8-K

PRINCIPAL FINANCIAL GROUP INC (PFG)

8-K 2026-02-09 For: 2026-02-09
View Original
Added on April 07, 2026

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: February 9, 2026

(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<br> incorporation) Identification<br> Number)

711High Street**, DesMoines** , 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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨ Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨ Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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¨ Indicate by check mark whether<br> the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405 of this chapter)<br> or rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company    ¨

¨ If an emerging growth company,<br> indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised<br> 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
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Common<br> Stock PFG Nasdaq<br> Global Select Market
Item 2.02 Results of Operations and Financial Condition
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On February 9, 2026, Principal Financial Group, Inc. publicly announced information regarding its results of operations and financial condition for the quarter and year ended December 31, 2025. The text of the announcement is included herewith as Exhibit 99.

Item 9.01 Financial Statements and Exhibits
99 Fourth Quarter and Year ended 2025 Earnings Release
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104 Cover Page to this Current Report on Form 8-K in Inline XBRL

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/ Joel Pitz
Name: Joel Pitz
Title: Executive Vice President & Chief Financial Officer

Date: February 9, 2026

Exhibit 99

INVESTOR CONTACT: MEDIA CONTACT:
Humphrey Lee 877-909-1105, lee.humphrey@principal.com Sara Bonney 515-878-0835, bonney.sara@principal.com

PrincipalFinancial Group Announces Full Year and

FourthQuarter 2025 Results as well as 2026 Outlook

Raises first quarter 2026 common stock dividend

(Des Moines, Iowa) – Principal Financial Group^®^ (Nasdaq: PFG) announced results for full year and fourth quarter 2025.


Diluted earnings per common share 2025 4Q25 Net income attributable to PFG (in millions) 2025 4Q25
Net<br> income attributable to PFG $5.25 $2.32 Net<br> income attributable to PFG $1,185 $517
Non-GAAP<br> net income attributable to PFG, excluding exited business^1^ $7.48 $2.20 Non-GAAP<br> net income attributable to PFG, excluding exited business^1^ $1,687 $490
Non-GAAP<br> operating earnings^1^ $8.27 $2.19 Non-GAAP<br> operating earnings^1^ $1,866 $488
Non-GAAP<br> operating earnings excluding significant variances^2^ $8.55 $2.24 Non-GAAP<br> operating earnings excluding significant variances^2^ $1,930 $499

FullYear and Fourth Quarter 2025 Highlights

· Full-year<br> non-GAAP operating earnings per diluted share, excluding significant variances^2^<br> of $8.55 increased 12%, at the high end of our 9-12% target; reported full-year non-GAAP<br> operating earnings per diluted share increased 19%
· 4Q25<br> non-GAAP operating earnings per diluted share, excluding significant variances^2^<br> of $2.24 increased 7% over prior year quarter; reported 4Q25<br> non-GAAP operating earnings per diluted share increased 13%
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· Returned<br> over $1.5 billion of capital to shareholders for full year 2025, including $0.9 billion of<br> share repurchases and $0.7 billion of common stock dividends
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· Returned<br> $448 million of capital to shareholders in 4Q25, including $275 million of share repurchases<br> and $172 million of common stock dividends
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· Announced<br> common stock dividend increase of $0.01 to $0.80 per share in the first quarter 2026; representing<br> a 7% increase over the first quarter 2025 dividend
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· Assets<br> under management (AUM) of $781 billion, which is included in assets under administration<br> (AUA) of $1.8 trillion
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· Strong<br> financial position with $1.6 billion of excess and available capital, including statutory<br> risk-based capital (RBC) ratio for Principal Life Insurance Company of 406%
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Deanna Strable, Chair, President and CEO of Principal^®^<br><br> <br><br><br> <br><br><br> <br>"Principal delivered<br> strong 2025 results. We achieved our objectives across earnings growth, return on equity, and free capital flow, supported by consistent<br> execution, sustained momentum, and the strength of our diversified businesses.<br><br> <br><br><br> <br>We returned over $1.5<br> billion to shareholders in 2025, including $850 million in share repurchases, aligned with our diversified and disciplined capital<br> deployment strategy. With a strong capital position and momentum across our strategic growth areas, we enter 2026 well-positioned<br> to once again deliver against our financial targets and create long-term value for shareholders.”
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^1^ Use of non-GAAP financial measures and their reconciliations to the most directly comparable GAAP measures are included in this release. Non-GAAP operating earnings for total company is after tax.

