Annual Report by Investment Company Form N CSR

Prudential Government Money Market Fund, Inc.

(b)

Copy of each notice transmitted to stockholders in reliance on Rule 30e-3under the Act (17 CFR 270.30e-3)that contains disclosures specified by paragraph (c)(3) of that rule - Not applicable.

Item 2 - Code of Ethics - See Exhibit (a)

As of the end of the period covered by this report, the registrant has adopted a code of ethics (the "Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers") that applies to the registrant's Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.

The registrant hereby undertakes to provide any person, without charge, upon request, a copy of the code of ethics. To request a copy of the code of ethics, contact the registrant 800-225-1852,and ask for a copy of the Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers.

Item 3 - Audit Committee Financial Expert -

The registrant's Board has determined that Ms. Grace C. Torres, member of the Board's Audit Committee is an "audit committee financial expert," and that she is "independent," for purposes of this item.

Item 4 - Principal Accountant Fees and Services -

(a)

Audit Fees

For the fiscal years ended July 31, 2024 and July 31, 2023, PricewaterhouseCoopers LLP ("PwC"), the Registrant's principal accountant, billed the Registrant $51,622 and $48,700, respectively, for professional services rendered for the audit of the Registrant's annual financial statements or services that are normally provided in connection with statutory and regulatory filings.

(b)

Audit-Related Fees

For the fiscal years ended July 31, 2024 and July 31, 2023: none.

(c)

Tax Fees

For the fiscal years ended July 31, 2024 and July 31, 2023: none.

(d)

All Other Fees

For the fiscal years ended July 31, 2024 and July 31, 2023: none.

(e) (1) Audit Committee Pre-ApprovalPolicies and Procedures

THE PGIM MUTUAL FUNDS

AUDIT COMMITTEE POLICY

on

Pre-Approvalof Services Provided by the Independent

Accountants

The Audit Committee of each PGIM Mutual Fund is charged with the responsibility to monitor the independence of the Fund's independent accountants. As part of this responsibility, the Audit Committee must pre-approvethe independent accounting firm's engagement to render audit and/or permissible non-auditservices, as required by law. In evaluating a proposed engagement of the independent accountants, the Audit Committee will assess the effect that the engagement might reasonably be expected to have on the accountant's independence. The Committee's evaluation will be based on:

•

a review of the nature of the professional services expected to be provided,

•

a review of the safeguards put into place by the accounting firm to safeguard independence, and

•

periodic meetings with the accounting firm.

Policy for Audit and Non-AuditServices Provided to the Funds

On an annual basis, the scope of audits for each Fund, audit fees and expenses, and audit-related and non-auditservices (and fees proposed in respect thereof) proposed to be performed by the Fund's independent accountants will be presented by the Treasurer and the independent accountants to the Audit Committee for review and, as appropriate, approval prior to the initiation of such services.

Such presentation shall be accompanied by confirmation by both the Treasurer and the independent accountants that the proposed non-auditservices will not adversely affect the independence of the independent accountants. Such proposed non-auditservices shall be described in sufficient detail to enable the Audit Committee to assess the appropriateness of such services and fees, and the compatibility of the provision of such services with the auditor's independence. The Committee shall receive periodic reports on the progress of the audit and other services which are approved by the Committee or by the Committee Chair pursuant to authority delegated in this Policy.

The categories of services enumerated under "Audit Services", "Audit-related Services", and "Tax Services" are intended to provide guidance to the Treasurer and the independent accountants as to those categories of services which the Committee believes are generally consistent with the independence of the independent accountants and which the Committee (or the Committee Chair) would expect upon the presentation of specific proposals to pre-approve.The enumerated categories are not intended as an exclusive list of audit, audit-related or tax services, which the Committee (or the Committee Chair) would consider for pre-approval.

Audit Services

The following categories of audit services are considered to be consistent with the role of the Fund's independent accountants:

•

Annual Fund financial statement audits

•

Seed audits (related to new product filings, as required)

•

SEC and regulatory filings and consents

Audit-related Services

The following categories of audit-related services are considered to be consistent with the role of the Fund's independent accountants:

•

Accounting consultations

•

Fund merger support services

•

Agreed Upon Procedure Reports

•

Attestation Reports

•

Other Internal Control Reports

Individual audit-related services that fall within one of these categories (except for fund merger support services) and are not presented to the Audit Committee as part of the annual pre-approvalprocess are subject to an authorized pre-approvalby the Audit Committee so long as the estimated fee for those services does not exceed $30,000. Any services provided under such pre-approvalwill be reported to the Audit Committee at its next regular meeting. Should the amount of such services exceed $30,000 any additional fees will be subject to pre-approvalby the Committee Chair (or any other Committee member on whom this responsibility has been delegated). Fees related to fund merger support services are subject to a separate authorized pre-approvalby the Audit Committee with fees determined on a per occurrence and merger complexity basis.

Tax Services

The following categories of tax services are considered to be consistent with the role of the Fund's independent accountants:

•

Tax compliance services related to the filing or amendment of the following:

•

Federal, state and local income tax compliance; and,

•

Sales and use tax compliance

•

Timely RIC qualification reviews

•

Tax distribution analysis and planning

•

Tax authority examination services

•

Tax appeals support services

•

Accounting methods studies

•

Fund merger support services

•

Tax consulting services and related projects

Individual tax services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approvalprocess are subject to an authorized pre-approvalby the Audit Committee so long as the estimated fee for those services does not exceed $30,000. Any services provided under such pre-approvalwill be reported to the Audit Committee at its next regular meeting. Should the amount of such services exceed $30,000 any additional fees will be subject to pre-approvalby the Committee Chair (or any other Committee member on whom this responsibility has been delegated).

Other Non-AuditServices

Certain non-auditservices that the independent accountants are legally permitted to render will be subject to pre-approvalby the Committee or by one or more Committee members to whom the Committee has delegated this authority and who will report to the full Committee any pre-approvaldecisions made pursuant to this Policy. Non-auditservices presented for pre-approvalpursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.

Proscribed Services

The Fund's independent accountants will not render services in the following categories of non-auditservices:

•

Bookkeeping or other services related to the accounting records or financial statements of the Fund

•

Financial information systems design and implementation

•

Appraisal or valuation services, fairness opinions, or contribution-in-kindreports

•

Actuarial services

•

Internal audit outsourcing services

•

Management functions or human resources

•

Broker or dealer, investment adviser, or investment banking services

•

Legal services and expert services unrelated to the audit

•

Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible.

Pre-approvalof Non-AuditServices Provided to Other Entities Within the PGIM Fund Complex

Certain non-auditservices provided to PGIM Investments LLC or any of its affiliates that also provide ongoing services to the PGIM Mutual Funds will be subject to pre-approvalby the Audit Committee. The only non-auditservices provided to these entities that will require pre-approvalare those related directly to the operations and financial reporting of the Funds. Individual projects that are not presented to the Audit Committee as part of the annual pre-approvalprocess will be subject to pre-approvalby the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $30,000. Services presented for pre-approvalpursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.

Although the Audit Committee will not pre-approveall services provided to PGIM Investments LLC and its affiliates, the Committee will receive an annual report from the Fund's independent accounting firm showing the aggregate fees for all services provided to PGIM Investments and its affiliates.

(e)	(2) Percentage of services described in each of paragraphs (b)through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01of Regulation S-X-

		Fiscal Year Ended July 31, 2024		Fiscal Year Ended July 31, 2023
4(b)		Not applicable.		Not applicable.
4(c)		Not applicable.		Not applicable.
4(d)		Not applicable.		Not applicable.

(f)	Percentage of hours expended attributable to work performed by other than full time employees of principal accountant if greaterthan 50%.

The percentage of hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees was 0%.

(g)	Non-AuditFees

The aggregate non-auditfees billed by the Registrant's principal accountant for services rendered to the registrant's investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant for the fiscal years ended July 31, 2024 and July 31, 2023 was $0 and $0, respectively.

(h)	Principal Accountant's Independence

Not applicable as the Registrant's principal accountant has not provided non-auditservices to the registrant's investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approvedpursuant to Rule 2-01(c)(7)(ii)of Regulation S-X.

(i)	Not applicable.

(j)	Not applicable.

Item 5 -

Audit Committee of Listed Registrants - Not applicable.

Item 6 -

Investments - The registrant's Schedule of Investments is included in the financial statements filed under Item 7 of this Form.

Items 7 -

11 (Refer to Report below)

PRUDENTIAL GOVERNMENT MONEY MARKET FUND, INC.

PGIM Government Money Market Fund

FINANCIAL STATEMENTS AND OTHER INFORMATION

JULY 31, 2024

Table of Contents		Financial Statements and Other Information		July 31, 2024

Form N-CSRItem 7 - Financial Statements and Financial Highlights for Open-EndManagement Investment Companies.

PGIM Government Money Market Fund		1
Notes to Financial Statements		16

Other Information - Form N-CSRItems 8-11

Schedule of Investments

as of July 31, 2024

Description						Principal  Amount (000)#			Value
SHORT-TERM INVESTMENTS  103.2%
REPURCHASE AGREEMENTS  49.9%
Banco Bilbao Vizcaya Argentaria,
5.34%, dated 07/31/24, due 08/01/24 in the amount of $20,002,967 collateralized by U.S. Treasury Securities (coupon rates 0.500%-4.000%,maturity dates 08/15/26-02/15/53)with the aggregate value, including accrued interest, of $20,403,087.			20,000			$	20,000,000
Bank of Nova Scotia,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $20,002,972 collateralized by FHLMC (coupon rates 4.000%-6.000%,maturity dates 04/01/29-06/01/52),FNMA (coupon rates 2.000%-4.500%,maturity dates 08/01/25-07/01/52)and U.S. Treasury Securities (coupon rate 4.625%, maturity date 04/30/29) with the aggregate value, including accrued interest, of $20,403,128.			20,000				20,000,000
Canadian Imperial Bank of Commerce,
5.32%, dated 06/21/24, due 08/01/24 in the amount of $5,030,294 collateralized by U.S. Treasury Securities (coupon rates 0.125%-4.000%,maturity dates 01/15/25-11/15/52)with the aggregate value, including accrued interest, of $5,130,945.			5,000				5,000,000
5.32%, dated 07/08/24, due 08/06/24 in the amount of $11,047,141 collateralized by U.S. Treasury Securities (coupon rates 0.125%-5.000%,maturity dates 01/15/25-08/15/53)with the aggregate value, including accrued interest, of $11,259,811.			11,000				11,000,000
5.33%, dated 07/22/24, due 08/23/24 in the amount of $15,071,067 collateralized by FNMA (coupon rates 3.000%-7.000%,maturity dates 09/01/43-08/01/54)with the aggregate value, including accrued interest, of $15,322,654.			15,000				15,000,000
5.32%, dated 07/31/24, due 09/27/24 in the amount of $2,017,142 collateralized by U.S. Treasury Securities (coupon rates 0.125%-5.000%,maturity dates 01/15/25-05/15/42)with the aggregate value, including accrued interest, of $2,040,377.			2,000				2,000,000
ING Financial Markets LLC,
5.35%, dated 06/13/24, due 08/01/24 in the amount of $6,043,692 collateralized by GNMA (coupon rate 6.000%, maturity date 01/20/54) with the aggregate value, including accrued interest, of $6,120,000.			6,000				6,000,000

See Notes to Financial Statements.

PGIM Government Money Market Fund 1

Schedule of Investments (continued)

as of July 31, 2024

Description						Principal  Amount (000)#			Value
REPURCHASE AGREEMENTS (Continued)
5.35%, dated 06/14/24, due 08/02/24 in the amount of $6,043,692 collateralized by GNMA (coupon rate 6.000%, maturity date 01/20/54) with the aggregate value, including accrued interest, of $6,120,000.			6,000			$	6,000,000
5.35%, dated 07/31/24, due 08/01/24 in the amount of $10,001,486 collateralized by GNMA (coupon rates 2.500%-6.000%,maturity dates 09/20/51-01/20/54)with the aggregate value, including accrued interest, of $10,200,001.			10,000				10,000,000
5.35%, dated 07/31/24, due 08/07/24 in the amount of $2,002,081 collateralized by GNMA (coupon rate 6.000%, maturity date 01/20/54) with the aggregate value, including accrued interest, of $2,040,001.			2,000				2,000,000
Natixis,
5.33%, dated 06/13/24, due 08/01/24 in the amount of $7,050,783 collateralized by FNMA (coupon rates 2.970%-6.000%,maturity dates 06/01/30-04/01/53)with the aggregate value, including accrued interest, of $7,140,000.			7,000				7,000,000
5.34%, dated 07/31/24, due 09/19/24 in the amount of $7,050,878 collateralized by FNMA (coupon rates 2.970%-6.000%,maturity dates 06/01/30-04/01/53)and U.S. Treasury Securities (coupon rates 0.625%-3.500%,maturity dates 07/31/26-05/15/51)with the aggregate value, including accrued interest, of $7,140,068.			7,000				7,000,000
5.35%, dated 07/31/24, due 08/01/24 in the amount of $20,002,972 collateralized by FNMA (coupon rates 4.500%-5.000%,maturity dates 09/01/52-12/01/52)with the aggregate value, including accrued interest, of $20,400,000.			20,000				20,000,000
NatWest Markets Securities, Inc.,
5.34%, dated 07/30/24, due 08/06/24 in the amount of $20,020,767 collateralized by U.S. Treasury Securities (coupon rates 3.125%-4.125%,maturity dates 08/15/44-08/15/53)with the aggregate value, including accrued interest, of $20,421,238.			20,000				20,000,000
5.36%, dated 07/31/24, due 08/07/24 in the amount of $3,003,127 collateralized by U.S. Treasury Securities (coupon rate 3.000%, maturity date 05/15/47) with the aggregate value, including accrued interest, of $3,063,233.			3,000				3,000,000

See Notes to Financial Statements.

