NORTHERN TRUST CORP
10-Ks and 10-Qs
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________
FORM
10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||
For the quarterly period ended
September 30, 2025
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||
For the transition period from
to
Commission File No.
001-36609
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of
incorporation or organization) |
(I.R.S. Employer
Identification No.) |
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(Zip Code) | ||||||
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Registrant’s telephone number, including area code: (
312
)
630-6000
____________________________________________
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
x
No
¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
x
No
¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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x | Accelerated filer | ¨ | ||||||||
| Non-accelerated filer | ¨ | Smaller reporting company |
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| Emerging growth company |
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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.
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
☐
No
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At September 30, 2025,
189,117,369
shares of common stock, $1.66 2/3 par value, were outstanding.
NORTHERN TRUST CORPORATION
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2025
TABLE OF CONTENTS
| Page | |||||
i
CONSOLIDATED FINANCIAL HIGHLIGHTS
(UNAUDITED)
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||||||||
| CONDENSED INCOME STATEMENTS ($ In Millions) | 2025 | 2024 |
% CHANGE
(1)
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2025 | 2024 |
% CHANGE
(1)
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||||||||||||||
| Noninterest Income | $ | 1,434.6 | $ | 1,406.2 | 2 | % | $ | 4,193.9 | $ | 4,717.5 | (11) | % | ||||||||
| Net Interest Income | 590.8 | 562.3 | 5 | 1,769.4 | 1,613.3 | 10 | ||||||||||||||
| Total Revenue | 2,025.4 | 1,968.5 | 3 | 5,963.3 | 6,330.8 | (6) | ||||||||||||||
| Provision for Credit Losses | (17.0) | 8.0 | N/M | 0.5 | 7.5 | N/M | ||||||||||||||
| Noninterest Expense | 1,422.9 | 1,359.4 | 5 | 4,257.1 | 4,258.0 | — | ||||||||||||||
| Income before Income Taxes | 619.5 | 601.1 | 3 | 1,705.7 | 2,065.3 | (17) | ||||||||||||||
| Provision for Income Taxes | 161.9 | 136.2 | 19 | 434.8 | 489.6 | (11) | ||||||||||||||
| Net Income | $ | 457.6 | $ | 464.9 | (2) | % | $ | 1,270.9 | $ | 1,575.7 | (19) | % | ||||||||
| PER COMMON SHARE | ||||||||||||||||||||
| Net Income — Basic | $ | 2.30 | $ | 2.23 | 3 | % | $ | 6.34 | $ | 7.53 | (16) | % | ||||||||
| — Diluted | 2.29 | 2.22 | 3 | 6.32 | 7.51 | (16) | ||||||||||||||
| Cash Dividends Declared Per Common Share | 0.80 | 0.75 | 7 | 2.30 | 2.25 | 2 | ||||||||||||||
| Book Value — End of Period (EOP) | 63.83 | 59.85 | 7 | 63.83 | 59.85 | 7 | ||||||||||||||
| Market Value — EOP | 134.60 | 90.03 | 50 | 134.60 | 90.03 | 50 | ||||||||||||||
| SELECTED BALANCE SHEET DATA ($ In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 |
% CHANGE
(1)
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| End of Period: | |||||||||||
| Total Assets | $ | 170,263.3 | $ | 155,508.4 | 9 | % | |||||
| Earning Assets | 159,079.4 | 142,228.0 | 12 | ||||||||
| Deposits | 135,801.1 | 122,482.7 | 11 | ||||||||
| Stockholders’ Equity | 12,956.0 | 12,788.4 | 1 | ||||||||
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||||||||
| 2025 | 2024 |
% CHANGE
(1)
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2025 | 2024 |
% CHANGE
(1)
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| Average Balances: | ||||||||||||||||||||
| Total Assets | $ | 151,041.5 | $ | 146,842.9 | 3 | % | $ | 153,010.4 | $ | 146,654.8 | 4 | % | ||||||||
| Earning Assets | 139,338.9 | 134,767.8 | 3 | 141,061.1 | 134,662.2 | 5 | ||||||||||||||
| Deposits | 116,700.6 | 112,560.7 | 4 | 118,335.4 | 112,754.2 | 5 | ||||||||||||||
| Stockholders’ Equity | 12,707.0 | 12,474.1 | 2 | 12,641.4 | 12,206.5 | 4 | ||||||||||||||
| CLIENT ASSETS ($ In Billions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 |
% CHANGE
(1)
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AUC/A
(2)
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$ | 18,247.6 | $ | 16,788.0 | 9 | % | |||||
| AUC | 14,439.1 | 13,349.2 | 8 | ||||||||
| AUM | 1,772.7 | 1,610.4 | 10 | ||||||||
N/M - Not meaningful
(1)
Percentage calculations are based on actual balances rather than the rounded amounts presented in the table above.
(2)
For the purposes of disclosing AUC/A, to the extent that both custody and administration services are provided, the value of the assets is included only once in this amount.
1
SELECTED RATIOS AND METRICS
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||
| Financial Ratios: | ||||||||||||||
| Return on Average Common Equity | 14.8 | % | 15.4 | % | 14.0 | % | 18.2 | % | ||||||
| Dividend Payout Ratio | 34.9 | 33.8 | 36.4 | 30.0 | ||||||||||
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Net Interest Margin
(1)
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1.70 | 1.68 | 1.69 | 1.62 | ||||||||||
| Standardized Approach | Advanced Approach | |||||||||||||||||||||||||
| September 30, 2025 | December 31, 2024 | September 30, 2025 | December 31, 2024 | WELL-CAPITALIZED RATIOS | MINIMUM CAPITAL RATIOS | |||||||||||||||||||||
| Capital Ratios: | ||||||||||||||||||||||||||
| Northern Trust Corporation | ||||||||||||||||||||||||||
| Common Equity Tier 1 Capital | 12.4 | % | 12.4 | % | 15.1 | % | 14.5 | % | N/A | 4.5 | % | |||||||||||||||
| Tier 1 Capital | 13.4 | 13.3 | 16.2 | 15.6 | 6.0 | 6.0 | ||||||||||||||||||||
| Total Capital | 15.1 | 15.1 | 18.0 | 17.4 | 10.0 | 8.0 | ||||||||||||||||||||
| Tier 1 Leverage | 8.0 | 8.1 | 8.0 | 8.1 | N/A | 4.0 | ||||||||||||||||||||
| Supplementary Leverage | N/A | N/A | 8.9 | 8.9 | N/A | 3.0 | ||||||||||||||||||||
| The Northern Trust Company | ||||||||||||||||||||||||||
| Common Equity Tier 1 Capital | 11.8 | % | 11.4 | % | 14.5 | % | 13.6 | % | 6.5 | % | 4.5 | % | ||||||||||||||
| Tier 1 Capital | 11.8 | 11.4 | 14.5 | 13.6 | 8.0 | 6.0 | ||||||||||||||||||||
| Total Capital | 13.1 | 12.8 | 15.9 | 15.0 | 10.0 | 8.0 | ||||||||||||||||||||
| Tier 1 Leverage | 7.0 | 6.9 | 7.0 | 6.9 | 5.0 | 4.0 | ||||||||||||||||||||
| Supplementary Leverage | N/A | N/A | 7.7 | 7.5 | 3.0 | 3.0 | ||||||||||||||||||||
(1)
Net interest margin is presented on a fully taxable equivalent (FTE) basis, a non-generally accepted accounting principle (GAAP) financial measure that facilitates the analysis of asset yields. The net interest margin on a GAAP basis and a reconciliation of net interest income on a GAAP basis to net interest income on an FTE basis are presented in “Reconciliation to Fully Taxable Equivalent” within the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section.