^2^ The total company impacts of significant variances, is after tax. See Exhibit 1 for details on the impact of 4Q 2025 and 4Q 2024 significant variances on net income attributable to PFG; non-GAAP net income attributable to PFG, excluding exited business; and non-GAAP operating earnings.



2026 OutlookGuidance


· 9-12%<br> annual non-GAAP operating earnings per diluted share (EPS) growth^3^
· 75-85%<br> free capital flow conversion^4^
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· 15-17%<br> non-GAAP ROE^5^
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· $1.5-$1.8<br> billion capital deployment, which includes $0.8B - $1.1B of share repurchases and a 40% dividend<br> ratio
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FourthQuarter Enterprise Results

In millions except percentages, earnings per share, or otherwise noted

Three<br> Months Ended, Trailing<br> Twelve Months,
4Q25 4Q24 %<br> Change 4Q25 4Q24 %<br> Change
Net<br> income (loss) attributable to PFG $517.0 $905.4 (43)% $1,185.1 $1,571.0 (25)%
Non-GAAP<br> net income attributable to PFG, excluding exited business $489.9 $353.5 39% $1,687.2 $1,505.2 12%
Non-GAAP<br> operating earnings $488.0 $448.1 9% $1,865.5 $1,640.5 14%
Non-GAAP<br> operating earnings, excluding significant variances^2^ $498.6 $484.6 3% $1,929.7 $1,799.3 7%
Diluted earnings per common share
Net<br> income (loss) attributable to PFG $2.32 $3.92 (41)% $5.25 $6.68 (21)%
Non-GAAP<br> net income attributable to PFG, excluding exited business $2.20 $1.53 44% $7.48 $6.40 17%
Non-GAAP<br> operating earnings $2.19 $1.94 13% $8.27 $6.97 19%
Non-GAAP<br> operating earnings, excluding significant variances^2^ $2.24 $2.10 7% $8.55 $7.65 12%
Assets<br> under administration (billions) $1,814.6 $1,663.9 9%
Assets<br> under management (billions) $781.0 $712.1 10%
AUM<br> net cash flow (billions) $(2.2) $(1.2) N/M $(8.8) $(5.0) N/M

^3^ Based on 2025 results excluding significant variances. See Exhibit 1 for details on the impact of 4Q 2025 and 4Q 2024 significant variances on net income attributable to PFG; non-GAAP net income attributable to PFG, excluding exited business; and non-GAAP operating earnings.

^4^ Based on non-GAAP net income attributable to PFG, excluding income or loss from exited business.

^5^ Non-GAAP return on equity, excluding cumulative change in fair value of funds withheld embedded derivative and AOCI other than foreign currency translation adjustment.



Full YearSegment Highlights

· Retirement<br> and Income Solutions (RIS) transfer deposits of $35 billion increased 9% from 2024; Workplace<br> Savings and Retirement Solutions (WSRS) recurring deposits increased 5% over the same period
· Investment<br> Management gross sales of $127 billion increased 16% from 2024 with non-affiliated gross<br> sales growth of 18%; operating margin^6^ of 36% expanded 90 bps over 2024
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· International<br> Pension AUM of $154 billion, up 24% from a year ago
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· Specialty<br> Benefits operating margin^7^ of 16% expanded 170 bps from 2024 on strong underwriting<br> experience
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FourthQuarter Segment Highlights

· Record<br> RIS transfer deposits of $12 billion, up 35% from 4Q24; including over $1 billion of PRT<br> sales; operating margin^8^ of 40% expanded 130<br> bps over 4Q24
· Investment<br> Management gross sales of $35 billion increased 12% from 4Q24
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· Specialty<br> Benefits 4Q25 operating margin of 17% driven by continued strong experience in group life<br> and group disability and improved group dental results
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SegmentResults

In millions except percentages, or otherwise noted except percentages or otherwise noted)

Retirement and Income Solutions

Three<br> Months Ended, Trailing<br> Twelve Months,
4Q25 4Q24 %<br> Change 4Q25 4Q24 %<br> Change
Pre-tax<br> operating earnings^9^ $299.5 $280.1 7% $1,185.6 $1,056.2 12%
Net<br>revenue^10^ $754.1 $729.2 3% $2,943.9 $2,800.9 5%
Operating<br> margin 39.7% 38.4% 40.3% 37.7%
· Pre-tax operating earnings increased $19.4 million primarily due to higher net revenue and disciplined<br> expense management.
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· Netrevenue increased $24.9 million due to growth in the business and favorable market performance.
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^6^ Operating margin for Investment Management = pre-tax operating earnings adjusted for noncontrolling interest divided by operating revenues less pass-through expenses.

