Vanguard reports 5.20% stake in Principal Financial

Principal Financial Group Inc ownership disclosure: Vanguard Portfolio Management reports beneficial ownership of 11,295,571 shares of Common Stock, representing 5.20% as of 03/31/2026.

Rhea-AI Filing Summary

Principal Financial Group Inc ownership disclosure: Vanguard Portfolio Management reports beneficial ownership of 11,295,571 shares of Common Stock, representing 5.20% as of 03/31/2026. The filing lists sole voting power of 30,737 shares and sole dispositive power over 11,295,571 shares. The statement clarifies holdings include assets managed across Vanguard affiliates and funds.

Insights

Institutional Ownership Analyst

Vanguard holds a 5.20% stake in PFG as of 03/31/2026.

Vanguard Portfolio Management reports beneficial ownership of 11,295,571 shares with sole dispositive authority over those shares and limited sole voting power (30,737). The filing follows standard Schedule 13G disclosure conventions for passive institutional investors.

Ownership is reported as collective across Vanguard-affiliated management groups; the filing notes that holdings include fund sleeves and client accounts where Vanguard exercises dispositive power. Future changes in voting or dispositive authority would be disclosed in subsequent filings.

Key Figures

Beneficial ownership: 11,295,571 shares Percent of class: 5.20% Sole voting power: 30,737 shares +1 more

4 metrics

Beneficial ownership 11,295,571 shares reported as of 03/31/2026

Percent of class 5.20% percent of Principal Financial Group common stock

Sole voting power 30,737 shares number of shares Vanguard has sole voting power over

Filing type Schedule 13G passive institutional ownership disclosure

Key Terms

Schedule 13G, beneficially owned, sole dispositive power, dispositive power

4 terms

Schedule 13G regulatory

"reports beneficial ownership of 11,295,571 shares"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

beneficially owned financial

"reflects the securities beneficially owned, or deemed to be beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole dispositive power regulatory

"Sole power to dispose or to direct the disposition of: 11,295,571"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

dispositive power regulatory

"exercises dispositive power, in addition to securities held by clients"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

FAQ

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

What stake does Vanguard Portfolio Management report in PFG?

Vanguard Portfolio Management reports beneficial ownership of 11,295,571 shares, equal to 5.20% of Principal Financial Group common stock as of 03/31/2026. The filing states dispositive power rests with Vanguard-affiliated management entities.

Does Vanguard have voting control over PFG shares?

Vanguard reports sole voting power for 30,737 shares and sole dispositive power for 11,295,571 shares. The filing separates voting authority from dispositive (sale) authority across managed accounts and funds.

Is this Schedule 13G considered passive ownership for PFG?

Yes. The filing is a Schedule 13G disclosure, typically used by institutional investors reporting passive holdings. It lists beneficial ownership and powers but does not assert active control over the issuer.

Who signed the PFG 13G filing for Vanguard?

The filing is signed by Ashley Grim, Head of Global Fund Administration, with signature date 04/29/2026. The report identifies Vanguard Portfolio Management as the reporting entity and provides its Malvern, PA address.

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

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Accepted by SEC EDGAR 04/29/2026 - 02:38 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Principal Financial Group Inc

(Name of Issuer)

Common Stock

(Title of Class of Securities)

74251V102

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 74251V102

1

Names of Reporting Persons

Vanguard Portfolio Management

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 30,737.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 11,295,571.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

11,295,571.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.20 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: In accordance with SEC Release No. 34-39538 (January 12, 1998), this Schedule 13G reflects the securities beneficially owned, or deemed to be beneficially owned, by Vanguard Portfolio Management LLC and the following affiliates of Vanguard Portfolio Management LLC or business divisions of such affiliates: Vanguard Fiduciary Trust Company and Vanguard Global Advisers, LLC. This Schedule 13G includes securities held by Vanguard funds, or sleeves thereof, over which Vanguard Portfolio Management LLC exercises dispositive power, in addition to securities held by clients over which the affiliates or business divisions of such affiliates indicated above exercise dispositive and/or voting power. This Schedule 13G does not include securities, if any, beneficially owned by other subsidiaries or affiliates of Vanguard Portfolio Management LLC, or business divisions of such subsidiaries whose ownership of securities is disaggregated from that of the reporting business unit in accordance with such release.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Principal Financial Group Inc
(b)	Address of issuer's principal executive offices: 711 High Street, Des Moines, IA, 50392
Item 2.
(a)	Name of person filing: Vanguard Portfolio Management
(b)	Address or principal business office or, if none, residence: 100 Vanguard Blvd,, Malvern, PA, 19355
(c)	Citizenship: PA
(d)	Title of class of securities: Common Stock
(e)	CUSIP Number(s): 74251V102
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 11295571
(b)	Percent of class: 5.2 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 30737
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 11295571
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Vanguard Portfolio Management, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein.No one other person's interest in the securities reported herein is more than 5%.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Vanguard Portfolio Management

Signature:	Ashley Grim
Name/Title:	Head of Global Fund Administration
Date:	04/29/2026