Principal Financial (NYSE: PFG) EVP receives 469-share restricted stock unit grant

Rhea-AI Filing Summary

Kay Kathleen B reported acquisition or exercise transactions in this Form 4 filing.

Principal Financial Group executive Kathleen B. Kay received an equity award from the company. On this Form 4, she was granted 469 shares of Common Stock at no cash cost, reported as a grant of restricted stock units used as part of her compensation. Following this award, she directly owns 43,902 Common Stock shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Kay Kathleen B

Role EVP-Chief Information Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	469	$0.00	--

Holdings After Transaction: Common Stock — 43,902 shares (Direct)

Footnotes (1)

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Key Figures

Equity award size: 469 shares Price per awarded share: $0.0000 per share Shares owned after transaction: 43,902 shares

3 metrics

Equity award size 469 shares Grant of Common Stock on March 27, 2026

Price per awarded share $0.0000 per share Compensation grant, not market purchase

Shares owned after transaction 43,902 shares Direct Common Stock holdings following grant

Key Terms

restricted stock units, Form 4, 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.

Form 4 regulatory

"On this Form 4, she was granted 469 shares of Common Stock"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Form 4 Insider Transactions: What Each Field Means →

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)
03/27/2026

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	03/27/2026		A		469	A	$0(1)	43,902	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	03/31/2026
	** 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)

FAQ

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

Kathleen B. Kay reported receiving 469 shares of Principal Financial Group Common Stock as an equity award. The filing identifies this as a grant of restricted stock units, reflecting routine compensation rather than an open-market stock purchase or sale.

How many PFG shares did Kathleen B. Kay acquire in this transaction?

She acquired 469 shares of Principal Financial Group Common Stock in the reported transaction. The Form 4 labels this as a grant, meaning the shares were awarded as compensation rather than bought on the market for cash consideration.

What is Kathleen B. Kay’s PFG share ownership after this grant?

After the grant, Kathleen B. Kay directly holds 43,902 shares of Principal Financial Group Common Stock. This figure includes the newly granted 469 shares, providing investors with an updated view of her direct equity stake in the company.

Was this PFG Form 4 transaction a market purchase or sale?

No, the Form 4 describes the transaction as a grant or award acquisition, not a market trade. The price per share is reported as 0.0000, confirming it is compensation-based rather than an open-market purchase or sale.

What does the footnote about restricted stock units mean for PFG?

The footnote explains that the transaction is a grant of restricted stock units, a form of equity compensation. These units typically convert into shares over time, aligning the executive’s interests with shareholders through stock-based incentives rather than immediate cash payments.