2

Description						Principal  Amount (000)#			Value
REPURCHASE AGREEMENTS (Continued)
RBC Dominion Securities, Inc.,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $19,560,907 collateralized by FHLMC (coupon rates 3.000%-4.000%,maturity dates 05/01/40-08/01/49),FNMA (coupon rates 1.500%-6.500%,maturity dates 11/01/26-03/01/54)and GNMA (coupon rates 3.000%-6.500%,maturity dates 03/20/51-06/20/53)with the aggregate value, including accrued interest, of $19,949,160.			19,558			$	19,558,000
TD Securities (USA) LLC,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $20,002,972 collateralized by U.S. Treasury Securities (coupon rates 1.500%-4.625%,maturity dates 03/15/25-10/15/26)with the aggregate value, including accrued interest, of $20,400,065.			20,000				20,000,000
Wells Fargo Securities LLC,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $20,002,972 collateralized by FHLMC (coupon rate 5.500%, maturity date 06/01/54) with the aggregate value, including accrued interest, of $20,403,032.			20,000				20,000,000
5.36%, dated 07/31/24, due 08/07/24 in the amount of $6,006,253 collateralized by FNMA (coupon rate 6.000%, maturity date 07/01/54) with the aggregate value, including accrued interest, of $6,126,379.			6,000				6,000,000
TOTAL REPURCHASE AGREEMENTS (cost $219,558,000)				219,558,000

Interest  Rate

Maturity Date

U.S. GOVERNMENT AGENCY OBLIGATIONS  40.2%

Federal Farm Credit Bank, SOFR + 0.020% (Cap N/A, Floor 0.000%)

5.350%(c)

11/06/24

5,000

5,000,000

Federal Farm Credit Bank, SOFR + 0.020% (Cap N/A, Floor 0.000%)

5.350(c)

05/02/25

1,500

1,500,000

Federal Farm Credit Bank, SOFR + 0.030% (Cap N/A, Floor 0.000%)

5.360(c)

11/27/24

2,000

2,000,000

Federal Farm Credit Bank, SOFR + 0.040% (Cap N/A, Floor 0.000%)

5.370(c)

04/09/25

3,500

3,500,000

Federal Farm Credit Bank, SOFR + 0.040% (Cap N/A, Floor 0.000%)

5.370(c)

07/02/25

3,000

3,000,000

Federal Farm Credit Bank, SOFR + 0.040% (Cap N/A, Floor 0.000%)

5.370(c)

07/29/25

2,250

2,250,000

See Notes to Financial Statements.

PGIM Government Money Market Fund 3

Schedule of Investments (continued)

as of July 31, 2024

Description		Interest Rate		Maturity Date		Principal  Amount (000)#		Value
U.S. GOVERNMENT AGENCY OBLIGATIONS (Continued)
Federal Farm Credit Bank, SOFR + 0.045% (Cap N/A, Floor 0.000%)		5.375%(c)		09/20/24		4,000		$	4,000,000
Federal Farm Credit Bank, SOFR + 0.045% (Cap N/A, Floor 0.000%)		5.375(c)		02/12/25		3,000			3,000,000
Federal Farm Credit Bank, SOFR + 0.045% (Cap N/A, Floor 0.000%)		5.375(c)		07/23/25		3,000			3,000,000
Federal Farm Credit Bank, SOFR + 0.050% (Cap N/A, Floor 0.000%)		5.380(c)		01/22/25		3,000			3,000,000
Federal Farm Credit Bank, SOFR + 0.080% (Cap N/A, Floor 0.000%)		5.410(c)		01/08/26		3,000			3,000,000
Federal Farm Credit Bank, SOFR + 0.085% (Cap N/A, Floor 0.000%)		5.415(c)		12/29/25		2,800			2,800,000
Federal Farm Credit Bank, SOFR + 0.090% (Cap N/A, Floor 0.000%)		5.420(c)		08/26/25		3,000			3,001,276
Federal Farm Credit Bank, SOFR + 0.100% (Cap N/A, Floor 0.000%)		5.430(c)		08/08/24		1,000			1,000,015
Federal Farm Credit Bank, SOFR + 0.105% (Cap N/A, Floor 0.000%)		5.435(c)		01/08/26		3,000			3,000,989
Federal Farm Credit Bank, SOFR + 0.110% (Cap N/A, Floor 0.000%)		5.440(c)		11/15/24		3,000			3,000,000
Federal Farm Credit Bank, SOFR + 0.110% (Cap N/A, Floor 0.000%)		5.440(c)		01/17/25		3,000			3,001,017
Federal Farm Credit Bank, SOFR + 0.180% (Cap N/A, Floor 0.000%)		5.510(c)		10/16/24		2,000			2,000,630
Federal Home Loan Bank		5.305(n)		10/09/24		3,000			2,969,899
Federal Home Loan Bank		5.307(n)		10/04/24		4,000			3,962,745
Federal Home Loan Bank		5.312(n)		09/11/24		6,000			5,964,159
Federal Home Loan Bank		5.319(n)		09/25/24		5,000			4,959,896
Federal Home Loan Bank		5.321(n)		09/27/24		1,000			991,687
Federal Home Loan Bank		5.327(n)		09/18/24		2,000			1,986,027
Federal Home Loan Bank		5.329(n)		08/28/24		6,000			5,976,339
Federal Home Loan Bank, SOFR + 0.000% (Cap N/A, Floor 0.000%)		5.330(c)		09/26/24		6,000			6,000,000
Federal Home Loan Bank		5.334(n)		09/20/24		2,000			1,985,431
Federal Home Loan Bank, SOFR + 0.005% (Cap N/A, Floor 0.000%)		5.335(c)		08/13/24		6,000			6,000,000
Federal Home Loan Bank, SOFR + 0.005% (Cap N/A, Floor 0.000%)		5.335(c)		01/13/25		3,000			3,000,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)		5.340(c)		08/15/24		5,000			5,000,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)		5.340(c)		09/12/24		5,000			5,000,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)		5.340(c)		11/04/24		3,000			3,000,000

See Notes to Financial Statements.

4

Description		Interest Rate		Maturity Date		Principal  Amount (000)#		Value
U.S. GOVERNMENT AGENCY OBLIGATIONS (Continued)
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)		5.340%(c)		11/25/24		4,250		$	4,250,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)		5.340(c)		02/05/25		4,000			4,000,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)		5.340(c)		03/03/25		2,500			2,500,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)		5.340(c)		03/19/25		3,000			3,000,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)		5.340(c)		03/26/25		2,750			2,750,000
Federal Home Loan Bank, SOFR + 0.015% (Cap N/A, Floor 0.000%)		5.345(c)		09/10/24		5,000			5,000,000
Federal Home Loan Bank, SOFR + 0.015% (Cap N/A, Floor 0.000%)		5.345(c)		11/29/24		4,000			4,000,000
Federal Home Loan Bank, SOFR + 0.015% (Cap N/A, Floor 0.000%)		5.345(c)		03/17/25		3,000			3,000,000
Federal Home Loan Bank, SOFR + 0.015% (Cap N/A, Floor 0.000%)		5.345(c)		04/16/25		3,000			3,000,000
Federal Home Loan Bank, SOFR + 0.025% (Cap N/A, Floor 0.000%)		5.355(c)		10/11/24		5,000			5,000,000
Federal Home Loan Bank, SOFR + 0.025% (Cap N/A, Floor 0.000%)		5.355(c)		11/14/24		5,000			5,000,000
Federal Home Loan Bank, SOFR + 0.105% (Cap N/A, Floor 0.000%)		5.435(c)		11/08/24		4,000			4,000,000
Federal Home Loan Bank, SOFR + 0.115% (Cap N/A, Floor 0.000%)		5.445(c)		06/20/25		6,000			6,000,000
Federal Home Loan Bank, SOFR + 0.115% (Cap N/A, Floor 0.000%)		5.445(c)		07/10/25		5,000			5,000,000
Federal Home Loan Bank, SOFR + 0.120% (Cap N/A, Floor 0.000%)		5.450(c)		11/18/24		4,000			4,000,000
Federal Home Loan Bank, SOFR + 0.125% (Cap N/A, Floor 0.000%)		5.455(c)		01/24/25		6,000			6,000,000
Federal Home Loan Mortgage Corp., SOFR + 0.090% (Cap N/A, Floor 0.000%)		5.420(c)		01/26/26		2,500			2,500,000
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS (cost $176,850,110)						176,850,110
U.S. TREASURY OBLIGATIONS(n) 13.1%
U.S. Treasury Bills		5.223		10/31/24		2,750			2,714,166
U.S. Treasury Bills		5.225		11/19/24		6,000			5,905,835
U.S. Treasury Bills		5.262		08/29/24		7,000			6,972,094
U.S. Treasury Bills		5.272		10/17/24		3,000			2,966,617
U.S. Treasury Bills		5.280		08/22/24		10,000			9,969,881
U.S. Treasury Bills		5.318		09/19/24		4,500			4,467,859

See Notes to Financial Statements.

PGIM Government Money Market Fund 5

Schedule of Investments (continued)

as of July 31, 2024

Description		Interest Rate			Maturity Date			Principal  Amount (000)#		Value
U.S. TREASURY OBLIGATIONS(n) (Continued)
U.S. Treasury Bills			5.327%				09/17/24			3,000		$	2,979,496
U.S. Treasury Bills			5.327				09/24/24			4,000			3,968,590
U.S. Treasury Bills			5.330				08/20/24			2,000			1,994,472
U.S. Treasury Bills			5.330				10/01/24			5,000			4,955,627
U.S. Treasury Bills			5.332				09/10/24			2,000			1,988,356
U.S. Treasury Bills			5.335				08/27/24			9,000			8,965,920
TOTAL U.S. TREASURY OBLIGATIONS (cost $57,848,913)						57,848,913
TOTAL INVESTMENTS 103.2% (cost $454,257,023)(d)						454,257,023
Liabilities in excess of other assets (3.2)%						(13,974,659	)
NET ASSETS 100.0%					$	440,282,364

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

FHLMC-Federal Home Loan Mortgage Corporation

FNMA-Federal National Mortgage Association

GNMA-Government National Mortgage Association

SOFR-Secured Overnight Financing Rate

#	Principal amount is shown in U.S. dollars unless otherwise stated.

(c)	Variable rate instrument. The interest rate shown reflects the rate in effect at July 31, 2024.

(d)	The cost of securities for federal income tax purposes is substantially the same as for financial reporting purposes.

(n)	Rate shown reflects yield to maturity at purchased date.

Fair Value Measurements:

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

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

Level 2-quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.

Level 3-unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

See Notes to Financial Statements.

6

The following is a summary of the inputs used as of July 31, 2024 in valuing such portfolio securities:

		Level 1			Level 2			Level 3
Investments in Securities
Assets
Short-Term Investments
Repurchase Agreements					$-							$	219,558,000					$	-
U.S. Government Agency Obligations				-					176,850,110					-
U.S. Treasury Obligations				-					57,848,913					-
Total				$-				$	454,257,023				$	-

Security Allocation:

The security allocation of investments and liabilities in excess of other assets shown as a percentage of net assets as of July 31, 2024 were as follows:

Repurchase Agreements			49.9	%
U.S. Government Agency Obligations			40.2
U.S. Treasury Obligations			13.1
		103.2
Liabilities in excess of other assets			(3.2	)
		100.0	%

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

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

See Notes to Financial Statements.

PGIM Government Money Market Fund 7

Schedule of Investments (continued)

as of July 31, 2024

Offsetting of financial instrument/transaction assets and liabilities:

Description		Counterparty		Gross Market Value of Recognized Assets/(Liabilities)		Collateral Pledged/(Received)(1)		Net Amount
Repurchase Agreements		Banco Bilbao Vizcaya Argentaria			$	20,000,000			$	(20,000,000	)			$	-
Repurchase Agreements		Bank of Nova Scotia				20,000,000				(20,000,000	)				-
Repurchase Agreements		Canadian Imperial Bank of Commerce				33,000,000				(33,000,000	)				-
Repurchase Agreements		ING Financial Markets LLC				24,000,000				(24,000,000	)				-
Repurchase Agreements		Natixis				34,000,000				(34,000,000	)				-
Repurchase Agreements		NatWest Markets Securities, Inc.				23,000,000				(23,000,000	)				-
Repurchase Agreements		RBC Dominion Securities, Inc.				19,558,000				(19,558,000	)				-
Repurchase Agreements		TD Securities (USA) LLC				20,000,000				(20,000,000	)				-
Repurchase Agreements		Wells Fargo Securities LLC				26,000,000				(26,000,000	)				-
			$	219,558,000

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

See Notes to Financial Statements.

8

Statement of Assets and Liabilities

as of July 31, 2024

Assets
Investments, at value:		$	234,699,023
Repurchase Agreements (cost $219,558,000)			219,558,000
Cash			813
Receivable for Fund shares sold			1,436,926
Interest receivable			1,153,560
Total Assets			456,848,322
Liabilities
Payable for investments purchased			13,714,166
Payable for Fund shares purchased			2,478,374
Accrued expenses and other liabilities			158,565
Management fee payable			117,722
Distribution fee payable			41,933
Affiliated transfer agent fee payable			37,609
Dividends payable			16,396
Directors' fees payable			1,193
Total Liabilities			16,565,958
Net Assets		$	440,282,364
Net assets were comprised of:
Common stock, at par ($0.00001 par value; 166,000,000,000 shares authorized for issuance)		$	4,403
Paid-incapital in excess of par			440,276,164
Total distributable earnings (loss)			1,797
Net assets, July 31, 2024		$	440,282,364

See Notes to Financial Statements.

PGIM Government Money Market Fund 9

Statement of Assets and Liabilities

as of July 31, 2024

Class A
Net asset value, offering price and redemption price per share,  ($ 394,692,876 ÷ 394,673,136 shares of common stock issued and outstanding)		$	1.00
Class C
Net asset value, offering price and redemption price per share,  ($ 7,598,287 ÷ 7,597,265 shares of common stock issued and outstanding)		$	1.00
Class Z
Net asset value, offering price and redemption price per share,  ($ 37,991,201 ÷ 37,989,557 shares of common stock issued and outstanding)		$	1.00

See Notes to Financial Statements.

10

Statement of Operations

Year Ended July 31, 2024

Net Investment Income (Loss)
Interest income		$	26,663,750
Expenses
Management fee			1,577,392
Distribution fee(a)			535,569
Transfer agent's fees and expenses (including affiliated expense of $ 236,229)(a)			554,704
Shareholders' reports			88,262
Custodian and accounting fees			79,422
Registration fees(a)			73,134
Professional fees			51,507
Audit fee			25,811
Directors' fees			16,452
Miscellaneous			15,945
Total expenses			3,018,198
Net investment income (loss)			23,645,552
Realized And Unrealized Gain (Loss) On Investments
Net realized gain (loss) on investment transactions			54,047
Net Increase (Decrease) In Net Assets Resulting From Operations		$	23,699,599

(a)	Class specific expenses and waivers were as follows:

		Class A			Class C			Class Z
Distribution fee			535,569				-				-
Transfer agent's fees and expenses			507,738				12,227				34,739
Registration fees			43,367				13,851				15,916

See Notes to Financial Statements.

PGIM Government Money Market Fund 11

Statements of Changes in Net Assets

		Year Ended July 31,
		2024			2023
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)		$	23,645,552			$	19,982,735
Net realized gain (loss) on investment transactions			54,047				(279	)
Net increase (decrease) in net assets resulting from operations			23,699,599				19,982,456
Dividends and Distributions
Distributions from distributable earnings
Class A			(20,546,295	)			(16,217,037	)
Class C			(419,151	)			(397,209	)
Class Z			(2,736,084	)			(3,368,490	)
		(23,701,530	)			(19,982,736	)
Fund share transactions (Net of share conversions) (at $1.00 per share)
Net proceeds from shares sold			416,979,530				490,270,257
Net asset value of shares issued in reinvestment of dividends and distributions			23,209,154				19,608,789
Cost of shares purchased			(540,648,504	)			(573,423,070	)
Net increase (decrease) in net assets from Fund share transactions			(100,459,820	)			(63,544,024	)
Total increase (decrease)			(100,461,751	)			(63,544,304	)
Net Assets:
Beginning of year			540,744,115				604,288,419
End of year		$	440,282,364			$	540,744,115

See Notes to Financial Statements.

