PGIM Fund Management Limited

ITEM 5. FEES AND COMPENSATION
Advisory Fees
The fees and other compensation paid or borne by our clients vary according to a number of factors, including the type
of client, the type of investment strategy, the investment amount, our relationship with the client, whether an investment
consultant is used by the client, and the type of services provided. For example, the fees and other compensation that we
receive in respect of services provided to commingled private funds will at times differ from the fees that we receive for
providing services to a single client. Fees and other compensation are generally negotiable, so it is possible for one client
to pay a different amount of fees or other compensation than another client with similar investment objectives or goals,
though clients invested in the same investment fund typically pay fees based on the same rate schedule.
Compensation structures will at times include base management fees, acquisition fees, disposition fees and cash
management fees. They will at times also include incentive or performance-based compensation (also referred to as
promote and carried interest) in the form of fees, dividends or other forms of distributions or interest payments. Our
base management fees for investments in funds that we manage are customarily offered in tiered schedules with
breakpoints linked to, for example, the amount of assets invested in or committed to the fund, so that the fee rate paid
by a client decreases as the client’s assets under management increase. In circumstances where a single client has or
related party clients have multiple accounts with us, we will at times agree with such client to aggregate the client’s assets
within those accounts to enable the client to benefit from a lower fee rate. Similarly, where a discretionary investment
consultant advises more than one client who in turn have more than one account with us, we will at times aggregate the
assets held by the consultant’s clients within their accounts with us to enable those clients to benefit from a lower fee
rate.
Our performance-based compensation arrangements are structured to comply with Rule 205-3 under the Investment
Advisers Act of 1940 and our internal policies addressing such arrangements. Fees and other compensation paid by
clients that pay performance-based compensation will at times be higher than those paid by clients who do not, due to
the fact that performance-based compensation will at times increase based on the performance of a portfolio.
5 PGIM Real Estate FORM ADV PART 2A

FORM ADV—PART 2A
FORM ADV—PART 2A

Payment of Fees and Other Compensation
We either bill a client for our fees or deduct fees from the client’s account. Base management fees are typically payable
monthly or quarterly in arrears. Performance-based fees and compensation are only paid after the applicable performance has
been achieved and the related fee or other compensation is due.
We do not require or solicit clients to pay fees in advance. If a client were to pay fees in advance and the client’s contract were
to terminate before the end of a billing period, any prepaid fees that do not otherwise represent amounts due and payable by
the client would be refunded on a pro-rata basis.

Compensation of Our Investment Professionals
Generally speaking, the compensation of our investment professionals (including, among others, portfolio managers
and research analysts) includes a combination of base salary, a performance-based annual cash incentive bonus, and a
long-term incentive grant. Investment professionals sometimes also participate in performance-based fees or
compensation payable by our clients.
The base salary component is based on market data relative to similar positions within the industry as well as the past
performance, experience, and responsibility of the individual, and the annual cash incentive bonus is paid from an
annual incentive pool. Each investment professional's incentive compensation, including both the annual cash
incentive bonus and the long-term incentive grant, is primarily determined by how significantly he or she has
contributed to delivering investment performance to clients consistent with relevant objectives, guidelines, and risk
parameters, as well as the individual’s qualitative contributions to the organization. Our incentive compensation
program is designed to align the interests of each investment professional with those of our clients. The performance
of our clients’ accounts, of our overall business, and of the individual employee are all important factors in determining
the size of the annual cash incentive bonus and long -term incentive grant awarded to each individual. Total
compensation is designed to be competitive with the market, but an individual’s actual compensation will at times vary.
Long-term incentive grants to investment professionals are made in the form of 80% deferred cash that tracks the
performance of funds tied to the grant and 20% in restricted stock units (RSUs) of Prudential Financial, Inc. These
long-term incentive grants vest over a three-year period. Investment professionals are all covered by the same general
compensation structure, although they will at times manage multiple accounts. Generally, all compensation is paid by
PGIM Real Estate, not from any client assets. However, where a portion of the performance-based fees and other
compensation that we earn is typically shared with relevant investment professionals and members of senior
management, such amounts will be paid to the individuals concerned directly or indirectly from such performance fees
paid by the relevant client.
The head of PGIM Real Estate and certain senior members of the management team also receive performance shares
which represent the right to receive shares of Prudential Financial common stock conditioned upon, and subject to, the
...

ITEM 7. TYPES OF CLIENTS
We provide investment advisory services to a diverse range of affiliated and unaffiliated global institutional clients, including
pension and profit-sharing plans, public employee retirement systems, municipalities, Taft-Hartley plans, sovereign wealth
funds, credit institutions, corporations, publicly offered investment funds (including registered investment companies) and
their investment managers, insurance companies (including insurance company general and separate accounts), commingled
trust funds, charitable institutions, foundations, endowments, CLOs, family offices, private investment funds and their
investment managers, Mexican real estate investment trusts (or FIBRAs), Mexican pension funds (or Afores), Undertakings
For The Collective Investment of Transferable Securities (UCITs), Societes d’Investisement a Capital Variable (SICAVs), and
high net worth individuals.

The minimum account sizes vary by investment strategy, with separately managed accounts and funds of one typically having
higher investment minimums than investments in commingled funds. We can waive these minimums at our discretion.

Affiliated clients and certain other clients can request and receive greater transparency, operational support, training, or other
resources, as permitted under applicable law.

8 PGIM Real Estate FORM ADV PART 2A

FORM ADV—PART 2A
FORM ADV—PART 2A