PGIM Laddered S&P 500 Buffer 20 ETF
formerly, PGIM Laddered Fund of Buffer 20 ETF
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Ticker Symbol: PBFR
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Listing Exchange: Cboe BZX Exchange, Inc.
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SUMMARY PROSPECTUS | February 21, 2025
Before you invest, you may want to review the Fund's Prospectus, which contains more
information about the Fund and its risks. You can find the Fund's Prospectus, Statement of Additional Information (“SAI”), Annual Report and other information about the Fund online at https://www.pgim.com/investments/etfs/prospectuses-fact-sheets. You can also get this information at no cost by calling 1-888-247-8090 or by sending an e-mail to: prospectus@pgim.com. The Fund's Prospectus and SAI, both dated
February 21, 2025, as supplemented and amended from time to time, and the Fund's Form N-CSR, dated October 31, 2024, are all incorporated by reference into (legally made a part
of) this
Summary Prospectus.
INVESTMENT OBJECTIVE
The Fund’s investment objective is to seek to provide investors with capital appreciation.
FUND FEES AND EXPENSES
The table below describes the fees and expenses that you may pay if you buy, hold
and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries,
which are not reflected in the table and example below. The management agreement between PGIM Rock ETF Trust (the “Trust”) and PGIM Investments LLC (“PGIM Investments”) (the “Management Agreement”) provides that PGIM Investments will pay all operating expenses of the Fund, except for certain expenses (which are not reflected in the table and example
below), including but not limited to, interest expenses, taxes, brokerage expenses, future Rule 12b-1 fees (if any), and acquired fund fees and expenses. For
more information on the fee structure pertaining to the Management Agreement please refer to the Fund’s Statement of Additional Information.
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Annual Fund Operating Expenses (expenses that you pay each year as a percentage of
the value of your investment)
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Management fee
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None
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Distribution and service (12b-1) fees
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None
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Acquired Fund fees and expenses
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0.50%
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Other expenses
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None
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Total annual Fund operating expenses
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0.50%
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Example. The following hypothetical example is intended to help you compare the cost of investing
in the Fund with the cost of investing in other exchange-traded funds. It assumes that you invest $10,000
in the Fund for the time periods indicated. It assumes a 5% return on your investment each year and that the Fund's
operating expenses remain the same. Your actual costs may be higher or lower.
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Number of Years You Own Shares
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1 Year
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3 Years
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5 Years
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10 Years
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$51
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$160
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$280
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$628
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Portfolio Turnover. The Fund pays transaction costs, such as commissions, when it buys and sells securities
(or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction
costs and may result in higher taxes when Fund shares are held in a taxable account These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund's performance. During the Fund's most recent fiscal year,
the Fund's portfolio turnover rate was 0% of the average value of its portfolio.
INVESTMENTS, RISKS AND PERFORMANCE
Principal Investment Strategies.
The Fund seeks to achieve its investment objective by providing investors with U.S.
large-cap equity market exposure through a “laddered portfolio” of twelve PGIM S&P 500 Buffer 20 ETFs (the “Underlying ETFs”). The term “laddered portfolio” refers to the Fund’s investment in a series of Underlying ETFs that have target outcome period expiration dates which occur on a rolling, or periodic, basis. The rolling or “laddered” nature of the investments in the Underlying ETFs is intended to create diversification during the investment time period over which an
Underlying ETF must be held to achieve
To enroll in e-delivery, go to pgim.com/investments/resource/edelivery
ETF1023A
its target outcome compared to the risk of acquiring or disposing of any one Underlying
ETF at any one time. Unlike the Underlying ETFs, the Fund itself does not pursue a target outcome strategy.
Underlying ETFs Strategy
Under normal market conditions, the Fund invests at least 80% of its net assets (plus
any borrowings for investment purposes) in exchange-traded funds that provide exposure to securities included in
the S&P 500 Index. Under normal market conditions, the Fund invests substantially all of its assets in the Underlying
ETFs, generally in equal weights. The Underlying ETFs seek to provide investors with returns that match the price return of the SPDR® S&P 500® ETF Trust (“SPY”), up to a predetermined upside cap, while providing a downside buffer (before fees
and expenses) against the first 20% of SPY losses, generally over a one-year Target Outcome Period (defined below).
