NTRS / Northern Trust Corporation - Документы SEC, Годовой отчет, Доверенное заявление

Северная трастовая корпорация
US ˙ NasdaqGS ˙ US6658591044

Основная статистика
LEI 549300GLF98S992BC502
CIK 73124
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Northern Trust Corporation
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
September 3, 2025 8-K

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 (Date of earliest event reported) September 3, 2025 NORTHERN TRUST C

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 (Date of earliest event reported) September 3, 2025 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commis

September 3, 2025 EX-99.1

News Release Europe, Middle East, Africa & Asia- Pacific Contact: Camilla Greene +44 (0) 207 982 2176 [email protected] Simon Ansell +44 (0) 207 982 1016 [email protected] US & Canada Contact: Joanne Zalatoris +1 (312) 900-3462 Joanne.zalat

exhibit991pressrelease News Release Europe, Middle East, Africa & Asia- Pacific Contact: Camilla Greene +44 (0) 207 982 2176 Camilla.

July 30, 2025 EX-10.1

Northern Trust Corporation Non-Employee Director Compensation Plan, as amended

Exhibit 10.1 NORTHERN TRUST CORPORATION Non-Employee Director Compensation Plan 1.Purpose. This Non-Employee Director Compensation Plan (the “Plan”) is adopted by the Board of Directors (the “Board”) of Northern Trust Corporation (the “Corporation”). This Plan is adopted pursuant to the Northern Trust Corporation 2017 Long-Term Incentive Plan (the “2017 LTIP”). Capitalized terms defined in the 201

July 30, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATIO

July 28, 2025 8-K

Financial Statements and Exhibits, Other Events

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 (Date of earliest event reported) July 22, 2025 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

July 28, 2025 EX-99.1

Northern Trust Announces New Stock Repurchase Authorization

Exhibit 99.1 News Release Investor Contact: Jennifer Childe (312) 444-3290 [email protected] Media Contact: John D. O'Connell (312) 444-2388 [email protected] http://www.northerntrust.com Northern Trust Announces New Stock Repurchase Authorization CHICAGO, July 28, 2025 – On July 22, 2025, the Board of Directors (the “Board”) of Northern Trust Corporation (the “Corporation”) approved a

July 23, 2025 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2024 2025 2020 2021 2022 2023 2024 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,209.3 $ 1,545.3 $ 1,336.0 $ 1,107.3 $ 2,03

Exhibit 99.3 Financial Trends Second Quarter 2025 July 23, 2025 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Trace Stegeman Senior Financial Analyst, Investor Relations (312) 630-1428 or [email protected] The historical financial results and trends reflected in this report are not indicative of fu

July 23, 2025 EX-99.2

northerntrust.com / © 2025 Northern Trust NORTHERN TRUST CORPORATION Strategy Update & Second Quarter 2025 Earnings Review northerntrust.com / © 2025 Northern Trust Delivering One Northern Trust for Clients $1.7 Trillion AUM1 ASSET MANAGEMENT ASSET S

q22025presentationmateri northerntrust.com / © 2025 Northern Trust NORTHERN TRUST CORPORATION Strategy Update & Second Quarter 2025 Earnings Review northerntrust.com / © 2025 Northern Trust Delivering One Northern Trust for Clients $1.7 Trillion AUM1 ASSET MANAGEMENT ASSET SERVICING $16.9 Trillion AUC/A1 WEALTH MANAGEMENT $1.2 Trillion AUC/A1 INTEGRATED GLOBAL OPERATING PLATFORM Individuals Famili

July 23, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) July 23, 2025 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

July 23, 2025 EX-99.1

NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $421.3 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $2.13

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: John O'Connell | 312-444-2388  | John.O'[email protected] NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $421.3 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $2.13 CHICAGO, JULY 23, 2025 — Northern Trust Corporation today reported second quarter

June 24, 2025 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 [ ] Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-36609 A. Full title of the plan and the a

April 30, 2025 EX-10.2

Form of 2025 Stock Unit Award Terms and Conditions

Exhibit 10.2 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of Stock Units. The Restricted Stock Units (“Stock Units”) with respect to shares of Common Stock of Northern Trust Corporation (the “Corporation”) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Stock

April 30, 2025 EX-10.1

Form of 2025 Performance Stock Unit Award Terms and Conditions

Exhibit 10.1 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO PERFORMANCE STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of PSUs. The performance stock units (“PSUs”) with respect to shares of Common Stock of Northern Trust Corporation (the “Corporation”) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Perfor

April 30, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATI

April 23, 2025 EX-3.1

By-laws of Northern Trust Corporation, as amended April 22, 2025

Exhibit 3.1 By-laws of Northern Trust Corporation Chicago, Illinois As Amended Through April 22, 2025 TABLE OF CONTENTS Page ARTICLE I THE STOCKHOLDERS 1 SECTION 1.1 Annual Meeting 1 SECTION 1.2 Special Meetings 1 SECTION 1.3 Notice of Meetings 3 SECTION 1.4 Fixing Date of Record 3 SECTION 1.5 Inspectors of Elections 4 SECTION 1.6 Quorum 4 SECTION 1.7 Vote Required 5 SECTION 1.8 Proxies 5 SECTION

April 23, 2025 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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 (Date of earliest event reported) April 22, 2025 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 22, 2025 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2024 2025 2020 2021 2022 2023 2024 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,209.3 $ 1,545.3 $ 1,336.0 $ 1,107.3 $ 2,03

Exhibit 99.3 Financial Trends First Quarter 2025 April 22, 2025 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Trace Stegeman Senior Financial Analyst, Investor Relations (312) 630-1428 or [email protected] The historical financial results and trends reflected in this report are not indicative of fu

April 22, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) April 22, 2025 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 22, 2025 EX-99.2

NTAC:3NS-20 northerntrust.com / © 2025 Northern Trust NORTHERN TRUST CORPORATION First Quarter 2025 Quarterly Earnings Review NTAC:3NS-20 northerntrust.com / © 2025 Northern Trust 2 135 years of strength, stability & stewardship Disciplined, client-c

NTAC:3NS-20 northerntrust.com / © 2025 Northern Trust NORTHERN TRUST CORPORATION First Quarter 2025 Quarterly Earnings Review NTAC:3NS-20 northerntrust.com / © 2025 Northern Trust 2 135 years of strength, stability & stewardship Disciplined, client-centric strategy Highest standards of client service Product leadership & innovative services Solutions-focused technology & integrated operating platf

April 22, 2025 EX-99.1

NORTHERN TRUST CORPORATION northerntrust.com / © 2025 Northern Trust 2025 Annual Meeting Of Stockholders northerntrust.com / © 2025 Northern Trust 2 Forward-looking Statements This presentation may include statements which constitute “forward - looki

NORTHERN TRUST CORPORATION northerntrust.com / © 2025 Northern Trust 2025 Annual Meeting Of Stockholders northerntrust.com / © 2025 Northern Trust 2 Forward-looking Statements This presentation may include statements which constitute “forward - looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward -looking statements a

April 22, 2025 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $392.0 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.90

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $392.0 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.90 CHICAGO, APRIL 22, 2025 — Northern Trust Corporation today reported first quarter net income

April 22, 2025 8-K

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 (Date of earliest event reported) April 22, 2025 NORTHERN TRUST CORP

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 (Date of earliest event reported) April 22, 2025 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

March 12, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  ☒         Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted

March 12, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒        Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

February 24, 2025 EX-10.3(IV)

Amendment Number Four, dated November 5, 2024 and effective January 1, 2025.

Exhibit 10.3(iv) AMENDMENT NUMBER FOUR TO THE NORTHERN TRUST CORPORATION SUPPLEMENTAL THRIFT-INCENTIVE PLAN (As Amended and Restated Effective as of January 1, 2008) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Supplemental Thrift-Incentive Plan, As Amended and Restated effective as of January 1, 2008 (the “Plan”); and WHEREAS, pursuant to Sectio

February 24, 2025 EX-19

Securities Transactions Policy.

Exhibit 19 NORTHERN TRUST CORPORATION SECURITIES TRANSACTIONS POLICY Adopted July 16, 2024 Northern Trust Corporation (the “Corporation”) is a public company, the common stock of which is traded on The NASDAQ Stock Market and registered under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”).

February 24, 2025 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NORTHERN TRUST CORPORATION SUBSIDIARIES AS OF FEBRUARY 24, 2025 Percent Owned Jurisdiction of Incorporation The Northern Trust Company 100% Illinois Equity Data Science, Inc.

February 24, 2025 EX-10.16

Northern Partners Incentive Plan, as amended and restated on January 21, 2025.

Exhibit 10.16 Northern Partners Incentive Plan (As amended and restated on January 21, 2025) I.INTRODUCTION 1.1Purpose. The purpose of the Northern Partners Incentive Plan (“NPIP” and collectively with any Sub-Plans, the “Plan”) is to (i) promote the achievement of superior financial and operating performance of Northern Trust Corporation and its subsidiaries (hereinafter referred to as “Northern

February 24, 2025 EX-10.5(I)

Amendment Number One, dated November 5, 2024 and effective January 1, 2025.

Exhibit 10.5(i) AMENDMENT NUMBER ONE TO THE NORTHERN TRUST CORPORATION DEFERRED COMPENSATION PLAN (As Amended and Restated Effective as of January 1, 2024) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Deferred Compensation Plan, As Amended and Restated effective as of January 1, 2024 (the “Plan”); and WHEREAS, pursuant to Section 7.1(b) of the Pl

February 24, 2025 EX-10.2(II)

Amendment Number Two, dated November 5, 2024 and effective January 1, 2025.

