Were the reported PFG share acquisitions open-market buys or equity awards?

The reported PFG share acquisitions were equity awards, not open-market purchases. Both transactions used code “A” for grant, award, or other acquisition, at a price of $0.00 per share, consistent with restricted stock unit or stock-based compensation grants.

Principal Financial exec granted 17,350 PFG shares

Principal Financial Group executive Christopher J. Littlefield received stock awards that increased his holdings.

Accepted by SEC EDGAR 02/25/2026 - 12:38 PM EST

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Rhea-AI Filing Summary

Principal Financial Group executive Christopher J. Littlefield received stock awards that increased his holdings. On February 23, 2026, he acquired 7,975 and 9,375 shares of common stock through grant or award transactions at $0.00 per share, reflecting equity compensation.

After these awards, his directly held common stock rose to 78,912 shares, which includes 2,957 shares previously acquired under the company’s Employee Stock Purchase Plan. An additional 11 shares are held indirectly in a revocable trust.

Insider Trade Summary

Grant/Award: 17,350 shares

Grant/Award 2 txns

Insider LITTLEFIELD CHRISTOPHER J

Role President - RIS

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	7,975	$0.00	$0.00
Grant/Award	Common Stock	9,375	$0.00	$0.00
Holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 78,912 shares (Direct); Common Stock — 11 shares (Indirect, By Trust)

Holdings Before and After: Common Stock, 61,562 to 78,912 shares (Direct)

Footnotes (4)

F1. Grant of restricted stock units.
F2. Includes 2957 shares acquired pursuant to the Principal Financial Group, Inc. Employee Stock Purchase Plan.
F3. Settlement of performance-based restricted stock units granted 2/27/2023.
F4. Held in revocable trust.

FAQ

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What did PFG executive Christopher J. Littlefield report in this Form 4 filing?

Christopher J. Littlefield reported receiving equity awards of common stock. On February 23, 2026, he acquired shares through grant or award transactions at no cost, increasing his directly held Principal Financial Group (PFG) common stock and reflecting routine stock-based compensation.

How many PFG shares did Christopher J. Littlefield acquire in the latest awards?

He acquired two blocks of PFG common stock: 7,975 shares and 9,375 shares. Both were recorded as grant or award acquisitions at a price of $0.00 per share, indicating stock-based compensation rather than open-market purchases.

What is Christopher J. Littlefield’s direct PFG common stock ownership after these transactions?

Following the February 23, 2026 awards, his directly held PFG common stock position increased to 78,912 shares. This total includes 2,957 shares that were previously acquired through the Principal Financial Group, Inc. Employee Stock Purchase Plan, as noted in a filing footnote.

Does Christopher J. Littlefield hold any PFG shares indirectly through a trust?

Yes. The filing shows 11 shares of PFG common stock held indirectly in a revocable trust. A footnote specifies these shares are held in a revocable trust structure, indicating an additional, small indirect ownership position beyond his directly held shares.

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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^*

LITTLEFIELD CHRISTOPHER J

(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 - RIS

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		A		7,975	A	$0⁽¹⁾	69,537⁽²⁾	D
Common Stock	02/23/2026		A		9,375	A	$0⁽³⁾	78,912⁽²⁾	D
Common Stock								11⁽⁴⁾	I	By Trust

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. Grant of restricted stock units.

2. Includes 2957 shares acquired pursuant to the Principal Financial Group, Inc. Employee Stock Purchase Plan.

3. Settlement of performance-based restricted stock units granted 2/27/2023.

4. Held in revocable trust.

	Chris Agbe-Davies as Attorney-in-Fact	02/25/2026
	** 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