^7^ Operating margin for Benefits and Protection = pre-tax operating earnings divided by premium and fees.

^8^ Operating margin for Retirement and Income Solutions = pre-tax operating earnings divided by net revenue.

^9^ Pre-tax operating earnings = operating earnings before income taxes and after noncontrolling interest.

^10^ Net revenue = operating revenues less: benefits, claims and settlement expenses, liability for future policy benefits remeasurement (gain) loss, market risk benefit remeasurement (gain) loss, and dividends to policyholders.

Investment Management

Three<br> Months Ended, Trailing<br> Twelve Months,
4Q25 4Q24 %<br> Change 4Q25 4Q24 %<br> Change
Pre-tax<br> operating earnings $166.7 $163.9 2% $614.4 $578.8 6%
Operating<br> revenues less pass-through expenses^11^ $441.8 $435.7 1% $1,730.8 $1,668.6 4%
Operating<br> margin 38.3% 38.3% 36.3% 35.4%
Assets<br> under management (billions) $593.9 $559.1 6%

· Pre-tax operating earnings increased $2.8 million primarily due to higher operating revenues<br> less pass-through expenses.
· Operating revenues less pass-through expenses increased $6.1 million primarily due to higher management<br> fees, resulting from higher AUM.
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International Pension


Three<br> Months Ended, Trailing<br> Twelve Months,
4Q25 4Q24 %<br> Change 4Q25 4Q24 %<br> Change
Pre-tax<br> operating earnings $64.9 $52.1 25% $315.8 $282.4 12%
Net<br> revenue $152.1 $136.8 11% $645.9 $622.9 4%
Operating<br>margin^12^ 42.7% 38.1% 48.9% 45.3%
Assets<br> under management (billions) $153.9 $124.3 24%

· Pre-tax operating earnings increased $12.8 million due to higher net revenue and disciplined<br> expense management.
· Net revenue increased $15.3 million primarily due to growth in the business and more favorable<br> encaje returns.
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^^

^11^ The company has provided reconciliations of the non-GAAP measures to the most directly comparable U.S. GAAP measures at the end of the release. The company has determined this measure is more representative of underlying operating revenues growth for Investment Management as it removes commissions and other expenses that are collected through fee revenue and passed through expenses with no impact to pre-tax operating earnings.

^12^ Operating margin for International Pension = pre-tax operating earnings divided by net revenue.

Specialty Benefits


Three<br> Months Ended, Trailing<br> Twelve Months,
4Q25 4Q24 %<br> Change 4Q25 4Q24 %<br> Change
Pre-tax<br> operating earnings $142.1 $147.2 (3)% $531.4 $459.6 16%
Premium<br> and fees $845.8 $823.6 3% $3,362.7 $3,257.2 3%
Operating<br> margin 16.8% 17.9% 15.8% 14.1%
Incurred<br> loss ratio 57.6% 56.5% 58.7% 60.5%
· Pre-tax operating earnings decreased $5.1 million primarily due to the favorable one-time model<br> refinement impact in 4Q24.
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· Premium and fees increased $22.2 million driven by growth in the business.
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· Incurred loss ratio remained below our targeted range at 57.6%, driven by continued strong experience<br> in group life and group disability and improved group dental results.
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Life Insurance


Three<br> Months Ended, Trailing<br> Twelve Months,
4Q25 4Q24 %<br> Change 4Q25 4Q24 %<br> Change
Pre-tax<br> operating earnings (losses) $27.5 $7.5 N/M $(8.2) $3.6 N/M
Premium<br> and fees $236.2 $225.4 5% $958.2 $927.5 3%
Operating<br> margin 11.6% 3.3% (0.9)% 0.4%

