PRINCIPAL FINANCIAL GROUP INC·4

Mar 3, 5:04 PM ET

Bhatia Kamal 4

4 · PRINCIPAL FINANCIAL GROUP INC · Filed Mar 3, 2026

Research Summary

AI-generated summary of this filing

Updated

Principal Financial (PFG) CEO Kamal Bhatia Sells Shares

What Happened
Kamal Bhatia, President & CEO of Principal Financial Group (PFG), disposed of a total of 6,680 shares in late Feb–early Mar 2026 for aggregate proceeds of about $639,634. Transactions reported: 3,781 shares surrendered to cover an exercise price or tax liability at $95.42 each (≈ $360,783) on 2026-02-27, and two dispositions to the issuer on 2026-03-02 of 2,299 shares at a weighted average $95.99 (≈ $220,681) and 600 shares at a weighted average $96.95 (≈ $58,170). These were sales/withholdings (not purchases).

Key Details

  • Transaction dates and reported prices:
    • 2026-02-27: 3,781 shares @ $95.42 — $360,783 (payment of exercise price / tax withholding). (Footnote F1)
    • 2026-03-02: 2,299 shares @ $95.99 (weighted avg; prices ranged $95.83–$96.52). (Footnote F2)
    • 2026-03-02: 600 shares @ $96.95 (weighted avg; prices ranged $96.83–$97.15). (Footnote F3)
  • Total shares disposed: 6,680; approximate total proceeds: $639,634.
  • Shares owned after the transactions: not specified in the Form 4 filing.
  • Notable footnotes:
    • F1: The 2/27 tax/price-withholding transaction was executed under a Rule 10b5-1 trading plan adopted 5/14/2025.
    • F2/F3: Reported prices are weighted averages across multiple trades; the filer will provide per-price breakdown on request.
  • Filing timeliness: Form 4 was filed 2026-03-03; based on the transaction dates (2/27 and 3/02) the filing appears to be timely under the two-business-day rule.

Context
The 2/27 disposition appears to be a tax-withholding or cashless settlement related to an option exercise or award (shares surrendered to cover taxes/exercise cost). The 3/02 entries are dispositions to the issuer (sales back to the company) at reported weighted-average prices. These are routine insider sales (and a withholding) and do not by themselves indicate a change in company fundamentals. The 10b5-1 plan note means at least one of the transactions was pre-planned under an automatic trading plan.

Insider Transaction Report

Form 4
Period: 2026-02-27
Bhatia Kamal
President and CEO - PAM
Transactions
  • Tax Payment

    Common Stock

    2026-02-27$95.42/sh3,781$360,78367,414 total
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-03-02$95.99/sh2,299$220,68165,115 total
  • Disposition to Issuer

    Common Stock

    [F1][F3]
    2026-03-02$96.95/sh600$58,17064,515 total
Footnotes (3)
  • [F1]This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on 5/14/2025.
  • [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.83 to $96.52, 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.
  • [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.83 to $97.15, 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.
Signature
Chris Agbe-Davies as Attorney-in-Fact|2026-03-03

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES