Mutual Fund Services LLC (“PMFS”), an affiliate of PGIM Investments and an indirect, wholly-ownedsubsidiary of Prudential, serves as the transfer agent of the Portfolio. The transfer agent’s fees and expenses inthe Statement of Operations include certain out-of-pocket expenses paid to non-affiliates, where applicable.

The Portfolio may invest its overnight sweep cash in the PGIM Core Ultra Short Bond Fund (the “Core Fund”) andits securities lending cash collateral in the PGIM Institutional Money Market Fund (the “Money Market Fund”), eacha series of Prudential Investment Portfolios 2, registered under the 1940 Act and managed by PGIM Investments.Through the Portfolio’s investments in the mentioned underlying funds, PGIM Investments and/or its affiliates are

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paid fees or reimbursed for providing their services. In addition to the realized and unrealized gains on investmentsin the Core Fund and Money Market Fund, earnings from such investments are disclosed on the Statement ofOperations as “Affiliated dividend income” and “Income from securities lending, net”, respectively.

The Portfolio may enter into certain securities purchase or sale transactions under Board approved Rule 17a-7procedures. Rule 17a-7 is an exemptive rule under the 1940 Act, that subject to certain conditions, permitspurchase and sale transactions among affiliated investment companies, or between an investment company anda person that is affiliated solely by reason of having a common (or affiliated) investment adviser, common directors,and/or common officers. Pursuant to the Rule 17a-7 procedures and consistent with guidance issued by theSecurities and Exchange Commission (“SEC”), the Series Fund’s Chief Compliance Officer (“CCO”) prepares aquarterly summary of all such transactions for submission to the Board, together with the CCO’s writtenrepresentation that all such 17a-7 transactions were effected in accordance with the Series Fund’s Rule 17a-7procedures. For the reporting period ended December 31, 2019, no 17a-7 transactions were entered into by thePortfolio.

In March 2019, the following Portfolio was reimbursed by the Investment Manager for costs incurred due to aportfolio allocation error. The reimbursement amount for the affected Portfolio is disclosed below and such amountis also disclosed in the Portfolio’s “Statements of Changes in Net Assets” and “Financial Highlights” as “CapitalContributions” for the year ended December 31, 2019.

Portfolio Capital Contributions

SP International Growth Portfolio $12

b.) Securities Lending and Foreign Withholding Tax Reclaim Matters

In September 2019, the Manager reached a settlement with the SEC relating to the securities lending and foreignwithholding tax reclaim matters described below. Under the settlement, the Manager agreed to pay to the SECdisgorgement of fees and a civil penalty. The settlement does not affect the Manager’s ability to manage thePortfolio.

In February 2016, Prudential, the parent company of the Manager, self-reported to the SEC and certain otherregulators that, in some cases, it failed to maximize securities lending income for certain Portfolios of the SeriesFund due to a long-standing restriction benefitting Prudential. The Board was not notified of the restriction untilafter it had been removed. Prudential paid each of the affected Portfolios an amount equal to the estimated lossassociated with the unauthorized restriction.At the Board’s direction, this payment occurred on June 30, 2016. Theestimated opportunity loss was calculated by an independent consultant hired by Prudential whose calculationmethodology was subsequently reviewed by a consultant retained by the independent trustees of the Portfolios.The per share amount of opportunity loss payment to the Portfolios is disclosed in the Portfolio’s “FinancialHighlights” as “Capital Contributions” for the fiscal year ended December 31, 2016.

In March 2018, Prudential further notified the SEC that it failed to timely reimburse certain Portfolios for amountsdue under protocols established to ensure that the Portfolios were not harmed as a result of their tax status aspartnerships instead of regulated investment companies (RICs). Specifically, as a result of their partnership status,the Portfolios are subject to higher foreign withholding tax rates on dividend and interest income in certain foreignjurisdictions and/or are subject to delays in repayment of taxes withheld by certain foreign jurisdictions (collectively,“excess withholding tax”). Prudential’s protocols were intended to protect the Portfolios from these differences anddelays. In consultation with the Series Fund’s independent trustees, Prudential paid each of the affected Portfoliosan amount equal to the excess withholding tax in addition to an amount equal to the applicable Portfolio’s rate ofreturn (“opportunity loss”) applied to these excess withholding tax amounts for periods from the various transactiondates, beginning January 2, 2006 (the date when the Portfolios were converted to partnerships for tax purposes),through February 28, 2018 (the date through which the previously established protocols were not uniformlyimplemented). The amount due to each Portfolio was calculated by Prudential with the help of a third-partyconsultant. Those amounts and the methodology used by Prudential to derive them, were evaluated andconfirmed by a consultant retained by the Series Fund’s independent trustees. The excess withholding taxanalysis considered detriments to the Portfolios due to their tax status as partnerships arising from both timingdifferences (i.e., jurisdictions in which the Portfolio was subject to a higher withholding tax rate due to its tax statuswhich is reclaimable) as described above as well as permanent tax detriments (i.e., jurisdictions in which thePortfolio was subject to a higher withholding tax rate due to its tax status which is not reclaimable). Further, theopportunity loss due to each Portfolio also was calculated by a third-party consultant hired by Prudential whosecalculation methodology was subsequently reviewed by a consultant retained by the Series Fund’s independent

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trustees. In May 2019, Prudential made an additional payment to the Portfolio relating to the opportunity loss uponthe final review of the methodology used for the Portfolio’s rate of return calculation. The aggregate previouslyunreimbursed excess withholding tax and/or opportunity loss payment for the Portfolio are disclosed in thePortfolio’s “Statements of Changes in NetAssets” and “Financial Highlights” as “Capital Contributions” for the fiscalyears ended December 31, 2018 and December 31, 2019.

In addition to the above, Prudential committed to the Series Fund’s independent trustees that it would pay allconsulting, legal, audit, and other charges, fees and expenses incurred with the matters described above.Prudential has made and continues to make these payments.

During the reporting period and in consultation with the Series Fund’s independent trustees, Prudential instituteda process to reimburse the affected Portfolios for any future excess withholding tax on the first business dayfollowing the pay-date of the applicable dividend or interest income event regardless of whether the excesswithholding tax is due to timing differences or permanent detriments resulting from the Portfolios’ partnership taxstatus.

In cases in which the excess withholding tax is due to timing differences and is reclaimable from the foreignjurisdiction, the affected Portfolios have the ability to recover the excess withholding tax withheld by filing a reclaimwith the relevant foreign tax authority. To avoid a Portfolio receiving and retaining a duplicate payment for the sameexcess withholding tax, payments received by an applicable Portfolio from a foreign tax authority for reclaims forwhich a Portfolio previously received reimbursement from Prudential will be payable to Prudential. Pending taxreclaim amounts due to Prudential for excess withholding tax which Prudential previously paid to the Portfolios arereported as “Payable to affiliate” on the “Statement of Assets and Liabilities” and any amounts accrued but not yetreimbursed by Prudential for excess withholding tax is recorded as “Receivable from affiliate” on the Statement ofAssets and Liabilities. The full amount of tax reclaims due to a Portfolio, inclusive of timing differences and routinetax reclaims for foreign jurisdictions where the Portfolios do not incur an excess withholding tax is included as “Taxreclaim receivable” on the “Statement of Assets and Liabilities.” To the extent that there are costs associated withthe filing of any reclaim attributable to excess withholding tax, those costs are borne by Prudential.

The following amount has been paid by Prudential for excess withholding taxes related to permanent taxdetriments as described above for certain countries due to the Portfolio’s status as partnership for tax purposes.

Portfolio 2019 Payments

SP International Growth Portfolio $7,142

The following amount has been paid by Prudential for excess withholding taxes related to timing differences asdescribed above for certain countries due to the Portfolio’s status as a partnership for tax purposes.

Portfolio 2019 Payments


The following capital contributions, as described above, has been paid in 2019 by Prudential for the opportunityloss associated with excess withholding taxes related to permanent tax detriments and timing differences forcertain countries due to the Portfolio’s status as partnerships for tax purposes.

Portfolio Capital Contributions


4. Portfolio Securities

The aggregate cost of purchases and proceeds from sales of portfolio securities (excluding short-terminvestments and U.S. Government securities) for the year ended December 31, 2019, were $20,047,383 and$26,034,385, respectively.

A summary of the cost of purchases and proceeds from sales of shares of affiliated investments for the year endedDecember 31, 2019, is presented as follows:

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Value,Beginning

of YearCost of

PurchasesProceeds

from Sales

Change inUnrealized

Gain(Loss)

RealizedGain

(Loss)Value,

End of Year

Shares,End

of Year Income

PGIM Core Ultra Short Bond Fund*$ 940,237 $13,670,105 $13,519,731 $ — $ — $1,090,611 1,090,611 $24,156

PGIM Institutional Money Market Fund*4,201,382 32,231,041 34,364,350 332 456 2,068,861 2,068,447 8,456**

$5,141,619 $45,901,146 $47,884,081 $332 $456 $3,159,472 $32,612

* The Fund did not have any capital gain distributions during the reporting period.

** Represents the affiliated amount of securities lending income shown on the Statement of Operations.

5. Tax Information

The Portfolio is treated as a partnership for federal income tax purposes. The character of the cash distributions,if any, made by the partnership is generally classified as nontaxable return of capital distributions. After each fiscalyear each shareholder of record will receive information regarding their distributive allocable share of thepartnership’s income, gains, losses and deductions.

With respect to the Portfolio, book cost of assets differs from tax cost of assets as a result of the Portfolio’s adoptionof a mark to market method of accounting for tax purposes. Under this method, tax cost of assets will approximatefair market value.

