UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report: ~~August~~October 1716, 2025

(Date of earliest event reported)

PRINCIPAL FINANCIAL GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-16725	42-1520346
(State or other jurisdiction	(Commission file number)	(I.R.S. Employer
of incorporation)		Identification Number)

711 High Street, Des Moines, Iowa 50392

(Address of principal executive offices)

(515) 247-5111

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock PFG Nasdaq Global Select Market

¨	Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405 of this chapter) or rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

¨	If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

~~Item~~Title ~~5.02 Departure~~ of ~~Directors~~each orclass ~~Certain~~Trading ~~Officers;~~symbol(s) ~~Election~~Name of ~~Directors;~~each ~~Appointment~~exchange ofon ~~Certain~~which ~~Officers;~~registered ~~Compensatory~~Common ~~Arrangements~~Stock ofPFG ~~Certain~~Nasdaq ~~Officers.~~Global Select Market

OnItem ~~August 17, 2025, the Board of Directors (the “Board”) of Principal Financial Group, Inc~~7.01 ~~(the~~Regulation ~~“Company”)~~FD elected Deanna D. Strable, the Company’s President, Chief Executive Officer and a member of the Board, to the additional position of Chair of the Board, effective September 2, 2025. At that time, Daniel J. Houston, the Company’s current Executive Chairman and former President and Chief Executive Officer, will conclude his service on the Board.Disclosure

AThis ~~copy~~report ofis filed quarterly to disclose assets under management (“AUM”) by asset manager, prior to the ~~news~~availability ~~release~~of ~~announcing~~Principal MsFinancial Group, Inc. ~~Strable~~’s (the “Company”) ~~election~~quarterly asearnings ~~Chair~~release. The amounts presented herein will be consistent with the format of AUM by asset manager and ~~Mr.~~presented ~~Houston~~again in such format within the Company’s ~~conclusion~~financial ofsupplement ~~service~~for on the ~~Board~~quarter ended September 30, 2025, when that document is ~~attached~~posted to asthe ~~Exhibit~~Company’s 99investor relations web site on or about October 27, 2025.1.

~~Item~~As ~~9.01~~of September 30, 2025, the assets under management for Principal Financial ~~Statements~~Group were $784.3 billion, of which $601.6 billion is managed by Principal Asset Management - Investment Management and ~~Exhibits~~$150.7 billion is managed by Principal Asset Management - International Pension.

~~(d) Exhibits~~During times of market dislocations and a wider dispersion of returns, it is important to note our exposure to small, mid-cap, and international products in equity AUM, high yield and preferred securities exposure in fixed income AUM, and exchange rate movement in emerging markets.

Exhibit No.		Description
99.1		New Release of the Company issued on August 19, 2025.
104		Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document (contained in Exhibit 101).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

PRINCIPAL FINANCIAL GROUP, INC.

By: /s/ ~~Christopher~~Humphrey ~~Agbe-Davies~~Lee Name: ~~Christopher~~Humphrey ~~Agbe-Davies~~Lee Title: Vice President, ~~Associate~~– ~~General~~Investor ~~Counsel and Assistant Secretary~~Relations

Date: ~~August~~October 1916, 2025

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