The Fund and each Underlying ETF are advised by PGIM Investments LLC and subadvised by PGIM Quantitative Solutions
LLC. SPY is an exchange-traded unit investment trust that invests in as many of the stocks in the S&P 500® Index as is practicable. PDR Services, LLC (“PDR”) serves as SPY’s sponsor. As of its most recent prospectus, the investment objective of SPY is to seek to provide investment results that, before expenses, correspond generally to the price and yield performance of the S&P 500® Index. See “SPY” below for more information.
In order to understand the Fund’s strategy and risks, it is important to understand the strategies and risks of the Underlying ETFs. See “More About the Funds’ Principal and Non-Principal Strategies, Investments and Risks” for a discussion of the principal investment strategies of the Underlying ETFs.
The Underlying ETFs invest substantially all of their assets in customized equity
or index option contracts known as FLexible EXchange® Options (“FLEX Options”) on the SPY. FLEX Options trade on an exchange, but provide investors with the ability
to customize key contract terms like expiration date, option type (put or call), exercise
style, strike price, premium, trading hours and exercise settlement, among others. Each Underlying ETF uses FLEX Options
to employ a “target outcome strategy.” Target outcome strategies seek to produce a targeted range of potential returns based
upon the performance of an underlying security or index (in this case, SPY). The target outcomes sought by the
Underlying ETFs, which include a buffer against the first 20% (before fees and expenses) of SPY losses and a cap on upside
potential, are based on the price return of SPY over an approximate one-year period beginning on the first day of the month
for which each Underlying ETF is named and ending on the day before the one-year anniversary (the “Target Outcome Period”), although certain Underlying ETFs may have a shorter Target Outcome Period during their first year of operations.
Each Underlying ETF establishes a new cap annually at the beginning of each Target Outcome Period. See “Limited Buffer and Cap” below under “More About the Funds’ Principal and Non-Principal Strategies, Investments and Risks.” At their initial launch, certain Underlying ETFs may have a Target Outcome Period of less than one year.
At the end of each Target Outcome Period, an Underlying ETF’s FLEX Options are generally allowed to expire or are sold at or near their expiration, and the proceeds are used to purchase (or roll into) a new
set of FLEX Options expiring in approximately one year. This means that approximately every 30 days, one of the Underlying
ETFs will undergo a “reset” of its cap and a refresh of its buffer. At any given time, the Fund will generally hold
one Underlying ETF with FLEX Options expiring within one month, a second Underlying ETF with FLEX Options expiring within
two months, a third Underlying ETF with FLEX Options expiring within three months, continuing this series up to and including
twelve months.
The rolling or “laddered” nature of the investments in the Underlying ETFs creates diversification of the investment
time period and market level (meaning the price of SPY at any given time) compared to the
risk of holding only a single Underlying ETF for its Target Outcome Period and bearing the risks associated with
a specific time period. Depending on when the Fund acquires shares of an Underlying ETF, even with a laddered approach,
the cap and/or buffer of an Underlying ETF may be exhausted unless the Fund acquires shares at the beginning of
a Target Outcome Period. Because the Fund typically will not acquire shares of the Underlying ETFs on the first day
of a Target Outcome Period and may dispose of shares of the Underlying ETFs before the end of the Target Outcome Period,
the Fund may experience investment returns that are very different from those that the Underlying ETFs seek
to provide. If an Underlying ETF has experienced certain levels of either gains or losses since the beginning of its current
Target Outcome Period, there may be little to no ability for the Fund to achieve gains or benefit from the buffer for
the remainder of the Target Outcome Period of an Underlying ETF.
The buffer is only provided by the Underlying ETFs and the Fund itself does not provide
any stated buffer against losses. The Fund likely will not receive the full benefit of the Underlying ETF buffers and could
have limited upside potential. The Fund's returns are limited by the caps of the Underlying ETFs.