· Pre-tax operating earnings increased $20.0 million driven by growth in the business, expense<br> management discipline, and improved mortality experience. Additionally, 4Q24 was negatively<br> impacted by a GAAP-only regulatory closed block dividend adjustment.
· Premium and fees increased $10.8 million as strong business market growth outpaced the run-off<br> of the legacy life business.
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Corporate


Three<br> Months Ended, Trailing<br> Twelve Months,
4Q25 4Q24 %<br> Change 4Q25 4Q24 %<br> Change
Pre-tax<br> operating losses $(102.8) $(103.9) 1% $(381.2) $(375.6) (1)%
· Pre-tax operating losses decreased $1.1 million.
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Common Stock Dividend


· Announced<br>a first quarter cash dividend of $0.80 per share to holders on common shares. This represents: one-cent increase over fourth quarter<br>of 2025 and a 7% increase over the prior year quarter.
· The<br>first quarter dividend will be payable on March 27, 2026, to shareholders of record as of March 11, 2026.
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Exhibit1

PrincipalFinancial Group

Impactof Significant Variances^13^ on Net Income Attributable to PFG; Non-GAAP Net Income Attributableto PFG, Excluding Exited Business; and Non-GAAP Operating Earnings

In millions except per share data

Three Months Ended, Trailing Twelve Months,
4Q25 4Q24 4Q25 4Q24
Net income (loss) attributable to PFG $ (10.6) $ (36.5) $ (70.5) $ (175.7)
(Income) loss from exited business - - 6.1 20.6
Non-GAAP net income (loss) attributable to PFG, excluding exited business (10.6) (36.5) (64.4) (155.1)
Net realized capital (gains) losses, as adjusted - - 0.2 (3.7)
Non-GAAP operating earnings (10.6) (36.5) (64.2) (158.8)
Income taxes (2.8) (8.8) (15.5) (39.4)
Non-GAAP pre-tax operating earnings $ (13.4) $ (45.3) $ (79.7) $ (198.2)
Per diluted share:
Net income (loss) attributable to PFG $ (0.05) $ (0.16) $ (0.31) $ (0.74)
(Income) loss from exited business - - 0.02 0.09
Non-GAAP net income (loss) attributable to PFG, excluding exited business (0.05) (0.16) (0.29) (0.65)
Net realized capital (gains) losses, as adjusted - - 0.01 (0.03)
Non-GAAP operating earnings $ (0.05) $ (0.16) $ (0.28) $ (0.68)
Weighted average diluted common shares outstanding 222.4 231.2 225.7 235.3
Segment pre-tax operating earnings (losses):
Retirement and Income Solutions $ (6.5) $ (16.0) $ (36.1) $ (95.2)
Investment Management - - 4.8 -
International Pension - (13.6) 36.3 8.2
Principal Asset Management - (13.6) 41.1 8.2
Specialty Benefits (4.0) 5.7 1.4 (16.9)
Life Insurance (2.9) (16.0) (105.6) (106.3)
Benefits and Protection (6.9) (10.3) (104.2) (123.2)
Corporate - (5.4) 19.5 12.0
Total segment pre-tax operating earnings (losses) $ (13.4) $ (45.3) $ (79.7) $ (198.2)

Income statementline item details of significant variances are available in our earnings conference call presentation on our website.

^13^ Significant variances (SVs) in 4Q25 include 1) lower than expected variable investment income in RIS, Specialty Benefits, and Life Insurance. SVs in 4Q24 include 1) lower than expected variable investment income in RIS, International Pension, Specialty Benefits, Life Insurance and Corporate; 2) impact of lower than expected encaje performance and Latin American inflation in International Pension; 3) impact of GAAP-only regulatory closed block adjustment in Life Insurance; 4) impact of model refinement in Specialty Benefits. SVs on a trailing twelve months in 4Q25 include 1) lower than expected variable investment income in RIS, International Pension, Specialty Benefits, and Life Insurance, partially offset by higher than expected variable investment income in Corporate; 2) impacts of 2025 actuarial assumption review; 3) higher than expected encaje performance and Latin American inflation in International Pension; 4) impact from a one-time expense accrual release in RIS, Investment Management, Specialty Benefits, Life Insurance, and Corporate. SVs on a trailing twelve months in 4Q24 include 1) lower than expected variable investment income in RIS, International Pension, Specialty Benefits, and Life Insurance, partially offset by higher than expected variable investment income in Corporate; 2) impacts of 2024 actuarial assumption review; 3) higher than expected encaje performance and Latin American inflation in International Pension; 4) impact of GAAP-only regulatory closed block adjustment in Life Insurance; 5) impact of model refinement in Specialty Benefits.

