[Form 4] Northern Trust Corp Insider Trading Activity

Rhea-AI Filing Summary

Thomas A. South, Executive Vice President of Northern Trust Corporation (NTRS), reported a transaction dated 09/09/2025 on a Form 4. The filing shows a disposition of 155 shares of the issuer's common stock reported with transaction code G (reported price $0), indicating a gift or similar non‑cash transfer. After the reported transaction Mr. South is shown to beneficially own 77,936 shares directly. The filing also reports 4,121.32 units indirectly through a 401(k) plan as of 06/30/2025, and notes that this total includes 34,220 stock units payable on a 1‑for‑1 basis in common stock. The form was signed by an attorney‑in‑fact on behalf of Mr. South on 09/09/2025.

Insights

Securities Compliance Analyst

TL;DR: Routine insider disclosure showing a small non‑cash disposition and the insider's remaining direct and indirect holdings.

The Form 4 reports a Code G disposition of 155 shares, which is typically a non‑cash transfer such as a gift. The filing clearly states the insider's direct beneficial ownership of 77,936 shares and indirect 401(k) units of 4,121.32 as of 06/30/2025, including 34,220 stock units payable 1‑for‑1. From a compliance perspective, the report meets disclosure requirements by providing transaction date, code, post‑transaction holdings, and an authorized signature.

Corporate Governance Specialist

TL;DR: Disclosure appears complete and routine; the transaction is immaterial to shareholders given size and nature.

The reported transaction uses Code G and shows a nominal quantity (155 shares) disposed at $0, indicating a gift or similar transfer rather than a market sale. The filing also documents plan holdings and stock units that convert to shares, which helps clarify total economic exposure. There are no red flags such as unexplained transfers, large sales, or amendments noted in this filing.

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^*

South Thomas A

(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)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

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	09/09/2025		G		155	D	$0	77,936(1)	D
Common Stock								4,121.32	I	401(k) as of 6-30-2025

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 34,220 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 Thomas A. South	09/09/2025
	** 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 transaction did Thomas A. South report on Form 4 for NTRS?

The Form 4 reports a disposition of 155 shares on 09/09/2025 reported with transaction code G (price shown as $0).

How many NTRS shares does Thomas A. South beneficially own after the reported transaction?

The filing shows 77,936 shares beneficially owned directly following the transaction.

Does the Form 4 show any indirect holdings for Thomas A. South?

Yes; the filing reports 4,121.32 units indirectly through a 401(k) plan as of 06/30/2025.

Are there any special notes about the holdings in the filing?

The filing explains it includes 34,220 stock units payable automatically on a 1‑for‑1 basis into common stock of the corporation.

Who signed the Form 4 and when?

The form was signed by David A. Serna, Attorney‑in‑Fact for Thomas A. South on 09/09/2025.