Exhibit 10.2(ii) AMENDMENT NUMBER TWO TO THE NORTHERN TRUST CORPORATION SUPPLEMENTAL EMPLOYEE STOCK OWNERSHIP PLAN (As Amended and Restated Effective as of January 1, 2008) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Supplemental Employee Stock Ownership Plan, As Amended and Restated effective as of January 1, 2008 (the “Plan”); and WHEREAS, pur

February 24, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATION (E

February 24, 2025 EX-4.3

Description of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, Northern Trust Corporation had two classes of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) common stock; and (2) depositary shares each representing a 1/1,000th ownership interest in a share

February 24, 2025 EX-10.4(II)

Amendment Number Two, dated November 5, 2024 and effective January 1, 2025.

Exhibit 10.4(ii) AMENDMENT NUMBER TWO TO NORTHERN TRUST CORPORATION SUPPLEMENTAL PENSION PLAN (As Amended and Restated Effective January 1, 2009) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Supplemental Pension Plan, As Amended and Restated Effective January 1, 2009 (the “Plan”); and WHEREAS, pursuant to Section 6.1(b) of the Plan, the Executive

February 21, 2025 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 to CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 29, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorp

January 23, 2025 8-K

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 (Date of earliest event reported) January 23, 2025 NORTHERN TRUST CO

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 (Date of earliest event reported) January 23, 2025 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

January 23, 2025 EX-99.2

northerntrust.com / © 2025 Northern Trust NORTHERN TRUST CORPORATION Strategic Update & Fourth Quarter 2024 Earnings Review northerntrust.com / © 2025 Northern Trust 2 135 years of strength, stability & stewardship Disciplined, client-centric strateg

q42024presentationmateri northerntrust.com / © 2025 Northern Trust NORTHERN TRUST CORPORATION Strategic Update & Fourth Quarter 2024 Earnings Review northerntrust.com / © 2025 Northern Trust 2 135 years of strength, stability & stewardship Disciplined, client-centric strategy Highest standards of client service Product leadership & innovative services Solutions-focused technology & integrated oper

January 23, 2025 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $455.4 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $2.26

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $455.4 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $2.26 CHICAGO, JANUARY 23, 2025 — Northern Trust Corporation today reported fourth quarter net inc

January 23, 2025 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2023 2024 2020 2021 2022 2023 2024 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,209.3 $ 1,545.3 $ 1,336.0 $ 1,107.3 $ 2,03

Exhibit 99.3 Financial Trends Fourth Quarter 2024 January 23, 2025 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Trace Stegeman Senior Financial Analyst, Investor Relations (312) 630-1428 or [email protected] The historical financial results and trends reflected in this report are not indicative of

January 22, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 (Date of earliest event reported) January 22, 2025 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

January 22, 2025 EX-99.1

News Release Investor Contact: Jennifer Childe 312-444-3290 [email protected] Media Contact: Doug Holt 312-662-8315 [email protected] http://www.northerntrust.com FOR IMMEDIATE RELEASE Northern Trust Names Robert Moritz, Richard Petrino to Bo

News Release Investor Contact: Jennifer Childe 312-444-3290 [email protected] Media Contact: Doug Holt 312-662-8315 [email protected] http://www.northerntrust.com FOR IMMEDIATE RELEASE Northern Trust Names Robert Moritz, Richard Petrino to Board of Directors CHICAGO, JANUARY 22, 2025 — Northern Trust (Nasdaq: NTRS) announced today the appointments of Robert (Bob) Moritz and Richard (Rick)

November 22, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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 (Date of earliest event reported) November 19, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commis

November 22, 2024 EX-3.1

By-laws of Northern Trust Corporation, as amended November 19, 2024

Exhibit 3.1 By-laws of Northern Trust Corporation Chicago, Illinois As Amended Through November 19, 2024 TABLE OF CONTENTS Page -i- ARTICLE I THE STOCKHOLDERS ................................................................................................................ 1 SECTION 1.1 Annual Meeting ...................................................................................................

October 29, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPO

October 23, 2024 EX-99.2

northerntrust.com / © 2024 Northern Trust NORTHERN TRUST CORPORATION Third Quarter 2024 Quarterly Earnings Review northerntrust.com / © 2024 Northern Trust 2 135 years of strength, stability & stewardship Disciplined, client-centric strategy Product

northerntrust.com / © 2024 Northern Trust NORTHERN TRUST CORPORATION Third Quarter 2024 Quarterly Earnings Review northerntrust.com / © 2024 Northern Trust 2 135 years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client service Solutions-focused technology & integrated operating platform northerntrust.com / © 2023 No

October 23, 2024 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2023 2024 2019 2020 2021 2022 2023 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,336.0 $ 1,10

Exhibit 99.3 Financial Trends Third Quarter 2024 October 23, 2024 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Grace Higgins Second Vice President, Investor Relations (847) 946-9113 or [email protected] The historical financial results and trends reflected in this report are not indicative of futur

October 23, 2024 8-K

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 (Date of earliest event reported) October 23, 2024 NORTHERN TRUST CO

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 (Date of earliest event reported) October 23, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

October 23, 2024 EX-99.1

NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $464.9 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $2.22

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $464.9 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $2.22 CHICAGO, OCTOBER 23, 2024 — Northern Trust Corporation today reported third quarter net incom

September 17, 2024 CORRESP

Northern Trust Corporation 50 South La Salle Street Chicago, Illinois 60603 (312) 630-6000 September 17, 2024 VIA EDGAR TRANSMISSION Division of Corporation Finance Disclosure Review Program Securities and Exchange Commission 100 F Street, N.E. Washi

Northern Trust Corporation 50 South La Salle Street Chicago, Illinois 60603 (312) 630-6000 September 17, 2024 VIA EDGAR TRANSMISSION Division of Corporation Finance Disclosure Review Program Securities and Exchange Commission 100 F Street, N.

September 10, 2024 8-K

Current Report

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 (Date of earliest event reported) September 10, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commi

September 10, 2024 EX-99.1

Northern Trust Announces Leadership Changes

Exhibit 99.1 News Release Investor Contact: Jennifer Childe (312) 444-3290 [email protected] Media Contact: Doug Holt (312) 557-1571 [email protected] http://www.northerntrust.com Northern Trust Announces Leadership Changes CHICAGO, September 10, 2024 – Northern Trust Corporation announced today a number of leadership changes, effective Oct. 1, 2024. “These changes represent our One Northe

August 1, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATIO

July 17, 2024 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2023 2024 2019 2020 2021 2022 2023 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,336.0 $ 1,10

Exhibit 99.3 Financial Trends Second Quarter 2024 July 17, 2024 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Grace Higgins Second Vice President, Investor Relations (847) 946-9113 or [email protected] The historical financial results and trends reflected in this report are not indicative of future

July 17, 2024 EX-99.1

NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $896.1 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $4.34

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $896.1 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $4.34 CHICAGO, JULY 17, 2024 — Northern Trust Corporation today reported second quarter net income

July 17, 2024 8-K

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 (Date of earliest event reported) July 17, 2024 NORTHERN TRUST CORPO

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 (Date of earliest event reported) July 17, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

July 17, 2024 EX-99.2

northerntrust.com / © 2024 Northern Trust NORTHERN TRUST CORPORATION Second Quarter 2024 Quarterly Earnings Review northerntrust.com / © 2024 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Produc

northerntrust.com / © 2024 Northern Trust NORTHERN TRUST CORPORATION Second Quarter 2024 Quarterly Earnings Review northerntrust.com / © 2024 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client service Solutions-focused technology & integrated operating platform northerntrust.com / © 2023

June 25, 2024 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 [ ] Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-36609 A. Full title of the plan and the a

May 29, 2024 EX-99.1

News Release Media Contact: Doug Holt (312) 557-1571 [email protected] http://www.northerntrust.com Northern Trust Names Chandra Dhandapani to Board of Directors CHICAGO, May 29, 2024 – Northern Trust (Nasdaq: NTRS) announced today the appointment of Ch

News Release Media Contact: Doug Holt (312) 557-1571 [email protected] http://www.northerntrust.com Northern Trust Names Chandra Dhandapani to Board of Directors CHICAGO, May 29, 2024 – Northern Trust (Nasdaq: NTRS) announced today the appointment of Chandra Dhandapani to its Board of Directors. Dhandapani is currently a senior advisor at CBRE Group, Inc., the world’s largest commercial real estate s

May 29, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 (Date of earliest event reported) May 29, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

April 23, 2024 EX-10.1

Form of 2024 Performance Stock Unit Award Terms and Conditions

Exhibit 10.1 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO PERFORMANCE STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of PSUs. The performance stock units (“PSUs”) with respect to shares of Common Stock of Northern Trust Corporation (the “Corporation”) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Perfor

April 23, 2024 EX-10.2

Form of 2024 Stock Unit Award Terms and Conditions

Exhibit 10.2 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of Stock Units. The Restricted Stock Units (“Stock Units”) with respect to shares of Common Stock of Northern Trust Corporation (the “Corporation”) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Stock

April 23, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATI

April 19, 2024 8-K

Submission of Matters to a Vote of Security Holders

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 (Date of earliest event reported) April 16, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 17, 2024 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $214.7 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $0.96

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $214.7 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $0.96 CHICAGO, APRIL 16, 2024 — Northern Trust Corporation today reported first quarter net income

April 17, 2024 8-K/A

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 to CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 16, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of inco

April 17, 2024 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2023 2024 2019 2020 2021 2022 2023 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,336.0 $ 1,10

Exhibit 99.3 Financial Trends First Quarter 2024 April 16, 2024 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Grace Higgins Second Vice President, Investor Relations (847) 946-9113 or [email protected] The historical financial results and trends reflected in this report are not indicative of future