EarningsConference Call

On Tuesday, Feb. 10, 2026, at 10:00 a.m. (ET), Chair, President and Chief Executive Officer Deanna Strable and Executive Vice President and Chief Financial Officer Joel Pitz will lead a discussion of results and the impacts on future prospects, asset quality and capital adequacy during a live conference call, which can be accessed as follows:

· Via<br> live Internet webcast. Please go to investors.principal.com<br> at<br> least 10-15 minutes prior to the start of the call to register, and to download and install<br> any necessary audio software.
· Analysts<br> who will be asking questions will be sent a dial in number and authorization code in advance<br> of the call.
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· Replay<br> of the earnings call via webcast as well as a transcript of the call will be available after<br> the call at investors.principal.com.
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The company’s financial supplement and slide presentation is currently available at investors.principal.com, and may be referred to during the call.



Forward Looking Statements

This release contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to share repurchases and planned dividends, the realization of our growth and business strategies and results from ongoing operations. Forward-looking statements are made based upon our current expectations and beliefs concerning future developments and their potential effects on us. Such forward-looking statements are not guarantees of future performance and actual results may differ materially from the results anticipated in the forward-looking statements. We describe risks, uncertainties and factors that could cause or contribute to such material differences in our filings with the Securities and Exchange Commission, including in the “Risk Factors” and “Note Concerning Forward-Looking Statements” sections in our annual report on Form 10-K for the year ended Dec. 31, 2024, as updated or supplemented from time to time in subsequent filings. We assume no obligation to update any forward-looking statement for any reason, which speaks as of its date.

Use of Non-GAAP FinancialMeasures

The company uses a number of non-GAAP financial measures that management believes are useful to investors because they illustrate the performance of normal, ongoing operations, which is important in understanding and evaluating the company’s financial condition and results of operations. They are not, however, a substitute for U.S. GAAP financial measures. Therefore, the company has provided reconciliations of the non-GAAP measures to the most directly comparable U.S. GAAP measure at the end of the release. The company adjusts U.S. GAAP measures for items not directly related to ongoing operations. However, it is possible these adjusting items have occurred in the past and could recur in future reporting periods. Management also uses non-GAAP measures for goal setting, as a basis for determining employee and senior management awards and compensation and evaluating performance on a basis comparable to that used by investors and securities analysts.

AboutPrincipal**^®14^**

Principal Financial Group^®^ (Nasdaq: PFG) is a global financial company with approximately 19,000 employees^15^ passionate about improving the wealth and well-being of people and businesses. In business for 146 years, we’re helping over 75 million customers^15^ 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 Companies^16^ and named as a “Best Place to Work in Money Management^17^.” Learn more about Principal and our commitment to building a better future at principal.com.

Summaryof Principal Financial Group**^®^ andSegment Results**


(in<br> millions)
Three<br> Months Ended, Trailing<br> Twelve Months,
Principal<br> Financial Group, Inc. Results 4Q25 4Q24 4Q25 4Q24
Net<br> income (loss) attributable to PFG $ 517.0 $ 905.4 $ 1,185.1 $ 1,571.0
(Income)<br> loss from exited business (27.1) (551.9) 502.1 (65.8)
Non-GAAP<br> net income (loss) attributable to PFG excluding exited business $ 489.9 $ 353.5 $ 1,687.2 $ 1,505.2
Net<br> realized capital (gains) losses, as adjusted (1.9) 94.6 178.3 135.3
Non-GAAP<br> Operating Earnings* $ 488.0 $ 448.1 $ 1,865.5 $ 1,640.5
Income<br> taxes 109.9 98.8 392.3 364.5
Non-GAAP<br> Pre-Tax Operating Earnings $ 597.9 $ 546.9 $ 2,257.8 $ 2,005.0
Segment<br> Pre-Tax Operating Earnings (Losses):
Retirement<br> and Income Solutions $ 299.5 $ 280.1 $ 1,185.6 $ 1,056.2
Principal<br> Asset Management 231.6 216.0 930.2 861.2
Benefits<br> and Protection 169.6 154.7 523.2 463.2
Corporate (102.8) (103.9) (381.2) (375.6)
Total<br> Segment Pre-Tax Operating Earnings $ 597.9 $ 546.9 $ 2,257.8 $ 2,005.0

^14^ Principal, Principal and symbol design and Principal Financial Group are trademarks and service marks of Principal Financial Services, Inc., a member of the Principal Financial Group.