2
PART I – FINANCIAL INFORMATION
Items 2. and 3. Management’s Discussion and Analysis of Financial Condition and Results of Operations and Quantitative and Qualitative Disclosures about Market Risk
The following is management’s discussion and analysis of the financial condition and results of operations (MD&A) of Northern Trust Corporation (Corporation) for the third quarter of 2025. The following should be read in conjunction with the consolidated financial statements and related footnotes included in this report as well as the Annual Report on Form 10-K for the year ended December 31, 2024. Investors also should read the section titled “Forward-Looking Statements.”
Certain terms used in this report are defined in the Glossary included in our Annual Report on Form 10-K for the year ended December 31, 2024.
CONSOLIDATED RESULTS OF OPERATIONS
General
The Corporation is a leading provider of asset servicing, wealth management, asset management and banking solutions to corporations, institutions, families and individuals.
The Corporation focuses on managing and servicing client assets through its two client-focused reporting segments: Asset Servicing and Wealth Management. Asset management and related services are provided to Asset Servicing and Wealth Management clients primarily by the Asset Management business. Except where the context requires otherwise, the terms “Northern Trust,” “we,” “us,” “our,” “its,” or similar terms mean the Corporation and its subsidiaries on a consolidated basis.
Overview of Financial Results
TABLE 1: FINANCIAL HIGHLIGHTS
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||||||||||||||
| ($ In Millions) | 2025 | 2024 | CHANGE | 2025 | 2024 | CHANGE | ||||||||||||||||||||
| Trust, Investment and Other Servicing Fees | $ | 1,265.5 | $ | 1,196.6 | $ | 68.9 | 6 | % | $ | 3,710.4 | $ | 3,505.6 | $ | 204.8 | 6 | % | ||||||||||
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Other Noninterest Income
(1)
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169.1 | 209.6 | (40.5) | (19) | 483.5 | 1,211.9 | (728.4) | (60) | ||||||||||||||||||
| Net Interest Income | 590.8 | 562.3 | 28.5 | 5 | 1,769.4 | 1,613.3 | 156.1 | 10 | ||||||||||||||||||
| Total Revenue | $ | 2,025.4 | $ | 1,968.5 | $ | 56.9 | 3 | % | $ | 5,963.3 | $ | 6,330.8 | $ | (367.5) | (6) | % | ||||||||||
| Provision for Credit Losses | (17.0) | 8.0 | N/M | N/M | 0.5 | 7.5 | N/M | N/M | ||||||||||||||||||
|
Noninterest Expense
(2)
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1,422.9 | 1,359.4 | 63.5 | 5 | 4,257.1 | 4,258.0 | (0.9) | — | ||||||||||||||||||
| Income before Income Taxes | $ | 619.5 | $ | 601.1 | $ | 18.4 | 3 | % | $ | 1,705.7 | $ | 2,065.3 | $ | (359.6) | (17) | % | ||||||||||
| Provision for Income Taxes | 161.9 | 136.2 | 25.7 | 19 | 434.8 | 489.6 | (54.8) | (11) | ||||||||||||||||||
| Net Income | $ | 457.6 | $ | 464.9 | $ | (7.3) | (2) | % | $ | 1,270.9 | $ | 1,575.7 | $ | (304.8) | (19) | % | ||||||||||
| Preferred Stock Dividends | 16.2 | 16.2 | — | — | 37.1 | 37.1 | — | — | ||||||||||||||||||
| Net Income Applicable to Common Stock | $ | 441.4 | $ | 448.7 | $ | (7.3) | (2) | % | $ | 1,233.8 | $ | 1,538.6 | $ | (304.8) | (20) | % | ||||||||||
| PER COMMON SHARE | ||||||||||||||||||||||||||
| Net Income – Basic | $ | 2.30 | $ | 2.23 | $ | 0.07 | 3 | % | $ | 6.34 | $ | 7.53 | $ | (1.19) | (16) | % | ||||||||||
| – Diluted | 2.29 | 2.22 | 0.07 | 3 | 6.32 | 7.51 | (1.19) | (16) | ||||||||||||||||||
| Cash Dividends Declared Per Common Share | 0.80 | 0.75 | 0.05 | 7 | 2.30 | 2.25 | 0.05 | 2 | ||||||||||||||||||
| SELECTED RATIOS AND METRICS | ||||||||||||||||||||||||||
| Return on Average Common Equity | 14.8 | % | 15.4 | % | 14.0 | % | 18.2 | % | ||||||||||||||||||
(1) For the three months ended September 30, 2024, Other Noninterest Income included a $68.1 million pre-tax gain related to the sale of an equity investment, recorded in Other Operating Income. For the nine months ended September 30, 2024, Other Noninterest Income included a $878.4 million net gain related to Northern Trust’s participation in the Visa Exchange Offer, a $7.6 million impairment charge taken on certain investments and a $6.5 million loss recognized as a result of a securities repositioning related to the supplemental pension plan, all recorded to Other Operating Income, as well as a $189.3 million loss on available for sale debt securities sold in conjunction with a repositioning of the portfolio, recorded in Investment Security Gains (Losses), net.
(2) For the nine months ended September 30, 2024, Noninterest Expense included severance-related charges of $85.2 million, of which $81.8 million was recorded to Compensation expense and $3.4 million was recorded to Outside Services, a $70.0 million charitable contribution to the Northern Trust Foundation, recorded in Other Operating Expense, $16.4 million of software amortization acceleration and dispositions, recorded to Equipment and Software expense, as well as a $14.7 million increase to the Federal Deposit Insurance Corporation (FDIC) special assessment and a $10.6 million legal settlement, both recorded to Other Operating Expense.
N/M - Not meaningful
3
CONSOLIDATED RESULTS OF OPERATIONS (continued)
Overview of Financial Results (continued)
Three Months Ended September 30, 2025 highlights:
•
Revenue for the three months ended September 30, 2025 increased from the prior-year quarter to $2.0 billion, reflecting:
◦
Trust, Investment and Other Servicing Fees increased to $1.3 billion in the current quarter primarily due to favorable markets.
◦
Other Noninterest Income decreased to $169.1 million in the current quarter primarily driven by the $68.1 million gain on the sale of an equity investment in the prior-year quarter, partially offset by lower expenses in the current quarter associated with existing Visa Class B swap agreements.
◦
Net Interest Income increased to $590.8 million in the current quarter primarily driven by lower funding costs.