April 17, 2024 EX-99.2

northerntrust.com / © 2024 Northern Trust NORTHERN TRUST CORPORATION First Quarter 2024 Quarterly Earnings Review northerntrust.com / © 2024 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product

northerntrust.com / © 2024 Northern Trust NORTHERN TRUST CORPORATION First Quarter 2024 Quarterly Earnings Review northerntrust.com / © 2024 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client service Solutions-focused technology & integrated operating platform northerntrust.com / © 2023 N

April 16, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 (Date of earliest event reported) April 16, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 16, 2024 8-K

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 (Date of earliest event reported) April 16, 2024 NORTHERN TRUST CORP

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 (Date of earliest event reported) April 16, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 16, 2024 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $214.7 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $0.96

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $214.7 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $0.96 CHICAGO, APRIL 16, 2024 — Northern Trust Corporation today reported first quarter net income

April 16, 2024 EX-99.2

northerntrust.com / © 2024 Northern Trust NORTHERN TRUST CORPORATION First Quarter 2024 Quarterly Earnings Review northerntrust.com / © 2024 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product

northerntrust.com / © 2024 Northern Trust NORTHERN TRUST CORPORATION First Quarter 2024 Quarterly Earnings Review northerntrust.com / © 2024 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client service Solutions-focused technology & integrated operating platform northerntrust.com / © 2023 N

April 16, 2024 EX-99.1

NORTHERN TRUST CORPORATION northerntrust.com / © 2024 Northern Trust 2024 Annual Meeting Of Stockholders northerntrust.com / © 2024 Northern Trust 2 Forward-looking Statements This presentation may include statements which constitute “forward-looking

NORTHERN TRUST CORPORATION northerntrust.com / © 2024 Northern Trust 2024 Annual Meeting Of Stockholders northerntrust.com / © 2024 Northern Trust 2 Forward-looking Statements This presentation may include statements which constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are

April 16, 2024 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2023 2024 2019 2020 2021 2022 2023 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,336.0 $ 1,10

Exhibit 99.3 Financial Trends First Quarter 2024 April 16, 2024 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Grace Higgins Second Vice President, Investor Relations (847) 946-9113 or [email protected] The historical financial results and trends reflected in this report are not indicative of future

March 6, 2024 8-K

Other Events

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 (Date of earliest event reported) March 5, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

March 6, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒        Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

March 6, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  ☒         Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted

February 27, 2024 EX-10.16

Northern Partners Incentive Plan, as amended and restated on January 16, 2024.

Exhibit 10.16 Northern Partners Incentive Plan (As amended and restated on January 16, 2024) I. INTRODUCTION 1.1 Purpose. The purpose of the Northern Partners Incentive Plan (“NPIP” and collectively with any Sub-Plans, the “Plan”) is to (i) promote the achievement of superior financial and operating performance of Northern Trust Corporation and its subsidiaries (hereinafter referred to as “Norther

February 27, 2024 EX-4.3

Description of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, Northern Trust Corporation had two classes of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) common stock; and (2) depositary shares each representing a 1/1,000th ownership interest in a share

February 27, 2024 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NORTHERN TRUST CORPORATION SUBSIDIARIES AS OF FEBRUARY 27, 2024 Percent Owned Jurisdiction of Incorporation The Northern Trust Company 100% Illinois Equity Data Science, Inc.

February 27, 2024 EX-97

Northern Trust Corporation Rule 10D-1 Incentive-Based Compensation Recoupment Policy

Exhibit 97 NORTHERN TRUST CORPORATION RULE 10D-1 INCENTIVE-BASED COMPENSATION RECOUPMENT POLICY 1.

February 27, 2024 EX-10.5

Northern Trust Corporation Deferred Compensation Plan, as amended and restated effective as of January 1, 2024.

Exhibit 10.5 NORTHERN TRUST CORPORATION DEFERRED COMPENSATION PLAN (As Amended and Restated Effective as of January 1, 2024) INTRODUCTION The Northern Trust Corporation Deferred Compensation Plan (the “Plan”) was established by Northern Trust Corporation, a Delaware corporation (the “Corporation”) effective as of May 1, 1998. The primary purpose of the Plan is to provide a select group of manageme

February 27, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATION (E

February 13, 2024 SC 13G/A

NTRS / Northern Trust Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01564-northerntrustcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Northern Trust Corp Title of Class of Securities: Common Stock CUSIP Number: 665859104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to design

January 18, 2024 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $113.1 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $0.52

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $113.1 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $0.52 CHICAGO, JANUARY 18, 2024 — Northern Trust Corporation today reported fourth quarter net inc

January 18, 2024 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2022 2023 2019 2020 2021 2022 2023 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,336.0 $ 1,10

Exhibit 99.3 Financial Trends Fourth Quarter 2023 January 18, 2024 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Grace Higgins Second Vice President, Investor Relations (847) 946-9113 or [email protected] The historical financial results and trends reflected in this report are not indicative of futu

January 18, 2024 8-K

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 (Date of earliest event reported) January 18, 2024 NORTHERN TRUST CO

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 (Date of earliest event reported) January 18, 2024 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

January 18, 2024 EX-99.2

northerntrust.com / © 2023 Northern Trust Exhibit 99.2 northerntrust.com / © 2023 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client servic

q42023presentationmateri northerntrust.com / © 2023 Northern Trust Exhibit 99.2 northerntrust.com / © 2023 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client service Solutions-focused technology & integrated operating platform northerntrust.com / © 2023 Northern Trust 33 Financial Highlig

December 6, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 (Date of earliest event reported) December 6, 2023 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

October 31, 2023 EX-10.1

Northern Partners Incentive Plan, as amended and restated on July 17, 2023

Exhibit 10.1 Northern Partners Incentive Plan (As amended and restated on July 17, 2023) I.INTRODUCTION 1.1 Purpose. The purpose of the Northern Partners Incentive Plan (the “Plan”) is to (i) promote the achievement of superior financial and operating performance of Northern Trust Corporation and its subsidiaries (hereinafter referred to as “Northern Trust”), and (ii) further the objective of deli

October 31, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPO

October 18, 2023 8-K

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 (Date of earliest event reported) October 18, 2023 NORTHERN TRUST CO

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 (Date of earliest event reported) October 18, 2023 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

October 18, 2023 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2022 2023 2018 2019 2020 2021 2022 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,556.4 $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,33

Exhibit 99.3 Financial Trends Third Quarter 2023 October 18, 2023 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Grace Higgins Second Vice President, Investor Relations (847) 946-9113 or [email protected] The historical financial results and trends reflected in this report are not indicative of futur

October 18, 2023 EX-99.1

NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $327.8 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.49

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $327.8 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.49 CHICAGO, OCTOBER 18, 2023 — Northern Trust Corporation today reported third quarter net incom

October 18, 2023 EX-99.2

northerntrust.com / © 2023 Northern Trust Exhibit 99.2 northerntrust.com / © 2023 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client servic

q32023presentationmateri northerntrust.com / © 2023 Northern Trust Exhibit 99.2 northerntrust.com / © 2023 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client service Solutions-focused technology & integrated operating platform northerntrust.com / © 2023 Northern Trust 33 Financial Highlig

August 4, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Northern Trust Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration

August 4, 2023 EX-25.1

Statement of Eligibility on Form T-1 of The Bank of New York Mellon Trust Company, N.A. to act as trustee under the Indenture

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) N/A

August 4, 2023 S-3ASR

As filed with the Securities and Exchange Commission on August 4, 2023

Table of Contents As filed with the Securities and Exchange Commission on August 4, 2023 Registration No.

July 25, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATIO

July 19, 2023 8-K

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 (Date of earliest event reported) July 19, 2023 NORTHERN TRUST CORPO

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 (Date of earliest event reported) July 19, 2023 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

July 19, 2023 EX-99.1

NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $331.8 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.56

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $331.8 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.56 CHICAGO, JULY 19, 2023 — Northern Trust Corporation today reported second quarter net income

July 19, 2023 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2022 2023 2018 2019 2020 2021 2022 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,556.4 $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,33

Exhibit 99.3 Financial Trends Second Quarter 2023 July 19, 2023 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Grace Higgins Second Vice President, Investor Relations (847) 946-9113 or [email protected] The historical financial results and trends reflected in this report are not indicative of future

July 19, 2023 EX-99.2

northerntrust.com / © 2023 Northern Trust Exhibit 99.2 northerntrust.com / © 2023 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client servic

q22023presentationmateri northerntrust.com / © 2023 Northern Trust Exhibit 99.2 northerntrust.com / © 2023 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client service Solutions-focused technology & integrated operating platform northerntrust.com / © 2023 Northern Trust 33 Financial Highlig

June 23, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022 [ ] Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-36609 A. Full title of the plan and the a

June 12, 2023 EX-99.1

northerntrust.com / © 2023 Northern Trust Morgan Stanley Financials, Payments and CRE Conference PRESENTED BY: Thomas A. South Executive Vice President | Chief Information Officer Jason J. Tyler Executive Vice President | Chief Financial Officer Nort

morganstanleypresentatio northerntrust.com / © 2023 Northern Trust Morgan Stanley Financials, Payments and CRE Conference PRESENTED BY: Thomas A. South Executive Vice President | Chief Information Officer Jason J. Tyler Executive Vice President | Chief Financial Officer Northern Trust Information Technology Overview June 12, 2023 1 This presentation may include statements which constitute “forward

June 12, 2023 8-K

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 (Date of earliest event reported) June 12, 2023 NORTHERN TRUST CORPO

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 (Date of earliest event reported) June 12, 2023 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

May 2, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATI

May 2, 2023 EX-10.2

Form of 2023 Stock Unit Award Terms and Conditions

Exhibit 10.2 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of Stock Units. The Restricted Stock Units (“Stock Units”) with respect to shares of Common Stock of Northern Trust Corporation (the “Corporation”) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Stock

May 2, 2023 EX-10.1

Form of 2023 Performance Stock Unit Award Terms and Conditions (incorporated herein by reference to Exhibit 10.1 to the Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023).