The Manager has analyzed the Portfolio’s tax positions taken on federal, state and local income tax returns for allopen tax years and has concluded that no provision for income tax is required in the Portfolio’s financial statementsfor the current reporting period. Since tax authorities can examine previously filed tax returns, the Portfolio’s U.S.federal and state tax returns for each of the four fiscal years up to the most recent fiscal year ended December 31,2019 are subject to such review.

6. Borrowings

The Series Fund, on behalf of the Portfolio, along with other affiliated registered investment companies (the“Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA isto provide an alternative source of temporary funding for capital share redemptions. The table below providesdetails of the current SCA in effect at the reporting period-end as well as the prior SCA.

Current SCA Prior SCATerm of Commitment 10/3/2019 – 10/1/2020 10/4/2018 – 10/2/2019Total Commitment $ 900 million $ 900 millionAnnualized Commitment Fee on theUnused Portion of the SCA 0.15% 0.15%

Annualized Interest Rate onBorrowings

1.20% plus the higher of (1)the effective federal funds

rate, (2) the one-monthLIBOR rate or (3) zero

percent

1.25% plus the higher of (1)the effective federal funds

rate, (2) the one-monthLIBOR rate or (3) zero

percent

Certain affiliated registered investment companies that are parties to the SCA include portfolios that are subject toa predetermined mathematical formula used to manage certain benefit guarantees offered under variable annuitycontracts. The formula may result in large scale asset flows into and out of these portfolios. Consequently, theseportfolios may be more likely to utilize the SCA for purposes of funding redemptions. It may be possible for thoseportfolios to fully exhaust the committed amount of the SCA, thereby requiring the Manager to allocate availablefunding per a Board-approved methodology designed to treat the Funds in the SCA equitably.

The Portfolio did not utilize the SCA during the year ended December 31, 2019.

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7. Capital and Ownership

The Portfolio offers Class I and Class II shares. Neither Class I nor Class II shares of the Portfolio are subject toany sales charge or redemption charge and are sold at the net asset value of the Portfolio. Class I shares are soldonly to certain separate accounts of Prudential to fund benefits under certain variable life insurance and variableannuity contracts (“contracts”). Class II shares are sold only to separate accounts of non-Prudential insurancecompanies as investment options under certain contracts. Class I shares are also offered to separate accounts ofnon-affiliated insurers for which Prudential or its affiliates administer and/or reinsure the variable life insurance orvariable annuity contracts issued in connection with the separate accounts. The separate accounts invest inshares of the Portfolio through subaccounts that correspond to the Portfolio. The separate accounts will redeemshares of the Portfolio to the extent necessary to provide benefits under the contracts or for such other purposesas may be consistent with the contracts.

As of December 31, 2019, the following number of shares of the Portfolio were owned of record directly or by otherPortfolios as part of their investments by insurance affiliates of Prudential Financial, Inc.

Portfolio Number of SharesPercentage of

Outstanding SharesSP International Growth Portfolio - Class I 9,226,258 100%

The following number of shareholders of record, each holding greater than 5% of the Portfolio, held the followingpercentage of outstanding shares, on behalf of multiple beneficial owners:

Affiliated Unaffiliated

PortfolioNumber of

ShareholdersPercentage of

Outstanding SharesNumber of

ShareholdersPercentage of

Outstanding SharesSP International Growth Portfolio 4 100% — —%

Transactions in shares of beneficial interest were as follows:

Shares AmountClass I:

Year ended December 31, 2019:Portfolio shares sold 315,282 $ 2,564,427Portfolio shares repurchased (1,100,350) (9,130,186)Capital contributions — 87,795

Net increase (decrease) in shares outstanding (785,068) $(6,477,964)

Year ended December 31, 2018:Portfolio shares sold 650,361 $ 5,226,397Portfolio shares repurchased (1,104,289) (8,893,515)Capital contributions — 87,174

Net increase (decrease) in shares outstanding (453,928) $(3,579,944)

Class II:

Year ended December 31, 2019:Portfolio shares repurchased (1,885) $ (15,391)Capital contributions — 146

Net increase (decrease) in shares outstanding (1,885) $ (15,245)

Year ended December 31, 2018:Portfolio shares repurchased (1,392) $ (10,110)Capital contributions — 151

Net increase (decrease) in shares outstanding (1,392) $ (9,959)

8. Risks of Investing in the Portfolio

The Portfolio’s risks include, but are not limited to, some or all of the risks discussed below:

Emerging Markets and Foreign Securities Risk: The risks of foreign investments are greater for investments in orexposed to emerging markets. Emerging market countries typically have economic and political systems that are

B8

less fully developed, and can be expected to be less stable, than those of more developed countries. ThePortfolio’s investments in securities of foreign issuers or issuers with significant exposure to foreign marketsinvolve additional risk. Foreign countries in which the Portfolio may invest may have markets that are less liquid,less regulated and more volatile than US markets.