•
Noninterest Expense increased to $1.4 billion in the current quarter primarily due to higher Compensation and Equipment and Software expense.
•
In the current quarter, there was a negative Provision for Credit Losses of $17.0 million, as compared to a Provision for Credit Losses of $8.0 million in the prior-year quarter. For additional information, refer to the Provision for Credit Losses within the “Consolidated Results of Operations” section.
•
The Provision for Income Taxes in the current quarter totaled $161.9 million, representing an effective tax rate of 26.1%. The Provision for Income Taxes in the prior-year quarter totaled $136.2 million, representing an effective tax rate of 22.7%.
Nine Months Ended September 30, 2025 highlights:
•
Revenue for the nine months ended September 30, 2025 decreased from the prior-year period to $6.0 billion, reflecting:
◦
Trust, Investment and Other Servicing Fees increased to $3.7 billion in the current period primarily driven by favorable markets and net new business.
◦
Other Noninterest Income decreased to $483.5 million in the current period primarily driven by the $878.4 million net gain related to Northern Trust’s participation in the Visa exchange program and a $68.1 million gain on the sale of an equity investment, partially offset by a $189.3 million AFS debt security loss, a $7.6 million charge for investment impairments and a $6.5 million loss recognized as a result of security repositioning related to the supplemental pension plan, all recorded in the prior-year period.
◦
Net Interest Income increased to $1.8 billion in the current period primarily due to the favorable impact of higher deposits, lower funding costs and higher foreign exchange swap activity executed by our Treasury department.
•
There was a $0.5 million Provision for Credit Losses in the current period, as compared to a $7.5 million Provision for Credit Losses in the prior-year period. For additional information, refer to the Provision for Credit Losses within “Consolidated Results of Operations” section.
•
The Provision for Income Taxes for the current period totaled $434.8 million, representing an effective tax rate of 25.5%. The Provision for Income Taxes for the prior-year period totaled $489.6 million, representing an effective tax rate of 23.7%.
4
THIRD QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)
Trust, Investment and Other Servicing Fees
Trust, Investment and Other Servicing Fees are based primarily on the market value of assets held in custody, managed or serviced; the volume of transactions; securities lending volume and spreads; and fees for other services rendered. Certain market value calculations on which fees are based are performed on a monthly or quarterly basis in arrears.
The components of Trust, Investment and Other Servicing Fees are provided below.
TABLE 2: TRUST, INVESTMENT AND OTHER SERVICING FEES
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||||||||||||||
| ($ In Millions) | 2025 | 2024 | CHANGE | 2025 | 2024 | CHANGE | ||||||||||||||||||||
| Asset Servicing Trust, Investment and Other Servicing Fees | ||||||||||||||||||||||||||
| Custody and Fund Administration | $ | 482.7 | $ | 453.1 | $ | 29.6 | 7 | % | $ | 1,405.2 | $ | 1,335.7 | $ | 69.5 | 5 | % | ||||||||||
| Investment Management | 159.6 | 152.6 | 7.0 | 5 | 469.4 | 438.3 | 31.1 | 7 | ||||||||||||||||||
| Securities Lending | 21.2 | 17.5 | 3.7 | 21 | 59.3 | 51.9 | 7.4 | 14 | ||||||||||||||||||
| Other | 43.4 | 43.9 | (0.5) | (1) | 136.7 | 131.4 | 5.3 | 4 | ||||||||||||||||||
| Total Asset Servicing Trust, Investment and Other Servicing Fees | $ | 706.9 | $ | 667.1 | $ | 39.8 | 6 | % | $ | 2,070.6 | $ | 1,957.3 | $ | 113.3 | 6 | % | ||||||||||
| Wealth Management Trust, Investment and Other Servicing Fees | ||||||||||||||||||||||||||
| Central | $ | 200.6 | $ | 186.6 | $ | 14.0 | 8 | % | $ | 578.9 | $ | 545.6 | $ | 33.3 | 6 | % | ||||||||||
| East | 146.0 | 136.4 | 9.6 | 7 | 426.3 | 399.0 | 27.3 | 7 | ||||||||||||||||||
| West | 110.5 | 105.7 | 4.8 | 4 | 324.8 | 308.9 | 15.9 | 5 | ||||||||||||||||||
| Global Family Office | 101.5 | 100.8 | 0.7 | 1 | 309.8 | 294.8 | 15.0 | 5 | ||||||||||||||||||
| Total Wealth Management Trust, Investment and Other Servicing Fees | $ | 558.6 | $ | 529.5 | $ | 29.1 | 5 | % | $ | 1,639.8 | $ | 1,548.3 | $ | 91.5 | 6 | % | ||||||||||
| Total Consolidated Trust, Investment and Other Servicing Fees | $ | 1,265.5 | $ | 1,196.6 | $ | 68.9 | 6 | % | $ | 3,710.4 | $ | 3,505.6 | $ | 204.8 | 6 | % | ||||||||||
Asset Servicing
Custody and Fund Administration fees, the largest component of Asset Servicing fees, are driven primarily by values of client assets under custody/administration (AUC/A), transaction volumes and the number of accounts. The asset values used to calculate these fees vary depending on the individual fee arrangements negotiated with each client. Custody fees related to asset values are client-specific and are priced based on month-end market values, quarter-end market values, or the average of month-end market values for the quarter. The fund administration fees that are asset-value-related are priced using month-end, quarter-end, or average daily balances. Investment Management fees are based generally on market values of client AUM throughout the period. Typically, the asset values used to calculate fee revenue are based on a one-month or one-quarter lag. Securities Lending revenue is affected by market values; the demand for securities to be lent, which drives volumes; and the interest rate spread earned on the investment of cash deposited by investment firms as collateral for securities they have borrowed. The Other fee category in Asset Servicing includes products such as investment risk and analytical services, benefit payments, and other services. Revenue from these products is based generally on the volume of services provided or a fixed fee.
Custody and Fund Administration fees increased both from the prior-year quarter and from the prior-year period primarily driven by favorable markets, net new business, and favorable currency movements.
Investment Management fees increased both from the prior-year quarter and from the from the prior-year period primarily due to favorable markets
.
Securities Lending increased from the prior-year period primarily due to higher loan volumes.
Wealth Management
Wealth Management fee income is calculated primarily based on market values and is impacted by both one-month and one-quarter lagged asset values.
Fee income in the regions (Central, East and West) increased both from the prior-year quarter and from the prior-year period, primarily due to favorable markets
.
Global Family Office fee income increased from the prior-year period, primarily due to favorable markets.
5
THIRD QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)
Trust, Investment and Other Servicing Fees (continued)
Market Indices
The following tables present selected market indices and the percentage changes year-over-year to provide context regarding equity and fixed income market impacts on the Corporation’s results.