Exhibit 10.1 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO PERFORMANCE STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of PSUs. The performance stock units (“PSUs”) with respect to shares of Common Stock of Northern Trust Corporation (the “Corporation”) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Perfor

April 27, 2023 8-K

Submission of Matters to a Vote of Security Holders

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 (Date of earliest event reported) April 25, 2023 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 25, 2023 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2022 2023 2018 2019 2020 2021 2022 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,556.4 $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,33

Exhibit 99.3 Financial Trends First Quarter 2023 April 25, 2023 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Grace Higgins Second Vice President, Investor Relations (847) 946-9113 or [email protected] The historical financial results and trends reflected in this report are not indicative of future

April 25, 2023 EX-99.2

northerntrust.com / © 2023 Northern Trust Exhibit 99.2 northerntrust.com / © 2023 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client servic

q12023presentationmateri northerntrust.com / © 2023 Northern Trust Exhibit 99.2 northerntrust.com / © 2023 Northern Trust 2 130+ years of strength, stability & stewardship Disciplined, client-centric strategy Product leadership & innovation Highest standards of client service Solutions-focused technology & integrated operating platform northerntrust.com / © 2023 Northern Trust 33 Financial Highlig

April 25, 2023 8-K

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 (Date of earliest event reported) April 25, 2023 NORTHERN TRUST CORP

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 (Date of earliest event reported) April 25, 2023 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 25, 2023 EX-99.1

northerntrust.com / © 2023 Northern Trust Exhibit 99.1 northerntrust.com / © 2023 Northern Trust 2 This presentation may include statements which constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private

annualmeetingslides northerntrust.com / © 2023 Northern Trust Exhibit 99.1 northerntrust.com / © 2023 Northern Trust 2 This presentation may include statements which constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identified typically by words or phrases such as “believe

April 25, 2023 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $334.6 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.51 Revenue of $1.7 billion Return on Average Common Equity 12.4% Common Equity Tier 1 Capital 11.3%

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $334.6 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.51 Revenue of $1.7 billion Return on Average Common Equity 12.4% Common Equity Tier 1 Capital 11

April 25, 2023 8-K

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 (Date of earliest event reported) April 25, 2023 NORTHERN TRUST CORP

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 (Date of earliest event reported) April 25, 2023 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

March 16, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the C om mission Only (as permitted by Rule

March 16, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

February 28, 2023 EX-10.3III

Amendment Number Three, dated December 28, 2022 and effective January 1, 2023 (incorporated herein by reference to Exhibit 10.3(iii) to the Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022).

Exhibit 10.3 (iii) AMENDMENT NUMBER THREE TO THE NORTHERN TRUST CORPORATION SUPPLEMENTAL THRIFT-INCENTIVE PLAN (As Amended and Restated Effective as of January 1, 2008) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Supplemental Thrift-Incentive Plan, As Amended and Restated effective as of January 1, 2008 (the “Plan”); and WHEREAS, amendment of th

February 28, 2023 EX-4.3

Description of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Northern Trust Corporation had two classes of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) common stock; and (2) depositary shares each representing a 1/1,000th ownership interest in a share

February 28, 2023 EX-10.2I

Amendment Number One, dated December 28, 2022 and effective January 1, 2023 (incorporated herein by reference to Exhibit 10.2(i) to the Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022).

Exhibit 10.2 (i) AMENDMENT NUMBER ONE TO THE NORTHERN TRUST CORPORATION SUPPLEMENTAL EMPLOYEE STOCK OWNERSHIP PLAN (As Amended and Restated Effective as of January 1, 2008) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Supplemental Employee Stock Ownership Plan, As Amended and Restated effective as of January 1, 2008 (the “Plan”); and WHEREAS, ame

February 28, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATION (E

February 28, 2023 EX-10.4I

Amendment Number One, dated December 28, 2022 and effective January 1, 2023 (incorporated herein by reference to Exhibit 10.4(i) to the Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022).

Exhibit 10.4 (i) AMENDMENT NUMBER ONE TO NORTHERN TRUST CORPORATION SUPPLEMENTAL PENSION PLAN (As Amended and Restated Effective January 1, 2009) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Supplemental Pension Plan, As Amended and Restated Effective January 1, 2009 (the “Plan”); and WHEREAS, the amendment of the Plan is now considered desirable

February 28, 2023 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NORTHERN TRUST CORPORATION SUBSIDIARIES AS OF FEBRUARY 28, 2023 Percent Owned Jurisdiction of Incorporation The Northern Trust Company 100% Illinois Equity Data Science, Inc.

February 28, 2023 EX-10.19IV

Amendment Number Four to The Northern Trust Company Death Benefit Plan, dated June 22, 2022 and effective May 4, 2022 (incorporated herein by reference to Exhibit 10.19(iv) to the Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022).

Exhibit 10.19 (iv) AMENDMENT NUMBER FOUR TO THE NORTHERN TRUST COMPANY DEATH BENEFIT PLAN WHEREAS, The Northern Trust Company (the "Company") has adopted The Northern Trust Company Death Benefit Plan (the "Plan"); WHEREAS, the Company has previously amended the Plan; and WHEREAS, the Company wishes to further amend the Plan; NOW THEREFORE, by virtue and in exercise of the amending power reserved t

February 13, 2023 SC 13G/A

HNI / HNI Corp / NORTHERN TRUST CORP Passive Investment

SC 13G/A 1 HNI-S13g-a1-2022-12.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) HNI Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 404251100 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 9, 2023 SC 13G/A

NTRS / Northern Trust Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01532-northerntrustcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Northern Trust Corp. Title of Class of Securities: Common Stock CUSIP Number: 665859104 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to desig

January 19, 2023 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $155.7 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $0.71

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-662-8315 | [email protected] NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $155.7 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $0.71 CHICAGO, JANUARY 19, 2023 — Northern Trust Corporation today reported fourth quarter net inc

January 19, 2023 EX-99.2

1northerntrust.com | © 2023 Northern Trustnortherntrust.co | 2023 orthern Northern Trust Corporation .Fourth Quarter 2022 Quarterly Earnings Review . January 19, 2023 Exhibit 99.2 2northerntrust.com | © 2023 Northern Trust 2Q22 End of Period Month La

1northerntrust.com | © 2023 Northern Trustnortherntrust.co | 2023 orthern Northern Trust Corporation .Fourth Quarter 2022 Quarterly Earnings Review . January 19, 2023 Exhibit 99.2 2northerntrust.com | © 2023 Northern Trust 2Q22 End of Period Month Lag1 Quarter Lag2 YoY Seq YoY Seq YoY Seq S&P 500 (19.4)% 7.1% (14.4)% (2.8)% (16.8)% (5.3)% MSCI EAFE Local (9.5)% 8.4% (9.0)% (1.3)% (13.5)% (4.3)% 1

January 19, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) January 19, 2023 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

January 19, 2023 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2021 2022 2018 2019 2020 2021 2022 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Profitability: $ 1,556.4 $ 1,492.2 $ 1,209.3 $ 1,545.3 $ 1,33

Exhibit 99.3 Financial Trends Fourth Quarter 2022 January 19, 2023 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Briar Rose Vice President, Investor Relations (312) 557-5297 or [email protected] The historical financial results and trends reflected in this report are not indicative of future financial

November 18, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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 (Date of earliest event reported) November 15, 2022 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commis

November 18, 2022 EX-3.1

By-laws, as amended to date (incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed November 18, 2022)

Exhibit 3.1 By-laws of Northern Trust Corporation Chicago, Illinois As Amended Through November 15, 2022 TABLE OF CONTENTS Page ARTICLE I THE STOCKHOLDERS 1 SECTION 1.1 Annual Meeting 1 SECTION 1.2 Special Meetings 1 SECTION 1.3 Notice of Meetings 3 SECTION 1.4 Fixing Date of Record 3 SECTION 1.5 Inspectors of Elections 4 SECTION 1.6 Quorum 5 SECTION 1.7 Vote Required 5 SECTION 1.8 Proxies 5 SECTI

November 2, 2022 EX-1.1

Underwriting Agreement, dated as of October 26, 2022, among Northern Trust Corporation and Citigroup Global Markets Inc., BofA Securities, Inc., Goldman Sachs & Co. LLC and Loop Capital Markets LLC, as representatives of the underwriters named therein.

EX-1.1 2 d366261dex11.htm EX-1.1 Exhibit 1.1 Execution Version NORTHERN TRUST CORPORATION (Delaware corporation) $1,000,000,000 6.125% Subordinated Notes due 2032 UNDERWRITING AGREEMENT Dated: October 26, 2022 NORTHERN TRUST CORPORATION (Delaware corporation) $1,000,000,000 6.125% Subordinated Notes due 2032 UNDERWRITING AGREEMENT October 26, 2022 Citigroup Global Markets Inc. 388 Greenwich Street

November 2, 2022 8-K

Financial Statements and Exhibits, Other Events

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 (Date of earliest event reported): November 2, 2022 NORTHERN TRUST CORPORATION (Exact name of Registrant as Specified in Charter) Delaware 001-36609 36-2723087 (State or other Jurisdiction of incorporation) (Commission

November 2, 2022 EX-4.1

Sixth Supplemental Indenture, dated as of November 2, 2022, between Northern Trust Corporation and The Bank of New York Mellon Trust Company, National Association, as trustee.