12

Financial Highlights

Class A Shares
		Year Ended July 31,
		2024			2023			2022			2021			2020
Per Share Operating Performance(a):
Net Asset Value, Beginning of Year			$1.00				$1.00				$1.00				$1.00				$1.00
Net investment income (loss) and net realized gain (loss) on investment transactions			0.05				0.04				-(b	)			-(b	)			0.01
Dividends to shareholders			(0.05	)			(0.04	)			-(b	)			-(b	)			(0.01	)
Net asset value, end of year			$1.00				$1.00				$1.00				$1.00				$1.00
Total Return(c):			4.90	%			3.57	%			0.20	%			0.01	%			0.76	%
Ratios/Supplemental Data:
Net assets, end of year (000)			$394,693				$438,994				$505,406				$414,625				$442,260
Average net assets (000)			$428,455				$465,530				$443,402				$475,166				$407,195
Ratios to average net assets:
Expenses after waivers and/or expense reimbursement			0.63	%			0.64	%			0.23	%			0.09	%			0.49	%
Expenses before waivers and/or expense reimbursement			0.63	%			0.64	%			0.63	%			0.63	%			0.64	%
Net investment income (loss)			4.78	%			3.48	%			0.14	%			0.01	%			0.70	%

(a)	Calculated based on average shares outstanding during the year.

(b)	Amount rounds to zero.

(c)	Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

See Notes to Financial Statements.

PGIM Government Money Market Fund 13

Financial Highlights (continued)

Class C Shares
		Year Ended July 31,
		2024			2023			2022			2021			2020
Per Share Operating Performance(a) :
Net Asset Value, Beginning of Year			$1.00				$1.00				$1.00				$1.00				$1.00
Net investment income (loss) and net realized gain (loss) on investment transactions			0.05				0.04				-(b	)			-(b	)			0.01
Dividends to shareholders			(0.05	)			(0.04	)			-(b	)			-(b	)			(0.01	)
Net asset value, end of year			$1.00				$1.00				$1.00				$1.00				$1.00
Total Return(c) :			4.86	%			3.58	%			0.21	%			0.05	%			0.71	%
Ratios/Supplemental Data:
Net assets, end of year (000)			$7,598				$9,703				$12,793				$10,242				$14,538
Average net assets (000)			$8,812				$11,460				$10,254				$12,853				$10,815
Ratios to average net assets:
Expenses after waivers and/or expense reimbursement			0.67	%			0.62	%			0.25	%			0.06	%			0.48	%
Expenses before waivers and/or expense reimbursement			0.67	%			0.62	%			0.64	%			0.59	%			0.68	%
Net investment income (loss)			4.74	%			3.47	%			0.17	%			0.04	%			0.52	%

(a)	Calculated based on average shares outstanding during the year.

(b)	Amount rounds to zero.

(c)	Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

See Notes to Financial Statements.

14

Class Z Shares
		Year Ended July 31,
		2024			2023			2022			2021			2020
Per Share Operating Performance(a) :
Net Asset Value, Beginning of Year			$1.00				$1.00				$1.00				$1.00				$1.00
Net investment income (loss) and net realized gain (loss) on investment transactions			0.05				0.04				-(b	)			-(b	)			0.01
Dividends to shareholders			(0.05	)			(0.04	)			-(b	)			-(b	)			(0.01	)
Net asset value, end of year			$1.00				$1.00				$1.00				$1.00				$1.00
Total Return(c) :			5.06	%			3.79	%			0.26	%			0.01	%			0.91	%
Ratios/Supplemental Data:
Net assets, end of year (000)			$37,991				$92,047				$86,089				$82,110				$90,399
Average net assets (000)			$55,197				$89,873				$75,926				$86,432				$83,610
Ratios to average net assets:
Expenses after waivers and/or expense reimbursement			0.47	%			0.42	%			0.18	%			0.09	%			0.36	%
Expenses before waivers and/or expense reimbursement			0.47	%			0.42	%			0.42	%			0.43	%			0.43	%
Net investment income (loss)			4.95	%			3.75	%			0.20	%			0.01	%			0.84	%

(a)	Calculated based on average shares outstanding during the year.

(b)	Amount rounds to zero.

(c)	Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP.

See Notes to Financial Statements.

PGIM Government Money Market Fund 15

Notes to Financial Statements

1.	Organization

Prudential Government Money Market Fund, Inc. (the "Registered Investment Company" or "RIC") is registered under the Investment Company Act of 1940, as amended ("1940 Act"), as an open-endmanagement investment company. The RIC is organized as a Maryland Corporation. These financial statements relate only to the PGIM Government Money Market Fund (the "Fund"), a series of the RIC. The Fund is classified as a diversified fund for purposes of the 1940 Act.

The investment objective of the Fund is maximum current income consistent with stability of capital and the maintenance of liquidity.

2.	Accounting Policies

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board ("FASB") Accounting Standard Codification ("ASC") Topic 946 Financial Services - Investment Companies. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform to U.S. generally accepted accounting principles ("GAAP"). The Fund consistently follows such policies in the preparation of its financial statements.

Securities Valuation: The Fund holds securities and other assets and liabilities that are fair valued as of the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange ("NYSE") is open for trading. As described in further detail below, the Fund's investments are valued daily based on a number of factors, including the type of investment and whether market quotations are readily available. The RIC's Board of Directors (the "Board") has approved the Fund's valuation policies and procedures for security valuation and designated PGIM Investments LLC ("PGIM Investments" or the "Manager") as the "Valuation Designee," as defined by Rule 2a-5(b)under the 1940 Act, to perform the fair value determination relating to all Fund investments. Pursuant to the Board's oversight, the Valuation Designee has established a Valuation Committee to perform the duties and responsibilities of the Valuation Designee under Rule 2a-5.The valuation procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. Fair value is the estimated price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date.

For the fiscal reporting year-end,securities and other assets and liabilities were fair valued at the close of the last U.S. business day. Trading in certain foreign securities may occur when the NYSE is closed (including weekends and holidays). Because such foreign securities

16

trade in markets that are open on weekends and U.S. holidays, the values of some of the Fund's foreign investments may change on days when investors cannot purchase or redeem Fund shares.

Various inputs determine how the Fund's investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the Schedule of Investments and referred to herein as the "fair value hierarchy" in accordance with FASB ASC Topic 820 Fair Value Measurement.

The Fund's securities of sufficient credit quality are valued using amortized cost method, which approximates fair value. The amortized cost method involves valuing a security at its cost on the date of purchase and thereafter assuming a constant amortization to maturity of the difference between the principal amount due at maturity and cost. These securities are categorized as Level 2 in the fair value hierarchy.

Securities and other assets that cannot be priced according to the methods described above are valued based on policies and procedures approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in the fair value hierarchy. Altering one or more unobservable inputs may result in a significant change to a Level 3 security's fair value measurement.

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

Repurchase Agreements: The Fund entered into repurchase agreements. In connection with transactions in repurchase agreements with United States financial institutions, it is the Fund's policy that its custodian or designated subcustodians under triparty repurchase agreements, as the case may be, take possession of the underlying collateral securities, the value of which exceeds the principal amount of the repurchase transactions, including accrued interest. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-marketon a daily basis to ensure the adequacy of the collateral. If the seller defaults and the value of the collateral declines or, if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.

Master Netting Arrangements: The RIC, on behalf of the Fund, is subject to various Master Agreements, or netting arrangements, with select counterparties. These are agreements

PGIM Government Money Market Fund 17

Notes to Financial Statements (continued)

which a subadviser may have negotiated and entered into on behalf of all or a portion of the Fund. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received and by the receipt of collateral from the counterparty by the Fund to cover the Fund's exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. In addition to master netting arrangements, the right to set-offexists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the right to set-offthe amount owed with the amount owed by the other party, the reporting party intends to set-offand the right of set-offis enforceable by law.

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains (losses) from investment and currency transactions are calculated on the specific identification method. Dividend income is recorded on the ex-date,or for certain foreign securities, when the Fund becomes aware of such dividends. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual expense amounts. Net investment income or loss (other than class specific expenses and waivers, which are allocated as noted below) and unrealized and realized gains (losses) are allocated daily to each class of shares based upon the relative proportion of adjusted net assets of each class at the beginning of the day. Class specific expenses and waivers, where applicable, are charged to the respective share classes. Such class specific expenses and waivers include distribution fees and distribution fee waivers, shareholder servicing fees, transfer agent's fees and expenses, registration fees and fee waivers and/or expense reimbursements, as applicable.

Taxes: It is the Fund's policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required. Withholding taxes on foreign dividends, interest and capital gains, if any, are recorded, net of reclaimable amounts, at the time the related income is earned.

Dividends and Distributions: Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date.Permanent book/tax differences relating to income and gain (loss) are reclassified between total distributable earnings (loss) and paid-incapital in excess of par, as appropriate. The chart below sets forth the expected frequency of dividend and capital gains distributions to shareholders. Various factors may impact the frequency of

18

dividend distributions to shareholders, including but not limited to adverse market conditions or portfolio holding-specific events.

Expected Distribution Schedule to Shareholders*			Frequency
Net Investment Income			Monthly
Short-Term Capital Gains			Monthly
Long-Term Capital Gains			Annually

*	The Fund declares dividends of any net investment income to shareholders on a daily basis and distributes the dividends every month. Under certain circumstances, the Fund may make more than one distribution of long-term capital gains during a fiscal year.

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

3.	Agreements

The RIC, on behalf of the Fund, has a management agreement with the Manager pursuant to which it has responsibility for all investment advisory services, including supervision of the subadviser's performance of such services, and for rendering administrative services.

The Manager has entered into a subadvisory agreement with PGIM, Inc. (the "subadviser"), which provides subadvisory services to the Fund through its business unit PGIM Fixed Income. The Manager pays for the services of PGIM, Inc.

Fees payable under the management agreement are computed daily and paid monthly. For the reporting period ended July 31, 2024, the contractual and effective management fee rates were as follows:

Contractual Management Rate		Effective Management Fee, before any waivers  and/or expense reimbursements
0.50% to $50 million of average daily net assets;		0.32%
0.30% over $50 million of average daily net assets.

The RIC, on behalf of the Fund, has a distribution agreement with Prudential Investment Management Services LLC ("PIMS"), which acts as the distributor of the Class A, Class C and Class Z shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund's Class A shares, pursuant to the plans of distribution (the "Distribution Plans"), regardless of expenses actually incurred by PIMS.

Pursuant to the Distribution Plans, the Fund compensates PIMS for distribution related activities at an annual rate based on average daily net assets per class. The distribution fees are accrued daily and payable monthly.

PGIM Government Money Market Fund 19

Notes to Financial Statements (continued)

The Fund's annual gross and net distribution rates, where applicable, are as follows:

		Gross Distribution Fee		Net Distribution Fee
A		0.125%		0.125%
C		N/A		N/A
Z		N/A		N/A

PGIM Investments, PGIM, Inc. and PIMS are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. ("Prudential").

4.	Other Transactions with Affiliates

Prudential Mutual Fund Services LLC ("PMFS"), an affiliate of PGIM Investments and an indirect, wholly-owned subsidiary of Prudential, serves as the Fund's transfer agent and shareholder servicing agent. Transfer agent's fees and expenses in the Statement of Operations include certain out-of-pocketexpenses paid to non-affiliates,where applicable.

The Fund may enter into certain securities purchase or sale transactions under Board approved Rule 17a-7procedures. Rule 17a-7is an exemptive rule under the 1940 Act, that subject to certain conditions, permits purchase and sale transactions among affiliated investment companies, or between an investment company and a person that is affiliated solely by reason of having a common (or affiliated) investment adviser, common directors/trustees, and/or common officers. For the year ended July 31, 2024, no Rule 17a-7transactions were entered into by the Fund.

5.	Distributions and Tax Information

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date.

For the year ended July 31, 2024, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

Ordinary Income		Long-Term Capital Gains		Tax Return of Capital		Total Dividends and Distributions
$23,701,530		$-		$-		$23,701,530

For the year ended July 31, 2023, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

Ordinary Income		Long-Term Capital Gains		Tax Return of Capital		Total Dividends and Distributions
$19,982,736		$-		$-		$19,982,736

20

For the year ended July 31, 2024, the Fund had the following amounts of accumulated undistributed earnings on a tax basis:

Undistributed Ordinary Income		Undistributed Long-Term Capital Gains
$18,193		$-

The United States federal income tax basis of the Fund's investments and the net unrealized appreciation as of July 31, 2024 were as follows:

Tax Basis		Gross Unrealized Appreciation		Gross Unrealized Depreciation		Net      Unrealized    Appreciation
$454,257,023		$-		$-		$-

The Manager has analyzed the Fund's tax positions taken on federal, state and local income tax returns for all open tax years and has concluded that no provision for income tax is required in the Fund's financial statements for the current reporting period. Since tax authorities can examine previously filed tax returns, the Fund's U.S. federal and state tax returns for each of the four fiscal years up to the most recent fiscal year ended July 31, 2024 are subject to such review.

6.	Capital and Ownership

The Fund offers Class A, Class C and Class Z shares. Class C and Class Z shares are not subject to any distribution and/or service fees and are offered exclusively for sale to a limited group of investors. Class C shares are sold with a CDSC of 1% on sales made within 12 months of purchase. Class C shares will automatically convert to Class A shares on a monthly basis approximately eight years (ten years prior to January 22, 2021) after purchase. Class Z and Class R6 shares are not subject to any sales or redemption charges and are available exclusively for sale to a limited group of investors.

Under certain circumstances, an exchange may be made from specified share classes of the Fund to one or more other share classes of the Fund as presented in the table of transactions in shares of common stock, below.

The RIC is authorized to issue 200,000,000,000 shares of common stock, $0.00001 par value per share, 166,000,000,000 of which are designated as shares of the Fund. The authorized shares of the Fund are currently classified and designated as follows:

Class		Number of Shares
A			11,000,000,000
C			5,000,000,000
Z			50,000,000,000
P			100,000,000,000

The Fund currently does not have any Class P shares outstanding.

