PFG 10-K Annual Report Dec. 31, 2023 | Alphaminr
PRINCIPAL FINANCIAL GROUP INC
ALPHAMINR

PFG 10-K Fiscal year ended Dec. 31, 2023

Balance Sheet
Cash Flow
Income Statement
Debt
PRINCIPAL FINANCIAL GROUP INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 7, Deferred Acquisition Costs and Other Actuarial BalancesNote 8, Separate Account BalancesNote 9, Contractholder FundsNote 10, Future Policy Benefits and ClaimsNote 11, Market Risk BenefitsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement Schedules

Exhibits

2.1 Sale and Purchase Promise Agreement, dated October5, 2012, among Principal Financial Services,Inc., Empresas PentaS.A. and Inversiones Banpenta Limitada 8-K November13, 2012 2.2 Purchase Agreement, dated as of April 9, 2019, by and between Wells Fargo Bank, N.A., Principal Financial Services, Inc. and (for certain limited purposes) Wells Fargo & Company 10-Q May 2, 2019 3.2 Amended and Restated By-Laws of Principal Financial Group,Inc. 8-K March2, 2018 4.2 Senior Indenture, dated as of October11, 2006, between Principal Financial Group,Inc. and The Bank of New York, as Trustee 8-K October17, 2006 4.2.1 First Supplemental Indenture, dated as of October16, 2006, among Principal Financial Group,Inc., Principal Financial Services,Inc. and The Bank of New York, as Trustee 8-K October17, 2006 4.2.2 6.05% Senior Note ($500,000,000) due October15, 2036 8-K October17, 2006 4.2.3 6.05% Senior Note ($100,000,000) due October15, 2036 8-K December6, 2006 4.2.4 Guarantee from Principal Financial Services,Inc. with respect to the 6.05% Senior Notes due 2036 8-K October17, 2006 4.3 Senior Indenture, dated as of May21, 2009, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York, as Trustee 8-K May21, 2009 4.3.1 Fourth Supplemental Indenture (including the form of 2042 Notes), dated as of September10, 2012, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee 8-K September10, 2012 4.3.2 Sixth Supplemental Indenture (including the form of 2023 Notes), dated as of November16, 2012, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee 8-K November16, 2012 4.3.3 Seventh Supplemental Indenture (including the form of 2043 Notes), dated as of November16, 2012, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee 8-K November16, 2012 4.3.4 Eighth Supplemental Indenture (including the form of 3.400% Senior Note due 2025), dated as of May7, 2015, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee, relating to the 3.400% Senior Notes due 2025 8-K May7, 2015 4.3.5 Ninth Supplemental Indenture (including the form of 3.100% Senior Note due 2026), dated as of November10, 2016, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee, relating to the 3.100% Senior Notes due 2026 8-K November10, 2016 4.3.6 Tenth Supplemental Indenture (including the form of 4.300% Senior Note due 2046), dated as of November10, 2016, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee, relating to the 4.300% Senior Notes due 2046 8-K November10, 2016 4.3.7 Guarantee from Principal Financial Services,Inc. with respect to the 4.625% Senior Notes due 2042 8-K September10, 2012 4.3.8 Guarantee from Principal Financial Services,Inc. with respect to the 3.125% Senior Notes due 2023 8-K November16, 2012 4.3.9 Guarantee from Principal Financial Services,Inc. with respect to the 4.350% Senior Notes due 2043 8-K November16, 2012 4.3.10 Guarantee from Principal Financial Services,Inc. with respect to the 3.400% Senior Notes due 2025 8-K May7, 2015 4.3.11 Guarantee from Principal Financial Services,Inc. with respect to the 3.100% Senior Notes due 2026 8-K November10, 2016 4.3.12 Guarantee from Principal Financial Services, Inc. with respect to the 4.300% Senior Notes due 2046 8-K November 10, 2016 4.3.13 Thirteenth Supplemental Indenture (including the form of 3.700% Senior Note due 2029), dated as of May 10, 2019, among Principal Financial Group, Inc., as issuer, Principal Financial Services, Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee, relating to the 3.700% Senior Notes due 2029 8-K May 10, 2019 4.3.14 Guarantee from Principal Financial Services, Inc. with respect to the 3.700% Senior Notes due 2029 8-K May 10, 2019 4.3.15 Fourteenth Supplemental Indenture (including the form of 2.125% Senior Note due 2030), dated as of June 12, 2020, among Principal Financial Group, Inc., as issuer, Principal Financial Services, Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee, relating to the 2.125% Senior Notes due 2030 8-K June 12, 2020 4.3.16 Guarantee of Principal Financial Services, Inc. with respect to the 2.125% Senior Notes due 2030 8-K June 12, 2020 4.3.17 Fifteenth Supplemental Indenture (including the form of 5.375% Senior Note due 2033), dated as of March 8, 2023, among Principal Financial Group, Inc., as issuer, Principal Financial Services, Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee, relating to the 5.375% Senior Notes due 2033 8-K March 8, 2023 4.3.18 Sixteenth Supplemental Indenture (including the form of 5.500% Senior Note due 2053), dated as of March 8, 2023, among Principal Financial Group, Inc., as issuer, Principal Financial Services, Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee, relating