TABLE 3: EQUITY MARKET INDICES
| DAILY AVERAGES | PERIOD-END | |||||||||||||||||||
| THREE MONTHS ENDED SEPTEMBER 30, | AS OF SEPTEMBER 30, | |||||||||||||||||||
| 2025 | 2024 | CHANGE | 2025 | 2024 | CHANGE | |||||||||||||||
| S&P 500 | 6,424 | 5,542 | 16 | % | 6,688 | 5,762 | 16 | % | ||||||||||||
| MSCI EAFE (U.S. dollars) | 2,698 | 2,378 | 13 | 2,767 | 2,469 | 12 | ||||||||||||||
| MSCI EAFE (local currency) | 1,641 | 1,507 | 9 | 1,677 | 1,524 | 10 | ||||||||||||||
TABLE 4: FIXED INCOME MARKET INDICES
| AS OF SEPTEMBER 30, | |||||||||||
| 2025 | 2024 | CHANGE | |||||||||
| Barclays Capital U.S. Aggregate Bond Index | 2,323 | 2,258 | 3 | % | |||||||
| Barclays Capital Global Aggregate Bond Index | 500 | 488 | 2 | ||||||||
Client Assets
As noted above, AUC/A and AUM are two of the primary drivers of our Trust, Investment and Other Servicing Fees. For the purposes of disclosing AUC/A, to the extent that both custody and administration services are provided, the value of the assets is included only once in this amount. The following table presents AUC/A by reporting segment.
TABLE 5: ASSETS UNDER CUSTODY / ADMINISTRATION BY REPORTING SEGMENT
| SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | CHANGE Q3-25/Q2-25 | CHANGE Q3-25/Q3-24 | |||||||||||||
| ($ In Billions) | |||||||||||||||||
| Asset Servicing | $ | 16,990.4 | $ | 16,864.9 | $ | 16,278.0 | 1 | % | 4 | % | |||||||
| Wealth Management | 1,257.2 | 1,203.4 | 1,145.0 | 4 | 10 | ||||||||||||
| Total Assets Under Custody / Administration | $ | 18,247.6 | $ | 18,068.3 | $ | 17,423.0 | 1 | % | 5 | % | |||||||
The following table presents Northern Trust’s assets under custody, a component of AUC/A, by reporting segment.
TABLE 6: ASSETS UNDER CUSTODY BY REPORTING SEGMENT
| SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | CHANGE Q3-25/Q2-25 | CHANGE Q3-25/Q3-24 | |||||||||||||
| ($ In Billions) | |||||||||||||||||
| Asset Servicing | $ | 13,195.0 | $ | 13,056.5 | $ | 12,662.1 | 1 | % | 4 | % | |||||||
| Wealth Management | 1,244.1 | 1,187.2 | 1,132.7 | 5 | 10 | ||||||||||||
| Total Assets Under Custody | $ | 14,439.1 | $ | 14,243.7 | $ | 13,794.8 | 1 | % | 5 | % | |||||||
Total assets under custody/administration and assets under custody increased from the prior-year quarter primarily driven by favorable markets and favorable currency translation, partially offset by asset outflows.
6
THIRD QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)
Trust, Investment and Other Servicing Fees (continued)
The following table presents the allocation of Northern Trust’s custodied assets by reporting segment.
TABLE 7: ALLOCATION OF ASSETS UNDER CUSTODY
| SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | |||||||||||||||||||||||||||
| AS | WM | TOTAL | AS | WM | TOTAL | AS | WM | TOTAL | |||||||||||||||||||||
| Equities | 49 | % | 61 | % | 50 | % | 49 | % | 62 | % | 50 | % | 48 | % | 62 | % | 50 | % | |||||||||||
| Fixed Income Securities | 31 | 13 | 30 | 31 | 13 | 30 | 31 | 13 | 29 | ||||||||||||||||||||
| Cash and Other Assets | 18 | 26 | 19 | 18 | 25 | 19 | 20 | 25 | 20 | ||||||||||||||||||||
| Securities Lending Collateral | 2 | — | 1 | 2 | — | 1 | 1 | — | 1 | ||||||||||||||||||||
The following table presents Northern Trust’s assets under custody by investment type.
TABLE 8: ASSETS UNDER CUSTODY BY INVESTMENT TYPE
| ($ In Billions) | SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | CHANGE Q3-25/Q2-25 | CHANGE Q3-25/Q3-24 | ||||||||||||
| Equities | $ | 7,166.5 | $ | 7,156.8 | $ | 6,799.5 | — | % | 5 | % | |||||||
| Fixed Income Securities | 4,297.9 | 4,203.0 | 4,031.7 | 2 | 7 | ||||||||||||
| Cash and Other Assets | 2,768.1 | 2,677.9 | 2,787.5 | 3 | (1) | ||||||||||||
| Securities Lending Collateral | 206.6 | 206.0 | 176.1 | — | 17 | ||||||||||||
| Total AUC | $ | 14,439.1 | $ | 14,243.7 | $ | 13,794.8 | 1 | % | 5 | % | |||||||
The following table presents Northern Trust’s AUM by reporting segment.
TABLE 9: ASSETS UNDER MANAGEMENT BY REPORTING SEGMENT
| SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | CHANGE Q3-25/Q2-25 | CHANGE Q3-25/Q3-24 | |||||||||||||
| ($ In Billions) | |||||||||||||||||
| Asset Servicing | $ | 1,280.1 | $ | 1,229.2 | $ | 1,177.9 | 4 | % | 9 | % | |||||||
| Wealth Management | 492.6 | 468.5 | 443.9 | 5 | 11 | ||||||||||||
| Total AUM | $ | 1,772.7 | $ | 1,697.7 | $ | 1,621.8 | 4 | % | 9 | % | |||||||
Total assets under management increased compared to the prior-year quarter primarily reflecting favorable markets and net new business.
The following table presents the allocation of Northern Trust’s AUM by reporting segment.
TABLE 10: ALLOCATION OF ASSETS UNDER MANAGEMENT
| SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | |||||||||||||||||||||||||||
| AS | WM | TOTAL | AS | WM | TOTAL | AS | WM | TOTAL | |||||||||||||||||||||
| Equities | 55 | % | 61 | % | 56 | % | 54 | % | 59 | % | 56 | % | 55 | % | 58 | % | 56 | % | |||||||||||
| Fixed Income Securities | 11 | 19 | 13 | 11 | 20 | 13 | 11 | 20 | 13 | ||||||||||||||||||||
| Cash and Other Assets | 18 | 20 | 19 | 18 | 21 | 19 | 19 | 22 | 20 | ||||||||||||||||||||
| Securities Lending Collateral | 16 | — | 12 | 17 | — | 12 | 15 | — | 11 | ||||||||||||||||||||
The following table presents Northern Trust’s AUM by investment type.
TABLE 11: ASSETS UNDER MANAGEMENT BY INVESTMENT TYPE
| ($ In Billions) | SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | CHANGE Q3-25/Q2-25 | CHANGE Q3-25/Q3-24 | ||||||||||||
| Equities | $ | 1,001.5 | $ | 943.6 | $ | 908.8 | 6 | % | 10 | % | |||||||
| Fixed Income Securities | 230.0 | 223.5 | 219.7 | 3 | 5 | ||||||||||||
| Cash and Other Assets | 334.6 | 324.6 | 317.2 | 3 | 5 | ||||||||||||
| Securities Lending Collateral | 206.6 | 206.0 | 176.1 | — | 17 | ||||||||||||
| Total AUM | $ | 1,772.7 | $ | 1,697.7 | $ | 1,621.8 | 4 | % | 9 | % | |||||||
7
THIRD QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)
Trust, Investment and Other Servicing Fees (continued)
The following table presents activity in consolidated AUM by product.
