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    Northern Trust Corporation filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    7/28/25 5:04:12 PM ET
    $NTRS
    Major Banks
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    ntrs-20250722
    0000073124false00000731242025-07-222025-07-220000073124us-gaap:CommonStockMember2025-07-222025-07-220000073124ntrs:DepositarySharesMember2025-07-222025-07-22

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549 
     
    FORM
    8-K

    CURRENT REPORT
    Pursuant to Section 13 or 15(d) of the
    Securities Exchange Act of 1934

    Date of Report (Date of earliest event reported) July 22, 2025

    NORTHERN TRUST CORPORATION

    (Exact name of registrant as specified in its charter)
    Delaware001-36609 36-2723087
    (State or other jurisdiction of incorporation)(Commission File Number) (IRS Employer Identification No.)
    50 South LaSalle Street 60603
    Chicago,Illinois(Zip Code)
    (Address of principal executive offices) 
    Registrant’s telephone number, including area code (312) 630-6000

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
    ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
    Securities registered pursuant to Section 12(b) of the Act:
    Title of each classTrading SymbolName of each exchange on which registered
    Common Stock, $1.66 2/3 Par ValueNTRSThe NASDAQ Stock Market LLC
    Depositary Shares, each representing 1/1,000th interest in a share of Series E Non-Cumulative Perpetual Preferred Stock
    NTRSOThe NASDAQ Stock Market LLC
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company ☐

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



    Item 8.01.    Other Events

    On July 28, 2025, Northern Trust Corporation (the “Corporation”) issued a press release announcing that the Corporation’s Board of Directors approved a new common stock repurchase authorization (the “New Stock Repurchase Authorization”) authorizing, but not obligating, the repurchase of up to $2.5 billion of the Corporation’s outstanding shares of common stock from time to time. The New Stock Repurchase Authorization has no expiration date.

    Item 9.01.    Financial Statements and Exhibits

    (d) Exhibits:
    Exhibit NumberDescription
    99.1
    Press Release
    104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.



    SIGNATURE
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
    NORTHERN TRUST CORPORATION
    (Registrant)
    Dated:July 28, 2025By:/s/ Susan C. Levy
    Susan C. Levy
    Executive Vice President, General Counsel and Corporate Secretary

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