to the 5.500% Senior Notes due 2053 8-K March 8, 2023 4.3.19 Guarantee of Principal Financial Services, Inc. with respect to the 5.375% Senior Notes due 2033 8-K March 8, 2023 4.3.20 Guarantee of Principal Financial Services, Inc. with respect to the 5.500% Senior Notes due 2053 8-K March 8, 2023 4.4 Junior Subordinated Indenture, dated as of May7, 2015, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee 8-K May7, 2015 4.4.1 First Supplemental Indenture (including the form of 4.700% Fixed-to-Floating Rate Junior Subordinated Note due 2055), dated as of May7, 2015, among Principal Financial Group,Inc., as issuer, Principal Financial Services,Inc., as guarantor, and The Bank of New York Mellon Trust Company, as trustee, relating to the 4.700% Fixed-to-Floating Rate Junior Subordinated Notes due 2055 8-K May7, 2015 4.4.2 Guarantee from Principal Financial Services,Inc. with respect to the 4.700% Fixed-to-Floating Rate Junior Subordinated Notes due 2055 8-K May7, 2015 10.1.3 Principal Financial Group,Inc. 2005 Stock Incentive Plan 10-Q August3, 2005 10.1.5 Amended and Restated Principal Financial Group,Inc. 2010 Stock Incentive Plan 10-Q May2, 2012 10.5 Principal Financial Group,Inc. Annual Incentive Plan 10-K March4, 2005 10.6 Revised Summary of Standard Compensatory Arrangement for Non-Employee Directors of the Principal Financial Group,Inc. Board of Directors 10-Q November5, 2008 10.6.1 Revised Summary of Standard Compensatory Arrangement for Non-Employee Directors, effective March28, 2009 10-Q May6, 2009 10.6.2 Revised Summary of Standard Compensatory Arrangement for Non-Employee Directors of the Principal Financial Group,Inc., effective May17, 2010 10-K February16, 2011 10.6.3 Revised Summary of Standard Compensatory Arrangement for Non-Employee Directors of the Principal Financial Group,Inc., effective January1, 2012 10-K February15, 2012 10.6.4 Revised Summary of Standard Compensatory Arrangement for Non-Employee Directors of Principal Financial Group, Inc., effective January 1, 2015 10-K February 11, 2015 10.6.5 Revised Summary of Standard Compensatory Arrangement for Non-Employee Directors of the Principal Financial Group, Inc., effective November 28, 2017 10-K February9, 2018 10.7.1 Principal Financial Group,Inc. 2005 Directors Stock Plan 10-Q August3, 2005 10.8 Deferred Compensation Plan for Non-Employee Directors of Principal Financial Group,Inc. 10-K March2, 2006 10.9.1 Amendment No.1 to Principal Select Savings Excess Plan 10-K March2, 2006 10.9.2 Principal Select Savings Excess Plan for Employees, amended and restated effective January1, 2016 10-K February10, 2016 10.9.3 Principal Select Savings Excess Plan for Individual Field, amended and restated effective January1, 2016 10-K February10, 2016 10.9.4 Nonqualified Deferred Compensation Plan for Select Investment Professions of Principal Financial Group,Inc. and Affiliates, effective January1, 2016 10-K February10, 2016 10.10.1 Amendment No.1 to the Principal Supplemental Executive Retirement Plan for Employees 10-K March2, 2006 10.11 Form of Principal Financial Group,Inc. and Principal Life Insurance Company Change-of-Control Employment Agreement (Tier One Executives), dated as of February28, 2006, by and among Principal Financial Group,Inc., Principal Financial Services,Inc., Principal Life Insurance Company and an Executive 10-Q May4, 2006 10.11.1 Form of Principal Financial Group,Inc. and Principal Life Insurance Company Change-of-Control Employment Agreement (Tier One Executives) 8-K December2, 2008 10.11.2 Form of Principal Financial Group,Inc. and Principal Life Insurance Company Change of Control Employment Agreement (Tier One Executives), effective December31, 2010 10-K February16, 2011 10.11.3 Form of Principal Financial Group, Inc. and Principal Life Insurance Company Change of Control Employment Agreement, effective December 18, 2021 10-K February 11,2022 10.12 Form of Principal Financial Group,Inc. Indemnification Agreement 8-K December2, 2008 10.12.1 Form of Principal Financial Group,Inc. Indemnification Agreement dated as of June9, 2016. 10-Q August3, 2016 10.14 The Principal Severance Plan for Senior Executives, restated effective March1, 2009 10-Q May6, 2009 10.14.1 The Principal Financial Group, Inc. Executive Severance Plan effective September 1, 2021 10-Q October 28, 2021 10.15 The Principal Financial Group Nonqualified Defined Benefit Plan for Employees. 10-Q August 3, 2016 4.5 Description of the Registrants Securities Registered Under Section 12 of the Securities Exchange Act of 1934 10.1.8 Principal Financial Group, Inc. 2021 Stock Incentive Plan, as amended and restated effective November 20, 2023 21 Principal Financial Group,Inc. Member Companies as of December31, 2023 23 Consent of Independent Registered Public Accounting Firm 31.1 Certification of Daniel J. Houston 31.2 Certification of Deanna D. Strable-Soethout 32.1 Certification Pursuant to Section1350 of Chapter63 of Title 18 of the United States Code DanielJ.Houston 32.2 Certification Pursuant to Section1350 of Chapter63 of Title 18 of the United States Code DeannaD. Strable-Soethout 97 Principal Financial Group, Inc. Mandatory Compensation Recovery Policy