PGIM Government Money Market Fund 21

Notes to Financial Statements (continued)

As of July 31, 2024, Prudential, through its affiliated entities, including affiliated funds (if applicable), owned shares of the Fund as follows:

Class		Number of Shares		Percentage of Outstanding Shares
A				91,031				0.1	%
Z				1,281,165				3.4

At the reporting period end, the number of shareholders holding greater than 5% of the Fund are as follows:

		Number of Shareholders		Percentage of Outstanding Shares
Affiliated				-				-	%
Unaffiliated				4				54.5

Transactions in shares of common stock (at $1 net asset value per share) were as follows:

Share Class		Shares			Amount
Class A
Year ended July 31, 2024:
Shares sold			392,939,244			$	392,938,836
Shares issued in reinvestment of dividends and distributions			20,184,503				20,184,503
Shares purchased			(457,778,410	)			(457,778,363	)
Net increase (decrease) in shares outstanding before conversion			(44,654,663	)			(44,655,024	)
Shares issued upon conversion from other share class(es)			368,222				368,222
Shares purchased upon conversion into other share class(es)			(12,721	)			(12,768	)
Net increase (decrease) in shares outstanding			(44,299,162	)		$	(44,299,570	)
Year ended July 31, 2023:
Shares sold			437,842,324			$	437,842,098
Shares issued in reinvestment of dividends and distributions			15,867,906				15,867,906
Shares purchased			(520,558,421	)			(520,558,402	)
Net increase (decrease) in shares outstanding before conversion			(66,848,191	)			(66,848,398	)
Shares issued upon conversion from other share class(es)			453,891				453,891
Shares purchased upon conversion into other share class(es)			(17,470	)			(17,489	)
Net increase (decrease) in shares outstanding			(66,411,770	)		$	(66,411,996	)

22

Share Class		Shares			Amount
Class C
Year ended July 31, 2024:
Shares sold			2,725,677			$	2,725,824
Shares issued in reinvestment of dividends and distributions			416,134				416,134
Shares purchased			(4,943,472	)			(4,943,472	)
Net increase (decrease) in shares outstanding before conversion			(1,801,661	)			(1,801,514	)
Shares purchased upon conversion into other share class(es)			(303,104	)			(303,104	)
Net increase (decrease) in shares outstanding			(2,104,765	)		$	(2,104,618	)
Year ended July 31, 2023:
Shares sold			6,023,261			$	6,023,247
Shares issued in reinvestment of dividends and distributions			393,624				393,624
Shares purchased			(9,053,164	)			(9,053,164	)
Net increase (decrease) in shares outstanding before conversion			(2,636,279	)			(2,636,293	)
Shares purchased upon conversion into other share class(es)			(453,891	)			(453,891	)
Net increase (decrease) in shares outstanding			(3,090,170	)		$	(3,090,184	)
Class Z
Year ended July 31, 2024:
Shares sold			21,314,901			$	21,314,870
Shares issued in reinvestment of dividends and distributions			2,608,517				2,608,517
Shares purchased			(77,926,939	)			(77,926,669	)
Net increase (decrease) in shares outstanding before conversion			(54,003,521	)			(54,003,282	)
Shares issued upon conversion from other share class(es)			12,768				12,768
Shares purchased upon conversion into other share class(es)			(64,848	)			(65,118	)
Net increase (decrease) in shares outstanding			(54,055,601	)		$	(54,055,632	)
Year ended July 31, 2023:
Shares sold			46,405,029			$	46,404,912
Shares issued in reinvestment of dividends and distributions			3,347,259				3,347,259
Shares purchased			(43,811,504	)			(43,811,504	)
Net increase (decrease) in shares outstanding before conversion			5,940,784				5,940,667
Shares issued upon conversion from other share class(es)			17,489				17,489
Net increase (decrease) in shares outstanding			5,958,273			$	5,958,156

7.	Risks of Investing in the Fund

The Fund's principal risks include, but are not limited to, the risks discussed below. For further information on the Fund's risks, please refer to the Fund's Prospectus and Statement of Additional Information.

Adjustable and Floating Rate Securities Risk: The value of adjustable and floating rate securities may lag behind the value of fixed rate securities when interest rates change. Such securities may be subject to extended settlement periods (longer than seven days) and in

PGIM Government Money Market Fund 23

Notes to Financial Statements (continued)

unusual market conditions, with a high volume of shareholder redemptions, may present a risk of loss to the Fund or may impair the Fund's ability satisfy shareholder redemption requests.

Credit Risk: This is the risk that the issuer, the guarantor, or the insurer of a fixed income security, or the counterparty to a contract may be unable or unwilling to make timely principal and interest payments or to otherwise honor its obligations. Additionally, fixed income securities could lose value due to a loss of confidence in the ability of the issuer, guarantor, insurer, or counterparty to pay back debt. The lower the credit quality of a bond, the more sensitive it is to credit risk.

Debt Obligations Risk: Debt obligations are subject to credit risk, market risk and interest rate risk. The Fund's holdings, share price, yield and total return may also fluctuate in response to bond market movements. The value of bonds may decline for issuer-related reasons, including management performance, financial leverage and reduced demand for the issuer's goods and services. Certain types of fixed income obligations also may be subject to "call and redemption risk," which is the risk that the issuer may call a bond held by the Fund for redemption before it matures and the Fund may not be able to reinvest at the same rate of interest and therefore would earn less income.

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.

Increase in Expenses Risk: Your actual cost of investing in the Fund may be higher than the expenses shown in the expense table in the Fund's prospectus for a variety of reasons. For example, expense ratios may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile. Active and frequent trading of Fund securities can increase expenses.

Interest Rate Risk: The value of your investment may go down when interest rates rise. A rise in rates tends to have a greater impact on the prices of longer term or duration debt securities. Similarly, a rise in interest rates may also have a greater negative impact on the value of equity securities whose issuers expect earnings further out in the future. For example, a fixed income security with a duration of three years is expected to decrease in value by approximately 3% if interest rates increase by 1%. This is referred to as "duration

24

risk." When interest rates fall, the issuers of debt obligations may prepay principal more quickly than expected, and the Fund may be required to reinvest the proceeds at a lower interest rate. This is referred to as "prepayment risk." For premium bonds (bonds acquired at prices that exceed their par or principal value) purchased by the Fund, prepayment risk may be enhanced. When interest rates rise, debt obligations may be repaid more slowly than expected, and the value of the Fund's holdings may fall sharply. This is referred to as "extension risk." The Fund may lose money if short-term or long-term interest rates rise sharply or in a manner not anticipated by the subadviser.

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.

Management Risk: Actively managed funds are subject to management risk. The subadviser will apply investment techniques and risk analyses in making investment decisions for the Fund, but the subadviser's judgments about the attractiveness, value or market trends affecting a particular security, industry or sector or about market movements may be incorrect. Additionally, the investments selected for the Fund may underperform the markets in general and other funds with similar investment objectives.

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-19globally).

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

PGIM Government Money Market Fund 25

Notes to Financial Statements (continued)

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.

Market Risk: Securities markets may be volatile and the market prices of the Fund's securities may decline. Securities fluctuate in price based on changes in an issuer's financial condition and overall market and economic conditions.

Net Asset Value Risk: There is no assurance that the Fund will maintain a net asset value of $1.00 per share on a continuous basis. Furthermore, there can be no assurance that the Fund's affiliates will purchase distressed assets from the Fund, make capital infusions, enter into capital support agreements or take other actions to ensure that the Fund maintains a net asset value of $1.00 per share. In the event any money market fund fails to maintain a stable net asset value, other money market funds, including the Fund, could face a universal risk of increased redemption pressures, potentially jeopardizing the stability of their net asset values. In general, certain other money market funds have in the past failed to maintain stable net asset values and there can be no assurance that such failures and resulting redemption pressures will not occur in the future.

Redemption Risk: The Fund may experience heavy redemptions, particularly during periods of declining or illiquid markets, that could cause the Fund to liquidate its assets at inopportune times or at a loss or depressed value and that could affect the Fund's ability to maintain a $1.00 share price.

Repurchase Agreements Risk: Repurchase agreements could involve certain risks in the event of default or insolvency of the seller, including losses and possible delays or restrictions upon the Fund's ability to dispose of the underlying securities. To the extent that, in the meantime, the value of the securities that the Fund has purchased has decreased, the Fund could experience a loss.

U.S. Government and Agency Securities Risk: U.S. Treasury obligations are backed by the "full faith and credit" of the U.S. Government. Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S. Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury. Further, the U.S. Government and its agencies, authorities, instrumentalities and enterprises do not guarantee the market value of their

26

securities; consequently, the value of such securities will fluctuate. This may be the case especially when there is any controversy or ongoing uncertainty regarding the status of negotiations in the U.S. Congress to increase the statutory debt ceiling. Such controversy or uncertainty could, among other things, result in the credit quality rating of the U.S. Government being downgraded and reduced prices of U.S. Treasury securities. If the U.S. Congress is unable to negotiate an adjustment to the statutory debt ceiling, there is also the risk that the U.S. Government may default on payments on certain U.S. Government securities, including those held by the Fund, which could have a negative impact on the Fund. An increase in demand for U.S. Government securities resulting from an increase in demand for government money market funds may lead to lower yields on such securities.

Yield Risk: The amount of income received by the Fund will go up or down depending on day-to-dayvariations in short-term interest rates, and when interest rates are very low the Fund's expenses could absorb all or a significant portion of the Fund's income. If interest rates increase, the Fund's yield may not increase proportionately. For example, the Fund's investment manager may discontinue any temporary voluntary fee limitation.

PGIM Government Money Market Fund 27

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Prudential Government Money Market Fund, Inc. and Shareholders of PGIM Government Money Market Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of PGIM Government Money Market Fund (one of the funds constituting Prudential Government Money Market Fund, Inc., referred to hereafter as the "Fund") as of July 31, 2024, the related statement of operations for the year ended July 31, 2024, the statements of changes in net assets for each of the two years in the period ended July 31, 2024, including the related notes, and the financial highlights for each of the four years in the period ended July 31, 2024 (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of July 31, 2024, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended July 31, 2024 and the financial highlights for each of the four years in the period ended July 31, 2024 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended July 31, 2020 and the financial highlights for the year ended July 31, 2020 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated September 16, 2020 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of July 31, 2024 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

New York, New York

September 20, 2024

We have served as the auditor of one or more investment companies in the PGIM Retail Funds complex since 2020.

28

Other Information

Form N-CSRItem 8- Changes in and Disagreements with Accountants for Open-EndManagement Investment Companies - None.

Form N-CSRItem 9- Proxy Disclosures for Open-EndManagement Investment Companies- None.

Form N-CSRItem 10- Remuneration Paid to Directors, Officers, and Others of Open-EndManagement Investment Companies - Included as part of the financial statements filed under Item 7 of this Form.

Form N-CSRItem 11- Statement Regarding Basis for Approval of Investment Advisory Contract.

Approval of Advisory Agreements

PGIM Government Money Market Fund

The Fund's Board of Directors

The Board of Directors (the "Board") of PGIM Government Money Market Fund (the "Fund")¹ consists of ten individuals, eight of whom are not "interested persons" of the Fund, as defined in the Investment Company Act of 1940, as amended (the "1940 Act") (the "Independent Directors"). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Directors have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Director. The Board has established five standing committees: the Audit Committee, the Nominating and Governance Committee, the Compliance Committee and two Investment Committees. Each committee is chaired by, and composed of, Independent Directors.

Annual Approval of the Fund's Advisory Agreements

As required under the 1940 Act, the Board determines annually whether to renew the Fund's management agreement with PGIM Investments LLC ("PGIM Investments") and the Fund's subadvisory agreement with PGIM, Inc. ("PGIM") on behalf of its PGIM Fixed Income unit ("PGIM Fixed Income"). In considering the renewal of the agreements, the Board, including all of the Independent Directors, met on May 28 and June 4-6,2024 (the "Board Meeting") and approved the renewal of the agreements through July 31, 2025, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PGIM Investments and PGIM. Also, the Board considered comparisons with other mutual funds in relevant peer universes and peer groups, as is further discussed below.

In approving the agreements, the Board, including the Independent Directors advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PGIM Investments and the subadviser, the performance of the Fund, the profitability of PGIM Investments and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its

1	PGIM Government Money Market Fund is a series of Prudential Government Money Market Fund, Inc.

PGIM Government Money Market Fund

Approval of Advisory Agreements (continued)

shareholders as the Fund's assets grow. In their deliberations, the Directors did not identify any single factor which alone was responsible for the Board's decision to approve an agreement with respect to the Fund. In connection with its deliberations, the Board considered information provided by PGIM Investments throughout the year at regular nd special aBoard meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the Board Meeting.

The Directors determined that the overall arrangements between the Fund and PGIM Investments, which serves as the Fund's investment manager pursuant to a management agreement, and between PGIM Investments and PGIM, which, through its PGIM Fixed Income unit, serves as the Fund's subadviser pursuant to the terms of a subadvisory agreement with PGIM Investments, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Directors considered relevant in the exercise of their business judgment. The Board considered the approval of the agreements for the Fund as part of its consideration of agreements for multiple funds, but its approvals were made on a fund-by-fundbasis.

The material factors and conclusions that formed the basis for the Directors' reaching their determinations to approve the continuance of the agreements are separately discussed below.

Nature, Quality and Extent of Services

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PGIM Investments and PGIM Fixed Income. The Board noted that PGIM Fixed Income is affiliated with PGIM Investments. The Board considered the services provided by PGIM Investments, including but not limited to the oversight of the subadviser for the Fund, as well as the provision of accounting oversight, fund recordkeeping, compliance and other services to the Fund, such as PGIM Investments' role as administrator for the Fund's liquidity risk management program and as valuation designee. With respect to PGIM Investments' oversight of the subadviser, the Board noted that PGIM Investments' Strategic Investment Research Group ("SIRG"), which is a business unit of PGIM Investments, is responsible for monitoring and reporting to PGIM Investments' senior management on the performance and operations of the subadviser. The Board also considered that PGIM Investments pays the salaries of all of the officers and interested Directors of the Fund who are part of Fund management. The Board also considered the investment subadvisory services provided by PGIM Fixed Income, including investment research and security selection, as well as adherence to the Fund's investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PGIM Investments' evaluation of the subadviser, as well as PGIM Investments' recommendation, based on its review of the subadviser, to renew the subadvisory agreement.

Visit our website at pgim.com/investments

The Board considered the qualifications, backgrounds and responsibilities of PGIM Investments' senior management responsible for the oversight of the Fund and PGIM Fixed Income, and also considered the qualifications, backgrounds and responsibilities of PGIM Fixed Income's portfolio managers who are responsible for the day-to-daymanagement of the Fund's portfolio. The Board was provided with information pertaining to PGIM Investments' and PGIM Fixed Income's organizational structure, senior management, investment operations, and other relevant information pertaining to both PGIM Investments and PGIM Fixed Income. The Board also noted that it received favorable compliance reports from the Fund's Chief Compliance Officer ("CCO") as to both PGIM Investments and PGIM Fixed Income.

The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PGIM Investments and the subadvisory services provided to the Fund by PGIM Fixed Income, and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PGIM Investments and PGIM Fixed Income under the management and subadvisory agreements.

Costs of Services and Profits Realized by PGIM Investments

The Board was provided with information on the profitability of PGIM Investments and its affiliates in serving as the Fund's investment manager. The Board discussed with PGIM Investments the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations of direct and indirect costs, and the adviser's capital structure and cost of capital. Taking these factors into account, the Board concluded that the profitability of PGIM Investments and its affiliates in relation to the services rendered was not unreasonable.

