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Northern Trust director Susan Crown gets stock award

Crown's reported units are payable automatically one-for-one in NTRS shares when her director service ends.

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Form Type
4

Rhea-AI Filing Summary

Northern Trust Corp director Susan Crown acquired 86.88 Common Stock Units on October 1, 2026. The units are payable automatically one-for-one in NTRS shares upon termination of her director service, and her reported balance became 38,846.77 units. The reported price per share was $169.20. Crown also reported 18,400 shares held directly. Other reported indirect holdings are owned by trusts benefiting her children and by HCNI II LLC, whose members include trusts for the benefit of Crown and her children; she disclaims beneficial ownership except to the extent of her beneficial ownership in those trusts and entity.

Insider CROWN SUSAN
Role Director
Type Security Shares Price Value
Grant/Award Common Stock Units F1 86.88 $169.20 $15K
holding Common Stock -- -- --
holding Common Stock F2 -- -- --
holding Common Stock F3 -- -- --
Holdings After Transaction: Common Stock Units — 38,846.77 shares (Direct); Common Stock — 18,400 shares (Direct); Common Stock — 343,696 shares (Indirect, See ftn.)
Footnotes (3)
  1. F1. Represents common stock units payable automatically on a one-for-one basis in shares of NTRS stock upon termination of service as a director.
  2. F2. Owned by various trusts of which the children of the Reporting Person are the beneficiaries.
  3. F3. Owned by a limited liability company, HCNI II LLC, of which trusts for the benefit of the Reporting Person and the children of the Reporting Person are members.
Common Stock Units acquired 86.88 units Award reported October 1, 2026
Post-award Common Stock Units 38,846.77 units Reported following the award on October 1, 2026
Reported price per share $169.20 per share Reported for the October 1, 2026 award
Direct common stock holdings 18,400 shares Reported October 1, 2026
Common Stock Units financial
"common stock units payable automatically on a one-for-one basis"
A common stock unit is a tradable ownership interest that represents one or more ordinary shares in a company, giving the holder a stake in profits, a claim on assets after creditors, and usually voting rights on corporate matters. For investors it matters because these units determine how much of the company you own, how much influence you have, and how returns or losses are shared—think of owning slices of a pie that can be increased or diluted by the company’s actions.
one-for-one basis technical
"payable automatically on a one-for-one basis in shares of NTRS stock"
beneficial ownership regulatory
"disclaims beneficial ownership of the shares described in Footnotes 2 and 3"
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.
limited liability company technical
"a limited liability company, HCNI II LLC"
A limited liability company (LLC) is a business structure that separates the owners’ personal assets from the company’s debts and legal obligations, like a protective shield that keeps personal savings and property distinct from business risk. For investors, that protection reduces personal financial exposure and often brings flexible rules for profit sharing and taxes, but it can also affect how easily interests are bought or sold and how decisions are made.

FAQ

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

How many NTRS stock units did director Susan Crown acquire?

Susan Crown acquired 86.88 Common Stock Units on October 1, 2026, bringing her reported balance to 38,846.77 units. The units are payable automatically one-for-one in NTRS shares upon termination of her service as a director. The reported price per share was $169.20.

Which entities held Susan Crown's indirect NTRS shares?

The indirect common-stock holdings were owned by various trusts whose beneficiaries are Crown's children, and by HCNI II LLC, whose members include trusts for the benefit of Crown and her children. Crown disclaimed beneficial ownership of those shares except to the extent of her beneficial ownership in the trusts and entity.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
CROWN SUSAN

(Last)(First)(Middle)
50 S LASALLE 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock Units10/01/2026A86.88A$169.238,846.77(1)D
Common Stock18,400D
Common Stock4,000ISee ftn.(2)
Common Stock339,696ISee ftn.(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents common stock units payable automatically on a one-for-one basis in shares of NTRS stock upon termination of service as a director.
2. Owned by various trusts of which the children of the Reporting Person are the beneficiaries.
3. Owned by a limited liability company, HCNI II LLC, of which trusts for the benefit of the Reporting Person and the children of the Reporting Person are members.
Remarks:
The Reporting Person disclaims beneficial ownership of the shares described in Footnotes 2 and 3, except to the extent of her beneficial ownership in the trusts and entity that own such shares.
David A. Serna, Attorney-in-Fact for Susan Crown10/02/2026
** Signature of Reporting PersonDate
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)

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