PFG (PFG) interim general counsel uses 1,288 shares for tax withholding

Rhea-AI Filing Summary

Principal Financial Group's Interim General Counsel George Djurasovic reported a Form 4 transaction involving company common stock. On February 27, 2026, he disposed of 1,288 shares at $95.42 per share in a tax-withholding disposition related to equity compensation. After this transaction, he directly owned 19,159 shares of Principal Financial Group common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Djurasovic George

(Last) (First) (Middle)

711 HIGH STREET

(Street)

DES MOINES IA 50392

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PRINCIPAL FINANCIAL GROUP INC [ PFG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Interim General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/27/2026		F		1,288	D	$95.42	19,159	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

	Chris Agbe-Davies as Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did PFG executive George Djurasovic report on Form 4?

George Djurasovic reported a tax-related disposition of Principal Financial Group common stock. He disposed of 1,288 shares on February 27, 2026, in a tax-withholding transaction tied to equity compensation rather than an open-market sale, according to the Form 4 details.

How many Principal Financial Group (PFG) shares did Djurasovic dispose of and at what price?

Djurasovic disposed of 1,288 shares of Principal Financial Group common stock. The Form 4 states the shares were valued at $95.42 each, reflecting a tax-withholding disposition rather than a typical market trade, linked to payment of tax liabilities on equity awards.

What type of Form 4 transaction did PFG’s Interim General Counsel report?

The transaction was coded “F,” indicating a tax-withholding disposition. Principal Financial Group’s Interim General Counsel used 1,288 common shares to satisfy tax liabilities associated with equity compensation, rather than initiating a discretionary purchase or sale in the open market.

How many PFG shares does George Djurasovic hold after the reported Form 4 transaction?

After the Form 4 transaction, Djurasovic directly owned 19,159 shares of Principal Financial Group common stock. This post-transaction balance reflects his remaining direct holdings following the 1,288-share tax-withholding disposition recorded on February 27, 2026, under transaction code F.

Does the PFG Form 4 filing indicate an open-market sale by George Djurasovic?

The filing does not indicate an open-market sale. It classifies the transaction as a tax-withholding disposition under code F, meaning 1,288 shares were used to cover tax obligations arising from equity compensation rather than being sold at the insider’s discretion.