Exhibit 4.1 NORTHERN TRUST CORPORATION AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee 6.125% Subordinated Notes due 2032 SIXTH SUPPLEMENTAL INDENTURE Dated as of November 2, 2022 to Indenture Dated as of May 8, 2017 SIXTH SUPPLEMENTAL INDENTURE, dated as of November 2, 2022 (this ?Supplemental Indenture?), between NORTHERN TRUST CORPORATION, a Delaware corporation (the ?Company?),

October 27, 2022 424B2

$1,000,000,000 Northern Trust Corporation 6.125% Subordinated Notes due 2032

Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-240299 PROSPECTUS SUPPLEMENT (To Prospectus dated August 3, 2020) $1,000,000,000 Northern Trust Corporation 6.125% Subordinated Notes due 2032 The 6.125% Subordinated Notes due 2032 (the ?subordinated notes?) will bear interest at an annual rate of 6.125%, payable semi-annually in arrears on May 2 and November 2 of each year,

October 27, 2022 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) NORTHERN TRUST CORPORATION (Exact Name of Registrant as Specified in its Charter) (Translation of Registrant’s Name into English) Table 1: Newly Registered and Carry Forward Securities Security Type Securit

EX-FILING FEES Exhibit 107 EX-FILING FEES Calculation of Filing Fee Table 424B2 (Form Type) NORTHERN TRUST CORPORATION (Exact Name of Registrant as Specified in its Charter) (Translation of Registrant’s Name into English) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Debt 6.

October 26, 2022 424B5

SUBJECT TO COMPLETION, DATED OCTOBER 26, 2022

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-240299 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell nor do they seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

October 26, 2022 FWP

Northern Trust Corporation Pricing Term Sheet October 26, 2022 6.125% Subordinated Notes due 2032 Issuer Northern Trust Corporation Security 6.125% Subordinated Notes due 2032 Expected Ratings* A2 (Moody’s) / A (S&P) / A (Fitch) Currency USD Principa

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-240299 Northern Trust Corporation Pricing Term Sheet October 26, 2022 $1,000,000,000 6.125% Subordinated Notes due 2032 Issuer Northern Trust Corporation Security 6.125% Subordinated Notes due 2032 Expected Ratings* A2 (Moody?s) / A (S&P) / A (Fitch) Currency USD Principal Amount $1,000,000,000 Maturity November 2, 2032

October 25, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPO

October 19, 2022 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2021 2022 2017 2018 2019 2020 2021 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr* 4th Qtr Profitability: $ 1,199.0 $ 1,556.4 $ 1,492.2 $ 1,209.3 $ 1,5

Exhibit 99.3 Financial Trends Third Quarter 2022 October 19, 2022 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or [email protected] Briar Rose Vice President, Investor Relations (312) 557-5297 or [email protected] The historical financial results and trends reflected in this report are not indicative of future financial r

October 19, 2022 EX-99.2

1northerntrust.com | © 2022 NorthernTrust Northern Trust Corporation .Third Quarter 2022 Quarterly Earnings Review . October 19, 2022 2northerntrust.com | © 2022 NorthernTrust 2Q22 End of Period Month Lag1 Quarter Lag2 YoY Seq YoY Seq YoY Seq S&P 500

1northerntrust.com | ? 2022 NorthernTrust Northern Trust Corporation .Third Quarter 2022 Quarterly Earnings Review . October 19, 2022 2northerntrust.com | ? 2022 NorthernTrust 2Q22 End of Period Month Lag1 Quarter Lag2 YoY Seq YoY Seq YoY Seq S&P 500 (16.8)% (9.3)% (10.2)% (7.2)% (11.9)% (16.4)% MSCI EAFE Local (13.5)% (6.6)% (7.5)% (5.1)% (9.0)% (8.8)% 1 month Libor (Avg) 238 bps 146 bps 3 month

October 19, 2022 EX-99.1

NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $394.8 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.80 Total Revenue up 7% YoY Return on Average Common Equity 14.9% Common Equity Tier 1 Capital 10.1%

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-557-1571 | [email protected] NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $394.8 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.80 Total Revenue up 7% YoY Return on Average Common Equity 14.9% Common Equity Tier 1 Capital 10

October 19, 2022 8-K

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 (Date of earliest event reported) October 19, 2022 NORTHERN TRUST CO

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 (Date of earliest event reported) October 19, 2022 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

July 26, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATIO

July 20, 2022 EX-99.1

NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $396.2 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.86 Total Revenue $1.8 billion Return on Average Common Equity 15.7% Common Equity Tier 1 Capital 10.5%

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Jennifer Childe | 312-444-3290 | [email protected] MEDIA CONTACT: Doug Holt | 312-557-1571 | [email protected] NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $396.2 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.86 Total Revenue $1.8 billion Return on Average Common Equity 15.7% Common Equity Tier 1 Capita

July 20, 2022 EX-99.2

1northerntrust.com | © 2022 NorthernTrust Northern Trust Corporation .Second Quarter 2022 Quarterly Earnings Review . July 20, 2022 2northerntrust.com | © 2022 NorthernTrust 2Q22 End of Period Month Lag1 Quarter Lag2 YoY Seq YoY Seq YoY Seq S&P 500 (

1northerntrust.com | ? 2022 NorthernTrust Northern Trust Corporation .Second Quarter 2022 Quarterly Earnings Review . July 20, 2022 2northerntrust.com | ? 2022 NorthernTrust 2Q22 End of Period Month Lag1 Quarter Lag2 YoY Seq YoY Seq YoY Seq S&P 500 (11.9)% (16.4)% 3.5% (6.3)% 14.0% (4.9)% MSCI EAFE Local (9.0)% (8.8)% 0.8% (2.6)% 3.7% (4.4)% 1 month Libor (Avg) 91 bps 79 bps 3 month Libor (Avg) 13

July 20, 2022 EX-99.3

Northern Trust Corporation FINANCIAL SUMMARY ($ in Millions except per share information) 2021 2022 2017 2018 2019 2020 2021 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr* 3rd Qtr 4th Qtr Profitability: $ 1,199.0 $ 1,556.4 $ 1,492.2 $ 1,209.3 $ 1,5

Financial Trends Second Quarter 2022 July 20, 2022 Please direct inquiries to: Jennifer Childe Senior Vice President, Director of Investor Relations (312) 444-3290 or jennifer.

July 20, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) July 20, 2022 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

June 24, 2022 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 [ ] Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-36609 A. Full title of the plan and the a

May 10, 2022 EX-4.1

Fifth Supplemental Indenture, dated as of May 10, 2022, between Northern Trust Corporation and The Bank of New York Mellon Trust Company, National Association, as trustee.

Exhibit 4.1 NORTHERN TRUST CORPORATION AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee 4.00% Senior Notes due 2027 FIFTH SUPPLEMENTAL INDENTURE Dated as of May 10, 2022 to Indenture dated as of May 8, 2017 FIFTH SUPPLEMENTAL INDENTURE, dated as of May 10, 2022 (this ?Supplemental Indenture?), between NORTHERN TRUST CORPORATION, a Delaware corporation (the ?Company?), and THE BANK O

May 10, 2022 8-K

Financial Statements and Exhibits, Other Events

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 (Date of earliest event reported): May 10, 2022 NORTHERN TRUST CORPORATION (Exact name of Registrant as Specified in Charter) Delaware 001-36609 36-2723087 (State or other Jurisdiction of incorporation) (Commission Fil

May 10, 2022 EX-1.1

Underwriting Agreement, dated as of May 5, 2022, among Northern Trust Corporation and Wells Fargo Securities, LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Loop Capital Markets LLC and Siebert Williams Shank & Co., LLC, as representatives of the underwriters named therein.

Exhibit 1.1 Execution Version NORTHERN TRUST CORPORATION (Delaware corporation) $1,000,000,000 4.000% Senior Notes due 2027 UNDERWRITING AGREEMENT Dated: May 5, 2022 NORTHERN TRUST CORPORATION (Delaware corporation) $1,000,000,000 4.000% Senior Notes due 2027 UNDERWRITING AGREEMENT May 5, 2022 Wells Fargo Securities, LLC 550 South Tryon Street Charlotte, NC 28202 Barclays Capital Inc. 745 Seventh

May 6, 2022 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) NORTHERN TRUST CORPORATION (Exact Name of Registrant as Specified in its Charter) (Translation of Registrant’s Name into English) Table 1: Newly Registered and Carry Forward Securities Security Type Securit

EX-FILING FEES 2 d338745dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table 424B2 (Form Type) NORTHERN TRUST CORPORATION (Exact Name of Registrant as Specified in its Charter) (Translation of Registrant’s Name into English) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Propo

May 6, 2022 424B2

$1,000,000,000 Northern Trust Corporation 4.00% Senior Notes due 2027

Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-240299 PROSPECTUS SUPPLEMENT (To Prospectus dated August 3, 2020) $1,000,000,000 Northern Trust Corporation 4.00% Senior Notes due 2027 The 4.00% Senior Notes due 2027 (the ?notes?) will bear interest at an annual rate of 4.00%, payable semi-annually in arrears on May 10 and November 10 of each year, beginning on November 10,

May 5, 2022 FWP

Northern Trust Corporation Pricing Term Sheet May 5, 2022 4.000% Senior Notes due 2027 Issuer Northern Trust Corporation Security 4.000% Senior Notes due 2027 Expected Ratings* A2 (Moody’s) / A+ (S&P) / A+ (Fitch) Currency USD Principal Amount $1,000

FWP 1 d338745dfwp.htm FWP Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-240299 May 5, 2022 Northern Trust Corporation Pricing Term Sheet May 5, 2022 $1,000,000,000 4.000% Senior Notes due 2027 Issuer Northern Trust Corporation Security 4.000% Senior Notes due 2027 Expected Ratings* A2 (Moody’s) / A+ (S&P) / A+ (Fitch) Currency USD Principal Amount $1,000,000,000 Ma

May 5, 2022 424B5

SUBJECT TO COMPLETION, DATED MAY 5, 2022

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-240299 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell nor do they seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

May 3, 2022 EX-10.1

Transition Agreement by and between Northern Trust Corporation and Shundrawn A. Thomas, dated as of May 3, 2022 (incorporated herein by reference to Exhibit 10.1 to the Corporation’s Current Report on Form 8-K filed May 3, 2022).