Equity and Equity-Related Securities Risks: The value of a particular security could go down and you could losemoney. In addition to an individual security losing value, the value of the equity markets or a sector in which thePortfolio invests could go down. The Portfolio’s holdings can vary significantly from broad market indexes and theperformance of the Portfolio can deviate from the performance of these indexes. Different parts of a market canreact differently to adverse issuer, market, regulatory, political and economic developments.

Geographic Concentration Risk: The Portfolio’s performance may be closely tied to the market, economic,political, regulatory or other conditions in the countries or regions in which the Portfolio invests. This can result inmore pronounced risks based upon conditions that impact one or more countries or regions more or less thanother countries or regions.

Market and Credit Risk: Securities markets may be volatile and the market prices of the Portfolio’s securities maydecline. Securities fluctuate in price based on changes in an issuer’s financial condition and overall market andeconomic conditions. If the market prices of the securities owned by the Portfolio fall, the value of an investmentin the Portfolio will decline. Additionally, the Portfolio may also be exposed to credit risk in the event that an issueror guarantor fails to perform or that an institution or entity with which the Portfolio has unsettled or opentransactions defaults.

9. Recent Accounting Pronouncements and Reporting Updates

In August 2018, the FASB issued Accounting Standards Update (“ASU”) No. 2018-13, which changes certain fairvalue measurement disclosure requirements. The new ASU, in addition to other modifications and additions,removes the requirement to disclose the amount and reasons for transfers between Level 1 and Level 2 of the fairvalue hierarchy, and the Portfolio’s policy for the timing of transfers between levels. The amendments are effectivefor financial statements issued for fiscal years beginning after December 15, 2019, and interim periods withinthose fiscal years. The Manager has evaluated the implications of certain provisions of the ASU and has adoptedthe aspects related to the removal and modification of certain fair value measurement disclosures under the ASU.The Manager continues to evaluate certain other provisions of the ASU and does not expect a material impact tofinancial statement disclosures.

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SP International Growth Portfolio—Class IYear Ended December 31,

2019 2018 2017 2016 2015Per Share Operating Performance(a):Net Asset Value, beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 7.01 $ 8.05 $ 5.92 $ 6.14 $5.94Income (Loss) From Investment Operations:Net investment income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.05 0.07 0.05 0.05 0.03Net realized and unrealized gain (loss) on investment and foreign currencytransactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.21 (1.12) 2.08 (0.28) 0.17

Total from investment operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.26 (1.05) 2.13 (0.23) 0.20Capital Contributions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.01(b)(c) 0.01(c) — 0.01(d) —Net Asset Value, end of year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 9.28 $ 7.01 $ 8.05 $ 5.92 $6.14

Total Return(e). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32.38%(f) (12.92)%(g) 35.98% (3.58)%(h) 3.37%Ratios/Supplemental Data:Net assets, end of year (in millions). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 85.6 $ 70.1 $ 84.3 $ 63.9 $71.5Average net assets (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 79.6 $ 81.8 $ 75.1 $ 66.7 $76.2Ratios to average net assets(i):

Expenses after waivers and/or expense reimbursement . . . . . . . . . . . . . . . . . . . . . . . . . . 1.01% 1.01% 1.01% 1.03% 1.22%Expenses before waivers and/or expense reimbursement. . . . . . . . . . . . . . . . . . . . . . . . . 1.24% 1.20% 1.34% 1.25% 1.23%Net investment income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.64% 0.83% 0.67% 0.80% 0.51%

Portfolio turnover rate(j) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26% 37% 45% 57% 48%

SP International Growth Portfolio—Class IIYear Ended December 31,

2019 2018 2017 2016 2015Per Share Operating Performance(a):Net Asset Value, beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6.77 $ 7.81 $ 5.76 $ 6.01 $5.83Income (Loss) From Investment Operations:Net investment income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.02 0.03 0.03 0.04 0.01Net realized and unrealized gain (loss) on investment and foreign currencytransactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.13 (1.08) 2.02 (0.30) 0.17

Total from investment operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.15 (1.05) 2.05 (0.26) 0.18Capital Contributions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.01(b)(c) 0.01(c) — 0.01(d) —Net Asset Value, end of year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 8.93 $ 6.77 $ 7.81 $ 5.76 $6.01

Total Return(e). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31.91%(f) (13.32)%(g) 35.59% (4.16)%(h) 3.09%Ratios/Supplemental Data:Net assets, end of year (in millions). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.1 $ 0.1 $ 0.1 $ 0.3 $ 6.1Average net assets (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.1 $ 0.1 $ 0.3 $ 4.3 $ 6.8Ratios to average net assets(i):

Expenses after waivers and/or expense reimbursement . . . . . . . . . . . . . . . . . . . . . . . . . . 1.41% 1.41% 1.41% 1.43% 1.62%Expenses before waivers and/or expense reimbursement. . . . . . . . . . . . . . . . . . . . . . . . . 1.64% 1.60% 1.72% 1.65% 1.63%Net investment income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.24% 0.44% 0.39% 0.61% 0.13%