^15^ As of December 31, 2025

^16^ Ethisphere, 2025

^17^ Pensions & Investments, 2023

Per<br> Diluted Share
Three<br> Months Ended, Twelve<br> Months Ended,
4Q25 4Q24 4Q25 4Q24
Net<br> income (loss) attributable to PFG $ 2.32 $ 3.92 $ 5.25 $ 6.68
(Income)<br> loss from exited business (0.12) (2.39) 2.23 (0.28)
Non-GAAP<br> net income (loss) excluding exited business $ 2.20 $ 1.53 $ 7.48 $ 6.40
Net<br> realized capital (gains) losses, as adjusted (0.01) 0.41 0.79 0.57
Non-GAAP<br> Operating Earnings $ 2.19 $ 1.94 $ 8.27 $ 6.97
Impact<br> of significant variances^18^ 0.05 0.16 0.28 0.68
Non-GAAP<br> Operating Earnings, excluding significant variances $ 2.24 $ 2.10 $ 8.55 $ 7.65
Weighted-average<br> diluted common shares outstanding (in millions) 222.4 231.2 225.7 235.3

*U.S. GAAP (GAAP) net incomeattributable to PFG versus non-GAAP operating earnings

Management uses non-GAAP operating earnings, which is a financial measure that excludes the effect of net realized capital gains and losses, as adjusted, income (loss) from exited business and other after-tax adjustments the company believes are not indicative of overall operating trends, for goal setting, as a basis for determining employee and senior management awards and compensation and evaluating performance on a basis comparable to that used by investors and securities analysts. Note: it is possible these adjusting items have occurred in the past and could recur in future reporting periods. While these items may be significant components in understanding and assessing our consolidated financial performance, management believes the presentation of non-GAAP operating earnings enhances the understanding of results of operations by highlighting earnings attributable to the normal, ongoing operations of the company’s businesses.

Selected Balance Sheet Statistics

Period<br> Ended,
4Q25 4Q24
Total<br> assets (in billions) $ 341.4 $ 313.7
Stockholders’<br> equity (in millions) $ 11,917.0 $ 11,131.3
Total<br> common equity (in millions) $ 11,883.9 $ 11,086.4
Total<br> common equity excluding cumulative change in fair value of funds withheld embedded derivative and accumulated other comprehensive<br> income (AOCI) other than foreign currency translation adjustment (in millions) $ 12,445.5 $ 12,144.0
End<br> of period common shares outstanding (in millions) 217.4 226.2
Book<br> value per common share $ 54.66 $ 49.01
Book<br> value per common share excluding cumulative change in fair value of funds withheld embedded derivative and AOCI other than foreign<br> currency translation adjustment $ 57.25 $ 53.69

^18^ See Exhibit 1 for details on the impact of 4Q 2025 and 4Q 2024 significant variances on net income attributable to PFG; non-GAAP net income attributable to PFG, excluding exited business; and non-GAAP operating earnings.

PrincipalFinancial Group, Inc.

Reconciliation of U.S. GAAP to Non-GAAP Financial Measures

(inmillions, except as indicated)


Period<br> Ended,
4Q25 4Q24
Stockholders’<br> Equity, Excluding Cumulative Change in Fair Value of Funds Withheld Embedded Derivative and AOCI Other Than Foreign Currency Translation<br> Adjustment, Available to Common Stockholders:
Stockholders’<br> equity $ 11,917.0 $ 11,131.3
Noncontrolling<br> interest (33.1) (44.9)
Stockholders’<br> equity available to common stockholders 11,883.9 11,086.4
Cumulative<br> change in fair value of funds withheld embedded derivative (2,080.2) (2,381.3)
AOCI,<br> other than foreign currency translation adjustment 2,641.8 3,438.9
Stockholders’<br> equity, excluding cumulative change in fair value of funds withheld embedded derivative and AOCI other than foreign currency translation<br> adjustment, available to common stockholders $ 12,445.5 $ 12,144.0
Book<br> Value Per Common Share, Excluding Cumulative Change in Fair Value of Funds Withheld Embedded Derivative and AOCI Other Than Foreign<br> Currency Translation Adjustment:
Book<br> value per common share $ 54.66 $ 49.01
Cumulative<br> change in fair value of funds withheld embedded derivative and AOCI, other than foreign currency translation adjustment 2.59 4.68
Book<br> value per common share, excluding change in fair value of funds withheld embedded derivative and AOCI other than foreign currency<br> translation adjustment $ 57.25 $ 53.69

PrincipalFinancial Group, Inc.