Economies of Scale

The Board received and discussed information concerning economies of scale that PGIM Investments may realize as the Fund's assets grow beyond current levels. The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase. During the course of time, the Board has considered information regarding the launch date of the Fund, the management fees of the Fund compared to those of similarly managed funds and PGIM Investments' investment in the Fund over time. The Board noted that economies of scale can be shared with the Fund in other ways, including low management fees from inception, additional technological and personnel investments to enhance shareholder services, and maintaining

PGIM Government Money Market Fund

Approval of Advisory Agreements(continued)

existing expense structures in the face of a rising cost environment. The Board also considered PGIM Investments' assertion that it continually evaluates the management fee schedule of the Fund and the potential to share economies of scale through breakpoints or fee waivers as asset levels increase.

The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board's understanding that most of PGIM Investments' costs are not specific to individual funds, but rather are incurred across a variety of products and services.

Other Benefits to PGIM Investments and PGIM Fixed Income

The Board considered potential ancillary benefits that might be received by PGIM Investments, PGIM Fixed Income and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PGIM Investments included transfer agency fees received by the Fund's transfer agent (which is affiliated with PGIM Investments), as well as benefits to its reputation or other intangible benefits resulting from PGIM Investments' association with the Fund. The Board concluded that the potential benefits to be derived by PGIM Fixed Income included those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PGIM Investments and PGIM Fixed Income were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

Performance of the Fund / Fees and Expenses

The Board considered certain additional factors and made related conclusions relating to the historical performance of the Fund for the one-,three-, five- and ten-yearperiods ended December 31, 2023.

The Board also considered the Fund's actual management fee, as well as the Fund's net total expense ratio, for the fiscal year ended July 31, 2023. The Board considered the management fee for the Fund as compared to the management fee charged by PGIM Investments to other funds and the fee charged by other advisers to comparable mutual funds in a peer group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

The mutual funds included in the peer universe, which was used to consider performance, and the peer group, which was used to consider expenses and fees, were objectively determined by Broadridge, an independent provider of mutual fund data. In certain circumstances, PGIM Investments also provided supplemental peer universe or peer group

Visit our website at pgim.com/investments

information, for reasons addressed with the Board. The comparisons placed the Fund in various quartiles over various periods, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

The section below summarizes key factors considered by the Board and the Board's conclusions regarding the Fund's performance, fees and overall expenses. The table sets forth net performance comparisons (which reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the peer universe, actual management fees with the peer group (which reflect the impact of any subsidies or fee waivers), and net total expenses with the peer group, each of which were key factors considered by the Board.

Net Performance		1 Year		3 Years		5 Years		10 Years
		3rd Quartile		3rd Quartile		3rd Quartile		3rd Quartile
		Actual Management Fees: 4th Quartile
		Net Total Expenses: 3rd Quartile

·

The Board considered that, although the Fund underperformed its Peer Universe median over all periods, on a gross of fees basis, the Fund ranked in the first quartile of its Peer Universe over all periods.

·

The Board further considered that small differences in fees charged among funds in the peer group can have an outsized effect on performance results against those peers.

·

The Board considered PGIM Investments assertion that the subadviser has demonstrated a strong capability in money market investing, with its gross returns being in the top quartile versus peers over the one-,three-, five- and ten-yearperiods.

·

The Board further noted, with respect to fees and expenses, the amount of fees waived by PGIM Investments and/or its affiliates since the financial crises.

·

The Board concluded that, in light of the above, it would be in the best interests of the Fund and its shareholders to renew the agreements.

·

The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

*  *  *

After full consideration of these factors, the Board concluded that approval of the agreements was in the best interests of the Fund and its shareholders.

PGIM Government Money Market Fund

PRUDENTIAL GOVERNMENT MONEY MARKET FUND, INC.

PGIM Core Government Money Market Fund

FINANCIAL STATEMENTS AND OTHER INFORMATION

JULY 31, 2024

Table of Contents		Financial Statements and Other Information		July 31, 2024

Form N-CSRItem 7 - Financial Statements and Financial Highlights for Open-EndManagement Investment Companies.

PGIM Core Government Money Market Fund			1
Notes to Financial Statements			14

Other Information - Form N-CSRItems 8-11

Schedule of Investments

as of July 31, 2024

Description								Principal  Amount (000)#		Value
SHORT-TERM INVESTMENTS 102.7%
REPURCHASE AGREEMENTS 58.8%
Banco Bilbao Vizcaya Argentaria,
5.34%, dated 07/31/24, due 08/01/24 in the amount of $300,044,500 collateralized by U.S. Treasury Securities (coupon rates 0.375%-4.750%,maturity dates 07/15/27-02/15/54)with the aggregate value, including accrued interest, of $306,045,483.				300,000		$	300,000,000
Banco Santander SA,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $360,053,500 collateralized by FNMA (coupon rates 1.500%-7.500%,maturity dates 06/01/27-06/01/62)with the aggregate value, including accrued interest, of $367,254,573.				360,000			360,000,000
Bank of America Securities, Inc.,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $290,043,097 collateralized by FHLMC (coupon rates 3.000%-6.500%,maturity dates 07/01/39-09/01/53)and FNMA (coupon rate 3.000%, maturity dates 02/01/43-10/01/50)with the aggregate value, including accrued interest, of $295,800,001.				290,000			290,000,000
Bank of Nova Scotia,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $180,026,750 collateralized by FHLMC (coupon rates 4.000%-6.000%,maturity dates 06/01/47-09/01/53),FNMA (coupon rates 4.000%-7.000%,maturity dates 07/01/41-10/01/53)and U.S. Treasury Securities, (coupon rates 0.750%-4.875%,maturity dates 09/30/24-07/31/30)with the aggregate value, including accrued interest, of $183,627,337.				180,000			180,000,000
Canadian Imperial Bank of Commerce,
5.32%, dated 06/21/24, due 08/01/24 in the amount of $30,181,767 collateralized by U.S. Treasury Securities (coupon rates 0.125%-5.000%,maturity dates 12/31/24-08/15/53)with the aggregate value, including accrued interest, of $30,785,403.				30,000			30,000,000
5.32%, dated 07/08/24, due 08/06/24 in the amount of $143,612,834 collateralized by U.S. Treasury Securities (coupon rates 0.125%-5.000%,maturity dates 01/15/25-08/15/53)with the aggregate value, including accrued interest, of $146,377,349.				143,000			143,000,000

See Notes to Financial Statements.

PGIM Core Government Money Market Fund 1

Schedule of Investments  (continued)

as of July 31, 2024

Description								Principal  Amount (000)#		Value
REPURCHASE AGREEMENTS (Continued)
5.33%, dated 07/22/24, due 08/23/24 in the amount of $100,473,778 collateralized by FHLMC (coupon rates 3.000%-6.500%,maturity dates 08/01/46-04/01/54)and FNMA (coupon rates 2.151%-7.000%,maturity dates 12/01/34-08/01/54)with the aggregate value, including accrued interest, of $102,151,017.				100,000		$	100,000,000
5.32%, dated 07/31/24, due 09/27/24 in the amount of $80,685,689 collateralized by U.S. Treasury Securities (coupon rates 0.250%-5.000%,maturity dates 01/15/25-08/15/52)with the aggregate value, including accrued interest, of $81,612,117.				80,000			80,000,000
Credit Agricole Corporate & Investment Bank,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $21,713,226 collateralized by U.S. Treasury Securities (coupon rate 0.125%, maturity date 07/15/31) with the aggregate value, including accrued interest, of $22,144,232.				21,710			21,710,000
ING Financial Markets LLC,
5.35%, dated 06/13/24, due 08/01/24 in the amount of $77,560,710 collateralized by GNMA (coupon rates 3.500%-4.500%,maturity dates 12/20/51-08/20/52)with the aggregate value, including accrued interest, of $78,540,000.				77,000			77,000,000
5.35%, dated 06/14/24, due 08/02/24 in the amount of $57,415,071 collateralized by GNMA (coupon rates 2.500%-5.000%,maturity dates 10/20/51-06/20/52)with the aggregate value, including accrued interest, of $58,140,000.				57,000			57,000,000
5.35%, dated 07/31/24, due 08/01/24 in the amount of $140,020,806 collateralized by FHLMC (coupon rates 6.000%-6.500%,maturity dates 09/01/53-10/01/53)with the aggregate value, including accrued interest, of $142,800,000.				140,000			140,000,000
5.35%, dated 07/31/24, due 08/07/24 in the amount of $35,036,410 collateralized by GNMA (coupon rates 3.500%-5.000%,maturity dates 09/20/51-08/20/52)with the aggregate value, including accrued interest, of $35,700,001.				35,000			35,000,000
Mizuho Securities USA LLC,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $300,044,583 collateralized by U.S. Treasury Securities (coupon rates 4.000%-4.125%,maturity dates 09/30/27-01/31/29)with the aggregate value, including accrued interest, of $306,000,057.				300,000			300,000,000

See Notes to Financial Statements.

2

Description								Principal  Amount (000)#		Value
REPURCHASE AGREEMENTS (Continued)
Natixis,
5.33%, dated 06/13/24, due 08/01/24 in the amount of $86,623,906 collateralized by FNMA (coupon rates 3.000%-5.000%,maturity dates 06/01/43-06/01/63)with the aggregate value, including accrued interest, of $87,720,000.				86,000		$	86,000,000
5.34%, dated 07/31/24, due 09/19/24 in the amount of $86,625,077 collateralized by FNMA (coupon rates 3.000%-5.000%,maturity dates 06/01/43-06/01/63)with the aggregate value, including accrued interest, of $87,720,000.				86,000			86,000,000
5.35%, dated 07/31/24, due 08/01/24 in the amount of $140,020,806 collateralized by FHLMC (coupon rates 5.500%-6.500%,maturity dates 12/01/52-06/01/54)and FNMA (coupon rates 2.410%-6.500%,maturity dates 03/01/28-01/01/54)with the aggregate value, including accrued interest, of $142,800,000.				140,000			140,000,000
NatWest Markets Securities, Inc.,
5.34%, dated 07/25/24, due 08/01/24 in the amount of $150,155,750 collateralized by U.S. Treasury Securities (coupon rates 2.875%-4.500%,maturity dates 06/15/25-11/15/33)with the aggregate value, including accrued interest, of $153,158,876.				150,000			150,000,000
5.34%, dated 07/30/24, due 08/06/24 in the amount of $200,207,667 collateralized by FNMA (coupon rates 4.500%-5.500%,maturity dates 06/01/49-04/01/54)with the aggregate value, including accrued interest, of $204,211,821.				200,000			200,000,000
5.36%, dated 07/31/24, due 08/07/24 in the amount of $20,020,844 collateralized by U.S. Treasury Securities (coupon rates 2.500%-3.000%,maturity dates 05/15/46-02/15/49)with the aggregate value, including accrued interest, of $20,421,315.				20,000			20,000,000
RBC Dominion Securities, Inc.,
5.35%, dated 07/31/24, due 08/01/24 in the amount of $181,572,980 collateralized by FHLMC (coupon rates 2.000%-4.500%,maturity dates 05/01/36-03/01/52)and FNMA (coupon rates 1.500%-6.500%,maturity dates 07/01/27-03/01/54)with the aggregate value, including accrued interest, of $185,176,920.				181,546			181,546,000

See Notes to Financial Statements.

PGIM Core Government Money Market Fund 3

Schedule of Investments  (continued)

as of July 31, 2024

Description

Principal Amount (000)#

Value

REPURCHASE AGREEMENTS (Continued)

State Street Bank & Trust Company,

5.34%, dated 07/31/24, due 08/01/24 in the amount of $200,029,667 collateralized by U.S. Treasury Securities (coupon rate 5.000%, maturity date 09/30/25) with the aggregate value, including accrued interest, of $204,000,107.

200,000

$

200,000,000

Wells Fargo Securities LLC,

5.35%, dated 07/31/24, due 08/01/24 in the amount of $130,019,319 collateralized by FHLMC (coupon rate 5.500%, maturity date 06/01/54) with the aggregate value, including accrued interest, of $132,619,706.

130,000

130,000,000

5.36%, dated 07/31/24, due 08/07/24 in the amount of $100,104,222 collateralized by FNMA (coupon rates 2.000%-7.500%,maturity dates 07/01/25-06/01/56)with the aggregate value, including accrued interest, of $102,106,307.

100,000

100,000,000

TOTAL REPURCHASE AGREEMENTS (cost $3,407,256,000)

3,407,256,000

Interest Rate

Maturity Date

U.S. GOVERNMENT AGENCY OBLIGATIONS 34.2%

Federal Farm Credit Bank, SOFR + 0.020% (Cap N/A, Floor 0.000%)

5.350%(c)

11/06/24

46,000

46,000,000

Federal Farm Credit Bank, SOFR + 0.020% (Cap N/A, Floor 0.000%)

5.350(c)

05/02/25

19,500

19,500,000

Federal Farm Credit Bank, SOFR + 0.030% (Cap N/A, Floor 0.000%)

5.360(c)

11/27/24

20,000

20,000,000

Federal Farm Credit Bank, SOFR + 0.040% (Cap N/A, Floor 0.000%)

5.370(c)

04/09/25

28,000

28,000,000

Federal Farm Credit Bank, SOFR + 0.040% (Cap N/A, Floor 0.000%)

5.370(c)

07/02/25

33,000

33,000,000

Federal Farm Credit Bank, SOFR + 0.040% (Cap N/A, Floor 0.000%)

5.370(c)

07/29/25

34,000

34,000,000

Federal Farm Credit Bank, SOFR + 0.045% (Cap N/A, Floor 0.000%)

5.375(c)

09/20/24

32,000

32,000,000

Federal Farm Credit Bank, SOFR + 0.045% (Cap N/A, Floor 0.000%)

5.375(c)

02/12/25

30,000

30,000,000

Federal Farm Credit Bank, SOFR + 0.045% (Cap N/A, Floor 0.000%)

5.375(c)

07/23/25

32,750

32,750,000

Federal Farm Credit Bank, SOFR + 0.050% (Cap N/A, Floor 0.000%)

5.380(c)

01/22/25

30,000

30,000,000

See Notes to Financial Statements.