Portfolio turnover rate(j) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26% 37% 45% 57% 48%(a) Calculated based on average shares outstanding during the year.(b) Represents payment received by the Portfolio, from the Investment Manager, in connection for costs incurred due to a portfolio allocation error.(c) Represents payment received by the Portfolio, from Prudential, in connection with the failure to timely compensate the Portfolio for the excess foreign

withholding tax withheld on dividends and interest from certain countries due to the Portfolio’s tax status as a partnership.(d) Represents payment received by the Portfolio, from Prudential, in connection with the failure to maximize securities lending income due to a restriction

that benefited Prudential.(e) 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

distributions, if any, and does not reflect the effect of insurance contract charges. Total return does not reflect expenses associated with the separateaccount 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 totalreturn would be lower. Past performance is no guarantee of future results. Total returns may reflect adjustments to conform to generally acceptedaccounting principles.

(f) Total return for the year includes the impact of the capital contribution. Excluding the capital contribution, the total return would have been 32.24% and31.76% for Class I and Class II, respectively.

(g) Total return for the year includes the impact of the capital contribution. Excluding the capital contribution, the total return would have been (13.04)% and(13.45)% for Class I and Class II, respectively.

(h) Total return for the year includes the impact of the capital contribution. Excluding the capital contribution, the total return would have been (3.74)% and(4.33)% for Class I and Class II, respectively.

(i) Does not include expenses of the underlying funds in which the Portfolio invests.(j) The Portfolio’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short-term

investments and certain derivatives. If such transactions were included, the Portfolio’s portfolio turnover rate may be higher.

Financial Highlights


C1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

TO THE SHAREHOLDERS OF SP INTERNATIONAL GROWTH PORTFOLIO AND THE BOARD OF TRUSTEESTHE PRUDENTIAL SERIES FUND:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of SP International Growth Portfolio, a portfolioof The Prudential Series Fund, (the Portfolio), including the schedule of investments, as of December 31, 2019, therelated statement of operations for the year then ended, the statements of changes in net assets for each of the yearsin the two-year period then ended, and the related notes (collectively, the financial statements) and the financialhighlights for each of the years indicated therein. In our opinion, the financial statements and financial highlightspresent fairly, in all material respects, the financial position of the Portfolio as of December 31, 2019, the results of itsoperations for the year then ended, the changes in its net assets for each of the years in the two-year period thenended, and the financial highlights for the each of the years indicated therein, in conformity with U.S. generallyaccepted accounting principles.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Portfolio’s management. Ourresponsibility is to express an opinion on these financial statements and financial highlights based on our audits. Weare 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 Portfolio in accordance with the U.S. federal securities laws andthe applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan andperform the audit to obtain reasonable assurance about whether the financial statements and financial highlights arefree of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess therisks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, andperforming procedures that respond to those risks. Such procedures included examining, on a test basis, evidenceregarding the amounts and disclosures in the financial statements and financial highlights. Such procedures alsoincluded confirmation of securities owned as of December 31, 2019, by correspondence with the custodian, transferagents, and brokers, or by other appropriate auditing procedures when replies were not received. Our audits alsoincluded evaluating the accounting principles used and significant estimates made by management, as well asevaluating the overall presentation of the financial statements and financial highlights. We believe that our auditsprovide a reasonable basis for our opinion.

We have served as the auditor of one or more PGIM and/or Prudential Insurance investment companies since 2003.

New York, New YorkFebruary 14, 2020

D1

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited)Information about the Trustees and the officers of the Trust is set forth below. Trustees who are not deemed to be “interested persons” ofthe Trust, as defined in the Investment Company Act of 1940 (1940 Act), are referred to as “Independent Trustees.” Trustees who aredeemed to be “interested persons” of the Trust are referred to as “Interested Trustees.” The Trustees oversee the operations of the Trustand appoint officers who are responsible for day-to-day business decisions based on policies set by the Board.

Independent Trustees

NameDate of BirthNo. of Portfolios Overseen

Principal Occupation(s) During Past Five Years Other Directorships Held Length of Board Service

Susan Davenport Austin10/19/1967No. of Portfolios Overseen: 109

Chief Financial Officer of Grace Church School (Since September 2019);formerly Senior Managing Director of Brock Capital (2014-2019);formerly Vice Chairman (2013-2017), Senior Vice President and ChiefFinancial Officer (2007-2012) and Vice President of Strategic Planningand Treasurer (2002-2007) of Sheridan Broadcasting Corporation;formerly President of Sheridan Gospel Network (2004-2014); formerlyVice President, Goldman, Sachs & Co. (2000-2001); formerly AssociateDirector, Bear, Stearns & Co. Inc. (1997-2000); formerly Vice President,Salomon Brothers Inc. (1993-1997); Member of the Board of Directors,The MacDowell Colony (Since 2010); formerly Chairman (2011-2014),formerly Presiding Director (2014-2017) and currently a Member (2007-present) of the Board of Directors, Broadcast Music, Inc.; Member of theBoard of Directors, Hubbard Radio, LLC (Since 2011); President, CandideBusiness Advisors, Inc. (Since 2011); formerly Member of the Board ofDirectors, National Association of Broadcasters (2004-2010).