When an investor purchases shares of a single Underlying ETF, such investor’s potential outcomes are limited by the Underlying ETF’s stated cap and buffer over a defined time period (depending on when the shares were purchased). Alternatively, the Fund’s laddered approach provides a diversified exposure to a series of the Underlying ETFs in a single investment. By owning a laddered portfolio of Underlying ETFs, the Fund expects to
continue to benefit from any increases in the value of SPY (as caps are reset) and to benefit from any downside protection
offered by the Underlying ETF buffers as they are periodically refreshed based on the price of SPY at the time of the reset.
This approach reduces the risk inherent in the Underlying ETFs of having the upside potential for an entire Target Outcome Period
capped out in cases of rapid appreciation of SPY. It also mitigates the risk of failing to benefit from an individual
Underlying ETF buffer in cases where
SPY has depreciated below that specific buffer level. Approximately every 30 days,
one of the Underlying ETFs will undergo a reset of its cap and a refresh of its buffer, meaning that investors will have the
ability to benefit from any appreciation in SPY for future periods up to the respective caps of the Underlying ETFs and will have
the benefit of the buffer for future periods. A laddered buffer portfolio can diversify timing risk, similar to how laddered
bond portfolios seek to manage duration risks for investors.
The Fund intends only to acquire shares of Underlying ETFs in the secondary market
and will not engage in any principal transactions with the Underlying ETFs. The Fund intends to generally rebalance its
portfolio to equal weight (i.e., 8 1∕3% per Underlying ETF) quarterly. The Fund also will acquire and dispose of shares of Underlying
ETFs in connection with cash flows related to creation and redemption activity of the Fund between quarterly rebalances.
In between such rebalances, market movements in the prices of the Underlying ETFs may result in the Fund having
temporary larger exposures to certain Underlying ETFs compared to others. Under such circumstances, the Fund’s returns would be more greatly influenced by the returns of the Underlying ETFs with the larger exposures. If an over-weighted
Underlying ETF underperforms the other Underlying ETFs, the Fund will experience returns that are inferior to those that
would have been achieved if the Underlying ETFs were equally weighted. See Underlying ETFs and SPY Risk below.
The current list of Underlying ETFs in the Fund’s portfolio can be found at https://www.pgim.com/investments/etf-buffer-fund. This reference to the website does not incorporate its contents into this prospectus. The Fund’s website provides, on a daily basis, the proportion of the Fund's assets invested in each Underlying ETF at any given time. Each Underlying ETF’s website provides important information (including Target Outcome Period start and end dates and the cap (both gross and net of fees) and buffer both at the start of
the Underlying ETF's Target Outcome Period and on any particular day relative to the end of the Target Outcome Period). Although
this website information may be useful in understanding the investment strategies of the Underlying ETFs, it does not provide
an investor in the Fund with all of the risks and potential outcomes associated with an investment in the Underlying ETFs. For example,
it does not provide a direct example of your potential investment return in the Fund because of the Fund’s laddered exposure to the Underlying ETFs in which each one of the Underlying ETFs will reset its cap and refresh its buffer annually
based on prevailing market conditions.
Principal Risks. All investments have risks to some degree. The value of your investment in the Fund,
as well as the amount of return, if any, you receive on your investment, may fluctuate significantly
from day-to-day and over time.
You may lose part or all of your investment in the Fund or your investment may not
perform as well as other similar investments.
An investment in the Fund is not guaranteed to achieve its investment objective; is
not a deposit with a bank; and is not insured, endorsed or guaranteed by the Federal Deposit Insurance Corporation or any
other government agency. The following is a summary description of principal risks of investing in the Fund.
The order of the below risk factors does not indicate the significance of any particular
risk factor.
Authorized Participant Concentration Risk. Only an Authorized Participant (as defined in “How to Buy and Sell Shares of the Fund” in the Fund’s Prospectus) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of intermediaries that act as Authorized Participants and none of these
Authorized Participants is or will be obligated to engage in creation or redemption transactions. To the extent that these
Authorized Participants exit the business or are unable to or choose not to proceed with creation and/or redemption orders with
respect to the Fund and no other Authorized Participant creates or redeems, shares of the Fund may trade at a substantial
discount or premium to net asset value (“NAV”), may trade at larger spreads, and possibly face trading halts and/or delisting.
