X0304 4 2011-12-02 0001126328 PRINCIPAL FINANCIAL GROUP INC PFG 0001443238 Lillis Terrance J. 711 HIGH STREET DES MOINES IA 50392 0 1 0 0 Senior Vice President & CFO Common Stock 2011-12-02 4 A 0 347 0 A 24074 D Common Stock 37 I By 401(k) Plan Common Stock 303 I By Spouse Phantom Stock Units 2011-12-02 4 A 0 4 24.30 A Common Stock 4 142.2 D Grant of restricted stock units. Includes 6,949 shares acquired pursuant to the Principal Financial Group, Inc. Employee Stock Purchase Plan. Security converts to common stock on a one-for-one basis. The phantom stock units were acquired pursuant to the Principal Select Savings Excess Plan and may be transferred at any time into another investment alternative under the plan. Interests under the plan will be settled upon the reporting person's termination of service. Joyce N. Hoffman, by Power of Attorney 2011-12-06