Director of NextEra Energy Partners, LP(NYSE: NEP) (Since February 2015);Director of Broadcast Music, Inc.(Since 2007).

Since February 2011

Sherry S. Barrat11/13/1949No. of Portfolios Overseen: 109

Formerly Vice Chairman of Northern Trust Corporation (financial servicesand banking institution) (2011-June 2012); formerly President, PersonalFinancial Services, Northern Trust Corporation (2006-2010); formerlyChairman & CEO, Western US Region, Northern Trust Corporation (1999-2005); formerly President & CEO, Palm Beach/Martin County Region,Northern Trust.

Director of NextEra Energy, Inc. (NYSE:NEE) (1998-Present); Director of Arthur J.Gallagher & Company (Since July 2013).

Since January 2013

Jessica M. Bibliowicz11/28/1959No. of Portfolios Overseen: 109

Formerly Senior Adviser (2013-2019) of Bridge Growth Partners (privateequity firm); formerly Director (2013-2016) of Realogy Holdings Corp.(residential real estate services); formerly Chief Executive Officer (1999-2013) of National Financial Partners (independent distributor offinancial services products).

Formerly Director (2006-2019) of The AsiaPacific Fund, Inc.; Sotheby’s (Since 2014)(auction house and art-related finance).

Since September 2014

Kay Ryan Booth11/1/1950No. of Portfolios Overseen: 109

Partner, Trinity Private Equity Group (Since September 2014); formerly,Managing Director of Cappello Waterfield & Co. LLC (2011-2014);formerly Vice Chair, Global Research, J.P. Morgan (financial services andinvestment banking institution) (June 2008-January 2009); formerlyGlobal Director of Equity Research, Bear Stearns & Co., Inc. (financialservices and investment banking institution) (1995-2008); formerlyAssociate Director of Equity Research, Bear Stearns & Co., Inc.(1987-1995).

None. Since January 2013

Stephen M. Chipman10/26/1961No. of Portfolios Overseen: 109

Formerly Group Managing Director, International Expansion and RegionalManaging Director, Americas of Vistra (June 2018-June 2019); formerlyChief Executive Officer and Director of Radius (2016-2018); formerlySenior Vice Chairman (January 2015-October 2015) and Chief ExecutiveOfficer (January 2010-December 2014) of Grant Thornton LLP.

Non-Executive Chairman (Since September2019) of Litera Microsystems.

Since January 2018

Robert F. Gunia12/15/1946No. of Portfolios Overseen: 109

Formerly Director of ICI Mutual Insurance Company (June 2016-June 2019; June 2012-June 2015); formerly Chief Administrative Officer(September 1999-September 2009) and Executive Vice President(December 1996-September 2009) of PGIM Investments LLC; formerlyExecutive Vice President (March 1999-September 2009) and Treasurer(May 2000-September 2009) of Prudential Mutual Fund Services LLC;formerly President (April 1999-December 2008) and Executive VicePresident and Chief Operating Officer (December 2008-December 2009)of Prudential Investment Management Services LLC; formerly ChiefAdministrative Officer, Executive Vice President and Director(May 2003-September 2009) of AST Investment Services, Inc.

Formerly Director (1989-2019) of The AsiaPacific Fund, Inc.

Since July 2003

Thomas T. Mooney11/11/1941No. of Portfolios Overseen: 109

Formerly Chief Executive Officer, Excell Partners, Inc. (2005-2007);founding partner of High Technology of Rochester and the LennoxTechnology Center; formerly President of the Greater Rochester MetroChamber of Commerce (1976-2004); formerly Rochester City Manager(1973); formerly Deputy Monroe County Executive (1974-1976).

None. Since July 2003

E1

Independent Trustees

NameDate of BirthNo. of Portfolios Overseen

Principal Occupation(s) During Past Five Years Other Directorships Held Length of Board Service

Thomas M. O’Brien12/5/1950No. of Portfolios Overseen: 109

Vice Chairman of Emigrant Bank and President of its Naples CommercialFinance Division (Since October 2018); formerly Director, President andCEO Sun Bancorp, Inc. N.A. (NASDAQ: SNBC) and Sun National Bank(July 2014-February 2018); formerly Consultant, Valley National Bancorp,Inc. and Valley National Bank (January 2012-June 2012); formerlyPresident and COO (November 2006-April 2017) and CEO (April 2007-December 2011) of State Bancorp, Inc. and State Bank; formerly ViceChairman (January 1997-April 2000) of North Fork Bank; formerlyPresident and Chief Executive Officer (December 1984-December 1996)of North Side Savings Bank; formerly President and Chief ExecutiveOfficer (May 2000-June 2006) Atlantic Bank of New York.

