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Northern Trust CFO David Fox plans March 2027 retirement

The company expects Fox to lead Finance through the transition while it searches internally and externally for a successor.

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Form Type
8-K

Rhea-AI Filing Summary

Northern Trust Corporation (NTRS) says Chief Financial Officer David W. Fox, Jr. plans to retire effective on or around March 31, 2027. Fox intends to remain in his role through the end of the first quarter of 2027 to support the transition. The company plans a comprehensive internal and external search for his successor.

During the transition, Fox is expected to continue leading Finance and work with Chairman and Chief Executive Officer Michael O’Grady and the leadership team. As of June 30, 2026, Northern Trust reported US$20.0 trillion in assets under custody/administration and US$2.0 trillion in assets under management.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Planned CFO retirement On or around March 31, 2027 Effective date stated for David W. Fox, Jr.’s planned retirement
Assets under custody/administration US$20.0 trillion As of June 30, 2026
Assets under management US$2.0 trillion As of June 30, 2026
assets under custody/administration financial
"assets under custody/administration of US$20.0 trillion"
assets under management financial
"assets under management of US$2.0 trillion"
Assets under management (AUM) is the total value of all the investments that a financial company or fund is responsible for overseeing on behalf of its clients. It’s like a big bucket that shows how much money the firm is managing for people or organizations. A higher AUM often indicates a larger, more trusted company, and it can influence how much money they earn and the services they can offer.
Depositary Shares financial
"Depositary Shares, each representing 1/1,000th interest"
Depositary shares are tradable certificates that represent a fractional piece of a larger security held by a third-party bank, like owning a slice of a single big pie instead of the whole pie. They let companies issue and investors buy smaller, more affordable portions of preferred stock or other instruments; holders usually receive proportional dividends and market pricing similar to ordinary shares, but may have limited voting rights and different liquidity or tax implications, which can affect income and resale value.
Regulation FD Disclosure regulatory
"Item 7.01. Regulation FD Disclosure."
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When does NTRS CFO David W. Fox, Jr. plan to retire?

David W. Fox, Jr. plans to retire effective on or around March 31, 2027. He intends to remain in his role through the end of the first quarter of 2027 to support the transition.

Who is expected to lead Northern Trust Finance during the CFO transition?

Northern Trust expects David W. Fox, Jr. to continue leading Finance during the transition. The company said he is expected to work with Chairman and Chief Executive Officer Michael O’Grady and the leadership team on financial, regulatory, investor and strategic priorities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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0000073124false00000731242026-09-282026-09-280000073124us-gaap:CommonStockMember2026-09-282026-09-280000073124ntrs:DepositarySharesMember2026-09-282026-09-28

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 28, 2026

NORTHERN TRUST CORPORATION

(Exact name of registrant as specified in its charter)
Delaware001-3660936-2723087
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
50 South LaSalle Street60603
Chicago,Illinois(Zip Code)
(Address of principal executive offices)
Registrant’s telephone number, including area code (312) 630-6000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $1.66 2/3 Par ValueNTRSThe NASDAQ Stock Market LLC
Depositary Shares, each representing 1/1,000th interest in a share of Series E Non-Cumulative Perpetual Preferred Stock
NTRSOThe NASDAQ Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 28, 2026, David W. Fox, Jr., Chief Financial Officer of Northern Trust Corporation (the “Corporation”), informed the Corporation that he plans to retire, effective on or around March 31, 2027. In preparation for Mr. Fox’s retirement next year, the Corporation plans to conduct a search for its next Chief Financial Officer.

Item 7.01.    Regulation FD Disclosure.

On September 29, 2026, the Corporation issued a press release relating to the events described above. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information furnished under Item 7.01 of this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01.    Financial Statements and Exhibits

(d) Exhibits:
Exhibit NumberDescription
99.1
Press Release of Northern Trust Corporation, dated September 29, 2026.
104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.



SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
NORTHERN TRUST CORPORATION
(Registrant)
Dated:September 29, 2026By:/s/ Nicole V. Gersch
Nicole V. Gersch
Senior Vice President, Deputy General Counsel and Corporate Secretary

News Release Media Contact: Laura Hayes laura.hayes@ntrs.com http://www.northerntrust.com FOR IMMEDIATE RELEASE Northern Trust Announces Chief Financial Officer Transition CHICAGO, September 29, 2026 — Northern Trust Corporation announced today that Dave Fox, Chief Financial Officer, has announced his retirement after a long and distinguished career in financial services. Fox intends to remain in his role through the end of the first quarter of 2027 to support a thoughtful and orderly transition. Northern Trust plans to conduct a comprehensive internal and external search for its next Chief Financial Officer. During this time, it is expected that Fox will continue to lead Finance and work closely with Michael O’Grady, chairman and chief executive officer, and the leadership team to help ensure continuity across the company’s financial, regulatory, investor and strategic priorities. “Dave has been a trusted and valued leader whose judgment, discipline and financial stewardship have strengthened Northern Trust,” said Michael O’Grady, chairman and chief executive officer. “He has played an important role in helping advance our strategy, support our clients and position the company for long-term success. We are grateful for Dave’s continued leadership of Finance through this transition as we conduct a search for his successor.” Since joining Northern Trust in 2012, Fox has made important contributions across the firm. As Chief Financial Officer, he has overseen Northern Trust’s global financial strategy, functions and operations. Earlier, as President of Global Family and Private Investment Offices and Executive Vice President and Head of the Americas for Corporate & Institutional Services, he helped advance important wealth management and institutional businesses, bringing focus to complex client needs, strengthening business performance and supporting the company’s continued growth and competitiveness.


 

Before joining Northern Trust, Fox spent more than 25 years at JPMorgan in New York, London and Chicago, where he served in various leadership roles. Fox holds a Bachelor of Science in Foreign Service from Georgetown University and a Master of Business Administration in Finance from Columbia University’s Graduate School of Business. He is a Life Trustee and former Chair of the Board of Trustees for the Goodman Theatre in Chicago and is a member of the Commercial Club of Chicago. About Northern Trust Northern Trust Corporation (Nasdaq: NTRS) is a leading provider of wealth management, asset servicing, asset management and banking services to corporations, institutions, affluent families and individuals. Founded in Chicago in 1889, Northern Trust has a global presence with offices in 24 U.S. states and Washington, D.C., and across 22 locations in Canada, Europe, the Middle East and the Asia-Pacific region. As of June 30, 2026, Northern Trust had assets under custody/administration of US$20.0 trillion, and assets under management of US$2.0 trillion. For more than 135 years, Northern Trust has earned distinction as an industry leader for exceptional service, financial expertise, integrity and innovation. Visit us on northerntrust.com. Follow us on Instagram @northerntrustcompany or Northern Trust on LinkedIn. Northern Trust Corporation, Head Office: 50 South La Salle Street, Chicago, Illinois 60603 U.S.A., incorporated with limited liability in the U.S. Global legal and regulatory information can be found at https://www.northerntrust.com/terms-and-conditions.


 

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