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PFGPrincipal Financial Group

Financials · Health Insurance · Nasdaq
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The 10-K against last year's

123 changes: 18 added, 35 removed, 68 reworded, 2 quiet changes

10-K Feb 18, 2026 vs Feb 19, 2025
Risk FactorsRedline ↓
23.5%
of the text changed · 10,493 words now
10.4%
of the text changed · 16,611 words now
Legal ProceedingsRedline ↓
24.8%
of the text changed · 833 words now
Accounting PoliciesRedline ↓
24.7%
of the text changed · 1,071 words now

10-K 0001104659-26-017031 (2026-02-18) vs 10-K 0001410578-25-000160 (2025-02-19)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Risk Factors 187 words changed in this paragraph; it is 50% similar to last year's version.
Factors such as Macroeconomic factors, including consumer spending, business investment, government spending, the volatility market volatility, inflation and strength of the capital markets, investor and consumer confidence, foreign currency exchange rates, inflation levels affect our business volume and our ability to manage inflation risk effectively all affect the business and economic environment and, ultimately, the amount and profitability of our business. In an economic downturn characterized by higher unemployment, lower family income, lower corporate earnings, lower business investment, negative investor sentiment and lower consumer spending, the profitability. Economic downturns may reduce demand for our financial and insurance products products. We may be adversely affected. In addition, we may experience an elevated incidence of also face increased claims and lapses or surrenders of policies. policy lapsation. Our policyholders may choose to defer paying insurance premiums or stop paying insurance premiums altogether. In addition, reductions in employment levels of our existing employer customers may result in a reduction in membership levels and premium income for our specialty benefits products. Participants within the Reduced payroll deferrals in retirement plans for which we provide administrative services and increased withdrawals of investment accounts may elect to reduce or stop their payroll deferrals to these plans, which would reduce lower AUM, AUA and revenues. In addition, reductions Reductions in employment levels may result in a decline in employee deposits into retirement plans. Adverse economic changes in the economy could affect may materially impact our net income negatively and could have a material adverse effect on our business, results of operations and financial condition. In addition, increased reliance on passive investment strategies, including target date funds, may amplify market volatility impacts and reduce flexibility in responding to adverse economic conditions.

Source: Item 1A, 10-K 0001104659-26-017031 vs Item 1A, 10-K 0001410578-25-000160

MD&A 178 words changed in this paragraph; it is 43% similar to last year's version.
On January 16, 2025, we announced the signing of an agreement with BCT to expand our investment management capabilities and exit our sponsor and trustee (pension) roles in Hong Kong for MPF Schemes. BCT will be assuming the role as sponsor and trustee for the Principal MPF Schemes. The transaction is expected to close during the first quarter of in 2026, subject to regulatory approval, approval; however, certain transaction impacts were recognized in first quarter 2025. We impaired our distribution agreement intangible asset and will be contract cost asset, resulting in a $65.4 million loss reported within in operating expenses on our consolidated statements of operations. Additionally, we classified our customer relationship intangible asset as held-for-sale, resulting in a $77.0 million loss reported in net realized capital gains (losses) on our consolidated statements of operations. For segment reporting, the impairments are reflected in loss from exited business and the held-for-sale write-down is reflected in net realized capital losses. As such, they had no impact on our Principal Asset Management segment. We expect to record a one-time charge of approximately $140.0 million in the first quarter of 2025 primarily attributable to the write-down of certain intangible assets and deferred contract cost assets, which will reduce pre-tax net income. For segment reporting purposes, the charge will be reported as exited business and net realized capital loss from exiting our roles as MPF Scheme sponsor and trustee. As such, it will have no impact on segment pre-tax operating earnings.

Source: Item 7, 10-K 0001104659-26-017031 vs Item 7, 10-K 0001410578-25-000160

Legal Proceedings 119 words changed in this paragraph; it is 40% similar to last year's version.
Daniel Houston, 63, was a director Joel Pitz, 53, has been Executive Vice President & Chief Financial Officer of the Company and Principal Life and since May 20, 2025. Prior to his current position, he was Interim Chief Executive Financial Officer of the Company and Principal Life from August 2015 until his retirement effective January 7, 2024 to May 2025. Prior to holding these positions, Previously, he held the same positions except was Chief Operating Officer (and not Chief Executive Officer) from 2014 to 2015 served as Senior Vice President and was President Controller of the Company and Principal Life from 2014 2021 to August 2024. Previously, he served as President, Retirement, Insurance 2024 and Vice President and Chief Financial Services Officer of the Company and Principal Life International from 2010 May 2016 to 2014 and held several leadership roles in Retirement and Income Solutions of the Company and Principal Life. He currently serves as Executive Chairman of the Company and Principal Life. August 2021.