4

Description

Interest  Rate

Maturity Date

Principal Amount (000)#

Value

U.S. GOVERNMENT AGENCY OBLIGATIONS (Continued)

Federal Farm Credit Bank, SOFR + 0.080% (Cap N/A, Floor 0.000%)

5.410%(c)

01/08/26

33,000

$

33,000,000

Federal Farm Credit Bank, SOFR + 0.085% (Cap N/A, Floor 0.000%)

5.415(c)

12/29/25

33,000

33,000,000

Federal Farm Credit Bank, SOFR + 0.090% (Cap N/A, Floor 0.000%)

5.420(c)

08/26/25

33,000

33,014,038

Federal Farm Credit Bank, SOFR + 0.100% (Cap N/A, Floor 0.000%)

5.430(c)

08/08/24

8,000

8,000,119

Federal Farm Credit Bank, SOFR + 0.105% (Cap N/A, Floor 0.000%)

5.435(c)

01/08/26

34,000

34,011,208

Federal Farm Credit Bank, SOFR + 0.110% (Cap N/A, Floor 0.000%)

5.440(c)

11/15/24

37,000

37,000,000

Federal Farm Credit Bank, SOFR + 0.110% (Cap N/A, Floor 0.000%)

5.440(c)

12/26/24

25,000

24,999,874

Federal Farm Credit Bank, SOFR + 0.110% (Cap N/A, Floor 0.000%)

5.440(c)

01/17/25

28,000

28,009,542

Federal Farm Credit Bank, SOFR + 0.130% (Cap N/A, Floor 0.000%)

5.460(c)

04/10/25

25,000

24,998,347

Federal Farm Credit Bank, SOFR + 0.150% (Cap N/A, Floor 0.000%)

5.480(c)

01/03/25

2,000

2,001,031

Federal Farm Credit Bank, SOFR + 0.180% (Cap N/A, Floor 0.000%)

5.510(c)

10/16/24

16,000

16,005,043

Federal Home Loan Bank

5.305(n)

10/09/24

32,000

31,678,920

Federal Home Loan Bank

5.307(n)

10/04/24

47,000

46,562,217

Federal Home Loan Bank

5.312(n)

09/11/24

64,000

63,617,698

Federal Home Loan Bank

5.319(n)

09/25/24

68,000

67,454,583

Federal Home Loan Bank

5.321(n)

09/27/24

15,000

14,875,312

Federal Home Loan Bank

5.327(n)

09/18/24

21,000

20,853,280

Federal Home Loan Bank

5.329(n)

08/28/24

62,000

61,755,503

Federal Home Loan Bank, SOFR + 0.000% (Cap N/A, Floor 0.000%)

5.330(c)

09/26/24

59,000

59,000,000

Federal Home Loan Bank

5.334(n)

09/20/24

20,000

19,854,306

Federal Home Loan Bank, SOFR + 0.005% (Cap N/A, Floor 0.000%)

5.335(c)

08/13/24

60,000

60,000,000

Federal Home Loan Bank, SOFR + 0.005% (Cap N/A, Floor 0.000%)

5.335(c)

01/13/25

32,000

32,000,000

Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)

5.340(c)

08/15/24

47,000

47,000,000

Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)

5.340(c)

09/12/24

45,000

45,000,000

Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)

5.340(c)

11/04/24

29,000

29,000,000

Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)

5.340(c)

11/25/24

50,000

50,000,000

See Notes to Financial Statements.

PGIM Core Government Money Market Fund 5

Schedule of Investments  (continued)

as of July 31, 2024

Description		Interest  Rate			Maturity Date			Principal Amount (000)#			Value
U.S. GOVERNMENT AGENCY OBLIGATIONS (Continued)
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)			5.340%(c)				02/05/25				49,000			$	49,000,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)			5.340(c)				03/03/25				33,500				33,500,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)			5.340(c)				03/19/25				32,750				32,750,000
Federal Home Loan Bank, SOFR + 0.010% (Cap N/A, Floor 0.000%)			5.340(c)				03/26/25				33,250				33,250,000
Federal Home Loan Bank, SOFR + 0.015% (Cap N/A, Floor 0.000%)			5.345(c)				09/10/24				44,000				44,000,000
Federal Home Loan Bank, SOFR + 0.015% (Cap N/A, Floor 0.000%)			5.345(c)				11/29/24				45,000				45,000,000
Federal Home Loan Bank, SOFR + 0.015% (Cap N/A, Floor 0.000%)			5.345(c)				03/17/25				32,000				32,000,000
Federal Home Loan Bank, SOFR + 0.015% (Cap N/A, Floor 0.000%)			5.345(c)				04/16/25				33,000				33,000,000
Federal Home Loan Bank, SOFR + 0.020% (Cap N/A, Floor 0.000%)			5.350(c)				12/05/24				1,000				999,973
Federal Home Loan Bank, SOFR + 0.025% (Cap N/A, Floor 0.000%)			5.355(c)				10/11/24				46,500				46,500,000
Federal Home Loan Bank, SOFR + 0.025% (Cap N/A, Floor 0.000%)			5.355(c)				11/14/24				44,000				44,000,000
Federal Home Loan Bank, SOFR + 0.105% (Cap N/A, Floor 0.000%)			5.435(c)				11/08/24				83,000				83,000,000
Federal Home Loan Bank, SOFR + 0.115% (Cap N/A, Floor 0.000%)			5.445(c)				06/20/25				46,000				46,000,000
Federal Home Loan Bank, SOFR + 0.115% (Cap N/A, Floor 0.000%)			5.445(c)				07/10/25				46,500				46,500,000
Federal Home Loan Bank, SOFR + 0.120% (Cap N/A, Floor 0.000%)			5.450(c)				11/18/24				53,000				53,000,000
Federal Home Loan Bank, SOFR + 0.125% (Cap N/A, Floor 0.000%)			5.455(c)				01/24/25				94,000				94,000,000
Federal Home Loan Mortgage Corp., SOFR + 0.090% (Cap N/A, Floor 0.000%)			5.420(c)				01/26/26				34,000				34,000,000
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS (cost $1,978,440,994)						1,978,440,994
U.S. TREASURY OBLIGATIONS(n) 9.7%
U.S. Treasury Bills			5.223				10/31/24				33,000				32,569,987
U.S. Treasury Bills			5.225				11/19/24				65,500				64,472,037
U.S. Treasury Bills			5.262				08/29/24				57,000				56,772,769
U.S. Treasury Bills			5.272				10/17/24				33,000				32,632,790
U.S. Treasury Bills			5.285				08/22/24				94,000				93,716,324
U.S. Treasury Bills			5.318				09/19/24				49,000				48,650,021

See Notes to Financial Statements.

6

Description		Interest Rate			Maturity Date			Principal Amount (000)#			Value
U.S. TREASURY OBLIGATIONS(n) (Continued)
U.S. Treasury Bills			5.327%				08/20/24				10,000			$	9,972,371
U.S. Treasury Bills			5.327				09/17/24				31,000				30,788,124
U.S. Treasury Bills			5.327				09/24/24				41,000				40,678,048
U.S. Treasury Bills			5.330				10/01/24				43,000				42,618,390
U.S. Treasury Bills			5.332				09/10/24				21,000				20,877,733
U.S. Treasury Bills			5.335				08/27/24				87,000				86,670,580
TOTAL U.S. TREASURY OBLIGATIONS (cost $560,419,174)						560,419,174
TOTAL INVESTMENTS 102.7% (cost $5,946,116,168)(d)						5,946,116,168
Liabilities in excess of other assets (2.7)%						(158,855,932	)
NET ASSETS 100.0%					$	5,787,260,236

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

FHLMC-Federal Home Loan Mortgage Corporation

FNMA-Federal National Mortgage Association

GNMA-Government National Mortgage Association

SOFR-Secured Overnight Financing Rate

#	Principal amount is shown in U.S. dollars unless otherwise stated.

(c)	Variable rate instrument. The interest rate shown reflects the rate in effect at July 31, 2024.

(d)	The cost of securities for federal income tax purposes is substantially the same as for financial reporting purposes.

(n)	Rate shown reflects yield to maturity at purchased date.

Fair Value Measurements:

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

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

Level 2-quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.

Level 3-unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

See Notes to Financial Statements.

PGIM Core Government Money Market Fund 7

Schedule of Investments  (continued)

as of July 31, 2024

The following is a summary of the inputs used as of July 31, 2024 in valuing such portfolio securities:

		Level 1		Level 2			Level 3
Investments in Securities
Assets
Short-Term Investments
Repurchase Agreements				$-				$	3,407,256,000					$-
U.S. Government Agency Obligations				-					1,978,440,994					-
U.S. Treasury Obligations				-					560,419,174					-
Total				$-				$	5,946,116,168					$-

Security Allocation:

The security allocation of investments and liabilities in excess of other assets shown as a percentage of net assets as of July 31, 2024 were as follows:

Repurchase Agreements			58.8	%
U.S. Government Agency Obligations			34.2
U.S. Treasury Obligations			9.7
		102.7
Liabilities in excess of other assets			(2.7	)
		100.0	%

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

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

See Notes to Financial Statements.

8

Offsetting of financial instrument/transaction assets and liabilities:

Description				Counterparty		Gross Market Value of Recognized Assets/(Liabilities)		Collateral Pledged/(Received)(1)		Net  Amount
Repurchase Agreements				Banco Bilbao Vizcaya Argentaria			$	300,000,000			$	(300,000,000	)			$	-
Repurchase Agreements				Banco Santander SA				360,000,000				(360,000,000	)				-
Repurchase Agreements				Bank of America Securities, Inc.				290,000,000				(290,000,000	)				-
Repurchase Agreements				Bank of Nova Scotia				180,000,000				(180,000,000	)				-
Repurchase Agreements				Canadian Imperial Bank of Commerce				353,000,000				(353,000,000	)				-
Repurchase Agreements				Credit Agricole Corporate & Investment Bank				21,710,000				(21,710,000	)				-
Repurchase Agreements				ING Financial Markets LLC				309,000,000				(309,000,000	)				-
Repurchase Agreements				Mizuho Securities USA LLC				300,000,000				(300,000,000	)				-
Repurchase Agreements				Natixis				312,000,000				(312,000,000	)				-
Repurchase Agreements				NatWest Markets Securities, Inc.				370,000,000				(370,000,000	)				-
Repurchase Agreements				RBC Dominion Securities, Inc.				181,546,000				(181,546,000	)				-
Repurchase Agreements				State Street Bank & Trust Company				200,000,000				(200,000,000	)				-
Repurchase Agreements				Wells Fargo Securities LLC				230,000,000				(230,000,000	)				-
				$	3,407,256,000

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

See Notes to Financial Statements.

PGIM Core Government Money Market Fund 9

Statement of Assets and Liabilities

as of July 31, 2024

Assets
Investments, at value:		$	2,538,860,168
Repurchase Agreements (cost $3,407,256,000)			3,407,256,000
Cash			903
Interest receivable			12,793,513
Total Assets			5,958,910,584
Liabilities
Payable for investments purchased			171,569,987
Accrued expenses and other liabilities			62,868
Affiliated transfer agent fee payable			16,667
Directors' fees payable			800
Dividends payable			26
Total Liabilities			171,650,348
Net Assets		$	5,787,260,236
Net assets were comprised of:
Common stock, at par ($0.00001 par value; 34,000,000,000 shares authorized for issuance)		$	57,873
Paid-incapital in excess of par			5,787,216,244
Total distributable earnings (loss)			(13,881	)
Net assets, July 31, 2024		$	5,787,260,236
Net asset value, offering price and redemption price per share,    ($5,787,260,236 ÷ 5,787,311,058 common shares issued and outstanding)		$	1.00

See Notes to Financial Statements.

10

Statement of Operations

Year Ended July 31, 2024

Net Investment Income (Loss)
Interest income		$	276,325,987
Expenses
Management fee			15,394,299
Transfer agent's fees and expenses (including affiliated expense of $ 50,000)			100,297
Custodian and accounting fees			98,628
Professional fees			47,895
Audit fee			25,811
Shareholders' reports			18,614
Directors' fees			8,800
Miscellaneous			11,799
Total expenses			15,706,143
Less: Fee waiver and/or expense reimbursement			(15,394,299	)
Net expenses			311,844
Net investment income (loss)			276,014,143
Realized And Unrealized Gain (Loss) On Investments
Net realized gain (loss) on investment transactions			(11,704	)
Net Increase (Decrease) In Net Assets Resulting From Operations		$	276,002,439

See Notes to Financial Statements.

PGIM Core Government Money Market Fund 11

Statements of Changes in Net Assets

		Year Ended July 31, 2024						March 07, 2023* through July 31, 2023
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)		$	276,014,143				$	123,168,759
Net realized gain (loss) on investment transactions			(11,704	)				(2,177	)
Net increase (decrease) in net assets resulting from operations			276,002,439					123,166,582
Dividends and Distributions
Distributions from distributable earnings			(276,014,143	)				(123,168,759	)
Fund share transactions (at $1.00 per share)
Net proceeds from shares sold (67,255,986,278 and 23,431,863,312 shares, respectively)			67,255,949,463					23,431,863,186
Net asset value of shares issued in reinvestment of dividends and distributions (272,244,663 and 122,361,543 shares, respectively)			272,244,663					122,361,543
Cost of shares purchased (69,376,355,030 and 15,918,789,708 shares, respectively)			(69,376,355,030	)				(15,918,789,708	)
Net increase (decrease) in net assets from Fund share transactions			(1,848,160,904	)				7,635,435,021
Total increase (decrease)			(1,848,172,608	)				7,635,432,844
Net Assets:
Beginning of period			7,635,432,844					-
End of period		$	5,787,260,236				$	7,635,432,844

*	Commencement of operations.

See Notes to Financial Statements.

12

Financial Highlights

		Year Ended July 31, 2024					March 07, 2023(a) through July 31, 2023
Per Share Operating Performance(b):
Net Asset Value, Beginning of Period			$1.00						$1.00
Net investment income (loss) and net realized gain (loss) on investment transactions			0.05						0.02
Dividends to shareholders			(0.05)						(0.02	)
Net asset value, end of period			$1.00						$1.00
Total Return(c):			5.55%						2.06	%
Ratios/Supplemental Data:
Net assets, end of period (000)			$5,787,260						$7,635,433
Average net assets (000)			$5,098,100						$6,015,481
Ratios to average net assets:
Expenses after waivers and/or expense reimbursement			0.01%						0.01	%(d)
Expenses before waivers and/or expense reimbursement			0.31%						0.31	%(d)
Net investment income (loss)			5.41%						5.08	%(d)

(a)	Commencement of operations.

(b)	Calculated based on average shares outstanding during the period.

(c)

Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported and includes reinvestment of dividends and distributions, if any. Total returns may reflect adjustments to conform to GAAP. Total returns for periods less than one full year are not annualized.

(d)	Annualized, with the exception of certain non-recurringexpenses.

See Notes to Financial Statements.

PGIM Core Government Money Market Fund 13

Notes to Financial Statements

1.	Organization

Prudential Government Money Market Fund, Inc. (the "Registered Investment Company" or "RIC") is registered under the Investment Company Act of 1940, as amended ("1940 Act"), as an open-endmanagement investment company. The RIC is organized as a Maryland Corporation. These financial statements relate only to the PGIM Core Government Money Market Fund (the "Fund"), a series of the RIC. Shares of the Fund are not registered under the Securities Act of 1933, as amended. The Fund is classified as a diversified fund for purposes of the 1940 Act.

The investment objective of the Fund is maximum current income consistent with stability of capital and the maintenance of liquidity.

2.	Accounting Policies

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board ("FASB") Accounting Standard Codification ("ASC") Topic 946 Financial Services - Investment Companies. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform to U.S. generally accepted accounting principles ("GAAP"). The Fund consistently follows such policies in the preparation of its financial statements.