Buffered Loss Risk. There can be no guarantee that the Fund will provide downside protection against
SPY losses. The buffer is only provided by the Underlying ETFs and the Fund itself does not provide any stated
buffer against losses. The Fund likely will not receive the full benefit of the Underlying ETF buffers and could have
limited upside potential. The Fund does not provide principal protection and a shareholder may experience significant losses
including losing their entire investment. Each Underlying ETF’s strategy seeks to deliver returns that match the price return of SPY (up to the cap), while limiting downside losses, if shares are bought on the first day of a Target Outcome Period
and held until the end of that Target Outcome Period. To the extent the Fund acquires shares of the Underlying ETFs in connection
with creations of new shares of the Fund and during each quarterly rebalancing, the Fund typically will not acquire
Underlying ETF shares on the first day of a Target Outcome Period. Likewise, to the extent the Fund disposes of shares of
the Underlying ETFs in connection with redemptions of shares of the Fund and during each quarterly rebalancing, any such
dispositions typically will not occur on the last day of a Target Outcome Period. In the event that the Fund acquires shares
after the first day of a Target Outcome Period or disposes of shares prior to the end of a Target Outcome Period, the buffer
that the Underlying ETF seeks to provide may not be available. If the Fund purchases Underlying ETF shares during a
Target Outcome Period at a time when the Underlying ETF has decreased in value by 20% or more from the value of the Underlying
ETF on the first day of the Target Outcome Period (the “Initial Underlying ETF Value”), the buffer protection received by the Fund from its investments in the Underlying ETF will essentially be zero (meaning the Fund can lose its entire
investment). If the Fund purchases Underlying ETF shares at a time when the Underlying ETF has decreased in value by
less than 20% from the Initial Underlying ETF Value, the Underlying ETF's buffer protection received by the Fund
from its investments in the Underlying
ETF will be reduced by the difference between the Initial Underlying ETF Value and
the NAV of the Underlying ETF on the date the Fund purchases the shares.
Cap Change Risk. A new cap for an Underlying ETF is established at the beginning of each Target Outcome
Period and is dependent on prevailing market conditions. As a result, the cap may rise or fall from
one Target Outcome Period to the next and is unlikely to remain the same for consecutive Target Outcome Periods.
Capped Upside Risk. Each Underlying ETF’s strategy seeks to provide returns that match the price return of SPY for shares acquired on the first day of a Target Outcome Period and held for the entire Target
Outcome Period, subject to a pre-determined upside cap. Because the Fund will acquire shares of the Underlying
ETFs in connection with creations of new shares of the Fund and during each quarterly rebalance, the Fund typically will
not acquire Underlying ETF shares on the first day of a Target Outcome Period. Likewise, the Fund will dispose of shares
of the Underlying ETFs in connection with redemptions of shares of the Fund and during each quarterly rebalance, and such disposals
typically will not occur on the last day of a Target Outcome Period. In the event that the Fund acquires Underlying
ETF shares after the first day of a Target Outcome Period and the Underlying ETF has risen in value to a level near or at the cap (because the Fund’s potential gain will be limited to the difference between the Underlying ETF's NAV on the date the
Fund purchases Underlying ETF shares and the cap), there may be little or no ability for the Fund to experience an investment
gain on those Underlying ETF shares; however, the Fund will remain vulnerable to downside risks. This could be true for
all of the Underlying ETFs held by the Fund at a certain point in time severely limiting the Fund's ability to participate
in gains during that time. If SPY experiences gains during a Target Outcome Period, an Underlying ETF will not participate in those
gains beyond the cap. If the Fund buys Underlying ETF shares when the price exceeds the cap, the Fund will not experience
any gain in respect of those Underlying ETF shares regardless of the performance of SPY.
Cash Transactions Risk. Unlike ETFs that engage almost exclusively in creations and redemptions in exchange
for a basket of portfolio securities (an “in-kind” transaction), the Fund may effect creations and redemptions in cash or partially
in cash. Therefore, it may be required to sell portfolio securities and subsequently recognize
gains on such sales that the Fund might not have recognized if it were to distribute portfolio securities in-kind. Investments
in shares of the Fund may be less tax-efficient than an investment in an ETF that distributes portfolio securities entirely
in-kind.
