Principal Financial (NYSE: PFG) officer reports gift of 1,524 shares of stock

Rhea-AI Filing Summary

Principal Financial Group reported an insider transaction by its officer serving as President - Benefits & Protect involving common stock. On 12/04/2025, the officer reported a transaction coded G for 1,524 shares of common stock at a price of $ 0. After this transaction, the officer beneficially owned 91,144 shares directly.

The officer also beneficially owned 3,893 shares indirectly through a 401(k) plan. A footnote states that the direct holdings include 3248 shares acquired pursuant to the Principal Financial Group, Inc. Employee Stock Purchase Plan, indicating that part of the ownership was accumulated through an employee stock purchase program.

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
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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^*

Friedrich Amy Christine

(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)
	President - Benefits & Protect

3. Date of Earliest Transaction (Month/Day/Year)
12/04/2025

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	12/04/2025		G		1,524	D	$0	91,144(1)	D
Common Stock								3,893	I	By 401(k) plan

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. Includes 3248 shares acquired pursuant to the Principal Financial Group, Inc. Employee Stock Purchase Plan.

	Chris Agbe-Davies as Attorney-in-Fact	12/05/2025
	** 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 Principal Financial Group (PFG) disclose?

An officer of Principal Financial Group reported a transaction coded G involving 1,524 shares of common stock on 12/04/2025 at a reported price of $ 0.

How many Principal Financial Group (PFG) shares does the officer own after the transaction?

Following the reported transaction, the officer beneficially owned 91,144 shares of common stock directly and 3,893 shares indirectly through a 401(k) plan.

What is the reporting persons role at Principal Financial Group (PFG)?

The reporting person is an officer of Principal Financial Group, serving as President - Benefits & Protect.

How are some of the officers Principal Financial Group (PFG) shares acquired?

A footnote explains that the officers direct holdings include 3248 shares acquired under the Principal Financial Group, Inc. Employee Stock Purchase Plan.

Does the filing indicate whether this Principal Financial Group (PFG) Form 4 is for one person or a group?

The filing indicates that the Form is filed by one reporting person, not by more than one reporting person.

In what form does the officer hold indirect Principal Financial Group (PFG) shares?

The officer holds indirect beneficial ownership of 3,893 shares of common stock through a 401(k) plan.