Was the PFG CEO’s share sale made under a Rule 10b5-1 trading plan?

Yes. The filing states the transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on February 28, 2024. Such plans allow insiders to prearrange trades, helping separate trading activity from day-to-day, non-public information decisions.

PFG CEO sells 7,340 shares at $95 each

Principal Financial Group President and CEO Deanna D. Strable-Soethout reported selling 7,340 shares of common stock of PRINCIPAL FINANCIAL GROUP INC at a price of $95 per share on 01/30/2026.

Accepted by SEC EDGAR 02/02/2026 - 12:42 PM EST

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Rhea-AI Filing Summary

Principal Financial Group President and CEO Deanna D. Strable-Soethout reported selling 7,340 shares of common stock of PRINCIPAL FINANCIAL GROUP INC at a price of $95 per share on 01/30/2026. The transaction was executed under a Rule 10b5-1 trading plan adopted on February 28, 2024.

After this sale, she beneficially owned 136,828 shares of common stock directly, and 54,227 shares indirectly through her spouse.

Insider Trade Summary

Net Seller: 7,340 shares

Net Sell 1 txn

Insider STRABLE-SOETHOUT DEANNA D

Role President and CEO

Sold 7,340 shs ($697K)

Share of Position Sold 5.1%

Type	Security	Shares	Price	Value
Sale	Common Stock	7,340	$95.00	$697K
Holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 136,828 shares (Direct); Common Stock — 54,227 shares (Indirect, By Spouse)

Holdings Before and After: Common Stock, 144,168 to 136,828 shares (Direct)

Footnotes (1)

F1. This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on February 28, 2024.

FAQ

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What insider transaction did PFG President and CEO report on this Form 4?

The President and CEO of PRINCIPAL FINANCIAL GROUP INC reported selling 7,340 shares of common stock. The sale occurred on January 30, 2026 at a price of $95 per share and was reported as a disposition of non-derivative securities.

How many PFG shares does the CEO hold after the reported transaction?

Following the reported sale, the CEO beneficially owned 136,828 shares of PRINCIPAL FINANCIAL GROUP INC common stock directly. The filing also shows an additional 54,227 shares held indirectly, reported as owned by the CEO’s spouse.

What is the role of the reporting person in PRINCIPAL FINANCIAL GROUP INC (PFG)?

The reporting person on this Form 4 is identified as an officer of PRINCIPAL FINANCIAL GROUP INC, serving as President and CEO. This means the transaction reflects activity by the company’s top executive leadership position, as disclosed in the filing.

Are there any derivative securities reported for the PFG CEO in this Form 4?

No derivative securities transactions are listed for the CEO in this Form 4. The Table II section for options or other derivatives contains column headings only, with no reported acquisitions or dispositions of derivative securities in this particular filing.

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Form 4 Insider Transactions: What Each Field Means →

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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^*

STRABLE-SOETHOUT DEANNA D

(Last)

(First)

(Middle)

711 HIGH STREET

(Street)

DES MOINES

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)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/30/2026		S		7,340⁽¹⁾	D	$95	136,828	D
Common Stock								54,227	I	By Spouse

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on February 28, 2024.

	Chris Agbe-Davies as Attorney-in-Fact	02/02/2026
	** 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.

Source: View Original Filing on SEC EDGAR