Counterparty Risk. Underlying ETF transactions involving a counterparty are subject to the risk that
the counterparty will not fulfill its obligation to the Underlying ETF. Counterparty risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy, or insolvency), market activities and developments,
or other reasons, whether foreseen or not. A counterparty’s inability to fulfill its obligation may result in significant financial loss to an Underlying ETF and, in turn, the Fund. An Underlying ETF may be unable to recover its investment from the counterparty
or may obtain a limited recovery, and/or recovery may be delayed. The Options Clearing Corporation (“OCC”) acts as guarantor and central counterparty with respect to the FLEX Options. As a result, the ability of an Underlying
ETF to meet its objective depends on the OCC being able to meet its obligations. In the unlikely event that the OCC becomes
insolvent or is otherwise unable to meet its settlement obligations, an Underlying ETF and, in turn, the Fund could suffer
significant losses.
Economic and Market Events Risk. Events in the U.S. and global financial markets, including actions taken by the U.S. Federal Reserve or foreign central banks to stimulate or stabilize economic growth
or the functioning of the securities markets, or otherwise reduce inflation, may at times result in unusually high market
volatility, which could negatively impact performance. Governmental efforts to curb inflation often have negative effects on
the level of economic activity. Relatively reduced liquidity in credit and fixed income markets could adversely affect issuers
worldwide.
Equity and Equity-Related Securities Risk. The Fund is exposed to the performance of the equity markets through investments in the Underlying ETFs which have exposure to FLEX Options on the SPY.
Equity and equity-related securities may be subject to changes in value, and their values may be more volatile than those
of other asset classes. In addition to an individual security losing value, the value of the equity markets or a sector in
which the Underlying ETFs invest could go down. Different parts of a market can react differently to adverse issuer, market,
regulatory, political and economic developments.
ETF Shares Trading Risk. Fund shares are listed for trading on an exchange (the “Exchange”) and the shares are bought and sold in the secondary market at market prices. The market prices of the shares of
the Fund are expected to fluctuate in response to changes in the Fund’s NAV, the intraday value of the Fund’s holdings and supply and demand for shares of the Fund.
Disruptions to creations and redemptions, the existence of significant market volatility
or potential lack of an active trading market for the shares of the Fund (including through a trading halt), as well as other
factors, may result in the Fund shares trading on the Exchange significantly above (at a premium) or below (at a discount)
to NAV or to the intraday value of the Fund holdings.
Cost of Buying or Selling Shares. When you buy or sell shares of the Fund through a broker, you will likely incur
a brokerage commission or other charges imposed by brokers. In addition, the market price of shares
of the Fund, like the price of any exchange-traded security, includes a “bid-ask spread” charged by the market makers or other participants that trade the particular security. The spread of the Fund shares varies over time based on the Fund’s trading volume, the spread of the
Fund’s underlying securities, and market liquidity and may increase if the Fund’s trading volume or market liquidity decreases, or if the spread on the Fund’s underlying securities increases.
No Guarantee of Active Trading Market Risk. While shares of the Fund are listed on the Exchange, there can be no assurance that active trading markets for the shares will develop or be maintained
by market makers or by Authorized Participants. The distributor of the Fund’s shares does not maintain a secondary market in the shares.
FLEX Options Risk. The Underlying ETFs invest in FLEX Options. When an Underlying ETF purchases an option,
it may lose the premium paid for it if the price of the underlying security, commodity or other
asset decreases or remains the same (in the case of a call option) or increases or remains the same (in the case of a put
option). If a put or call option purchased by the Underlying ETF were permitted to expire without being sold or exercised, its premium
would represent a loss to the Underlying ETF. To the extent that the Underlying ETF writes or sells an option, if
the decline or increase in the underlying asset is significantly below or above the exercise price of the written option, the
Underlying ETF and, in turn, the Fund could experience a substantial or unlimited loss. Options pricing is volatile, and the price
may fluctuate based on movements in the value of the underlying asset or for reasons other than changes in the value of
the underlying asset. Investments in options are considered speculative.