TABLE 12: ACTIVITY IN CONSOLIDATED ASSETS UNDER MANAGEMENT BY PRODUCT
| THREE MONTHS ENDED | ||||||||||||||||||||
| (In Billions) | SEPTEMBER 30, 2025 | JUNE 30, 2025 | MARCH 31, 2025 | DECEMBER 31, 2024 | SEPTEMBER 30, 2024 | |||||||||||||||
| Beginning Balance of AUM | $ | 1,697.7 | $ | 1,607.8 | $ | 1,610.4 | $ | 1,621.8 | $ | 1,526.7 | ||||||||||
| Net Inflows (Outflows) by Product | ||||||||||||||||||||
| Equities | (14.6) | (25.2) | (9.5) | 0.7 | (1.1) | |||||||||||||||
| Fixed Income | 4.2 | (1.4) | (1.0) | 3.9 | 1.0 | |||||||||||||||
| Cash and Other Assets | 15.3 | 12.4 | 7.4 | 0.1 | 23.1 | |||||||||||||||
| Securities Lending Collateral | 0.6 | 14.9 | 14.7 | 0.3 | 15.4 | |||||||||||||||
| Net Inflows (Outflows) | 5.5 | 0.7 | 11.6 | 5.0 | 38.4 | |||||||||||||||
| Total Market Performance, Currency & Other | 69.5 | 89.2 | (14.2) | (16.4) | 56.7 | |||||||||||||||
| Ending Balance of AUM | $ | 1,772.7 | $ | 1,697.7 | $ | 1,607.8 | $ | 1,610.4 | $ | 1,621.8 | ||||||||||
Other Noninterest Income
The components of Other Noninterest Income are provided below.
TABLE 13: OTHER NONINTEREST INCOME
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||||||||||||||
| ($ In Millions) | 2025 | 2024 | CHANGE | 2025 | 2024 | CHANGE | ||||||||||||||||||||
| Foreign Exchange Trading Income | $ | 57.2 | $ | 54.1 | $ | 3.1 | 6 | % | $ | 166.5 | $ | 169.5 | $ | (3.0) | (2) | % | ||||||||||
| Treasury Management Fees | 9.5 | 8.2 | 1.3 | 16 | 28.8 | 26.5 | 2.3 | 9 | ||||||||||||||||||
| Security Commissions and Trading Income | 41.8 | 35.5 | 6.3 | 18 | 120.5 | 107.7 | 12.8 | 12 | ||||||||||||||||||
| Other Operating Income | 60.6 | 111.8 | (51.2) | (46) | 167.7 | 1,097.5 | (929.8) | (85) | ||||||||||||||||||
| Investment Security Gains (Losses), net | — | — | — | N/M | — | (189.3) | 189.3 | N/M | ||||||||||||||||||
| Total Other Noninterest Income | $ | 169.1 | $ | 209.6 | $ | (40.5) | (19)% | $ | 483.5 | $ | 1,211.9 | $ | (728.4) | (60)% | ||||||||||||
N/M - Not meaningful
For the nine months ended September 30, 2025, Security Commissions and Trading Income increased compared to the prior-year period primarily driven by higher revenue from core brokerage.
For the three months ended September 30, 2025 Other Operating Income decreased compared to the prior-year quarter primarily driven by the $68.1 million gain on the sale of an equity investment in the prior-year quarter, partially offset by lower expenses in the current quarter associated with existing Visa Class B swap agreements. For the nine months ended September 30, 2025, Other Operating Income decreased compared to the prior-year period primarily driven by the $878.4 million gain related to Northern Trust’s participation in the Visa exchange program and a $68.1 million gain on the sale of an equity investment, partially offset by a $7.6 million charge for investment impairments and a $6.5 million loss recognized as a result of a securities repositioning related to the supplemental pension plan, all recorded in the prior-year period.
For the nine months ended September 30, 2024, Investment Security Gains (Losses), net reflects a $189.3 million available for sale debt security loss related to repositioning of the portfolio.
8
CONSOLIDATED RESULTS OF OPERATIONS (continued)
Net Interest Income
Net Interest Income is defined as the total of Interest Income and amortized fees on earning assets, less Interest Expense on deposits and borrowed funds, adjusted for the impact of interest-related hedging activity. Earning assets—including Federal Funds Sold, Securities Purchased under Agreements to Resell, Interest-Bearing Due From and Deposits with Banks, Federal Reserve and Other Central Bank Deposits, Securities, Loans, and Other Interest-Earning Assets—are financed by a large base of interest-bearing liabilities that include client deposits, short-term borrowings, Senior Notes and Long-Term Debt. Short-term borrowings include Federal Funds Purchased, Securities Sold Under Agreements to Repurchase, and Other Borrowings. Earning assets are also funded by noninterest-bearing funds, which include demand deposits and stockholders’ equity. Net Interest Income is subject to variations in the level and mix of earning assets and interest-bearing funds and their relative sensitivity to interest rates. In addition, the levels of nonaccruing assets and client compensating deposit balances used to pay for services impact Net Interest Income.
Net interest margin is the difference between what we earn on our assets and what we pay for deposits and other sources of funding relative to average interesting-earning assets. The direction and level of interest rates are important factors in our earnings. Net interest margin is calculated by dividing annualized Net Interest Income by average interest-earning assets.
Net Interest Income stated on a fully taxable equivalent (FTE) basis is a non-generally accepted accounting principle (GAAP) financial measure that facilitates the analysis of asset yields. Management believes an FTE presentation provides a clearer indication of net interest margins for comparative purposes. When adjusted to an FTE basis, yields on taxable, nontaxable, and partially taxable assets are comparable; however, the adjustment to an FTE basis has no impact on Net Income. A reconciliation of Net Interest Income on a GAAP basis to Net Interest Income on an FTE basis is provided in “Reconciliation to Fully Taxable Equivalent” within this MD&A.
9
CONSOLIDATED RESULTS OF OPERATIONS (continued)
Net Interest Income (continued)
The following tables present an analysis of average daily balances and interest rates changes affecting Net Interest Income and an analysis of Net Interest Income changes for the three months ended September 30, 2025.