Securities Valuation: The Fund holds securities and other assets and liabilities that are fair valued as of the close of each day (generally, 4:00 PM Eastern time) the New York Stock Exchange ("NYSE") is open for trading. As described in further detail below, the Fund's investments are valued daily based on a number of factors, including the type of investment and whether market quotations are readily available. The RIC's Board of Directors (the "Board") has approved the Fund's valuation policies and procedures for security valuation and designated PGIM Investments LLC ("PGIM Investments" or the "Manager") as the "Valuation Designee," as defined by Rule 2a-5(b)under the 1940 Act, to perform the fair value determination relating to all Fund investments. Pursuant to the Board's oversight, the Valuation Designee has established a Valuation Committee to perform the duties and responsibilities of the Valuation Designee under Rule 2a-5.The valuation procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. Fair value is the estimated price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date.

For the fiscal reporting year-end,securities and other assets and liabilities were fair valued at the close of the last U.S. business day. Trading in certain foreign securities may occur when

14

the NYSE is closed (including weekends and holidays). Because such foreign securities trade in markets that are open on weekends and U.S. holidays, the values of some of the Fund's foreign investments may change on days when investors cannot purchase or redeem Fund shares.

Various inputs determine how the Fund's investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the Schedule of Investments and referred to herein as the "fair value hierarchy" in accordance with FASB ASC Topic 820 Fair Value Measurement.

The Fund's securities of sufficient credit quality are valued using amortized cost method, which approximates fair value. The amortized cost method involves valuing a security at its cost on the date of purchase and thereafter assuming a constant amortization to maturity of the difference between the principal amount due at maturity and cost. These securities are categorized as Level 2 in the fair value hierarchy.

Securities and other assets that cannot be priced according to the methods described above are valued based on policies and procedures approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in the fair value hierarchy. Altering one or more unobservable inputs may result in a significant change to a Level 3 security's fair value measurement.

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

Repurchase Agreements: The Fund entered into repurchase agreements. In connection with transactions in repurchase agreements with United States financial institutions, it is the Fund's policy that its custodian or designated subcustodians under triparty repurchase agreements, as the case may be, take possession of the underlying collateral securities, the value of which exceeds the principal amount of the repurchase transactions, including accrued interest. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-marketon a daily basis to ensure the adequacy of the collateral. If the seller defaults and the value of the collateral declines or, if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.

PGIM Core Government Money Market Fund 15

Notes to Financial Statements (continued)

Master Netting Arrangements: The RIC, on behalf of the Fund, is subject to various Master Agreements, or netting arrangements, with select counterparties. These are agreements which a subadviser may have negotiated and entered into on behalf of all or a portion of the Fund. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received and by the receipt of collateral from the counterparty by the Fund to cover the Fund's exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. In addition to master netting arrangements, the right to set-offexists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the right to set-offthe amount owed with the amount owed by the other party, the reporting party intends to set-offand the right of set-offis enforceable by law.

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains (losses) from investment and currency transactions are calculated on the specific identification method. Dividend income is recorded on the ex-date,or for certain foreign securities, when the Fund becomes aware of such dividends. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis. Expenses are recorded on an accrual basis, which may require the use of certain estimates by management that may differ from actual expense amounts.

Taxes: It is the Fund's policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required. Withholding taxes on foreign dividends, interest and capital gains, if any, are recorded, net of reclaimable amounts, at the time the related income is earned.

Dividends and Distributions: Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date.Permanent book/tax differences relating to income and gain (loss) are reclassified between total distributable earnings (loss) and paid-incapital in excess of par, as appropriate. The chart below sets forth the expected frequency of dividend and capital gains distributions to shareholders. Various factors may impact the frequency of dividend distributions to shareholders, including but not limited to adverse market conditions or portfolio holding-specific events.

Expected Distribution Schedule to Shareholders*			Frequency
Net Investment Income			Monthly
Short-Term Capital Gains			Monthly

16

Expected Distribution Schedule to Shareholders*			Frequency
Long-Term Capital Gains			Annually

*	The Fund declares dividends of any net investment income to shareholders on a daily basis and distributes the dividends every month. Under certain circumstances, the Fund may make more than one distribution of long-term capital gains during a fiscal year.

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

3.	Agreements

The RIC, on behalf of the Fund, has a management agreement with the Manager pursuant to which it has responsibility for all investment advisory services, including supervision of the subadviser's performance of such services, and for rendering administrative services.

The Manager has entered into a subadvisory agreement with PGIM, Inc. (the "subadviser"), which provides subadvisory services to the Fund through its business unit PGIM Fixed Income. The Manager pays for the services of PGIM, Inc.

Fees payable under the management agreement are computed daily and paid monthly. For the reporting period ended July 31, 2024, the contractual and effective management fee rates were as follows:

Contractual Management Rate		Effective Management Fee, before any waivers and/or expense reimbursements
0.50% of average daily net assets up to		0.30%
and including $50 million; and 0.30% on
average daily net assets over $50 million.

PGIM Investments has contractually agreed, through November 30, 2025, to waive its management fee to 0.00% of average daily net assets of the Fund.

The RIC, on behalf of the Fund, has a distribution agreement with Prudential Investment Management Services LLC ("PIMS"), which acts as the distributor of the shares of the Fund. No distribution or service fees are paid to PIMS as distributor for shares of the Fund.

PGIM Investments, PGIM, Inc. and PIMS are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. ("Prudential").

4.	Other Transactions with Affiliates

Prudential Mutual Fund Services LLC ("PMFS"), an affiliate of PGIM Investments and an indirect, wholly-owned subsidiary of Prudential, serves as the Fund's transfer agent and shareholder servicing agent. Transfer agent's fees and expenses in the Statement of Operations include certain out-of-pocketexpenses paid to non-affiliates,where applicable.

PGIM Core Government Money Market Fund 17

Notes to Financial Statements (continued)

The Fund may enter into certain securities purchase or sale transactions under Board approved Rule 17a-7procedures. Rule 17a-7is an exemptive rule under the 1940 Act, that subject to certain conditions, permits purchase and sale transactions among affiliated investment companies, or between an investment company and a person that is affiliated solely by reason of having a common (or affiliated) investment adviser, common directors/trustees, and/or common officers. For the reporting period ended July 31, 2024, no Rule 17a-7transactions were entered into by the Fund.

5.	Distributions and Tax Information

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from GAAP, are recorded on the ex-date.

For the year ended July 31, 2024, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

Ordinary Income		Long-Term Capital Gains		Tax Return of Capital		Total Dividends and Distributions
$276,014,143		$-		$-		$276,014,143

For the period ended July 31, 2023, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were as follows:

Ordinary Income		Long-Term Capital Gains		Tax Return of Capital		Total Dividends and Distributions
$123,168,759		$-		$-		$123,168,759

For the year ended July 31, 2024, the Fund had the following amounts of accumulated undistributed earnings on a tax basis:

Undistributed Ordinary Income		Undistributed Long-Term Capital Gains
$22,341		$-

The United States federal income tax basis of the Fund's investments and the net unrealized appreciation as of July 31, 2024 were as follows: 

Tax Basis				Gross Unrealized Appreciation		Gross Unrealized Depreciation				Net Unrealized Appreciation
$5,946,116,168				$-		$-				$-

For federal income tax purposes, the Fund had an approximated capital loss carryforward as of July 31, 2024 which can be carried forward for an unlimited period. No capital gains

18

distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses.

Capital Loss Carryforward		Capital Loss Carryforward Utilized
$14,000		$-

The Manager has analyzed the Fund's tax positions taken on federal, state and local income tax returns for all open tax years and has concluded that no provision for income tax is required in the Fund's financial statements for the current reporting period. Since tax authorities can examine previously filed tax returns, the Fund's U.S. federal and state tax returns for each of the two fiscal years up to the most recent fiscal year ended July 31, 2024 are subject to such review.

6. Capital and Ownership

Shares of the Fund are available only to investment companies managed by PGIM Investments.

The RIC is authorized to issue 200,000,000,000 shares of common stock, $0.00001 par value per share, 34,000,000,000 of which are designated as shares of the Fund.

As of July 31, 2024, Prudential, through its affiliated entities, including affiliated funds (if applicable), owned shares of the Fund as follows:

Number of Shares		Percentage of Outstanding Shares
5,787,311,058		100.0%

At the reporting period end, the number of shareholders holding greater than 5% of the Fund are as follows:

		Number of Shareholders		Percentage of Outstanding Shares
Affiliated				3				56.5	%
Unaffiliated				-				-

7.	Risks of Investing in the Fund

The Fund's risks include, but are not limited to, some or all of the risks discussed below. For further information on the Fund's risks, please refer to the Fund's Prospectus and Statement of Additional Information.

Adjustable and Floating Rate Securities Risk: The value of adjustable and floating rate securities may lag behind the value of fixed rate securities when interest rates change. Such securities may be subject to extended settlement periods (longer than seven days) and in

PGIM Core Government Money Market Fund 19

Notes to Financial Statements (continued)

unusual market conditions, with a high volume of shareholder redemptions, may present a risk of loss to the Fund or may impair the Fund's ability satisfy shareholder redemption requests.

Credit Risk: This is the risk that the issuer, the guarantor, or the insurer of a fixed income security, or the counterparty to a contract may be unable or unwilling to make timely principal and interest payments or to otherwise honor its obligations. Additionally, fixed income securities could lose value due to a loss of confidence in the ability of the issuer, guarantor, insurer, or counterparty to pay back debt. The lower the credit quality of a bond, the more sensitive it is to credit risk.

Cyber Security Risk: Failures or breaches of the electronic systems of the Fund, the Fund's manager, subadviser, distributor, and other service providers, or the issuers of securities in which the Fund invests have the ability to cause disruptions and negatively impact the Fund's business operations, potentially resulting in financial losses to the Fund and its shareholders. While the Fund has established business continuity plans and risk management systems seeking to address system breaches or failures, there are inherent limitations in such plans and systems. Furthermore, the Fund cannot control the cyber security plans and systems of the Fund's service providers or issuers of securities in which the Fund invests.

Debt Obligations Risk: Debt obligations are subject to credit risk, market risk and interest rate risk. The Fund's holdings, share price, yield and total return may also fluctuate in response to bond market movements. The value of bonds may decline for issuer-related reasons, including management performance, financial leverage and reduced demand for the issuer's goods and services. Certain types of fixed income obligations also may be subject to "call and redemption risk," which is the risk that the issuer may call a bond held by the Fund for redemption before it matures and the Fund may not be able to reinvest at the same rate of interest and therefore would earn less income.

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, may at times result in periods of unusually high volatility in a market or a segment of a market, which could negatively impact performance. Reduced liquidity in credit and fixed income markets could adversely affect issuers worldwide. In addition, it remains uncertain that governmental entities will intervene in response to market disturbances, and the effect of any such future intervention cannot be predicted.

Forward Commitments Risk: Forward commitments are subject to the risk that the counterparty to the forward commitment may fail to make payment or delivery in a timely

20

manner or at all. Forward commitments are also subject to the risk that the value of the security to be purchased may decline prior to the settlement date.

Increase in Expenses Risk: Your actual cost of investing in the Fund may be higher than the expenses shown in the expense table in the Fund's prospectus for a variety of reasons. For example, expense ratios may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile. Active and frequent trading of Fund securities can increase expenses.

Interest Rate Risk: The value of your investment may go down when interest rates rise. A rise in rates tends to have a greater impact on the prices of longer term or duration debt securities. Similarly, a rise in interest rates may also have a greater negative impact on the value of equity securities whose issuers expect earnings further out in the future. For example, a fixed income security with a duration of three years is expected to decrease in value by approximately 3% if interest rates increase by 1%. This is referred to as "duration risk." When interest rates fall, the issuers of debt obligations may prepay principal more quickly than expected, and the Fund may be required to reinvest the proceeds at a lower interest rate. This is referred to as "prepayment risk." For premium bonds (bonds acquired at prices that exceed their par or principal value) purchased by the Fund, prepayment risk may be enhanced. When interest rates rise, debt obligations may be repaid more slowly than expected, and the value of the Fund's holdings may fall sharply. This is referred to as "extension risk." The Fund may lose money if short-term or long-term interest rates rise sharply or in a manner not anticipated by the subadviser.

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.

Management Risk: Actively managed funds are subject to management risk. The subadviser will apply investment techniques and risk analyses in making investment decisions for the Fund, but the subadviser's judgments about the attractiveness, value or market trends affecting a particular security, industry or sector or about market movements may be incorrect. Additionally, the investments selected for the Fund may underperform the markets in general and other funds with similar investment objectives.

PGIM Core Government Money Market Fund 21

Notes to Financial Statements (continued)

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-19globally).

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.

Market Risk: Securities markets may be volatile and the market prices of the Fund's securities may decline. Securities fluctuate in price based on changes in an issuer's financial condition and overall market and economic conditions.

Mortgage-Backed and Asset-Backed Securities Risk: Mortgage-backed securities are particularly susceptible to prepayment and extension risks, because prepayments on the underlying mortgages tend to increase when interest rates fall and decrease when interest rates rise. Prepayments may also occur on a scheduled basis or due to foreclosure. When market interest rates increase, mortgage refinancings and prepayments slow, which lengthens the effective duration of these securities. As a result, the negative effect of the interest rate increase on the market value of mortgage-backed securities is usually more pronounced than it is for other types of fixed income securities, potentially increasing the volatility of the Fund.

Conversely, when market interest rates decline, while the value of mortgage-backed securities may increase, the rates of prepayment of the underlying mortgages tend to increase, which shortens the effective duration of these securities. Mortgage-backed securities are also subject to the risk that underlying borrowers will be unable to meet their obligations.

22

At times, some of the mortgage-backed securities in which the Fund may invest will have higher than market interest rates and therefore will be purchased at a premium above their par value. Prepayments may cause losses on securities purchased at a premium.

The value of mortgage-backed securities may be affected by changes in credit quality or value of the mortgage loans or other assets that support the securities. In addition, for mortgage-backed securities, when market conditions result in an increase in the default rates on the underlying mortgages and the foreclosure values of the underlying real estate are below the outstanding amount of the underlying mortgages, collection of the full amount of accrued interest and principal on these investments may be doubtful.

Asset-backed securities are structured like mortgage-backed securities and are subject to many of the same risks including prepayment risk, extension risk, credit risk and interest rate risk. The ability of an issuer of asset-backed securities to enforce its security interest in the underlying assets or to otherwise recover from the underlying obligor may be limited. Certain asset-backed securities present a heightened level of risk because, in the event of default, the liquidation value of the underlying assets may be inadequate to pay any unpaid principal or interest.

Net Asset Value Risk: There is no assurance that the Fund will maintain a net asset value of $1.00 per share on a continuous basis. Furthermore, there can be no assurance that the Fund's affiliates will purchase distressed assets from the Fund, make capital infusions, enter into capital support agreements or take other actions to ensure that the Fund maintains a net asset value of $1.00 per share. In the event any money market fund fails to maintain a stable net asset value, other money market funds, including the Fund, could face a universal risk of increased redemption pressures, potentially jeopardizing the stability of their net asset values. In general, certain other money market funds have in the past failed to maintain stable net asset values and there can be no assurance that such failures and resulting redemption pressures will not occur in the future.