Formerly Director, Sun Bancorp, Inc. N.A.(NASDAQ: SNBC) and Sun National Bank(July 2014-February 2018); formerlyDirector, BankUnited, Inc. and BankUnitedN.A. (NYSE: BKU) (May 2012-April 2014);formerly Director (April 2008-January2012) of Federal Home Loan Bank of NewYork; formerly Director (December 1996-May 2000) of North Fork Bancorporation,Inc.; formerly Director (May 2000-April2006) of Atlantic Bank of New York;Director (November 2006-January 2012) ofState Bancorp, Inc. (NASDAQ: STBC) andState Bank of Long Island.

Since July 2003

Interested Trustee

Timothy S. Cronin12/21/1965No. of Portfolios Overseen: 109

Vice President of Prudential Annuities (Since June 2015); Senior VicePresident of PGIM Investments LLC (Since May 2009); Chief InvestmentOfficer and Strategist of Prudential Annuities (Since January 2004);Director of Investment & Research Strategy (Since February 1998);President of AST Investment Services, Inc. (Since June 2005).

None. Since October 2009

Trust Officers(a)

NameDate of BirthPosition with the Trust

Principal Occupation(s) During the Past Five Years Length of Service as Trust Officer

Ken Allen1/24/1969Vice President

Vice President of Investment Management (since December 2009) Since June 2019

Raymond A. O’Hara9/19/1955Chief Legal Officer

Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company ofAmerica (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company andPruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of PGIMInvestments LLC (since June 2012); Chief Legal Officer of Prudential Mutual Fund Services LLC(since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012);formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of TheHartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987)and Partner (January 1988-August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard,Grodd & Hasenauer, P.C.).

Since June 2012

Andrew R. French12/22/1962Secretary

Vice President within PGIM Investments LLC (December 2018-Present); formerly Vice Presidentand Corporate Counsel (February 2010-December 2018) of Prudential; formerly Director andCorporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (sinceJanuary 2007) of PGIM Investments LLC; Vice President and Assistant Secretary (since January2007) of Prudential Mutual Fund Services LLC.

Since October 2006

Jonathan D. Shain8/9/1958Assistant Secretary

Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President andAssistant Secretary (since May 2001) of PGIM Investments LLC; Vice President and AssistantSecretary (since February 2001) of Prudential Mutual Fund Services LLC; formerly Vice Presidentand Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

Since May 2005

Claudia DiGiacomo10/14/1974Assistant Secretary

Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President andAssistant Secretary of PGIM Investments LLC (since December 2005); Associate at Sidley AustinBrown Wood LLP (1999-2004).

Since December 2005

Melissa Gonzalez2/10/1980Assistant Secretary

Vice President and Corporate Counsel (since September 2018) of Prudential; formerly Directorand Corporate Counsel (March 2014-September 2018) of Prudential.

Since March 2019

Dino Capasso8/19/1974Chief Compliance Officer

Chief Compliance Officer (July 2019-Present) of PGIM Investments LLC; Chief Compliance Officer(July 2019-Present) of the PGIM Funds, Target Funds, Advanced Series Trust, The PrudentialSeries Fund, Prudential’s Gibraltar Fund, Inc., PGIM Global High Yield Fund, Inc., and PGIM HighYield Bond Fund, Inc.; Vice President and Deputy Chief Compliance Officer (June 2017-July 2019)of PGIM Investments LLC; formerly, Senior Vice President and Senior Counsel (January 2016-June2017), and Vice President and Counsel (February 2012-December 2015) of Pacific InvestmentManagement Company LLC.

Since March 2018

E2

Trust Officers(a)

NameDate of BirthPosition with the Trust

Principal Occupation(s) During the Past Five Years Length of Service as Trust Officer

Charles H. Smith1/11/1973Anti-Money Laundering Compliance Officer

Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2015) ofPrudential; committee member of the American Council of Life Insurers Anti-Money Launderingand Critical Infrastructure Committee (since January 2016); formerly Global Head of EconomicSanctions Compliance at AIG Property Casualty (February 2007-December 2014); AssistantAttorney General at the New York State Attorney General’s Office, Division of Public Advocacy(August 1998-January 2007).

Since January 2017

Christian J. Kelly5/5/1975Treasurer and Principal Financial andAccounting Officer

Vice President, Head of Fund Administration of PGIM Investments LLC (since November 2018);formerly, Director of Fund Administration of Lord Abbett & Co. LLC (2009-2018), Treasurer andPrincipal Accounting Officer of the Lord Abbett Family of Funds (2017-2018); Director ofAccounting, Avenue Capital Group (2008-2009); Senior Manager, Investment ManagementPractice of Deloitte & Touche LLP (1998-2007).

Since January 2019

Lana Lomuti6/7/1967Assistant Treasurer

Vice President (since 2007) and Director (2005-2007), within PGIM Investments FundAdministration; formerly Assistant Treasurer (December 2007-February 2014) of The GreaterChina Fund, Inc.