FLEX Options are subject to the risk that they may be less liquid than other securities,
including standardized options. FLEX Options are listed on an exchange; however, there is no guarantee that a liquid secondary
trading market will exist for the FLEX Options. In a less liquid market for the FLEX Options, liquidating the FLEX Options
may require the payment of a premium (for written FLEX Options) or acceptance of a discounted price (for purchased
FLEX Options) and may take longer to complete. A less liquid trading market may adversely impact the value of the FLEX
Options, Underlying ETF shares and, in turn, Fund shares and result in the Fund being unable to achieve its investment
objective.
FLEX Options Trading Risk. Transactions in FLEX Options are required to be centrally cleared. In a transaction
involving FLEX Options, an Underlying ETF’s counterparty is the OCC, rather than a bank or broker. Since no Underlying ETF is a member of the OCC and only members (“clearing members”) can participate directly in the OCC, each Underlying ETF will hold its FLEX Options through accounts at clearing members. For FLEX Options positions, the
Underlying ETF will make payments (including margin payments) to and receive payments from the OCC through its accounts
at clearing members. Although clearing members guarantee their clients’ obligations to the OCC, there is a risk that a clearing member may default. The OCC collects margin, maintains a clearing fund specifically to mitigate a clearing
member default and segregates all customer accounts from a clearing member’s proprietary accounts, however customer accounts are held in an omnibus account and are not identified with the name of an individual customer. As a result,
assets deposited by an Underlying ETF with a clearing member as margin for FLEX Options may be used to satisfy losses of other clients of such Underlying ETF’s clearing member. There is a risk that the assets of an Underlying ETF might not be
fully protected in the event of a clearing member’s default and an Underlying ETF would be limited to recovering only a pro rata share of all available funds segregated on behalf of the clearing member’s customers for the relevant account. Therefore, an Underlying ETF could experience and significant loss in the event of a clearing member’s default. Additionally, the OCC may be unable to perform its obligations under the FLEX Options contracts due to unexpected events, which could
negatively impact the value of an Underlying ETF.
FLEX Options Valuation Risk. The FLEX Options held by the Underlying ETFs will be exercisable at the strike price
only on their expiration date. As an in-the-money FLEX Option approaches its expiration date,
its value typically will increasingly move with the value of the SPY. However, the value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the SPY. The value of the FLEX Options will
be determined based upon market quotations or using other recognized pricing methods. Factors that may influence the
value of the FLEX Options generally include interest rate changes, dividends, the actual and implied volatility levels of the SPY’s share price, and the remaining time until the FLEX Options expire, among others. The value of the FLEX Options held
by an Underlying ETF typically do not increase or decrease at the same rate as the SPY’s share price on a day-to-day basis due to these factors (although they generally move in the same direction), and, as a result, the Underlying ETF’s NAV (and, in turn, the Fund’s NAV) may not increase or decrease at the same rate as the SPY’s share price.
Large Capitalization Companies Risk. SPY invests in the securities of large capitalization companies. Companies with large
market capitalizations go in and out of favor based on market and economic conditions.
Larger companies tend to be less volatile than companies with smaller market capitalizations. In exchange for this potentially lower risk, an Underlying ETF’s and, in turn, the Fund's value may not rise or fall as much as the value of funds
that emphasize companies with smaller market capitalizations.
Large Shareholder and Large Scale Redemption Risk. Certain individuals, accounts, funds (including funds affiliated with the Manager) or institutions, including the Manager and its affiliates, may from time
to time own or control a substantial amount of the Fund’s shares. There is no requirement that these entities maintain their investment in the Fund. There is a risk that such large shareholders or that the Fund’s shareholders generally may redeem all or a substantial portion of their investments in the Fund in a short period of time, which could have a significant negative impact on the Fund’s NAV, liquidity, and brokerage costs. Large redemptions could also result in tax consequences
to shareholders and impact the
Fund’s ability to implement its investment strategy. The Fund’s ability to pursue its investment objective after one or more large scale redemptions may be impaired and, as a result, the Fund may invest a larger
portion of its assets in cash or cash equivalents.
