SEC Form 4 · accession 0001126328-26-000137
PRINCIPAL FINANCIAL GROUP INC · PFG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Deanna D Strable-Soethout
Officer — Chair, President and CEO
Period of report
Jun 11, 2026
Accepted (ET)
Jun 15, 2026 · 5:20 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001126328
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jun 11, 2026 | A | 16,825 | $62.78 | A | 190,080 | D | |
| Common Stock | Jun 11, 2026 | A | 2,942 | $62.78 | A | 193,022 | D | |
| Common StockF1 | Jun 11, 2026 | D | 19,767 | $110.06 | A | 173,255 | D | |
| Common Stock | Jun 12, 2026 | A | 13,883 | $62.78 | A | 187,138 | D | |
| Common Stock | Jun 12, 2026 | A | 16,825 | $62.78 | A | 203,963 | D | |
| Common StockF2 | Jun 12, 2026 | D | 26,445 | $110.48 | D | 177,518 | D | |
| Common StockF3 | Jun 12, 2026 | D | 4,263 | $111.25 | D | 173,255 | D | |
| Common Stock | holding | — | — | — | 53,498 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | $62.78 | Jun 11, 2026 | M | 16,825 | D | Feb 27, 2018 | Feb 27, 2027 | Common Stock | 16,825 | 0 | D |
| Common Stock | $62.78 | Jun 11, 2026 | M | 2,942 | D | Feb 27, 2019 | Feb 27, 2027 | Common Stock | 2,942 | 13,883 | D |
| Common Stock | $62.78 | Jun 12, 2026 | M | 13,883 | D | Feb 27, 2019 | Feb 27, 2027 | Common Stock | 13,883 | 0 | D |
| Common Stock | $62.78 | Jun 12, 2026 | M | 16,825 | D | Feb 27, 2020 | Feb 27, 2027 | Common Stock | 16,825 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.00 to $110.19, inclusive. The reporting person undertakes to provide Principal Financial Group, Inc., any security holder of Principal Financial Group, Inc., or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.00 to $110.98, inclusive. The reporting person undertakes to provide Principal Financial Group, Inc., any security holder of Principal Financial Group, Inc., or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $111.00 to $110.39, inclusive. The reporting person undertakes to provide Principal Financial Group, Inc., any security holder of Principal Financial Group, Inc., or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.