PFG director granted 100 shares in equity award

Mitchell H Elizabeth reported acquisition or exercise transactions in this Form 4 filing.

Accepted by SEC EDGAR 03/31/2026 - 04:17 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Mitchell H Elizabeth reported acquisition or exercise transactions in this Form 4 filing.

PRINCIPAL FINANCIAL GROUP INC director Elizabeth H. Mitchell received a grant of 100 shares of Common Stock as equity compensation. The award, described in the footnotes as a grant of restricted stock units, increased her directly held position to 10,945 shares following the transaction.

This was a compensation-related grant at no cash cost per share, rather than an open-market purchase or sale.

Insider Trade Summary

Grant/Award: 100 shares

Grant/Award 1 txn

Insider Mitchell H Elizabeth

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	100	$0.00	$0.00

Holdings After Transaction: Common Stock — 10,945 shares (Direct)

Holdings Before and After: Common Stock, 10,845 to 10,945 shares (Direct)

Footnotes (1)

1. F1. Grant of restricted stock units.

Key Figures

Equity grant size: 100 shares Price per granted share: $0.0000 per share Shares held after grant: 10,945 shares +2 more

5 metrics

Equity grant size 100 shares Grant of Common Stock as compensation

Price per granted share $0.0000 per share Reported transaction price for award

Shares held after grant 10,945 shares Total Common Stock directly owned after transaction

Transaction code A Grant, award, or other acquisition of Common Stock

Transaction date 2026-03-27 Date of reported grant

Key Terms

restricted stock units, Grant, award, or other acquisition, Common Stock, Form 4

4 terms

restricted stock units financial

"Grant of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Common Stock financial

"security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PFG director Elizabeth H. Mitchell report?

Elizabeth H. Mitchell reported receiving a grant of 100 shares of Principal Financial Group Common Stock. The Form 4 characterizes this as a grant or award acquisition, reflecting equity compensation rather than an open-market trade, and is tied to restricted stock units.

Was the PFG insider transaction a stock purchase or sale?

The transaction was neither a purchase nor a sale in the market. It was coded as a grant or award acquisition, meaning the director received shares as compensation, consistent with the footnote describing the event as a grant of restricted stock units.

How many PFG shares does Elizabeth H. Mitchell hold after this grant?

Following the 100-share grant, Elizabeth H. Mitchell directly holds 10,945 shares of Principal Financial Group Common Stock. This total reflects her updated ownership position reported in the Form 4 after the compensation-related equity award was recorded.

What does the footnote about restricted stock units mean for this PFG filing?

The footnote explains that the reported grant relates to restricted stock units. These are equity awards that typically vest over time, signaling compensation rather than immediate cash transactions, and help align the director’s incentives with long-term shareholder interests.

Did the PFG director pay a price per share for the awarded stock?

The filing lists a transaction price per share of 0.0000, indicating no cash payment by the director for the awarded shares. This is consistent with standard equity compensation grants, where the company issues shares or units as part of a director’s compensation package.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Mitchell H Elizabeth

(Last) (First) (Middle)

711 HIGH STREET

(Street)

DES MOINES IOWA 50392

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026

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

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

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

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	03/27/2026		A		100	A	$0(1)	10,945	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:

1. Grant of restricted stock units.

	Chris Agbe-Davies as Attorney-in-Fact	03/31/2026
	** 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.
* Form 4: SEC 1474 (03-26)