SEC Form 4 · accession 0001126328-18-000020
PRINCIPAL FINANCIAL GROUP INC · PFG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy Mark Dunbar
Officer — EVP & Chief Investment Officer
Period of report
Dec 29, 2017
Accepted (ET)
Jan 3, 2018 · 5:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001126328
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Jan 2, 2018 | M | 6,400 | $22.21 | A | 49,836 | D | |
| Common StockF4,F2 | Jan 2, 2018 | S | 6,400 | $70.14 | D | 43,436 | D | |
| Common StockF2 | Jan 2, 2018 | M | 10,000 | $27.46 | A | 53,436 | D | |
| Common StockF5,F2 | Jan 2, 2018 | S | 10,000 | $70.29 | D | 43,436 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock UnitsF6,F7 | — | Dec 29, 2017 | A | 12 | A | — | — | Common Stock | 12 | 6,738 | D |
| Employee Stock Option (Right to Buy) | $22.21 | Jan 2, 2018 | M | 6,400 | D | Feb 23, 2013 | Feb 23, 2020 | Common Stock | 6,400 | 0 | D |
| Employee Stock Option (Right to Buy) | $27.46 | Jan 2, 2018 | M | 10,000 | D | Feb 27, 2015 | Feb 27, 2022 | Common Stock | 10,000 | 5,685 | D |
Explanation of responses
- F1Pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 9, 2017.
- F2Includes 4,650 shares acquired pursuant to the Principal Financial Group, Inc. Employee Stock Purchase Plan.
- F3Corrects previously reported inaccurate amount.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.50 - $71.18, inclusive. The reporting person undertakes to provide to Principal Financial Group, Inc., any security holder of Principal Financial Group, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.00 - $70.70, inclusive. The reporting person undertakes to provide to Principal Financial Group, Inc., any security holder of Principal Financial Group, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F6The units convert to common stock on a one-for-one basis.
- F7Acquired pursuant to the Principal Financial Group, Inc. Select Savings Excess Plan and may be transferred at any time into another investment alternative under that plan. Interests under the plan will be settled upon the reporting person's retirement or other termination of service.