Since April 2014

Russ Shupak10/08/73Assistant Treasurer

Vice President (since 2017) and Director (2013-2017), within PGIM InvestmentsFund Administration.

Since October 2019

Deborah Conway3/26/69Assistant Treasurer


Since October 2019

Elyse M. McLaughlin1/20/74Assistant Treasurer


Since October 2019

Alina Srodecka, CPA8/19/1966Assistant Treasurer

Vice President of Tax at Prudential Financial, Inc. (Since August 2007); formerly Director of Taxat MetLife (January 2003-May 2006); formerly Tax Manager at Deloitte & Touché (October 1997-January 2003); formerly Staff Accountant at Marsh & McLennan (May 1994-May 1997).

Since June 2017

(a) Excludes Mr. Cronin, an Interested Trustee who also serves as President.

Explanatory Notes to Tables:

Trustees are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with PGIM Investments and/or an affiliate of PGIM Investments. Timothy S. Cronin is anInterested Trustee because he is employed by an affiliate of the Manager.

Unless otherwise noted, the address of all Trustees and Officers is c/o PGIM Investments LLC, 655 Broad Street, Newark, New Jersey 07102.

There is no set term of office for Trustees or Officers. The Independent Trustees have adopted a retirement policy, which calls for the retirement of Trustees on December 31 of the year inwhich they reach the age of 78, provided that the Board may extend the retirement age on a year-by-year basis for a Trustee.

“Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investmentcompanies registered under the 1940 Act.

“No. of Portfolios Overseen” includes all investment companies managed by PGIM Investments and/or ASTIS that are overseen by the Trustee. The investment companies for which PGIMInvestments and/or ASTIS serves as Manager include The Prudential Variable Contract Accounts, The Prudential Series Fund, Advanced Series Trust, Prudential’s Gibraltar Fund, Inc., thePGIM Funds, the PGIM High Yield Bond Fund, Inc. and PGIM Global High Yield Fund, Inc.

E3

The prospectuses for the Prudential Series Fund portfolios and the applicable variable annuity or variable life prospectusescontain information on the investment objectives, risks, charges and expenses of the portfolios and on the contracts and shouldbe read carefully.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month periodended June 30 is available on the website of the Securities and Exchange Commission (the Commission) at www.sec.govand on the Fund’s website at www.prudential.com/variableinsuranceportfolios.

The Fund files with the Commission a complete listing of portfolio holdings as of its first and third calendar quarter-end onForm N-PORT. Form N-PORT is available on the Commission’s website at www.sec.gov or call (800) SEC-0330.

The Fund’s Statement of Additional Information contains additional information about the Fund’s Trustees and is availablewithout charge upon request by calling the appropriate phone number listed below.

To contact your client services representative, please call the phone number listed below. Thank you.

Owners of Individual Annuity contracts should call (888) 778-2888.Owners of Individual Life Insurance contracts should call (800) 778-2255.Owners of Group Variable Universal Life Insurance contracts should call (800) 562-9874.Owners of Group Variable Universal Life Insurance contracts through AICPA should call (800) 223-7473.

The Prudential Series Fund may offer two classes of shares in each portfolio: Class I and Class II. Class I shares are sold onlyto separate accounts of The Prudential Insurance Company of America, Pruco Life Insurance Company, and Pruco LifeInsurance Company of New Jersey (collectively, Prudential) and to separate accounts of insurance companies not affiliatedwith Prudential where Prudential has assumed responsibility for the administration of contracts issued through such non-affiliated insurance companies, as investment options under variable life insurance and variable annuity contracts (theContracts). (A separate account keeps the assets supporting certain insurance contracts separate from the general assetsand liabilities of the insurance company.) Class II shares are offered only to separate accounts of non-Prudential insurancecompanies for the same types of Contracts.

Annuity and life insurance contracts contain exclusions, limitations, reductions of benefits, and terms for keeping them inforce. Your licensed financial professional can provide you with costs and complete details. Contract guarantees are basedon the claims-paying ability of the issuing company.

The Prudential Insurance Company of America751 Broad StreetNewark, NJ 07102-3714

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Prudential

The Audited Financial Statements of Pruco Life Insurance Company, Pruco Life Insurance Company of New Jersey, Prudential Annuities LifeAssurance Corporation, and The Prudential Insurance Company of America are available upon request. You may call (800) 778-2255 toobtain a free copy of the audited financial statements of the insurance company that issued your contract.

To reduce costs, we now generally send only a single copy of prospectuses and shareholder reports to each household (householding) in lieuof sending a copy to each Contract Owner who resides in the household. Householding is not yet available on all products. You should beaware that by calling (877) 778-5008, you can revoke, or “opt out,” of householding at any time, which may increase the volume of mail youwill receive.

©2020 Prudential Financial, Inc. and its related entities. PGIM Investments, the Prudential logo, the Rock symbol, and Bring Your Challenges are service marks ofPrudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

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