Russ Shupak

About Russ Shupak

Russ Shupak (born 1973) serves as Assistant Treasurer of PGIM Private Credit Fund and other PGIM-managed funds; he is Vice President within PGIM Investments Fund Administration (since 2017) and has held Treasurer and Principal Accounting Officer roles across several PGIM funds since 2023, following earlier service as Director within Fund Administration (2013–2017) . Tenure milestones include Assistant Treasurer for Prudential Annuities Funds since October 2019 and expanded Treasurer/PAO responsibilities for PGIM Retail Funds, PGIM Credit Income Fund, and PGIM Private Real Estate Fund, Inc. beginning in 2022–2023 . No education or individual performance metrics (TSR, revenue/EBITDA growth) are disclosed in PGIM documents for Mr. Shupak .

Past Roles

External Roles

Fixed Compensation

• None of the Fund’s executive officers, including the Assistant Treasurer, receive direct compensation from the Fund; compensation and services are provided by PGIM Investments LLC (the Manager) or its affiliates under the Management Agreement .
• The Board does not have a compensation committee for executive officers because the Fund does not directly pay them .

Performance Compensation

• No disclosure of performance metrics, targets, or payout formulas for Fund officers (including Assistant Treasurer) in PGIM filings .
• Context on affiliate portfolio manager compensation (not specific to Mr. Shupak): PPC compensates portfolio managers via base salary, annual cash bonus, and Prudential Financial RSUs vesting one-third per year over three years; awards align with PPC and strategy performance and may include incentive fee shares for direct lending strategies .

Equity Ownership & Alignment

• Beneficial ownership: The security ownership table shows Mr. Shupak with “—” (no reported shares) of PGIM Private Credit Fund; all officers and Trustees as a group hold 23,907.225 shares (entirely attributable to Stuart S. Parker), with Pruco Life Insurance Company owning 89.41% of the Fund .
• No disclosure of pledged shares, hedging, or officer stock ownership guidelines for Mr. Shupak .
• Recent tender activity: The Schedule TO-I lists ownership by certain persons and notes a redemption by Stuart Parker; no tender or transactions are attributed to Mr. Shupak in that filing .

Employment Terms

• Employment agreements, severance, change-of-control provisions, non-compete/non-solicit, garden leave, and clawback terms for Fund officers (including Mr. Shupak) are not disclosed in PGIM filings .
• Governance and oversight: the Board appoints officers and oversees operations; executive compensation is borne by the Manager under the Management Agreement .

Investment Implications

• Low direct alignment via fund equity: Mr. Shupak reports no beneficial ownership in PGIM Private Credit Fund; absence of holdings and no pledging disclosures reduce insider signal value and indicate limited “skin-in-the-game” at the fund level .
• Compensation alignment opaque: With no fund-paid compensation disclosure and officer pay handled by the Manager, investors lack visibility into pay-for-performance metrics, vesting schedules, clawbacks, or severance triggers specific to Mr. Shupak; the Board does not set officer compensation due to the Manager-funded model .
• Limited trading signals: Schedule TO-I shows activity by other executives (e.g., Stuart Parker) but none for Mr. Shupak; no Form 4-style insider transactions are disclosed in PGIM documents, suggesting no current selling pressure attributable to him .
• Role-driven execution risk: As Assistant Treasurer/Treasurer & PAO across multiple PGIM funds, Mr. Shupak’s impact is operational (treasury/accounting) rather than investment selection; retention and incentives are determined by PGIM Investments LLC, but with no disclosed terms, retention risk assessment remains indeterminate .