Northern Trust SEC Filings

Northern Trust Corporation insider Susan C. Levy, EVP and General Counsel, reported a small change in her holdings of Northern Trust common stock. On 12/03/2025, 224 shares of common stock were disposed of at a price of $131.32 per share in a transaction coded "F," which indicates shares withheld to cover tax obligations on previously reported stock units.

After this transaction, Levy beneficially owned 48,033 shares of Northern Trust common stock directly. She also reported indirect ownership of 38,026 shares through a 2024 grantor retained annuity trust and 35,412 shares through an irrevocable trust for which her spouse serves as trustee. The direct holdings include 15,583 stock units that are payable on a 1-for-1 basis in Northern Trust common stock.

Northern Trust Corporation’s vice chairman, Steven L. Fradkin, reported a routine insider transaction. On 12/03/2025, 336 shares of Northern Trust common stock were withheld at a price of $131.32 per share to satisfy tax withholding obligations tied to previously reported stock units, rather than an open‑market sale. After this tax-related withholding, he beneficially owned 43,257 shares directly.

He also reported additional indirect holdings through various accounts and trusts. These include 150,908 shares held by a trust, 39,659 shares in a gift trust for which his spouse is trustee, two separate trusts holding 1,762 shares each for a son and a daughter, and 12,425.12 units in a 401(k) plan as of 09-30-2025. The filing indicates ongoing, diversified ownership rather than a discretionary share sale.

Northern Trust Corporation issued $500,000,000 of 4.150% Senior Notes due 2030 and $750,000,000 of 5.117% Fixed-to-Fixed Rate Subordinated Notes due 2040 in public offerings under its shelf registration. The senior notes are unsecured and rank equally with the company’s other senior debt, pay interest semi-annually each May 19 and November 19 beginning in 2026, and cannot be redeemed before maturity.

The subordinated notes are unsecured and rank junior to depositors, general creditors and senior indebtedness. They carry a 5.117% fixed rate until November 19, 2035, then reset to the Five-Year U.S. Treasury Rate plus 105 basis points until maturity, with interest also paid semi-annually starting May 19, 2026. The company may redeem the subordinated notes only once, in whole, on the reset date at 100% of principal plus accrued interest.

Northern Trust Corporation officer John Landers reported selling 766 shares of common stock on 11/17/2025 in an open market transaction coded "S" at a price of $124.35 per share. After this sale, he beneficially owned 7,313 shares of Northern Trust common stock. This total includes 2,469 stock units that are payable automatically on a 1-for-1 basis in shares of the company’s common stock.

Northern Trust Corp filed a Form 13F Combination Report, indicating some holdings are reported by other managers as well.

The Information Table shows 20,749 entries with an aggregate reported value of $781,707,215,146. The filing lists 11 other included managers. It was signed by Michael Hunstad, Executive Vice President, in Chicago on 11-13-2025.

Northern Trust Corporation is offering $500,000,000 4.150% Senior Notes due 2030 and $750,000,000 5.117% Fixed-to-Fixed Rate Subordinated Notes due 2040 under a prospectus supplement filed pursuant to Rule 424(b)(5).

The senior notes pay 4.150% semi-annually on May 19 and November 19, beginning May 19, 2026, and are not redeemable prior to maturity. The subordinated notes pay 5.117% to, but excluding, November 19, 2035, then reset to the Five-Year U.S. Treasury Rate plus 105 bps, with semi-annual payments on the same schedule. The subordinated notes may be redeemed in whole at par on the reset date.

Pricing terms include underwriting discounts of 0.350% (senior) and 0.450% (subordinated), with proceeds before expenses of $498,005,000 and $746,625,000, respectively. Net proceeds are expected to be approximately $1.24 billion for general corporate purposes. The senior notes rank equally with other senior debt; the subordinated notes rank junior to depositors, general creditors, and senior indebtedness. The notes will not be listed on any exchange.

Northern Trust Corporation launched a preliminary prospectus supplement for a primary offering of unsecured notes: senior notes due 2030 and fixed‑to‑fixed rate subordinated notes due 2040. Interest on both series is paid semi‑annually, beginning in 2026.

The senior notes are not redeemable before maturity and rank equally with the company’s other senior debt. The subordinated notes rank junior to all existing and future senior indebtedness and, from issuance to the reset date in 2035, pay a fixed rate; thereafter they reset to the Five‑Year U.S. Treasury Rate plus a stated spread. The subordinated notes may be redeemed in whole on the 2035 reset date at 100% of principal plus accrued interest. Holders of subordinated notes have limited acceleration rights, generally only upon receivership, insolvency, liquidation or similar proceedings.

The notes will not be listed on any exchange and are not FDIC insured. Net proceeds are intended for general corporate purposes.

Northern Trust Corporation (NTRS) reported an insider transaction by Vice Chairman Steven L. Fradkin. On 11/06/2025, he executed two open-market sales of common stock: 4,688 shares at $128 per share held indirectly "By Trust," and 4,688 shares at $128 per share held indirectly via a "Gift Trust."

Following these transactions, reported beneficial holdings include: 150,908 shares (indirect, By Trust) and 39,659 shares (indirect, Gift Trust). Additional positions disclosed are 43,593 stock units (direct; payable 1-for-1 in common shares), 1,762 shares (indirect; spouse as trustee for son), 1,762 shares (indirect; spouse as trustee for daughter), and 12,425.12 shares in a 401(k) as of 09-30-2025.

Northern Trust (NTRS): EVP and General Counsel Susan C. Levy reported insider transactions on 11/04/2025. She exercised an employee stock option for 27,591 shares at an exercise price of $58.25 and sold 20,414 shares at a weighted average price of $127.92, plus 7,177 shares at a weighted average price of $128.74.

Following these transactions, directly held common stock reported in the table moved through 75,848, 55,434, and then 48,257 shares as transactions posted. Indirect holdings include 38,026 shares in a 2024 GRAT and 35,412 shares in an irrevocable trust; the 2023 GRAT shows 0 shares following distributions noted in the footnotes.