[8-K] Principal Financial Group, Inc. Reports Material Event

Rhea-AI Filing Summary

Adobe Inc. – Form 4 (filed 28 Jul 2025)

• Insider: Anil Chakravarthy, President DX.
• Event date: 24 Jul 2025.
• Equity exercise: 606 restricted stock units converted to common shares (Code M) at $0 exercise price.
• Tax withholding: 300 shares disposed (Code F) at $371.69 to satisfy taxes, leaving a net 306-share increase.
• Post-transaction ownership: 44,365.777 common shares held directly; 1,212 RSUs remain outstanding.
• RSU vesting schedule: 25 % on 24 Jan 2023 anniversary of 24 Jan 2022 start date, then 6.25 % quarterly.

The filing reflects routine vesting and mandatory tax withholding, not an open-market sale or discretionary purchase; therefore it is unlikely to be financially material to Adobe.

Insights

Financial Analyst

TL;DR – Routine RSU vesting; neutral impact on ADBE.

The transaction simply converts 606 RSUs into common shares, with 300 shares withheld to cover taxes. Net ownership rose by 306 shares, and Chakravarthy still holds 1,212 RSUs plus ~44.4 k shares. No open-market sale occurred, so the filing does not signal bearish insider sentiment. Given Adobe’s >450 m shares outstanding, the stake change is immaterial (<0.0001 %). I view the disclosure as regular compensation administration with neutral investment impact.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report: July 28, 2025

(Date of earliest event reported)

PRINCIPAL FINANCIAL GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-16725	42-1520346
(State or other jurisdiction	(Commission file number)	(I.R.S. Employer
of incorporation)		Identification Number)

711 High Street, Des Moines, Iowa 50392

(Address of principal executive offices)

(515) 247-5111

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

¨ Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405 of this chapter) or rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

      Emerging growth company    ¨

¨ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock		PFG		Nasdaq Global Select Market

Item 2.02 Results of Operations and Financial Condition

On July 28, 2025, Principal Financial Group, Inc. publicly announced information regarding its results of operations and financial condition for the quarter ended June 30, 2025. The text of the announcement is included herewith as Exhibit 99.

Item 9.01 Financial Statements and Exhibits

99 Second Quarter 2025 Earnings Release

104 Cover Page to this Current Report on Form 8-K in Inline XBRL

SIGNATURE

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

	PRINCIPAL FINANCIAL GROUP, INC.
	By:	/s/ Joel Pitz
	Name: Joel Pitz
	Title:   Chief Financial Officer

Date:     July 28, 2025

FAQ

How many Adobe (ADBE) shares did Anil Chakravarthy acquire on 24 Jul 2025?

He converted 606 RSUs into common stock.

Were any Adobe shares sold by the insider in this Form 4?

No open-market sale; 300 shares were withheld at $371.69 solely for tax obligations.

What is Chakravarthy’s total Adobe share ownership after the transaction?

He directly owns 44,365.777 common shares plus 1,212 RSUs.

Does this Form 4 suggest bullish or bearish sentiment from management?

It is neutral; the filing records routine vesting and tax withholding, not discretionary trading.

When will the remaining RSUs held by Chakravarthy vest?

The award vests 25 % on 24 Jan 2023 and 6.25 % each quarter thereafter.