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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: August 17, 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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 17, 2025, the Board of Directors (the “Board”) of Principal Financial Group, Inc. (the “Company”) 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.
A copy of the news release announcing Ms. Strable’s election as Chair and Mr. Houston’s conclusion of service on the Board is attached as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
|
Exhibit |
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 Agbe-Davies | |
| Name: | Christopher Agbe-Davies | |
| Title: | Vice President, Associate General Counsel and Assistant Secretary |
Date: August 19, 2025
Exhibit 99.1
Release: August 19, 2025 3:15 pm CT
Media Contact: Sara Bonney, 515-878-0835, bonney.sara@principal.com
Deanna Strable Elected Principal® Board Chair
(Des Moines, Iowa) - Principal Financial Group® (Nasdaq: PFG) today announced that Deanna Strable, president and chief executive officer, has been elected chair of the board by the company’s board of directors, effective September 2, 2025. Strable succeeds Dan Houston, who will conclude his service on the board of directors after serving as chair since 2016. Houston served as president and CEO of Principal through January 7, 2025, and held many impactful leadership positions during his 40 years with the company.
"We are grateful for Dan’s leadership and dedication which have advanced Principal and helped our customers build strong financial futures,” says Strable. “I look forward to building upon our foundation of innovation, inclusion, and service to meet our customers’ needs while driving growth and shareholder value.”
"Dan Houston's remarkable 40-year legacy has been instrumental in Principal's growth and success," says Scott Mills, independent lead director of the Principal board of directors. "The board has full confidence in Deanna Strable’s proven leadership to accelerate the company’s future growth while continuing to deliver exceptional value to customers and strong returns for shareholders.”
“It has been my honor to lead Principal and its global employee community for the past decade. With Deanna’s exceptional leadership, instrumental in shaping and executing our ambitious growth strategy, Principal is well-positioned for the future through integrated capabilities which create distinct competitive advantages across high-value markets” says Houston.
Strable Background
Strable joined Principal in 1990 as an actuarial assistant and held many leadership positions as she progressed in the organization. For more than two decades she has been instrumental in leading business strategy and operations, holding senior management roles as Principal has gone through significant growth and transformation. She helped build the company’s Benefits and Protection business, becoming the first leader of its specialty benefits division before spearheading the integration with the life insurance business. She was named president of Benefits & Protection in 2015. Strable then served as chief financial officer from 2017-2024, when she was named president and chief operating officer. She assumed her current role as president and chief executive officer in January 2025.
Strable is a member of the board of directors for Elevance Health, Inc., and Simpson College. Strable received her bachelor's degree from Northwestern University in Evanston, Illinois. She is a Fellow of the Society of Actuaries and a member of the American Academy of Actuaries.
About Principal Financial Group
Principal Financial Group® (Nasdaq: PFG) is a global financial company with approximately 20,000 employees1 passionate about improving the wealth and well-being of people and businesses. In business for 146 years, we’re helping over 70 million customers1 plan, insure, invest, and retire, while working to support the communities where we do business and building an inclusive workforce. Principal® is proud to be recognized as one of the 2025 World’s Most Ethical Companies2 and named as a Best Places to Work in Money Management3. Learn more about Principal and our commitment to building a better future at principal.com.
1 As of June 30, 2025
2 Ethisphere, 2025
3 Pensions & Investments, 2024
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