Market Disruption and Geopolitical Risks. Market disruption can be caused by economic, financial or political events and factors, including but not limited to, international wars or conflicts (including Russia’s military invasion of Ukraine and the Israel-Hamas war), geopolitical developments (including trading and tariff arrangements,
sanctions and cybersecurity attacks), instability in regions such as Asia, Eastern Europe and the Middle East,
terrorism, natural disasters and public health epidemics (including the outbreak of COVID-19 globally).
The extent and duration of such events and resulting market disruptions cannot be
predicted, but could be substantial and could magnify the impact of other risks to the Fund. These and other similar events
could adversely affect the U.S. and foreign financial markets and lead to increased market volatility, reduced liquidity
in the securities markets, significant negative impacts on issuers and the markets for certain securities and commodities
and/or government intervention. They may also cause short- or long-term economic uncertainties in the United States and
worldwide. As a result, whether or not the Fund invests in securities of issuers located in or with significant exposure
to the countries directly affected, the value and liquidity of the Fund’s investments may be negatively impacted. Further, due to closures of certain markets and restrictions on trading certain securities, the value of certain securities held by
the Fund could be significantly impacted, which could lead to such securities being valued at zero.
New/Small Fund Risk. The Fund recently commenced operations and has a limited operating history. As a
new and relatively small fund, the Fund's performance may not represent how the Fund is expected to or
may perform in the long term if and when it becomes larger. Investment positions may have a disproportionate impact (negative
or positive) on performance in new and smaller funds. Since the Fund is new, an active secondary market for the shares
of the Fund may not develop or may not continue once developed. Shareholders holding large blocks of shares of the
Fund, including the Manager and its affiliates, may hold their shares for long periods of time, which may lead to reduced
trading volumes, wider trading spreads and impede the development or maintenance of an active secondary trading market for
Fund shares. These large shareholders may also loan or sell all or a portion of their Fund shares, which may
result in increasing concentration of Fund shares in a small number of holders, and the potential for large redemptions, decreases
in Fund assets and increased expenses for remaining shareholders.
Portfolio Turnover Risk. The length of time the Fund has held a particular security is not generally a consideration
in investment decisions. Under certain market conditions, the Fund’s turnover rate may be higher than that of other ETFs. Portfolio turnover generally involves some expense to the Fund, including brokerage
commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestment in other securities.
These transactions may result in realization of taxable capital gains. The trading costs and tax effects associated
with portfolio turnover may adversely affect the Fund’s investment performance.
Target Outcome Period Risk. Each Underlying ETF’s investment strategy is designed to deliver returns that match the price return of SPY if shares are bought on the day on which the Underlying ETF enters into
the FLEX Options (i.e., the first day of a Target Outcome Period) and held until those FLEX Options expire at the end of the
Target Outcome Period subject to the cap. Because the Fund will acquire shares of the Underlying ETFs in connection with
creations of new shares of the Fund and during each quarterly rebalance, the Fund typically will not acquire Underlying
ETF shares on the first day of a Target Outcome Period. Likewise, the Fund will dispose of shares of the Underlying ETFs in
connection with redemptions of shares of the Fund and during each quarterly rebalance, and such disposals typically will
not occur on the last day of a Target Outcome Period. In the event the Fund acquires shares of an Underlying ETF after the
first day of a Target Outcome Period or disposes of shares prior to the expiration of the Target Outcome Period, the value of the Fund’s investment in Underlying ETF shares may not be buffered against a decline in the value of SPY and may not participate
in a gain in the value of SPY for the Fund’s investment period.
Tax Risk. The Fund intends to qualify as a regulated investment company (“RIC”) under Subchapter M of the U.S. Internal Revenue Code of 1986, as amended (the “Code”). To qualify and maintain its status as a RIC, the Fund must meet certain income, diversification and distribution tests. The Fund’s qualification as a RIC depends on the qualification of the Underlying ETFs as RICs. If one or more of the Underlying ETFs were to lose its status
as a RIC, the Fund might fail its requirement to have a diversified portfolio, and, thus, lose its own RIC status. If
the Fund did not qualify as a RIC for any taxable year and certain relief provisions were not available, the Fund’s taxable income would be subject to tax at the Fund level and to a further tax at the shareholder level when such income is distributed.
