Deanna Strable Soethout - Jan 15, 2025 Form 4 Insider Report for PRINCIPAL FINANCIAL GROUP INC (PFG)

Role: President and CEO
Signature: Chris Agbe-Davies as Attorney-in-Fact
Stock symbol: PFG
Transactions as of: Jan 15, 2025
Transactions value $: -$1,753,290
Form type: 4
Date filed: 1/17/2025, 05:03 PM
Previous filing: Dec 20, 2024
Next filing: Feb 26, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PFG	Common Stock	Award	$1.12M	+21.8K	+19.38%	$51.33	134K	Jan 15, 2025	Direct
transaction	PFG	Common Stock	Disposed to Issuer	-$1.75M	-21.8K	-16.24%	$80.50	112K	Jan 15, 2025	Direct	F1, F2
holding	PFG	Common Stock						60.4K	Jan 15, 2025	By Spouse

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Date	Underlying Class	Amount	Exercise Price	Ownership
transaction	PFG	Employee Stock Option (Right to Buy)	Options Exercise	-$373K	-7.26K	-100%	$51.33	Jan 15, 2025	Common Stock	7.26K	$51.33	Direct
transaction	PFG	Employee Stock Option (Right to Buy)	Options Exercise	-$373K	-7.26K	-100%	$51.33	Jan 15, 2025	Common Stock	7.26K	$51.33	Direct
transaction	PFG	Employee Stock Option (Right to Buy)	Options Exercise	-$373K	-7.26K	-100%	$51.33	Jan 15, 2025	Common Stock	7.26K	$51.33	Direct

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id	Content
F1	The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 2/28/2024.
F2	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.15 to $80.86, 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.

Content

The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 2/28/2024.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.15 to $80.86, 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.