Principal Financial (NYSE: PFG) CIO awarded 398-share restricted stock grant

Rhea-AI Filing Summary

Principal Financial Group EVP-Chief Information Officer Kathleen B. Kay received a stock-based award in company shares. On June 26, 2026, she acquired 398 shares of Common Stock at a price of $0.00 per share, characterized as a grant or award acquisition.

A footnote describes this as a grant of restricted stock units, meaning the award is compensation rather than an open-market purchase. After this transaction, she directly owned 44,300 shares of Principal Financial Group common stock, reflecting her equity stake following the grant.

Insights

Equity compensation analyst

Routine stock-based compensation grant to a senior executive, not an open-market trade.

Executive Vice President and Chief Information Officer Kathleen B. Kay received 398 shares of Common Stock on June 26, 2026 at $0.00 per share. The filing labels this as a grant or award acquisition, indicating standard equity compensation rather than a discretionary market purchase.

A footnote clarifies it as a grant of restricted stock units, a common form of long-term incentive. Following the award, she directly held 44,300 shares. The scale of the grant relative to her total holdings suggests a routine compensation event rather than a thesis-changing development for shareholders.

Insider Trade Summary

Net Buyer: 398 shares

Net Buy 1 txn

Insider Kay Kathleen B

Role EVP-Chief Information Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	398	$0.00	$0.00

Holdings After Transaction: Common Stock — 44,300 shares (Direct)

Footnotes (1)

1. F1. Grant of restricted stock units.

Key Figures

Shares granted: 398 shares Grant price: $0.00 per share Total holdings after grant: 44,300 shares +2 more

5 metrics

Shares granted 398 shares Grant or award acquisition on June 26, 2026

Grant price $0.00 per share Compensation grant, not open-market purchase

Total holdings after grant 44,300 shares Direct ownership following transaction

Transaction code A (Grant, award, or other acquisition) Non-derivative Common Stock transaction

Transaction date June 26, 2026 Date of stock-based award

Key Terms

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

3 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.

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.

Grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition""

FAQ

What insider transaction did PFG executive Kathleen B. Kay report on this Form 4?

Kathleen B. Kay reported receiving 398 shares of Principal Financial Group Common Stock as a grant or award. The shares were recorded at $0.00 per share, reflecting stock-based compensation rather than a market purchase, and increased her direct holdings to 44,300 shares.

Was the PFG Form 4 transaction for Kathleen B. Kay a stock purchase or a compensation grant?

The transaction was a compensation grant, not a market purchase. It is coded as a grant or award acquisition of 398 Common Stock shares at $0.00 per share and footnoted as a grant of restricted stock units, a typical executive incentive award.

How many PFG shares does Kathleen B. Kay hold after the reported Form 4 transaction?

After the reported transaction, Kathleen B. Kay directly holds 44,300 shares of Principal Financial Group Common Stock. This total reflects her position following the 398-share grant, providing context on the size of her equity stake as an executive officer.

What is the significance of the 398-share grant to PFG EVP-Chief Information Officer Kathleen B. Kay?

The 398-share grant represents routine equity compensation for a senior executive rather than a large insider trade. It modestly increases her direct holdings to 44,300 shares and aligns part of her compensation with Principal Financial Group’s stock performance over time.

Does the PFG Form 4 indicate any derivative or option exercises for Kathleen B. Kay?

The Form 4 does not show any derivative or option exercises for Kathleen B. Kay. It reports only one non-derivative transaction: a grant or award acquisition of 398 Common Stock shares, described in the footnote as a grant of restricted stock units.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/30/2026 - 01:37 PM Accepted by SEC EDGAR 06/30/2026 - 01:37 PM Learn about SEC filing dates

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^*

Kay Kathleen B

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP-Chief Information Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026

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	06/26/2026		A		398	A	$0(1)	44,300	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	06/30/2026
	** 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)