In such event, in order to re-qualify for taxation as a RIC, the Fund might be required to recognize unrealized gains, pay substantial
taxes and interest and make certain distributions. This would cause investors to incur higher tax liabilities
than they otherwise would have incurred and would have a negative impact on Fund returns. In such event, the Fund may reorganize,
close or materially change its investment objective and strategies.
Additionally, buying securities shortly before the record date for a taxable dividend
or capital gain distribution is commonly known as “buying a dividend.” If a shareholder purchases Fund shares and shortly thereafter a Fund issues a dividend,
the entire distribution may be taxable to the shareholder even though a portion of the
distribution effectively represents a return of the purchase price.
Underlying ETFs and SPY Risk. The value of an investment in the Fund will be related to the investment performance
of the Underlying ETFs and, in turn, SPY. Therefore, the principal risks of investing in
the Fund are closely related to the principal risks associated with the Underlying ETFs and its investments. Exposure to the Underlying
ETFs will also expose the Fund to a pro rata portion of the Underlying ETFs’ fees and expenses. The fluctuating value of the FLEX Options will affect the Underlying ETFs’ value and, in turn, the Fund's value.
The Fund intends to generally rebalance its portfolio to equal weight (i.e., 8 1∕3% per Underlying ETF) quarterly, in connection with the reset of the cap of each Underlying ETF. In between such rebalances, market
movements in the prices of the Underlying ETFs may result in the Fund having temporary larger exposures to certain
Underlying ETFs compared to others. Under such circumstances, the Fund’s returns would be more greatly influenced by the returns of the Underlying ETFs with the larger exposures.
Performance. The Fund has not been in operation for a full calendar year, and hence has no past
performance data to present. Once the Fund has a performance record of at least one calendar year, the Fund’s performance will be included in its Prospectus. Updated Fund performance information, including current net asset
value, is available online at www.pgim.com/investments.
MANAGEMENT OF THE FUND
The following individuals are jointly and primarily responsible for the day-to-day
management of the Fund.
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Investment Manager
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Subadviser
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Portfolio Managers
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Title
|
Service Date
|
|
PGIM Investments LLC
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PGIM Quantitative Solutions LLC
|
Marco Aiolfi, PhD
|
Managing Director,
Head of Multi-Asset
team and Portfolio
Manager
|
June 2024
|
|
|
|
John Hall, CFA
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Principal and Portfolio
Manager
|
June 2024
|
|
|
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Lorne Johnson, PhD
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Managing Director and
Portfolio Manager
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June 2024
|
BUYING AND SELLING FUND SHARES
Individual shares of the Fund may only be purchased and sold in secondary market transactions
through brokers or other financial intermediaries at market prices and are not individually redeemable by the
ETF. Shares of the Fund are listed for trading on the Exchange, and because the shares of the Fund trade at market prices
rather than NAV, shares of the Fund may trade at a price greater than NAV (a “premium”) or less than NAV (a “discount”). You may incur costs attributable to the difference between the highest price a buyer is willing to pay to purchase shares
of the Fund (“bid”) and the lowest price a seller is willing to accept for shares of the Fund (“ask”) when buying or selling shares in the secondary market (the “bid-ask spread”).
TAX INFORMATION
Dividends, Capital Gains and Taxes. The Fund's dividends and distributions are taxable and will be taxed as ordinary
income or capital gains, unless you are investing through a tax-deferred arrangement, such
as a 401(k) plan or an individual retirement account. Such tax-deferred arrangements may be taxed later upon withdrawal
of monies from those arrangements.
PAYMENTS TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIaries
If you purchase shares of the Fund through a broker-dealer or other financial intermediary
(such as a bank), PGIM or other related companies may pay the intermediary for marketing activities and presentations,
educational training programs, conferences, the development of technology platforms and reporting systems or other
services related to the sale or promotion of the Fund. These payments may create a conflict of interest by influencing
the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask
your salesperson or visit your financial intermediary’s website for more information.
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By Mail:
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PGIM Investments LLC, 655 Broad Street, Newark NJ 07102
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|
By Telephone:
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(888) 247-8090 or (973) 802-2093 (outside the US)
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|
On the Internet:
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www.pgim.com/investments
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ETF1023A