STOCK TITAN

Northern Trust (NTRS) director reports 989-share stock grant and trust holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Northern Trust Corp director David Byron Smith Jr. reported an acquisition of company stock under a compensation award. On April 21, 2026, he received 989 shares of Common Stock as a grant or award at a stated price of $0.00 per share, increasing his directly held shares to 989.

The filing also updates indirect holdings in various trusts for the benefit of Smith and his children, where he serves as co‑trustee and shares investment control or has a partial pecuniary interest. These trust positions include sizable blocks of Northern Trust common stock in addition to his directly held shares.

Positive

  • None.

Negative

  • None.
Insider SMITH DAVID BYRON JR
Role null
Type Security Shares Price Value
Grant/Award Common Stock 989 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 989 shares (Direct, null); Common Stock — 84,837 shares (Indirect, By Revocable Trust)
Footnotes (1)
  1. On April 21, 2026, 1,902 already reported and vested stock units, granted on April 22, 2025, were distributed to the reporting person. Shares reported herein reflect the transfer of such shares into the reporting person's previously existing trust account. Represents stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock. Shares are held in a trust established for the benefit of the reporting person and his children, of which the reporting person is a co-trustee and shares investment control. Shares are held in a trust established for the benefit of one of the reporting person's children, of which the reporting person is a co-trustee and shares investment control. These shares are held in a trust of which reporting person has a partial direct pecuniary interest.
Shares granted 989 shares Common Stock grant on April 21, 2026
Grant price $0.00 per share Award of 989 Common Stock shares
Direct holdings after grant 989 shares Total directly owned Common Stock following transaction
Trust holdings example 1,002,160 shares Common Stock held indirectly in a trust after April 21, 2026
Child trust example 2,125 shares Common Stock held indirectly in a child’s trust after April 21, 2026
Revocable trust example 84,837 shares Common Stock held indirectly by a revocable trust after April 21, 2026
Distributed stock units 1,902 units Previously granted and vested units distributed as shares into a trust
stock units financial
"1,902 already reported and vested stock units, granted on April 22, 2025, were distributed"
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.
revocable trust financial
"Shares are held in a trust established for the benefit of the reporting person and his children"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
pecuniary interest financial
"These shares are held in a trust of which reporting person has a partial direct pecuniary interest"
co-trustee financial
"of which the reporting person is a co-trustee and shares investment control"
Common Stock financial
"Represents stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
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*
SMITH DAVID BYRON JR

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/21/2026
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 Stock04/21/2026A989A$0989(1)(2)D
Common Stock84,837(1)IBy Revocable Trust
Common Stock1,704IBy Trust(3)
Common Stock2,125IBy Trust fbo Child 1(4)
Common Stock2,125IBy Trust fbo Child 2(4)
Common Stock2,125IBy Trust fbo Child 3(4)
Common Stock1,002,160IBy Trust(5)
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. On April 21, 2026, 1,902 already reported and vested stock units, granted on April 22, 2025, were distributed to the reporting person. Shares reported herein reflect the transfer of such shares into the reporting person's previously existing trust account.
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 and his children, of which the reporting person is a co-trustee and shares investment control.
4. Shares are held in a trust established for the benefit of one of the reporting person's children, of which the reporting person is a co-trustee and shares investment control.
5. These shares are held in a trust of which reporting person has a partial direct pecuniary interest.
Remarks:
David A. Serna Attorney-in-Fact for David H. B. Smith, Jr.04/23/2026
** 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)

FAQ

What insider transaction did David Byron Smith Jr report for NTRS?

David Byron Smith Jr reported receiving 989 shares of Northern Trust common stock as a grant or award. The shares were acquired on April 21, 2026 at a stated price of $0.00 per share, reflecting stock-based compensation rather than an open-market purchase.

Is the Northern Trust (NTRS) Form 4 transaction a buy or compensation grant?

The Form 4 shows a compensation-related grant, coded as an award acquisition of 989 common shares. The zero dollar per-share price and “grant, award, or other acquisition” description indicate stock-based compensation, not an open-market purchase or sale by the director.

How many Northern Trust shares does David Byron Smith Jr now hold directly?

After the reported grant, David Byron Smith Jr directly holds 989 shares of Northern Trust common stock. This position reflects only his direct ownership; additional shares are held indirectly through several trusts where he serves as co‑trustee or has a partial pecuniary interest.

What does the Form 4 say about Northern Trust shares held in trusts?

The filing notes multiple trusts holding Northern Trust shares for the benefit of Smith and his children. He is a co‑trustee sharing investment control in some trusts and has a partial direct pecuniary interest in another, indicating indirect economic exposure alongside his directly owned shares.

Do the Northern Trust Form 4 holdings involve stock units converting to shares?

Yes. A footnote explains that 1,902 previously reported and vested stock units, granted on April 22, 2025, were distributed as common shares and transferred into Smith’s existing trust account. The stock units were payable automatically on a one-for-one basis in Northern Trust common stock.