Exhibit 10.1 TRANSITION AGREEMENT This Transition Agreement (hereafter ?Agreement?) is entered into by and between Shundrawn Thomas (hereafter ?Employee?) and The Northern Trust Company (hereafter ?Northern Trust? ). WHEREAS, Employee has notified Northern Trust that he wishes to resign from all of his positions with Northern Trust effective June 1, 2022 (the ?Separation Date?) in order to pursue

May 3, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 (Date of earliest event reported): May 3, 2022 NORTHERN TRUST CORPORATION (Exact name of Registrant as Specified in Charter) Delaware 001-36609 36-2723087 (State or other Jurisdiction of incorporation) (Commission File

May 3, 2022 EX-10.1

Form of 2022 Performance Stock Unit Award Terms and Conditions (incorporated herein by reference to Exhibit 10.1 to the Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022).

Exhibit 10.1 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO PERFORMANCE STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of PSUs. The performance stock units (?PSUs?) with respect to shares of Common Stock of Northern Trust Corporation (the ?Corporation?) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Perfor

May 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATI

May 3, 2022 EX-99.1

Northern Trust Announces Asset Management Leadership Change

Exhibit 99.1 News Release Media Contact: Doug Holt 312-557-1571 [email protected] http://www.northerntrust.com Northern Trust Announces Asset Management Leadership Change CHICAGO, May 3, 2022 ? Northern Trust (Nasdaq: NTRS) announced today that Shundrawn Thomas, President of Northern Trust Asset Management, will be leaving the company on June 1, 2022, in order to pursue an outside entrepreneurial

May 3, 2022 EX-10.2

Form of 2022 Stock Unit Award Terms and Conditions (incorporated herein by reference to Exhibit 10.2 to the Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022).

Exhibit 10.2 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of Stock Units. The Restricted Stock Units (?Stock Units?) with respect to shares of Common Stock of Northern Trust Corporation (the ?Corporation?) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Stock

April 27, 2022 8-K

Submission of Matters to a Vote of Security Holders

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 (Date of earliest event reported) April 26, 2022 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 26, 2022 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $389.3 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.77 Total Revenue $1.7 billion Return on Average Common Equity 14.2% Common Equity Tier 1 Capital 11.4%

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Mark Bette | 312-444-2301 | [email protected] MEDIA CONTACT: Doug Holt | 312-557-1571 | [email protected] NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $389.3 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.77 Total Revenue $1.7 billion Return on Average Common Equity 14.2% Common Equity Tier 1 Capital 11.4% CHICA

April 26, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 (Date of earliest event reported) April 26, 2022 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 26, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) April 26, 2022 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 26, 2022 EX-99.1

northerntrust.com | © 2021 Northern Trust Corporation 2022 Annual Meeting of Stockholders Northern Trust Corporation 2northerntrust.com | © 2022 Northern Trust Corporation This presentation may include statements which constitute “forward-looking sta

northerntrust.com | ? 2021 Northern Trust Corporation 2022 Annual Meeting of Stockholders Northern Trust Corporation 2northerntrust.com | ? 2022 Northern Trust Corporation This presentation may include statements which constitute ?forward-looking statements? within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward- looking statements are ide

March 17, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

March 17, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14

February 28, 2022 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NORTHERN TRUST CORPORATION SUBSIDIARIES AS OF FEBRUARY 28, 2022 Percent Owned Jurisdiction of Incorporation The Northern Trust Company 100% Illinois Equity Data Science, Inc.

February 28, 2022 EX-4.3

Description of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, Northern Trust Corporation had two classes of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (1) common stock; and (2) depositary shares each representing a 1/1,000th ownership interest in a share

February 28, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATION (E

February 28, 2022 EX-10.17

Northern Trust Corporation Non-Employee Director Compensation Plan, as amended (incorporated herein by reference to Exhibit 10.17 to the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2021).

Exhibit 10.17 NORTHERN TRUST CORPORATION Non-Employee Director Compensation Plan 1.Purpose. This Non-Employee Director Compensation Plan (the ?Plan?) is adopted by the Board of Directors (the ?Board?) of Northern Trust Corporation (the ?Corporation?). This Plan is adopted pursuant to the Northern Trust Corporation 2017 Long-Term Incentive Plan (the ?2017 LTIP?). Capitalized terms defined in the 20

February 28, 2022 EX-10.18

Northern Partners Incentive Plan, as amended and restated on February 22, 2022 (incorporated herein by reference to Exhibit 10.18 to the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2021).

Exhibit 10.18 Northern Partners Incentive Plan (As amended and restated on February 22, 2022) I.INTRODUCTION 1.1 Purpose. The purpose of the Northern Partners Incentive Plan (the ?Plan?) is to (i) promote the achievement of superior financial and operating performance of Northern Trust Corporation and its subsidiaries (hereinafter referred to as ?Northern Trust?), and (ii) further the objective of

February 10, 2022 SC 13G/A

NTRS / Northern Trust Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Northern Trust Corp. Title of Class of Securities: Common Stock CUSIP Number: 665859104 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

January 20, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) January 20, 2022 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

January 20, 2022 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $406.4 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.91 Trust, Investment and Other Servicing Fees up 8% YoY Return on Average Common Equity 14.5% Common Equity Tier 1 Capital 12.1%

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Mark Bette | 312-444-2301 | [email protected] MEDIA CONTACT: Doug Holt | 312-557-1571 | [email protected] NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $406.4 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.91 Trust, Investment and Other Servicing Fees up 8% YoY Return on Average Common Equity 14.5% Common Equity

October 26, 2021 EX-10.1

Northern Trust Corporation Wealth Planning and Tax Consulting Services Plan, as amended and restated effective January 1, 2021 (incorporated herein by reference to Exhibit 10.1 to the Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021).

Exhibit 10.1 NORTHERN TRUST CORPORATION WEALTH PLANNING AND TAX CONSULTING SERVICES PLAN (As Amended and Restated Effective January 1, 2021) INTRODUCTION The Northern Trust Corporation Executive Financial Consulting and Tax Preparation Services Plan was established by Northern Trust Corporation, a Delaware corporation (the ?Corporation?), to provide a select group of management or highly compensat

October 26, 2021 EX-10.2

Northern Trust Corporation Deferred Compensation Plan, as amended and restated effective as of

EX-10.2 3 q32021exhibit102.htm EX-10.2 Exhibit 10.2 NORTHERN TRUST CORPORATION DEFERRED COMPENSATION PLAN (As Amended and Restated Effective as of October 18, 2021) INTRODUCTION The Northern Trust Corporation Deferred Compensation Plan (the “Plan”) was established by Northern Trust Corporation, a Delaware corporation (the “Corporation”) effective as of May 1, 1998. The primary purpose of the Plan

October 26, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPO

October 20, 2021 EX-99.1

NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $395.7 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.80 Total Revenue up 10% YoY Return on Average Common Equity 13.7% Common Equity Tier 1 Capital 11.9%

EX-99.1 2 q32021earningsreleaseex991.htm EX-99.1 Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Mark Bette | 312-444-2301 | [email protected] MEDIA CONTACT: Doug Holt | 312-557-1571 | [email protected] NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $395.7 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.80 Total Revenue up 10% YoY Return on Average Common Equity

October 20, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) October 20, 2021 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

July 27, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATIO

July 21, 2021 EX-99.1

NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $368.1 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.72 Trust, Investment and Other Servicing Fees up 12% YoY Common Equity Tier 1 Capital 12.0% Return on Average Common Equity 13.7%

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Mark Bette | 312-444-2301 | [email protected] MEDIA CONTACT: Doug Holt | 312-557-1571 | [email protected] NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $368.1 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.72 Trust, Investment and Other Servicing Fees up 12% YoY Common Equity Tier 1 Capital 12.0% Return on Avera

July 21, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) July 21, 2021 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

June 25, 2021 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 [ ] Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-36609 A. Full title of the plan and the a

April 27, 2021 EX-10.2

Form of 2021 Stock Unit Award Terms and Condi

Exhibit 10.2 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of Stock Units. The Restricted Stock Units (?Stock Units?) with respect to shares of Common Stock of Northern Trust Corporation (the ?Corporation?) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Stock

April 27, 2021 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATI

April 27, 2021 EX-10.1

Form of 2021 Performance Stock Unit Award Terms and Condi

Exhibit 10.1 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO PERFORMANCE STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of PSUs. The performance stock units (?PSUs?) with respect to shares of Common Stock of Northern Trust Corporation (the ?Corporation?) granted to you pursuant to your Award Notice are subject to these Terms and Conditions Relating to Perfor

