Northern Trust (NTRS) director reports stock award and corrects prior units

Rhea-AI Filing Summary

NORTHERN TRUST CORP director Richard Petrino reported a small stock award. He acquired 5.39 shares of common stock on July 1, 2026 as a grant at $175.60 per share, bringing his directly held and unit-based interest to 4,343.90 shares.

The holdings figure includes 2,178.90 stock units that will automatically convert into common shares on a 1-for-1 basis. The filing also corrects earlier reporting of dividend-equivalent accruals, adjusting prior small share amounts so Column 5 now reflects the accurate cumulative total.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Petrino Richard

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	5.39	$175.60	$946.48

Holdings After Transaction: Common Stock — 4,343.9 shares (Direct, null)

Footnotes (1)

1. Includes 2,178.90 stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock. The amount reported in Column 5 reflects the correction of previously reported dividend equivalent accruals. On January 1, 2026 and April 1, 2026, 1.25 shares and 1.22 shares, respectively, should have been reported instead of 2.50 shares and 2.43. The amount reported in Column 5 gives effect to those corrections.

Key Figures

Stock grant: 5.39 shares Grant price: $175.60 per share Total holdings after: 4,343.90 shares/units +2 more

5 metrics

Stock grant 5.39 shares Common Stock award on July 1, 2026

Grant price $175.60 per share Price used for the 5.39-share award

Total holdings after 4,343.90 shares/units Total shown in Column 5 following the transaction

Stock units 2,178.90 units Units payable 1-for-1 in common stock

Corrected prior accruals 1.25 and 1.22 shares Correct dividend-equivalent amounts for Jan 1 and Apr 1, 2026

Key Terms

stock units, dividend equivalent accruals, grant, award, or other acquisition

3 terms

stock units financial

"Includes 2,178.90 stock units payable automatically on a 1-for-1 basis"

Stock units are individual pieces of ownership in a company, like slices of a pie that together make up the whole business. They matter to investors because each unit represents a claim on the company’s assets, profits and sometimes voting power, and changes in the number or value of these units affect ownership percentages, potential dividends and share dilution — all of which influence an investment’s worth.

dividend equivalent accruals financial

"reflects the correction of previously reported dividend equivalent accruals"

Dividend equivalent accruals are bookkeeping entries that track amounts owed to holders of stock-based awards (like restricted stock units or certain options) as if cash dividends had been paid on the underlying shares. Think of it as a running tab a company keeps for future payments: it matters to investors because these accruals increase reported compensation costs, can dilute shareholders when paid in stock, and signal future cash or share outflows tied to corporate dividend policy.

grant, award, or other acquisition financial

"transaction code description is Grant, award, or other acquisition"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 05:50 PM Accepted by SEC EDGAR 07/02/2026 - 05:50 PM Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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^*

Petrino Richard

(Last) (First) (Middle)

50 SOUTH LASALLE STREET

(Street)

CHICAGO ILLINOIS 60603

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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

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

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

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	07/01/2026		A		5.39	A	$175.6	4,343.9(1)(2)	D

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. Includes 2,178.90 stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock.

2. The amount reported in Column 5 reflects the correction of previously reported dividend equivalent accruals. On January 1, 2026 and April 1, 2026, 1.25 shares and 1.22 shares, respectively, should have been reported instead of 2.50 shares and 2.43. The amount reported in Column 5 gives effect to those corrections.

Remarks:

	Michael Rouvina, Attorney-in-Fact for Richard Petrino	07/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Northern Trust (NTRS) director Richard Petrino report in this Form 4?

Richard Petrino reported acquiring 5.39 shares of Northern Trust common stock as a grant at $175.60 per share. This is a compensation-related award, not an open-market purchase, and modestly increases his overall share and stock-unit-based holdings in the company.

How many Northern Trust (NTRS) shares does Richard Petrino hold after this transaction?

After the grant, Richard Petrino is shown with 4,343.90 shares and stock units in total. This figure includes both directly held shares and stock units that will convert 1-for-1 into common stock, giving a combined measure of his economic interest.

What is the nature of the 5.39 Northern Trust (NTRS) shares acquired?

The 5.39 Northern Trust shares were acquired as a grant or award, not through an open-market purchase. The transaction code "A" indicates a compensation-related acquisition, reflecting routine equity-based compensation for a director rather than a discretionary buy or sell decision.

What are the 2,178.90 stock units mentioned in the Northern Trust (NTRS) filing?

The filing states Petrino holds 2,178.90 stock units payable automatically on a 1-for-1 basis in Northern Trust common stock. These units function as deferred equity, eventually converting into the same number of shares, aligning director compensation with shareholder outcomes over time.

Did the Northern Trust (NTRS) Form 4 include any corrections to prior data?

Yes. The Form 4 notes corrections to previously reported dividend equivalent accruals. On January 1 and April 1, 2026, smaller share amounts should have been reported, and the current Column 5 total has been adjusted to incorporate those corrected dividend-related share accrual figures.

Is this Northern Trust (NTRS) Form 4 a buy or sell signal?

The transaction reflects an acquisition through a grant, not an open-market trade. With no reported purchases or sales and only a small award, the filing reads as routine director compensation and administrative correction rather than a directional trading signal about Northern Trust’s stock.