PRINCIPAL FINANCIAL GROUP INC — Director's Dealing 2014

Aug 27, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRINCIPAL FINANCIAL GROUP INC (PFG)
CIK: 0001126328
Period of Report: 2014-08-26

Reporting Person: Houston Daniel Joseph (Pres.-Ret., Ins. & Fin. Svcs.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-08-26	Common Stock	M	20575	$49.25	Acquired	129604	Direct
2014-08-26	Common Stock	S	20575	$54.00	Disposed	109029	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-08-26	Employee Stock Option (Right to Buy)	$49.25	M	20575	Disposed	2016-02-27	Common Stock (20575)	Direct

Footnotes

F1: Pursuant to a 10b5-1 trading plan adopted by the reporting person on June 2, 2014.

F2: Includes 1,043 shares acquired pursuant to the Principal Financial Group, Inc. Employee Stock Purchase Plan.