UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders
Principal Financial Group, Inc. (the "Company") held its annual shareholders meeting on May 19, 2026. The result of each matter voted upon at the annual shareholders meeting is set forth below.
| (1) | Election of Class I director nominees. |
The shareholders elected as Class I directors, each to serve for a three-year term that expires at the annual shareholders meeting to be held in 2029, with Ms. Beams standing for reelection with the Class II directors at the 2027 Annual Meeting of Shareholders to maintain as nearly as equal as possible distribution of directors across classes, as described in the Company's 2026 Proxy Statement.
| VOTES FOR |
VOTES AGAINST |
ABSTAINED | BROKER NON-VOTES | |||||
| Jonathan S. Auerbach | 147,522,363 | 1,320,440 | 445,762 | 13,652,890 | ||||
| Mary E. “Maliz” Beams | 147,350,149 | 1,520,839 | 417,577 | 13,652,890 | ||||
| Jocelyn Carter-Miller | 131,550,124 | 17,197,659 | 540,782 | 13,652,890 | ||||
| Scott M. Mills | 145,397,523 | 3,381,841 | 509,200 | 13,652,890 | ||||
| Claudio N. Muruzabal | 145,874,024 | 2,893,833 | 520,707 | 13,652,890 |
| Votes For | Votes Against | Abstained | Broker Non-Votes | ||||||
| (2) | Advisory Vote to Approve Executive Compensation | 143,995,731 | 4,652,158 | 640,675 | 13,652,890 | ||||
| (3) | Ratification of Appointment of Independent Registered Public Accountants | 152,476,036 | 10,211,189 | 254,229 | 0 | ||||
| (4) | Approval of the Principal Financial Group, Inc. 2026 Stock Incentive Plan | 145,770,467 | 3,118,949 | 399,148 | 13,652,890 |
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 Agbe-Davies | |
| Name: | Christopher Agbe-Davies | |
| Title: | Vice President, Associate General Counsel, and Interim Secretary | |
Date: May 20, 2026