TABLE 14: AVERAGE CONSOLIDATED BALANCE SHEETS WITH ANALYSIS OF NET INTEREST INCOME
| (INTEREST AND RATE ON A FULLY TAXABLE EQUIVALENT BASIS) | THIRD QUARTER | |||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||
| ($ In Millions) | INTEREST | AVERAGE BALANCE |
AVERAGE RATE
(7)
|
INTEREST | AVERAGE BALANCE |
AVERAGE RATE
(7)
|
||||||||||||||
| Interest-Earning Assets | ||||||||||||||||||||
| Federal Reserve and Other Central Bank Deposits | $ | 326.5 | $ | 33,754.2 | 3.84 | % | $ | 451.7 | $ | 36,067.3 | 4.98 | % | ||||||||
|
Interest-Bearing Due from and Deposits with Banks
(1)
|
20.7 | 5,237.7 | 1.57 | 28.5 | 4,828.1 | 2.35 | ||||||||||||||
|
Federal Funds Sold and Securities Purchased under Agreements to Resell
(2)
|
711.7 | 1,300.4 | 217.12 | 890.8 | 977.4 | 362.57 | ||||||||||||||
| Debt Securities | ||||||||||||||||||||
| Available for Sale | 383.0 | 33,022.7 | 4.60 | 379.8 | 27,462.6 | 5.50 | ||||||||||||||
| Held to Maturity | 99.8 | 22,129.7 | 1.79 | 107.8 | 22,834.0 | 1.88 | ||||||||||||||
| Total Debt Securities | 482.8 | 55,152.4 | 3.47 | 487.6 | 50,296.6 | 3.86 | ||||||||||||||
|
Loans
(3)
|
585.1 | 41,500.6 | 5.59 | 646.5 | 39,884.0 | 6.45 | ||||||||||||||
|
Other Interest-Earning Assets
(4)
|
23.0 | 2,393.6 | 3.81 | 32.2 | 2,714.4 | 4.71 | ||||||||||||||
| Total Interest-Earning Assets | 2,149.8 | 139,338.9 | 6.12 | 2,537.3 | 134,767.8 | 7.49 | ||||||||||||||
|
Cash and Due from Banks and Other Central Bank Deposits
(5)
|
— | 1,159.3 | — | — | 1,742.3 | — | ||||||||||||||
| Other Noninterest-Earning Assets | — | 10,543.3 | — | — | 10,332.8 | — | ||||||||||||||
| Total Assets | $ | — | $ | 151,041.5 | — | % | $ | — | $ | 146,842.9 | — | % | ||||||||
| Average Source of Funds | ||||||||||||||||||||
| Deposits | ||||||||||||||||||||
| Savings, Money Market and Other | $ | 226.2 | $ | 28,348.7 | 3.16 | % | $ | 238.6 | $ | 25,233.0 | 3.76 | % | ||||||||
| Savings Certificates and Other Time | 71.8 | 6,700.1 | 4.25 | 86.7 | 6,639.6 | 5.19 | ||||||||||||||
| Non-U.S. Offices — Interest-Bearing | 360.4 | 65,354.5 | 2.19 | 548.2 | 64,347.2 | 3.39 | ||||||||||||||
| Total Interest-Bearing Deposits | 658.4 | 100,403.3 | 2.60 | 873.5 | 96,219.8 | 3.61 | ||||||||||||||
| Federal Funds Purchased | 24.8 | 2,467.7 | 3.99 | 29.6 | 2,320.9 | 5.07 | ||||||||||||||
|
Securities Sold under Agreements to Repurchase
(2)
|
695.0 | 500.4 | 551.02 | 869.7 | 504.3 | 686.17 | ||||||||||||||
|
Other Borrowings
(6)
|
79.6 | 6,938.4 | 4.55 | 94.8 | 7,085.9 | 5.32 | ||||||||||||||
| Senior Notes | 39.3 | 2,839.6 | 5.50 | 44.2 | 2,795.6 | 6.30 | ||||||||||||||
| Long-Term Debt | 56.4 | 4,092.0 | 5.46 | 56.1 | 4,075.1 | 5.47 | ||||||||||||||
| Total Interest-Bearing Liabilities | 1,553.5 | 117,241.4 | 5.26 | 1,967.9 | 113,001.6 | 6.93 | ||||||||||||||
| Interest Rate Spread | — | — | 0.86 | — | — | 0.56 | ||||||||||||||
| Demand and Other Noninterest-Bearing Deposits | — | 16,297.3 | — | — | 16,340.9 | — | ||||||||||||||
| Other Noninterest-Bearing Liabilities | — | 4,795.8 | — | — | 5,026.3 | — | ||||||||||||||
| Stockholders’ Equity | — | 12,707.0 | — | — | 12,474.1 | — | ||||||||||||||
| Total Liabilities and Stockholders’ Equity | $ | — | $ | 151,041.5 | — | % | $ | — | $ | 146,842.9 | — | % | ||||||||
| Less: FTE Adjustment | $ | 5.5 | $ | — | — | % | $ | 7.1 | $ | — | — | % | ||||||||
| Net Interest Income/Margin (Unadjusted) | $ | 590.8 | $ | — | 1.68 | % | $ | 562.3 | $ | — | 1.66 | % | ||||||||
|
Net Interest Income/Margin (FTE Adjusted)
(8)
|
$ | 596.3 | $ | — | 1.70 | % | $ | 569.4 | $ | — | 1.68 | % | ||||||||
(1)
Interest-Bearing Due from and Deposits with Banks includes the interest-bearing component of Cash and Due from Banks and Interest-Bearing Deposits with Banks as presented on the consolidated balance sheets.
(2)
Includes the impact of balance sheet netting under master netting arrangements of approximately $62.7 billion and $64.3 billion for the three months ended September 30, 2025 and 2024, respectively. Excluding the impact of netting for the three months ended September 30, 2025 and 2024, the average interest rate on Federal Funds Sold and Securities Purchased under Agreements to Resell would be approximately 4.41% and 5.43%, respectively. Excluding the impact of netting for the three months ended September 30, 2025 and 2024, the average interest rate on Securities Sold under Agreements to Repurchase would be approximately 4.37% and 5.34%, respectively. Northern Trust nets securities sold under repurchase agreements against those purchased under resale agreements when the GAAP requirements to net are met.
(3)
Average balances include nonaccrual loans.
(4)
Other Interest-Earning Assets include certain community development investments, collateral deposits with certain securities depositories and clearing houses, Federal Home Loan Bank and Federal Reserve stock, and money market investments which are classified in Other Assets on the consolidated balance sheets.
(5)
Cash and Due from Banks and Other Central Bank Deposits includes the noninterest-bearing component of Federal Reserve and Other Central Bank Deposits on the consolidated balance sheets.
(6)
Other Borrowings primarily includes advances from the Federal Home Loan Bank of Chicago.
(7)
Rate calculations are based on actual balances rather than the rounded amounts presented in the table above.
(8)
A reconciliation of Net Interest Income on a GAAP basis to Net Interest Income on an FTE basis is provided in “Reconciliation to Fully Taxable Equivalent” within this MD&A.
10
CONSOLIDATED RESULTS OF OPERATIONS (continued)
Net Interest Income (continued)
Net Interest Income for the three months ended September 30, 2025, stated on an FTE basis, increased from the prior-year quarter, primarily driven by lower funding costs.
The net interest margin on an FTE basis increased from the prior-year quarter, primarily driven by lower funding costs, partially offset by lower yield on interest-earning assets.