Source: Item 3, 10-K 0001104659-26-017031 vs Item 3, 10-K 0001410578-25-000160

Accounting Policies 111 words changed in this paragraph; it is 78% similar to last year's version.
Description Date of Effect on our consolidated adoption financial statements or other significant matters Standards not yet adopted: ​ ​ Disaggregation of Income Statement Expenses December 31, 2027 We are currently evaluating the impact this guidance will have on our notes to the consolidated financial statements. This authoritative guidance expands the disclosures about a public entity’s expenses and addresses requests for more granular information about the types of expenses in commonly presented expense categories. ​ Improvements to income tax disclosures January 1, 2025 This guidance will not have a material impact on our notes to the consolidated financial statements. This authoritative guidance provides improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. ​ Standards adopted: ​ ​ Improvements to reportable segments disclosures December 31, 2024 The enhanced disclosures can be found in Note 20, Segment Information. This authoritative guidance enhances the disclosures about a public entity’s reportable segments and addresses requests from investors for additional, more detailed information about a reportable segment’s expenses. ​ Targeted improvements to the accounting for long-duration insurance contracts January 1, 2023 This guidance changed how we account for many of our insurance and annuity products. This authoritative guidance updated certain requirements in the accounting for long-duration insurance and annuity contracts. The additional disclosure requirements can be found in the following notes: ​ ● 1. Note 7, Deferred Acquisition Costs and Other Actuarial Balances The assumptions used to calculate the liability for future policy benefits on traditional and limited-payment contracts are reviewed and updated periodically. Cash flow assumptions are reviewed at least annually and updated when necessary with the impact recognized in net income. Discount rate assumptions are prescribed as the current upper-medium grade (low credit risk) fixed income instrument yield and are updated quarterly with the impact recognized in other comprehensive income (“OCI”). ●

Source: Item 8, Note 1 – Nature of Operations and Significant Accounting Policies, 10-K 0001104659-26-017031 vs Item 8, Note 1 – Nature of Operations and Significant Accounting Policies, 10-K 0001410578-25-000160

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of PFG's Risk Factors and MD&A, 10-K 2026-02-18 against 10-K 2025-02-19. Each links to the text at sec.gov.

AddedRisk Factors
Disruptions, uncertainty or volatility in the capital and credit markets may limit our access to capital required to operate our business, most significantly our insurance operations. Market conditions may hinder our ability to meet obligations, satisfy capital requirements, and access the capital needed to grow our business. We may face higher capital costs or reduced flexibility, impacting liquidity and profitability.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
In a time of market illiquidity, we may be forced to sell assets at unfavorable prices as reported asset values may not reflect potential sale prices in stressed markets.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
Deferred tax assets and liabilities reflect differences between financial and tax bases, using enacted future tax rates. We assess deferred tax asset recoverability quarterly and establish valuation allowances as needed. We consider reversals of existing taxable temporary differences, future income, carrybacks and tax planning strategies when evaluating the need for valuation allowances.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
We provide products and services to certain employee benefit plans that are subject to ERISA or the Internal Revenue Code of 1986, as amended and regulated by various federal agencies, including the DOL. The laws governing employee benefit plans are complex. Failure to comply can result in civil penalties, excise taxes, litigation, and reputational harm. At times, we contract with customers to provide services as an ERISA fiduciary. In this case, ERISA imposes high standards of conduct on our activities, including managing conflicts of interest and complying with prohibited transaction exemptions. Changes to fiduciary rules, including regulations for fiduciary investment advice, may require modifications to our business practices, compensation structures, systems, and compliance programs. These changes could increase operational costs and limit certain sales practices.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
Additional legislative or regulatory action in the United States and globally could further regulate our collection, use, sharing and other processing of personal data. Evolving privacy laws may raise compliance costs and increase reputational and regulatory risks.

Read it in 10-K 2026-02-18 at sec.gov ↗

Show the other 10
AddedRisk Factors
Our operations increasingly depend on a network of third party vendors, many of whom rely on additional subcontractors or fourth party providers. This extended dependency can lead to a rise in service disruptions and performance failures, particularly in areas critical to financial services such as technology infrastructure, data processing and customer support. These incidents may result in operational delays and reputational risk and may adversely affect our ability to meet regulatory obligations and client expectations.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
Sustainability considerations are an important element of our portfolio construction process. Risk underwriting includes an assessment of sustainability factors and the sustainability characteristics of our portfolio are monitored on a regular basis. A diversified portfolio helps us mitigate sustainability risks, including those from climate. Ongoing monitoring of our portfolio allows us to adjust exposure to sectors and/or geographical areas that face severe climate change risks.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
Policy uncertainty regarding geoeconomic issues and geopolitical uncertainty more broadly are increasing factor considerations for market participants.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
On January 19, 2026, an agreement with Banco Santander, S.A. (“Santander”) was announced whereby Santander will acquire our annuities business in Chile, Principal Compañía de Seguros de Vida Chile S.A. (“Vida”), subject to regulatory approvals. The transaction is structured such that the Vida legal entity will be sold excluding its universal life and asset management business, which will be carved out prior to the sale. We expect the transaction to close in the third quarter of 2026. We expect to incur an estimated $280.0 million pre-tax net realized capital loss on the disposal primarily due to recognizing into income our accumulated foreign currency translation adjustment in a loss position. We do not expect a material impact to our Principal Asset Management segment pre-tax operating earnings upon completion of the sale.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
The market risk benefit remeasurement (gain) loss change was primarily due to the $136.4 million unfavorable impact from the change in fair value of the MRB asset (liability), excluding impacts of nonperformance risk, primarily driven by changes in market movements. This change was offset by a $103.6 million favorable impact from periodic and final settlements for derivatives used to hedge MRBs. See Item 8. “Financial Statements and Supplementary Data, Notes to Consolidated Financial Statements, Note 11, Market Risk Benefits” for further information on market effects.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
(2) 2025 includes withdrawals related to certain exited pension business in Hong Kong and the divestment of Post Advisory Group. 2025 and 2024 include the divestment of Origin Asset Management.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
Pre-tax operating losses increased primarily due to an $18.6 million increase in compensation costs, partially offset by $8.4 million higher net investment income largely resulting from mark-to-market gains on investments and a $7.8 million increase in interest income related to tax settlements.

Read it in 10-K 2026-02-18 at sec.gov ↗

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