April 22, 2021 8-K

Submission of Matters to a Vote of Security Holders

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 (Date of earliest event reported) April 20, 2021 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 20, 2021 EX-99.1

northerntrust.com | © 2021 Northern Trust Corporation 2021 Annual Meeting of Stockholders April 20, 2021 NORTHERN TRUST CORPORATION 2northerntrust.com | © 2021 Northern Trust Corporation FORWARD-LOOKING STATEMENTS This presentation may include statem

northerntrust.com | ? 2021 Northern Trust Corporation 2021 Annual Meeting of Stockholders April 20, 2021 NORTHERN TRUST CORPORATION 2northerntrust.com | ? 2021 Northern Trust Corporation FORWARD-LOOKING STATEMENTS This presentation may include statements which constitute ?forward-looking statements? within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of

April 20, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) April 20, 2021 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 20, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 (Date of earliest event reported) April 20, 2021 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 20, 2021 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $375.1 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.70 Trust, Investment and Other Servicing Fees up 6% YoY Common Equity Tier 1 Capital 12.0% Return on Average Common Equity 13.7%

Exhibit 99.1 NEWS RELEASE www.northerntrust.com INVESTOR CONTACT: Mark Bette | 312-444-2301 | [email protected] MEDIA CONTACT: Doug Holt | 312-557-1571 | [email protected] NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $375.1 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.70 Trust, Investment and Other Servicing Fees up 6% YoY Common Equity Tier 1 Capital 12.0% Return on Average

March 9, 2021 DEF 14A

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 9, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 23, 2021 EX-10.20(II)

Amendment Number Two to The Northern Trust Company Death Benefit Plan, dated July 29, 2019 and effective May 17, 2019 (incorporated herein by reference to Exhibit 10.20(ii) to the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2020).

Exhibit 10.20 (ii) AMENDMENT NUMBER TWO TO THE NORTHERN TRUST COMPANY DEATH BENEFIT PLAN WHEREAS, The Northern Trust Company (the "Company") has adopted The Northern Trust Company Death Benefit Plan (the "Plan"); WHEREAS, on July 11, 2019, the Company adopted that certain Amendment Number One to the Plan, effective May 17, 2019; and WHEREAS, the Company wishes to further amend the Plan; NOW THEREF

February 23, 2021 EX-10.17

Northern Trust Corporation Non-Employee Director Compensation Plan

Exhibit 10.17 NORTHERN TRUST CORPORATION Non-Employee Director Compensation Plan 1.Purpose. This Non-Employee Director Compensation Plan (the ?Plan?) is adopted by the Board of Directors (the ?Board?) of Northern Trust Corporation (the ?Corporation?). This Plan is adopted pursuant to the Northern Trust Corporation 2017 Long-Term Incentive Plan (the ?2017 LTIP?). Capitalized terms defined in the 20

February 23, 2021 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATION (E

February 23, 2021 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NORTHERN TRUST CORPORATION SUBSIDIARIES AS OF FEBRUARY 23, 2021 Percent Owned Jurisdiction of Incorporation The Northern Trust Company 100% Illinois Equity Data Science, Inc.

February 23, 2021 EX-10.20(III)

Amendment Number Three to The Northern Trust Company Death Benefit Plan, dated March 18, 2020 and effective May 17, 2019 (incorporated herein by reference to Exhibit 10.20(iii) to the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2020).

Exhibit 10.20 (iii) AMENDMENT NUMBER THREE TO THE NORTHERN TRUST COMPANY DEATH BENEFIT PLAN WHEREAS, The Northern Trust Company (the "Company") has adopted The Northern Trust Company Death Benefit Plan (the "Plan"); WHEREAS, the Company has previously amended the Plan; and WHEREAS, the Company wishes to further amend the Plan; NOW THEREFORE, by virtue and in exercise of the amending power reserved

February 23, 2021 EX-4.3

Description of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2020, Northern Trust Corporation had two classes of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (1) common stock; and (2) depositary shares each representing a 1/1,000th ownership interest in a share

February 23, 2021 EX-10.20(I)

Amendment Number One to The Northern Trust Company Death Benefit Plan, dated July 11, 2019 and effective May 17, 2019 (incorporated herein by reference to Exhibit 10.20(i) to the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2020).

Exhibit 10.20 (i) AMENDMENT NUMBER ONE TO THE NORTHERN TRUST COMPANY DEATH BENEFIT PLAN WHEREAS, The Northern Trust Company (the "Company") has adopted The Northern Trust Company Death Benefit Plan (the "Plan"); and WHEREAS, the Company wishes to amend the Plan; NOW THEREFORE, by virtue and in exercise of the amending power reserved to the undersigned officer under Section 6.1 of the Plan, Section

February 23, 2021 EX-10.18

Northern Partners Incentive Plan, as amended and restated on

Exhibit 10.18 Northern Partners Incentive Plan (As amended and restated on February 16, 2021) I. INTRODUCTION 1.1 Purpose. The purpose of the Northern Partners Incentive Plan (the ?Plan?) is to promote the achievement of superior financial and operating performance of Northern Trust Corporation and its subsidiaries (hereinafter referred to as ?Northern Trust?), and (ii) further the objective of de

February 10, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Northern Trust Corp. Title of Class of Securities: Common Stock CUSIP Number: 665859104 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

February 4, 2021 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* NORTHERN TRUST CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 665859104 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

January 21, 2021 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $240.9 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.12

Exhibit 99.1 News Release Investor Contact: Media Contact: Mark Bette Doug Holt (312) 444-2301 (312) 557-1571 [email protected] [email protected] https://www.northerntrust.com NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER NET INCOME OF $240.9 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.12 CHICAGO, JANUARY 21, 2021 — Northern Trust Corporation today reported fourth quarter net income per

January 21, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) January 21, 2021 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

October 27, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPO

October 21, 2020 EX-99.1

NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $294.5 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.32

EX-99.1 2 q32020earningsreleasee.htm EX-99.1 Exhibit 99.1 News Release Investor Contact: Media Contact: Mark Bette Doug Holt (312) 444-2301 (312) 557-1571 [email protected] [email protected] https://www.northerntrust.com NORTHERN TRUST CORPORATION REPORTS THIRD QUARTER NET INCOME OF $294.5 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.32 CHICAGO, OCTOBER 21, 2020 — Northern Trust Corporation t

October 21, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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 (Date of earliest event reported) October 21, 2020 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

October 13, 2020 SC 13G/A

NTRS / Northern Trust Corp. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Northern Trust Corp. Title of Class of Securities: Common Stock CUSIP Number: 665859104 Date of Event Which Requires Filing of this Statement: September 30, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

August 3, 2020 S-3ASR

- S-3ASR

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on August 3, 2020 Registration No.

August 3, 2020 EX-25.1

Statement of Eligibility on Form T-1 of The Bank of New York Mellon Trust Company, N.A. to act as trustee under the Indenture

EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) The Bank of New York Mellon Trust Company, N.A. (Exact name of trustee as specified in its char

July 28, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TRUST CORPORATIO

July 24, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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 (Date of earliest event reported) July 21, 2020 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

July 24, 2020 EX-3.1

Certificate of Elimination of Series C Non-Cumulative Perpetual Preferred Stock of Northern Trust Corporation, dated July 21, 2020 (incorporated herein by reference to Exhibit 3.1 to the Corporation’s Current Report on Form 8-K filed July

EX-3.1 2 ex31certificateofelimi.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF ELIMINATION OF SERIES C NON-CUMULATIVE PERPETUAL PREFERRED STOCK OF NORTHERN TRUST CORPORATION Pursuant to Section 151 of the General Corporation Law of the State of Delaware Northern Trust Corporation, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), in accorda

July 22, 2020 EX-99.1

NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $313.3 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.46 Return on Average Common Equity of 12.2% Strong Balance Sheet and Capital Strength to Meet Client and Community Needs

Exhibit 99.1 News Release Investor Contact: Media Contact: Mark Bette Doug Holt (312) 444-2301 (312) 557-1571 [email protected] [email protected] https://www.northerntrust.com FOR IMMEDIATE RELEASE NORTHERN TRUST CORPORATION REPORTS SECOND QUARTER NET INCOME OF $313.3 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.46 Return on Average Common Equity of 12.2% Strong Balance Sheet and Capital Stre

July 22, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) July 22, 2020 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commission

June 23, 2020 11-K

- 11-K

11-K 1 a201911-ktip.htm 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2019 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-36609 A. Ful

May 1, 2020 8-K

Financial Statements and Exhibits, Other Events

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 (Date of earliest event reported): May 1, 2020 NORTHERN TRUST CORPORATION (Exact name of Registrant as Specified in Charter) Delaware 001-36609 36-2723087 (State or other Jurisdiction of incorporation) (Commission File

May 1, 2020 EX-1.1

Underwriting Agreement, dated as of April 28, 2020, among Northern Trust Corporation and Morgan Stanley & Co. LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC and Wells Fargo Securities, LLC , as representatives of the underwriters named therein.

EX-1.1 Exhibit 1.1 Execution Version NORTHERN TRUST CORPORATION (Delaware corporation) $1,000,000,000 1.95% Senior Notes due 2030 UNDERWRITING AGREEMENT Dated: April 28, 2020 NORTHERN TRUST CORPORATION (Delaware corporation) $1,000,000,000 1.95% Senior Notes due 2030 UNDERWRITING AGREEMENT April 28, 2020 Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 BofA Securities, Inc. One Bryant Par

May 1, 2020 EX-4.1

Fourth Supplemental Indenture, dated as of May 1, 2020, between Northern Trust Corporation and The Bank of New York Mellon Trust Company, National Association, as trustee.