Interest-earning deposits includes Federal Reserve and Other Central Bank Deposits and Interest-Bearing Due from and Deposits with Banks. Interest-earning deposits decreased 5%, from the prior-year quarter, primarily due to reinvesting into the securities portfolio.
Average Securities increased 10% from the prior-year quarter, reflecting strategic purchases of investment securities primarily in the AFS portfolio with modest duration and reinvesting maturities at higher yields Average taxable Securities were $46.9 billion in the current quarter and $44.0 billion in the prior-year quarter. Average nontaxable Securities, which represent securities that are primarily exempt from U.S. federal and state income taxes, were $8.3 billion in the current quarter and $6.3 billion in the prior-year quarter. For additional discussion relating to the securities portfolio, refer to the “Asset Quality” section in this MD&A and to Note 4-Securities to the consolidated financial statements provided in Item 1. Consolidated Financial Statements (unaudited).
Average Loans increased 4%, from the prior-year quarter, primarily driven by an increase in average Private Client loans.
Average Other Interest-Earning Assets includes collateral deposits with certain securities depositories and clearing houses, certain community development investments, Federal Home Loan Bank stock, a money market investment, and Federal Reserve stock of $994.6 million, $879.7 million, $342.7 million, $85.0 million, and $70.0 million, respectively, which are recorded in Other Assets on the consolidated balance sheets.
Average Interest-Bearing Deposits increased 4% from the prior-year quarter, primarily due to increased client activity and higher liquidity as a result of market volatility. Average Non-U.S. Offices Interest-Bearing Deposits comprised 65% and 67% of total average Interest-Bearing Deposits for the three months ended September 30, 2025 and 2024, respectively.
The balances within short-term borrowing classifications vary based on funding requirements and strategies, interest rate levels, changes in the volume of lower-cost deposit sources, and the availability of collateral to secure these borrowings.
11
CONSOLIDATED RESULTS OF OPERATIONS (continued)
Net Interest Income (continued)
The following tables present an analysis of average daily balances and interest rate changes affecting Net Interest Income and an analysis of Net Interest Income changes for the nine months ended September 30, 2025.
TABLE 15: AVERAGE CONSOLIDATED BALANCE SHEETS WITH ANALYSIS OF NET INTEREST INCOME
| (INTEREST AND RATE ON A FULLY TAXABLE EQUIVALENT BASIS) | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||
| ($ In Millions) | INTEREST | AVERAGE BALANCE |
AVERAGE
RATE
(7)
|
INTEREST | AVERAGE BALANCE |
AVERAGE
RATE
(7)
|
||||||||||||||
| Interest-Earning Assets | ||||||||||||||||||||
| Federal Reserve and Other Central Bank Deposits | $ | 1,142.9 | $ | 38,177.7 | 4.00 | % | $ | 1,369.0 | $ | 35,963.2 | 5.08 | % | ||||||||
|
Interest-Bearing Due from and Deposits with Banks
(1)
|
65.9 | 5,146.9 | 1.71 | 94.5 | 4,748.9 | 2.66 | ||||||||||||||
|
Federal Funds Sold and Securities Purchased under Agreements to Resell
(2)
|
2,091.7 | 806.0 | 346.96 | 2,578.2 | 743.6 | 463.18 | ||||||||||||||
| Debt Securities | ||||||||||||||||||||
| Available for Sale | 1,102.7 | 31,545.8 | 4.67 | 1,067.8 | 26,039.7 | 5.48 | ||||||||||||||
| Held to Maturity | 300.7 | 21,617.0 | 1.86 | 345.0 | 23,566.3 | 1.96 | ||||||||||||||
| Total Debt Securities | 1,403.4 | 53,162.8 | 3.53 | 1,412.8 | 49,606.0 | 3.80 | ||||||||||||||
|
Loans
(3)
|
1,737.6 | 41,246.6 | 5.63 | 1,953.0 | 40,831.6 | 6.39 | ||||||||||||||
|
Other Interest-Earning Assets
(4)
|
72.3 | 2,521.1 | 3.83 | 96.1 | 2,768.9 | 4.63 | ||||||||||||||
| Total Interest-Earning Assets | 6,513.8 | 141,061.1 | 6.17 | 7,503.6 | 134,662.2 | 7.44 | ||||||||||||||
|
Cash and Due from Banks and Other Central Bank Deposits
(5)
|
— | 1,090.5 | — | — | 1,781.1 | — | ||||||||||||||
| Other Noninterest-Earning Assets | — | 10,858.8 | — | — | 10,211.5 | — | ||||||||||||||
| Total Assets | $ | — | $ | 153,010.4 | — | % | $ | — | $ | 146,654.8 | — | % | ||||||||
| Average Source of Funds | ||||||||||||||||||||
| Deposits | ||||||||||||||||||||
| Savings, Money Market and Other | $ | 661.5 | $ | 28,291.2 | 3.13 | % | $ | 748.9 | $ | 26,706.9 | 3.75 | % | ||||||||
| Savings Certificates and Other Time | 219.2 | 6,741.4 | 4.35 | 223.9 | 5,743.7 | 5.21 | ||||||||||||||
| Non-U.S. Offices — Interest-Bearing | 1,201.6 | 66,658.9 | 2.41 | 1,680.7 | 63,774.2 | 3.52 | ||||||||||||||
| Total Interest-Bearing Deposits | 2,082.3 | 101,691.5 | 2.74 | 2,653.5 | 96,224.8 | 3.68 | ||||||||||||||
| Federal Funds Purchased | 72.8 | 2,443.7 | 3.98 | 101.9 | 2,659.3 | 5.12 | ||||||||||||||
|
Securities Sold under Agreements to Repurchase
(2)
|
2,048.8 | 509.3 | 537.83 | 2,535.1 | 522.9 | 647.56 | ||||||||||||||
|
Other Borrowings
(6)
|
239.7 | 6,990.0 | 4.58 | 278.7 | 6,997.6 | 5.32 | ||||||||||||||
| Senior Notes | 117.1 | 2,813.4 | 5.57 | 132.4 | 2,757.8 | 6.41 | ||||||||||||||
| Long-Term Debt | 167.9 | 4,087.8 | 5.49 | 167.4 | 4,071.1 | 5.49 | ||||||||||||||
| Total Interest-Related Funds | 4,728.6 | 118,535.7 | 5.33 | 5,869.0 | 113,233.5 | 6.92 | ||||||||||||||
| Interest Rate Spread | — | — | 0.84 | — | — | 0.52 | ||||||||||||||
| Demand and Other Noninterest-Bearing Deposits | — | 16,643.9 | — | — | 16,529.4 | — | ||||||||||||||
| Other Noninterest-Bearing Liabilities | — | 5,189.4 | — | — | 4,685.4 | — | ||||||||||||||
| Stockholders’ Equity | — | 12,641.4 | — | — | 12,206.5 | — | ||||||||||||||
| Total Liabilities and Stockholders’ Equity | $ | — | $ | 153,010.4 | — | % | $ | — | $ | 146,654.8 | — | % | ||||||||
| Less: FTE Adjustment | $ | 15.8 | $ | — | — | % | $ | 21.3 | $ | — | — | % | ||||||||
| Net Interest Income/Margin (Unadjusted) | $ | 1,769.4 | $ | — | 1.68 | % | $ | 1,613.3 | $ | — | 1.60 | % | ||||||||
|
Net Interest Income/Margin (FTE Adjusted)
(8)
|
$ | 1,785.2 | $ | — | 1.69 | % | $ | 1,634.6 | $ | — | 1.62 | % | ||||||||
(1)
Interest-Bearing Due from and Deposits with Banks includes the interest-bearing component of Cash and Due from Banks and Interest-Bearing Deposits with Banks as presented on the consolidated balance sheets.
