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Northern Trust logoNorthern Trust NTRS

Northern Trust said on April 22, 2025 its board approved amendments to its By-laws to reflect the formation of a Technology and Operations Committee, the dissolution of the Capital Governance Committee and the renaming of the Business Risk Committee to the Risk Committee.

8-KSubmission of Matters to a Vote of Security HoldersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Northern Trust said on April 22, 2025 its board approved amendments to its By-laws to reflect the formation of a Technology and Operations Committee, the dissolution of the Capital Governance Committee and the renaming of the Business Risk Committee to the Risk Committee.

  2. The company said it held its 2025 annual meeting in Chicago, Illinois, on April 22, 2025, and that 179,564,369 shares, or 92.09% of its common stock as of the February 24, 2025 record date, were voted in person or by proxy.

  3. Northern Trust said all 13 director nominees were elected. For Susan Crown, the votes were 145,569,373 for, 21,853,148 against and 2,298,734 abstentions, with 9,843,114 broker non-votes.

  4. The company said its 2024 named executive officer compensation was approved in an advisory vote, with 160,197,683 votes for and 6,880,154 against. Stockholders also ratified the appointment of KPMG LLP as independent registered public accounting firm for fiscal 2025, with 170,077,543 votes for and 7,649,213 against.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Board Approves By-law Amendments

Northern Trust said on April 22, 2025 its board approved amendments to its By-laws to reflect the formation of a Technology and Operations Committee, the dissolution of the Capital Governance Committee and the renaming of the Business Risk Committee to the Risk Committee.

Source · Based on the filing body and exhibits

2025 Annual Meeting Held, Participation Reported

The company said it held its 2025 annual meeting in Chicago, Illinois, on April 22, 2025, and that 179,564,369 shares, or 92.09% of its common stock as of the February 24, 2025 record date, were voted in person or by proxy.

Source · Based on the filing body and exhibits

All 13 Directors Elected

Northern Trust said all 13 director nominees were elected. For Susan Crown, the votes were 145,569,373 for, 21,853,148 against and 2,298,734 abstentions, with 9,843,114 broker non-votes.

Source · Based on the filing body and exhibits

Advisory Pay Vote and KPMG Appointment Approved

The company said its 2024 named executive officer compensation was approved in an advisory vote, with 160,197,683 votes for and 6,880,154 against. Stockholders also ratified the appointment of KPMG LLP as independent registered public accounting firm for fiscal 2025, with 170,077,543 votes for and 7,649,213 against.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.