EX-4.1 3 d924086dex41.htm EX-4.1 Exhibit 4.1 NORTHERN TRUST CORPORATION AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee 1.95% Senior Notes due 2030 FOURTH SUPPLEMENTAL INDENTURE Dated as of May 1, 2020 to Indenture dated as of May 8, 2017 FOURTH SUPPLEMENTAL INDENTURE, dated as of May 1, 2020 (this “Supplemental Indenture”), between NORTHERN TRUST CORPORATION, a Delaware corporatio

April 29, 2020 424B2

CALCULATION OF REGISTRATION FEE Title of Securities to be registered(1) Amount to be Registered Maximum Offering Price Per Unit Maximum Aggregate Offering Price Amount of Registration Fee(1) 1.95% Senior Notes due 2030 $1,000,000,000 99.621% $996,210

424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-219591 CALCULATION OF REGISTRATION FEE Title of Securities to be registered(1) Amount to be Registered Maximum Offering Price Per Unit Maximum Aggregate Offering Price Amount of Registration Fee(1) 1.95% Senior Notes due 2030 $1,000,000,000 99.621% $996,210,000 $129,308.06 (1) Calculated in accordance with Rule 457(r) of

April 28, 2020 424B5

SUBJECT TO COMPLETION, DATED APRIL 28, 2020

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-219591 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell nor do they seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO CO

April 28, 2020 FWP

Northern Trust Corporation Pricing Term Sheet April 28, 2020 1.95% Senior Notes due 2030 Issuer Northern Trust Corporation Security 1.95% Senior Notes due 2030 Expected Ratings* A2 (Moody’s) / A+ (S&P) / AA- (Fitch) Currency USD Principal Amount $1,0

FWP 1 d922586dfwp.htm FWP Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-219591 April 28, 2020 Northern Trust Corporation Pricing Term Sheet April 28, 2020 $1,000,000,000 1.95% Senior Notes due 2030 Issuer Northern Trust Corporation Security 1.95% Senior Notes due 2030 Expected Ratings* A2 (Moody’s) / A+ (S&P) / AA- (Fitch) Currency USD Principal Amount $1,000,000,0

April 27, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHE

April 27, 2020 EX-10.1

Form of 2020 Performance Stock Unit Award Terms and Conditions (incorporated herein by reference to Exhibit 10.1 to the Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020)

EX-10.1 2 q12020ex101.htm EXHIBIT 10.1 Exhibit 10.1 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO PERFORMANCE STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of PSUs. The performance stock units (“PSUs”) with respect to shares of Common Stock of Northern Trust Corporation (the “Corporation”) granted to you pursuant to your Award Notice are subject to these

April 27, 2020 EX-10.2

Form of 2020 Stock Unit Award Terms and Conditions (incorporated herein by reference to Exhibit 10.2 to the Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).

EX-10.2 3 q12020ex102.htm EXHIBIT 10.2 Exhibit 10.2 NORTHERN TRUST CORPORATION TERMS AND CONDITIONS RELATING TO STOCK UNITS GRANTED PURSUANT TO THE 2017 LONG-TERM INCENTIVE PLAN 1. Grant of Stock Units. The Restricted Stock Units (“Stock Units”) with respect to shares of Common Stock of Northern Trust Corporation (the “Corporation”) granted to you pursuant to your Award Notice are subject to these

April 24, 2020 8-K

Submission of Matters to a Vote of Security Holders

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 (Date of earliest event reported) April 21, 2020 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 21, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) April 21, 2020 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 21, 2020 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $360.6 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.55 Providing Support to Our Clients, Staff, and Communities Strong Balance Sheet and Capital Strength to Meet Client and Community

Exhibit 99.1 News Release Investor Contact: Media Contact: Mark Bette Doug Holt (312) 444-2301 (312) 557-1571 [email protected] [email protected] https://www.northerntrust.com FOR IMMEDIATE RELEASE NORTHERN TRUST CORPORATION REPORTS FIRST QUARTER NET INCOME OF $360.6 MILLION, EARNINGS PER DILUTED COMMON SHARE OF $1.55 Providing Support to Our Clients, Staff, and Communities Strong Balance Sheet a

April 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 (Date of earliest event reported) April 21, 2020 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commissio

April 21, 2020 EX-99.1

NORTHERN TRUST CORPORATION 2020 Annual Meeting of Stockholders April 21, 2020 Michael G. O’Grady Chairman, President & Chief Executive Officer northerntrust.com | © 2020 NorthernTrust 1 FORWARD-LOOKING STATEMENTS This presentation may include stateme

annualmeetingapril212020 NORTHERN TRUST CORPORATION 2020 Annual Meeting of Stockholders April 21, 2020 Michael G.

April 1, 2020 DEFA14A

NTRS / Northern Trust Corp. DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 10, 2020 DEF 14A

NTRS / Northern Trust Corp. DEF 14A - - DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 10, 2020 DEFA14A

NTRS / Northern Trust Corp. DEFA14A - - DEFA14A

DEFA14A 1 d832756ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe

February 25, 2020 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NORTHERN TRUST CORPORATION SUBSIDIARIES AS OF FEBRUARY 25, 2020 Percent Owned Jurisdiction of Incorporation The Northern Trust Company 100% Illinois MFC Company, Inc.

February 25, 2020 EX-10.18(I)

First Amendment, dated and effective October 3, 2017

Exhibit 10.18(i) FIRST AMENDMENT OF THE NORTHERN TRUST CORPORATION EXECUTIVE FINANCIAL CONSULTING AND TAX PREPARATION SERVICES PLAN (As Amended and Restated Effective January 1, 2008) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Executive Financial Consulting and Tax Preparation Service Plan (As Amended and Restated Effective January 1, 2008) (th

February 25, 2020 EX-10.19

Northern Trust Corporation Non-Employee Director Compensation Plan.

Exhibit 10.19 NORTHERN TRUST CORPORATION Non-Employee Director Compensation Plan 1. Purpose. This Non-Employee Director Compensation Plan (the “Plan”) is adopted by the Board of Directors (the “Board”) of Northern Trust Corporation (the “Corporation”). This Plan is adopted pursuant to the Northern Trust Corporation 2017 Long-Term Incentive Plan (the “2017 LTIP”). Capitalized terms defined in the 2

February 25, 2020 EX-10.20

Northern Partners Incentive Plan, as amended and restated on January 6, 2020.

Exhibit 10.20 Northern Partners Incentive Plan (As amended and restated on January 6, 2020) I. INTRODUCTION 1.1 Purpose. The purpose of the Northern Partners Incentive Plan (the “Plan”) is to (i) promote the achievement of superior financial and operating performance of Northern Trust Corporation and its subsidiaries (hereinafter referred to as “Northern Trust”), and (ii) further the objective of

February 25, 2020 EX-10.18(II)

Second Amendment, dated September 27, 2019 and effective October 1, 2018

Exhibit 10.18(ii) SECOND AMENDMENT OF THE NORTHERN TRUST CORPORATION EXECUTIVE FINANCIAL CONSULTING AND TAX PREPARATION SERVICES PLAN (As Amended and Restated Effective January 1, 2008) WHEREAS, Northern Trust Corporation (the “Corporation”) maintains the Northern Trust Corporation Executive Financial Consulting and Tax Preparation Services Plan, As Amended and Restated Effective January 1, 2008 (

February 25, 2020 10-K

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36609 NORTHERN TR

February 25, 2020 EX-4.4

December 31, 2019

Exhibit 4.4 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2019, Northern Trust Corporation had three classes of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) common stock; (2) depositary shares each representing a 1/1,000th ownership interest in a share o

February 12, 2020 SC 13G/A

NTRSP / Northern Trust Corp. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Northern Trust Corp Title of Class of Securities: Common Stock CUSIP Number: 665859104 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒

January 27, 2020 SC 13G/A

NTRSP / Northern Trust Corp. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* NORTHERN TRUST CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 665859104 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

January 22, 2020 EX-99.1

NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER EARNINGS PER DILUTED COMMON SHARE OF $1.70, RETURN ON AVERAGE COMMON EQUITY OF 14.8%

EX-99.1 2 q42019earningsreleasee.htm EXHIBIT 99.1 Exhibit 99.1 News Release Investor Contact: Media Contact: Mark Bette Doug Holt (312) 444-2301 (312) 557-1571 [email protected] [email protected] https://www.northerntrust.com FOR IMMEDIATE RELEASE NORTHERN TRUST CORPORATION REPORTS FOURTH QUARTER EARNINGS PER DILUTED COMMON SHARE OF $1.70, RETURN ON AVERAGE COMMON EQUITY OF 14.8% CHICAGO, JANUARY

January 22, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 (Date of earliest event reported) January 22, 2020 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-36609 36-2723087 (State or other jurisdiction of incorporation) (Commiss

November 21, 2019 8-A12B

NTRS / Northern Trust Corp. 8-A12B - - 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 NORTHERN TRUST CORPORATION (Exact name of registrant as specified in its charter) Delaware 36-2723087 (State of incorporation or organization) (IRS Employer Identification No.) 50 South LaSalle S

November 5, 2019 EX-1.1

Underwriting Agreement, dated October 29, 2019, among Northern Trust Corporation and Morgan Stanley & Co. LLC, BofA Securities, Inc., J.P. Morgan Securities LLC, UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters listed therein

EX-1.1 Exhibit 1.1 Execution Version NORTHERN TRUST CORPORATION (Delaware corporation) 16,000,000 DEPOSITARY SHARES EACH REPRESENTING A 1/1,000TH INTEREST IN A SHARE OF SERIES E NON-CUMULATIVE PERPETUAL PREFERRED STOCK UNDERWRITING AGREEMENT Dated: October 29, 2019 NORTHERN TRUST CORPORATION (Delaware corporation) 16,000,000 DEPOSITARY SHARES EACH REPRESENTING A 1/1,000TH INTEREST IN A SHARE OF SE

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