Northern Trust (NTRS) CFO sells 3,255 shares in open‑market trade

Rhea-AI Filing Summary

Northern Trust Corp EVP & Chief Financial Officer David W. Fox Jr reported an open‑market sale of 3,255 shares of common stock. The sale occurred on March 4, 2026 at a weighted average price of $143.89 per share, with prices ranging from $143.86 to $144.07.

Following the sale, he directly owned 14,552 Northern Trust shares. He also had indirect holdings through trusts totaling 38,575, 5,000, and 11 shares, held in trusts established for his benefit and for him and his descendants, where he serves as trustee with investment control.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Fox David W Jr

(Last) (First) (Middle)

50 SOUTH LA SALLE ST

(Street)

CHICAGO IL 60603

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NORTHERN TRUST CORP [ NTRS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/04/2026		S		3,255	D	$143.89(1)	14,552(2)	D
Common Stock								38,575	I	By Trust(3)
Common Stock								5,000	I	By Trust(4)
Common Stock								11	I	By Trust(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Price reflects the weighted average sales price from $143.86 to $144.07. Information regarding the number of shares sold at each separate price will be provided by the reporting person upon request.

2. Represents stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock.

3. Shares are held in a trust established for the benefit of the reporting person, of which the reporting person is the trustee and has investment control.

4. Shares are held in a trust established for the benefit of reporting person and his descendants, of which the reporting person is the trustee and has investment control.

Remarks:

	David A. Serna, Attorney-in-Fact for David W. Fox, Jr.	03/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Northern Trust (NTRS) report for David W. Fox Jr?

Northern Trust reported that EVP & Chief Financial Officer David W. Fox Jr sold 3,255 shares of common stock. The shares were sold in an open‑market transaction on March 4, 2026 at a weighted average price of $143.89 per share, within a narrow price range.

At what price did the Northern Trust (NTRS) CFO sell his shares?

The CFO’s 3,255 Northern Trust shares were sold at a weighted average price of $143.89 each. The actual sale prices ranged from $143.86 to $144.07 per share, according to the disclosure, with detailed trade breakdowns available from the reporting person upon request.

How many Northern Trust (NTRS) shares does the CFO own after the reported sale?

After the reported sale, David W. Fox Jr directly owned 14,552 Northern Trust shares. He also had indirect holdings through several trusts, which held 38,575 shares, 5,000 shares, and 11 shares, all established for his benefit or for him and his descendants, with him as trustee.

What type of transaction was filed in the Northern Trust (NTRS) Form 4?

The Form 4 shows an open‑market sale of Northern Trust common stock by the company’s CFO. The transaction used code “S,” indicating a sale in the open market or a private transaction, and involved 3,255 shares executed on March 4, 2026 at an average price of $143.89.

How are the Northern Trust (NTRS) CFO’s indirect holdings structured?

The CFO’s indirect Northern Trust holdings are held in multiple trusts. One trust is established for his benefit, and another for him and his descendants, with share totals of 38,575, 5,000, and 11. In each case, he serves as trustee and has investment control over the shares.