Redemption Risk: The Fund may experience heavy redemptions, particularly during periods of declining or illiquid markets, that could cause the Fund to liquidate its assets at inopportune times or at a loss or depressed value and that could affect the Fund's ability to maintain a $1.00 share price.

Repurchase Agreements Risk: Repurchase agreements could involve certain risks in the event of default or insolvency of the seller, including losses and possible delays or restrictions upon the Fund's ability to dispose of the underlying securities. To the extent that, in the meantime, the value of the securities that the Fund has purchased has decreased, the Fund could experience a loss.

Reverse Repurchase Agreements Risk: Reverse repurchase agreements involve the risk that the other party may fail to return the securities in a timely manner or at all. The Fund could lose money if it is unable to recover the securities and the value of the collateral held by the Fund, including the value of investments made with cash collateral, is less than the value of

PGIM Core Government Money Market Fund 23

Notes to Financial Statements (continued)

the securities. These events could also trigger adverse tax consequences to the Fund. Reverse repurchase agreements also involve leverage, which may exaggerate the increase or decrease of the value of the Fund's assets during the term of the agreement.

TIPS Risk: Inflation-indexed bonds, such as TIPS, generally decline in value when real interest rates rise. Real interest rates represent the nominal (stated) interest rates reduced by the expected impact of inflation. In certain interest rate environments, such as when real interest rates are rising faster than nominal interest rates, TIPS may experience greater losses than other fixed income securities with similar durations. In addition, any increase in principal value of an inflation-indexed bond caused by an increase in the price index is taxable in the year the increase occurs, even though the Fund generally will not receive cash representing the increase at that time. As a result, the Fund could be required at times to liquidate other investments, including when it is not advantageous to do so, in order to satisfy its distribution requirements as a regulated investment company under the Internal Revenue Code ("the Code"). Also, to the extent that the Fund invests in inflation-indexed bonds, income distributions are more likely to fluctuate.

The Fund's income may decline due to a decline in the Consumer Price Index for Urban Consumers ("CPI-U"),also known as deflation. If there is deflation, the principal value of an inflation-linked security will be adjusted downward, and consequently the interest payments (calculated with respect to a smaller principal amount) will be reduced. The principal value can decrease, but not below the original face value of the security. If inflation is lower than expected during the period the Fund holds an inflation-linked security, the Fund may earn less on the security than on a conventional bond.

When-Issued and Delayed-Delivery Transactions Risk: When-issued and delayed-delivery securities involve the risk that the security the Fund buys will lose value prior to its delivery. There also is the risk that the security will not be issued or that the other party to the transaction will not meet its obligation. If this occurs, the Fund may lose both the investment opportunity for the assets it set aside to pay for the security and any gain in the security's price.

U.S. Government and Agency Securities Risk: U.S. Treasury obligations are backed by the "full faith and credit" of the U.S. Government. Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S. Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities

24

issued or guaranteed by the U.S. Treasury. Further, the U.S. Government and its agencies, authorities, instrumentalities and enterprises do not guarantee the market value of their securities; consequently, the value of such securities will fluctuate. This may be the case especially when there is any controversy or ongoing uncertainty regarding the status of negotiations in the U.S. Congress to increase the statutory debt ceiling. Such controversy or uncertainty could, among other things, result in the credit quality rating of the U.S. Government being downgraded and reduced prices of U.S. Treasury securities. If the U.S. Congress is unable to negotiate an adjustment to the statutory debt ceiling, there is also the risk that the U.S. Government may default on payments on certain U.S. Government securities, including those held by the Fund, which could have a negative impact on the Fund. An increase in demand for U.S. Government securities resulting from an increase in demand for government money market funds may lead to lower yields on such securities.

Yield Risk: The amount of income received by the Fund will go up or down depending on day-to-dayvariations in short-term interest rates, and when interest rates are very low the Fund's expenses could absorb all or a significant portion of the Fund's income. If interest rates increase, the Fund's yield may not increase proportionately. For example, the Fund's investment manager may discontinue any temporary voluntary fee limitation.

PGIM Core Government Money Market Fund 25

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Prudential Government Money Market Fund, Inc. and Shareholders of PGIM Core Government Money Market Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of PGIM Core Government Money Market Fund (one of the funds constituting Prudential Government Money Market Fund, Inc., referred to hereafter as the "Fund") as of July 31, 2024, the related statement of operations for the year ended July 31, 2024 and the statement of changes in net assets and the financial highlights for the year ended July 31, 2024 and for the period March 7, 2023 (commencement of operations) through July 31, 2023, including the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of July 31, 2024, the results of its operations for the year ended July 31, 2024, and the changes in its net assets and the financial highlights for the year ended July 31, 2024 and for the period March 7, 2023 (commencement of operations) through July 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of July 31, 2024 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

New York, New York

September 20, 2024

We have served as the auditor of one or more investment companies in the PGIM Retail Funds complex since 2020.

26

Other Information

Form N-CSRItem 8- Changes in and Disagreements with Accountants for Open-EndManagement Investment Companies - None.

Form N-CSRItem 9- Proxy Disclosures for Open-EndManagement Investment Companies- None.

Form N-CSRItem 10- Remuneration Paid to Directors, Officers, and Others of Open-EndManagement Investment Companies - Included as part of the financial statements filed under Item 7 of this Form.

Form N-CSRItem 11- Statement Regarding Basis for Approval of Investment Advisory Contract.

Approval of Advisory Agreements

PGIM Core Government Money Market Fund

The Fund's Board of Directors

The Board of Directors (the "Board") of PGIM Core Government Money Market Fund (the "Fund")¹ consists of ten individuals, eight of whom are not "interested persons" of the Fund, as defined in the Investment Company Act of 1940, as amended (the "1940 Act") (the "Independent Directors"). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Directors have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Director. The Board has established five standing committees: the Audit Committee, the Nominating and Governance Committee, the Compliance Committee and two Investment Committees. Each committee is chaired by, and composed of, Independent Directors.

Annual Approval of the Fund's Advisory Agreements

As required under the 1940 Act, the Board determines annually whether to renew the Fund's management agreement with PGIM Investments LLC ("PGIM Investments") and the Fund's subadvisory agreement with PGIM, Inc. ("PGIM") on behalf of its PGIM Fixed Income unit ("PGIM Fixed Income"). In considering the renewal of the agreements, the Board, including all of the Independent Directors, met on May 28 and June 4-6,2024 (the "Board Meeting") and approved the renewal of the agreements through July 31, 2025, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PGIM Investments and PGIM. Also, the Board considered comparisons with other mutual funds in relevant peer universes and peer groups, as is further discussed below.

In approving the agreements, the Board, including the Independent Directors advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PGIM Investments and the subadviser, the performance of the Fund, the profitability of PGIM Investments and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its

1	PGIM Core Government Money Market Fund is a series of Prudential Government Money Market Fund, Inc.

PGIM Core Government Money Market Fund

Approval of Advisory Agreements (continued)

shareholders as the Fund's assets grow. In their deliberations, the Directors did not identify any single factor which alone was responsible for the Board's decision to approve an agreement with respect to the Fund. In connection with its deliberations, the Board considered information provided by PGIM Investments throughout the year at regular and special Board meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the Board Meeting.

The Directors determined that the overall arrangements between the Fund and PGIM Investments, which serves as the Fund's investment manager pursuant to a management agreement, and between PGIM Investments and PGIM, which, through its PGIM Fixed Income unit, serves as the Fund's subadviser pursuant to the terms of a subadvisory agreement with PGIM Investments, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Directors considered relevant in the exercise of their business judgment. The Board considered the approval of the agreements for the Fund as part of its consideration of agreements for multiple funds, but its approvals were made on a fund-by-fundbasis.

The material factors and conclusions that formed the basis for the Directors' reaching their determinations to approve the continuance of the agreements are separately discussed below.

Nature, Quality and Extent of Services

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PGIM Investments and PGIM Fixed Income. The Board noted that PGIM Fixed Income is affiliated with PGIM Investments. The Board considered the services provided by PGIM Investments, including but not limited to the oversight of the subadviser for the Fund, as well as the provision of accounting oversight, fund recordkeeping, compliance and other services to the Fund, such as PGIM Investments' role as administrator for the Fund's liquidity risk management program and as valuation designee. With respect to PGIM Investments' oversight of the subadviser, the Board noted that PGIM Investments' Strategic Investment Research Group ("SIRG"), which is a business unit of PGIM Investments, is responsible for monitoring and reporting to PGIM Investments' senior management on the performance and operations of the subadviser. The Board also considered that PGIM Investments pays the salaries of all of the officers and interested Directors of the Fund who are part of Fund management. The Board also considered the investment subadvisory services provided by PGIM Fixed Income, including investment research and security selection, as well as adherence to the Fund's investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PGIM Investments' evaluation of the subadviser, as well as PGIM Investments' recommendation, based on its review of the subadviser, to renew the subadvisory agreement.

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The Board considered the qualifications, backgrounds and responsibilities of PGIM Investments' senior management responsible for the oversight of the Fund and PGIM Fixed Income, and also considered the qualifications, backgrounds and responsibilities of PGIM Fixed Income's portfolio managers who are responsible for the day-to-daymanagement of the Fund's portfolio. The Board was provided with information pertaining to PGIM Investments' and PGIM Fixed Income's organizational structure, senior management, investment operations, and other relevant information pertaining to both PGIM Investments and PGIM Fixed Income. The Board also noted that it received favorable compliance reports from the Fund's Chief Compliance Officer ("CCO") as to both PGIM Investments and PGIM Fixed Income.

The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PGIM Investments and the subadvisory services provided to the Fund by PGIM Fixed Income, and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PGIM Investments and PGIM Fixed Income under the management and subadvisory agreements.

Costs of Services and Profits Realized by PGIM Investments

The Board was provided with information on the profitability of PGIM Investments and its affiliates in serving as the Fund's investment manager. The Board discussed with PGIM Investments the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations of direct and indirect costs, and the adviser's capital structure and cost of capital. Taking these factors into account, the Board concluded that the profitability of PGIM Investments and its affiliates in relation to the services rendered was not unreasonable.

Economies of Scale

The Board received and discussed information concerning economies of scale that PGIM Investments may realize as the Fund's assets grow beyond current levels. The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase. During the course of time, the Board has considered information regarding the launch date of the Fund, the management fees of the Fund compared to those of similarly managed funds and PGIM Investments' investment in the Fund over time. The Board noted that economies of scale can be shared with the Fund in other ways, including low management fees from inception, additional technological and personnel investments to enhance shareholder services, and maintaining

PGIM Core Government Money Market Fund

Approval of Advisory Agreements (continued)

existing expense structures in the face of a rising cost environment. The Board also considered PGIM Investments' assertion that it continually evaluates the management fee schedule of the Fund and the potential to share economies of scale through breakpoints or fee waivers as asset levels increase.

The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board's understanding that most of PGIM Investments' costs are not specific to individual funds, but rather are incurred across a variety of products and services.

Other Benefits to PGIM Investments and PGIM Fixed Income

The Board considered potential ancillary benefits that might be received by PGIM Investments, PGIM Fixed Income and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PGIM Investments included transfer agency fees received by the Fund's transfer agent (which is affiliated with PGIM Investments), as well as benefits to its reputation or other intangible benefits resulting from PGIM Investments' association with the Fund. The Board concluded that the potential benefits to be derived by PGIM Fixed Income included those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PGIM Investments and PGIM Fixed Income were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

Performance of the Fund / Fees and Expenses

The Board considered certain additional factors and made related conclusions relating to the historical performance of the Fund for the latest quarter ended December 31, 2023. The Board considered that the Fund commenced operations on March 6, 2023 and that longer-term performance was not yet available.

The Board also considered the Fund's actual management fee, as well as the Fund's net total expense ratio, for the fiscal year ended July 31, 2023. The Board considered the management fee for the Fund as compared to the management fee charged by PGIM Investments to other funds and the fee charged by other advisers to comparable mutual funds in a peer group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

The mutual funds included in the peer universe, which was used to consider performance, and the peer group, which was used to consider expenses and fees, were objectively determined by Broadridge, an independent provider of mutual fund data. In certain

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circumstances, PGIM Investments also provided supplemental peer universe or peer group information, for reasons addressed with the Board. The comparisons placed the Fund in various quartiles over various periods, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

The section below summarizes key factors considered by the Board and the Board's conclusions regarding the Fund's performance, fees and overall expenses. The table sets forth net performance comparisons (which reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the peer universe, actual management fees with the peer group (which reflect the impact of any subsidies or fee waivers), and net total expenses with the peer group, each of which were key factors considered by the Board.

Net Performance		1 Year		3 Years		5 Years		10 Years
		N/A		N/A		N/A		N/A
Actual Management Fees: 1st Quartile
Net Total Expenses: 1st Quartile

●	The Board noted that the Fund commenced operations on March 6, 2023 and that longer term performance was not available.

●	The Board concluded that, in light of the above, it would be in the best interests of the Fund and its shareholders to allow the Fund to develop a longer performance record and to renew the agreements.

●	The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

* * *

After full consideration of these factors, the Board concluded that approval of the agreements was in the best interests of the Fund and its shareholders.

PGIM Core Government Money Market Fund

Item 12 -

Disclosure of Proxy Voting Policies and Procedures for Closed-EndManagement Investment Companies - Not applicable.

Item 13 -

Portfolio Managers of Closed-EndManagement Investment Companies - Not applicable.

Item 14 -

Purchases of Equity Securities by Closed-EndManagement Investment Company and Affiliated Purchasers - Not applicable.

Item 15 -

Submission of Matters to a Vote of Security Holders - There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant's board of directors.

Item 16 -

Controls and Procedures

(a)

It is the conclusion of the registrant's principal executive officer and principal financial officer that the effectiveness of the registrant's current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission's rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant's principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.

(b)

There has been no significant change in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d)under the Act (17 CFR 270.30a-3(d)))that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

Item 17 -

Disclosure of Securities Lending Activities for Closed-EndManagement Investment Companies - Not applicable.

Item 18 -

Recovery of Erroneously Awarded Compensation - Not applicable.

Item 19 -

Exhibits

(a)(1)

Code of Ethics - Attached hereto as Exhibit EX-99.CODE-ETH.

(a)(2)

Policy required by the listing standards adopted pursuant to Rule 10D-1under the Securities Exchange Act of 1934 - Not applicable.

(a)(3)

Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Attached hereto as Exhibit EX-99.CERT.

(a)(3)(1)

Any written solicitation to purchase securities under Rule 23c-1under the Investment Company Act of 1940 - Not applicable.

(a)(3)(2)

Change in the registrant's independent public accountant - Not applicable.

(b)

Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Attached hereto as Exhibit EX-99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:		Prudential Government Money Market Fund, Inc.
By:		/s/ Andrew R. French
	Andrew R. French
	Secretary
Date:		September 20, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:		/s/ Stuart S. Parker
	Stuart S. Parker
	President and Principal Executive Officer
Date:		September 20, 2024
By:		/s/ Christian J. Kelly
	Christian J. Kelly
	Chief Financial Officer (Principal Financial Officer)
Date:		September 20, 2024