Reconciliation of U.S. GAAP to Non-GAAP Financial Measures

(inmillions)

Three<br> Months Ended, Trailing<br> Twelve Months,
4Q25 4Q24 4Q25 4Q24
Income<br> Taxes:
Total<br> GAAP income taxes (benefit) $ 110.4 $ 209.9 $ 160.5 $ 291.7
Net<br> realized capital gains (losses) tax adjustments (7.7) 18.9 33.5 16.1
Exited<br> business tax adjustments (7.1) (146.9) 129.8 (17.6)
Income<br> taxes related to equity method investments and noncontrolling interest 14.3 16.9 68.5 74.3
Income<br> taxes $ 109.9 $ 98.8 $ 392.3 $ 364.5
Net<br> Realized Capital Gains (Losses):
GAAP<br> net realized capital gains (losses) $ 53.7 $ (88.6) $ 27.7 $ (27.3)
Market<br> value adjustments to fee revenues - - (0.1) 0.1
Net<br> realized capital gains (losses) related to equity method investments (0.3) (3.7) 5.3 (17.3)
Derivative<br> and hedging-related revenue adjustments (25.2) (6.4) (101.4) 46.0
Certain<br> variable annuity fees 17.2 17.4 68.0 71.3
Sponsored<br> investment funds and other adjustments 17.1 10.7 41.5 29.9
Capital<br> gains distributed – operating expenses (15.4) (26.4) (31.4) (110.5)
Amortization<br> of actuarial balances (5.2) (1.2) (14.5) (1.8)
Derivative<br> and hedging-related expense adjustments 0.1 (0.7) 1.6 (3.5)
Market<br> value adjustments of embedded derivatives (6.2) (9.0) (24.0) (24.7)
Market<br> value adjustments of market risk benefits (19.5) 1.7 (100.1) (43.9)
Capital<br> gains distributed – cost of interest credited 0.4 (11.2) (22.6) (60.6)
Net<br> realized capital gains (losses) tax adjustments (7.7) 18.9 33.5 16.1
Net<br> realized capital gains (losses) attributable to noncontrolling interest, after-tax (7.1) 3.9 (61.8) (9.1)
Total<br> net realized capital gains (losses) after-tax adjustments (51.8) (6.0) (206.0) (108.0)
Net<br> realized capital gains (losses), as adjusted $ 1.9 $ (94.6) $ (178.3) $ (135.3)
Income<br> (Loss) from Exited Business:
Pre-tax<br> impacts of exited business:
Amortization<br> of reinsurance gains (losses) $ (19.0) $ (115.6) $ (84.1) $ (589.6)
Other<br> impacts of reinsured business (32.7) 38.3 (209.9) 137.9
Net<br> realized capital gains (losses) on funds withheld assets 11.7 (18.2) 43.2 87.7
Change<br> in fair value of funds withheld embedded derivative 74.2 794.3 (381.1) 447.4
Tax<br> impacts of exited business (7.1) (146.9) 129.8 (17.6)
Total<br> income (loss) from exited business $ 27.1 $ 551.9 $ (502.1) $ 65.8


PrincipalFinancial Group, Inc.

Reconciliation of U.S. GAAP to Non-GAAP Financial Measures

(inmillions)


Three<br> Months Ended, Trailing Twelve Months,
4Q25 4Q24 4Q25 4Q24
Investment<br> Management Operating Revenues Less Pass-Through Expenses:
Operating<br> revenues $ 482.7 $ 474.6 $ 1,887.5 $ 1,820.7
Commissions<br> and other expenses (40.9) (38.9) (156.7) (152.1)
Operating<br> revenues less pass-through expenses $ 441.8 $ 435.7 $ 1,730.8 $ 1,668.6