Northern Trust director receives stock unit awards

NORTHERN TRUST CORP director Donald Thompson reported receiving stock-based awards rather than buying shares on the open market.

Rhea-AI Filing Summary

NORTHERN TRUST CORP director Donald Thompson reported receiving stock-based awards rather than buying shares on the open market. On June 30, 2026, he acquired 215.72 shares of common stock at $173.84 per share, and on July 1, 2026, he received a further 125.75 shares at $175.60 per share. These are classified as grants or awards, reflecting compensation, not discretionary purchases.

After these awards, Thompson directly holds 31,678.21 shares of Northern Trust common stock. He also has an additional 1,743 shares held indirectly by a trust. A footnote explains that the transactions represent stock units payable automatically on a 1-for-1 basis in shares of the company’s common stock, so each unit corresponds to one share when delivered.

Insider Trade Summary

Grant/Award: 341.47 shares

Grant/Award 3 txns

Insider Thompson Donald

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	125.75	$175.60	$22K
Grant/Award	Common Stock	215.72	$173.84	$38K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 31,678.21 shares (Direct); Common Stock — 1,743 shares (Indirect, By Trust)

Footnotes (1)

1. F1. Represents stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock.

Key Figures

Awarded shares on June 30, 2026: 215.72 shares at $173.84 Awarded shares on July 1, 2026: 125.75 shares at $175.60 Direct holdings after transactions: 31,678.21 shares +3 more

6 metrics

Awarded shares on June 30, 2026 215.72 shares at $173.84 Grant/award acquisition of common stock

Awarded shares on July 1, 2026 125.75 shares at $175.60 Grant/award acquisition of common stock

Direct holdings after transactions 31,678.21 shares Common stock directly held following awards

Indirect trust holdings 1,743 shares Common stock held indirectly by trust

Transaction code A count 2 transactions Grant, award, or other acquisition of common stock

Net buy/sell direction Neutral No open-market buys or sells reported

Key Terms

Grant, award, or other acquisition, stock units payable automatically on a 1-for-1 basis, By Trust, beneficial ownership

4 terms

Grant, award, or other acquisition financial

"transaction code description is "Grant, award, or other acquisition" for the stock awards"

stock units payable automatically on a 1-for-1 basis financial

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

By Trust financial

"Indirect ownership entry lists nature of ownership as "By Trust""

beneficial ownership financial

"Indirect and direct holdings together reflect reported beneficial ownership of Northern Trust shares"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

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

What did Northern Trust (NTRS) director Donald Thompson report in this Form 4?

Donald Thompson reported receiving stock-based awards of Northern Trust common stock. These were classified as grants or awards, meaning they are compensation-related acquisitions rather than open-market purchases, and increase his overall equity stake in the company.

How many Northern Trust (NTRS) shares did Donald Thompson acquire through awards?

Donald Thompson acquired 215.72 shares on June 30, 2026 at $173.84 and 125.75 shares on July 1, 2026 at $175.60. Both transactions are reported as grants or awards of common stock rather than discretionary open-market buying activity.

What are Donald Thompson’s Northern Trust (NTRS) share holdings after these transactions?

After the reported awards, Donald Thompson directly holds 31,678.21 Northern Trust common shares. He also has 1,743 shares held indirectly by a trust, giving him a meaningful combined reported equity position associated with his role as a director.

Were Donald Thompson’s recent Northern Trust (NTRS) transactions open-market buys or compensation grants?

The transactions are classified as grants or awards, not open-market buys. The Form 4 uses transaction code “A” and describes them as grant, award, or other acquisition, indicating standard equity compensation rather than voluntary stock purchases.

What does the stock unit footnote mean in Donald Thompson’s Northern Trust (NTRS) filing?

The footnote explains the entries represent stock units payable automatically on a 1-for-1 basis in Northern Trust common stock. This means each reported unit will convert into one share when delivered, aligning Thompson’s compensation with shareholder value.

How are Donald Thompson’s indirect Northern Trust (NTRS) holdings structured?

In addition to directly held shares, the Form 4 reports 1,743 Northern Trust shares held indirectly “By Trust.” This indicates a separate trust-related ownership category, distinct from his personal direct holdings, but still reported as part of his overall beneficial position.

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

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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^*

Thompson Donald

(Last) (First) (Middle)

50 SOUTH LA SALLE ST

(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)
06/30/2026

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	06/30/2026		A		215.72	A	$173.84	31,552.46(1)	D
Common Stock	07/01/2026		A		125.75	A	$175.6	31,678.21(1)	D
Common Stock								1,743	I	By Trust

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

Remarks:

	David A. Serna, Attorney-in-Fact for Donald Thompson	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)