8-K – 2025-10-16 – tm2528890d1_8k.htm

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2025-10-16
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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: October 16, 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))

 

¨
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.

 

Title
of each class
Trading
symbol(s)
Name
of each exchange on which registered

Common
Stock
PFG
Nasdaq
Global Select Market

 

 

 

 

Item 7.01 Regulation FD Disclosure

 

This report is filed quarterly to disclose assets under management
(“AUM”) by asset manager, prior to the availability of Principal Financial Group, Inc.’s (the “Company”)
quarterly earnings release. The amounts presented herein will be consistent with the format of AUM by asset manager and presented again
in such format within the Company’s financial supplement for the quarter ended September 30, 2025, when that document is posted
to the Company’s investor relations web site on or about October 27, 2025.

   

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

 

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.

 

 

 

 

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/ Humphrey Lee

 
Name:
Humphrey Lee

Title: Vice President – Investor Relations

 

Date:    October 16, 2025