(2)
Includes the impact of balance sheet netting under master netting arrangements of approximately $62.2 billion and $62.5 billion for the nine months ended September 30, 2025 and 2024, respectively. Excluding the impact of netting for the nine months ended September 30, 2025 and 2024, the average interest rate on Federal Funds Sold and Securities Purchased under Agreements to Resell would be approximately 4.44% and 5.45%, respectively. Excluding the impact of netting for the nine months ended September 30, 2025 and 2024, the average interest rate on Securities Sold under Agreements to Repurchase would be approximately 4.36% and 5.37%, respectively. Northern Trust nets securities sold under repurchase agreements against those purchased under resale agreements when the GAAP requirements to net are met.
(3)
Average balances include nonaccrual loans.
(4)
Other Interest-Earning Assets include certain community development investments, collateral deposits with certain securities depositories and clearing houses, Federal Home Loan Bank and Federal Reserve stock, and money market investments which are classified in Other Assets on the consolidated balance sheets.
(5)
Cash and Due from Banks and Other Central Bank Deposits includes the noninterest-bearing component of Federal Reserve and Other Central Bank Deposits on the consolidated balance sheets.
(6)
Other Borrowings primarily includes advances from the Federal Home Loan Bank of Chicago.
(7)
Rate calculations are based on actual balances rather than the rounded amounts presented in the table above.
(8)
A reconciliation of Net Interest Income on a GAAP basis to Net Interest Income on an FTE basis is provided in “Reconciliation to Fully Taxable Equivalent” within this MD&A.
12
CONSOLIDATED RESULTS OF OPERATIONS (continued)
Net Interest Income (continued)
Net Interest Income for the nine months ended September 30, 2025, stated on an FTE basis, increased from the prior-year period, primarily driven by the favorable impact of higher deposits and lower funding costs.
The net interest margin on an FTE basis increased from the prior-year period, primarily driven by the favorable impact of lower funding costs, partially offset by lower yields on interest-earning assets.
Interest-earning deposits includes Federal Reserve and Other Central Bank Deposits and Interest-Bearing Due from and Deposits with Banks. Average Federal Reserve and Other Central Bank Deposits increased 6% from the prior-year period. Average Interest-Bearing Due from and Deposits with Banks increased 8% from the prior-year period. The increase in interest-earning deposits compared to the prior-year is primarily driven by higher client deposits.
Average Securities increased 7%, from the prior-year period reflecting strategic purchases of investment securities primarily in the AFS portfolio. Average taxable Securities were $45.0 billion in the current period and $43.7 billion in the prior-year period. Average nontaxable Securities, which represent securities that are primarily exempt from U.S. federal and state income taxes, were $8.2 billion in the current period and $5.9 billion in the prior-year period. For additional discussion relating to the securities portfolio, refer to the “Asset Quality” section in this MD&A and to Note 4-Securities to the consolidated financial statements provided in Item 1. Consolidated Financial Statements (unaudited).
Average Loans increased 1%, from the prior-year period, primarily driven by an increase in average Private Client loans, partially offset by a decrease in average Commercial and Institutional loans.
Average Other Interest-Earning Assets includes collateral deposits with certain securities depositories and clearing houses, certain community development investments, Federal Home Loan Bank stock, a money market investment, and Federal Reserve stock of $1.1 billion, $868.5 million, $342.7 million, $85.0 million, and $70.0 million respectively, which are recorded in Other Assets on the consolidated balance sheets.
Average Interest-Bearing Deposits increased 6% from the prior-year period, primarily due to increased client activity and higher liquidity as a result of market volatility. Average non-U.S. offices interest-bearing deposits comprised 66% of total average interest-bearing deposits for both the nine months ended September 30, 2025 and 2024.
The balances within short-term borrowing classifications vary based on funding requirements and strategies, interest rate levels, changes in the volume of lower-cost deposit sources, and the availability of collateral to secure these borrowings.
13
CONSOLIDATED RESULTS OF OPERATIONS (continued)
Net Interest Income (continued)
TABLE 16: ANALYSIS OF NET INTEREST INCOME CHANGES DUE TO VOLUME AND RATE QTD
(1)
| (INTEREST AND RATE ON A FULLY TAXABLE EQUIVALENT BASIS) | THREE MONTHS ENDED SEPTEMBER 30, 2025 VS. 2024 | ||||||||||
| CHANGE DUE TO | |||||||||||
| (In Millions) | AVERAGE BALANCE | AVERAGE RATE | NET (DECREASE) INCREASE | ||||||||
| Increase (Decrease) in Net Interest Income (FTE) | |||||||||||
| Federal Reserve and Other Central Bank Deposits | $ | (51.7) | $ | (73.5) | $ | (125.2) | |||||
| Interest-Bearing Due from and Deposits with Banks | 0.7 | (8.5) | (7.8) | ||||||||
|
Federal Funds Sold and Securities Purchased under Agreements to Resell
(2)
|
101.3 | (280.4) | (179.1) | ||||||||
| Debt Securities | |||||||||||
| Available for Sale | 36.0 | (32.8) | 3.2 | ||||||||
| Held to Maturity | (4.7) | (3.3) | (8.0) | ||||||||
| Total Debt Securities | 31.3 | (36.1) | (4.8) | ||||||||
| Loans | 8.7 | (70.1) | (61.4) | ||||||||
| Other Interest-Earning Assets | (5.3) | (3.9) | (9.2) | ||||||||
| Total Interest Income | $ | 85.0 | $ | (472.5) | $ | (387.5) | |||||
| Interest-Bearing Deposits | |||||||||||
| Savings, Money Market and Other | $ | 52.2 | $ | (64.6) | $ | (12.4) | |||||
| Savings Certificates and Other Time | 1.5 | (16.4) | (14.9) | ||||||||
| Non-U.S. Offices - Interest-Bearing | 15.9 | (203.7) | (187.8) | ||||||||
| Total Interest-Bearing Deposits | 69.6 | (284.7) | (215.1) | ||||||||
| Federal Funds Purchased | 3.0 | (7.8) | (4.8) | ||||||||
|
Securities Sold under Agreements to Repurchase
(2)
|
(1.4) | (173.3) | (174.7) | ||||||||
| Other Borrowings | (0.4) | (14.8) | (15.2) | ||||||||
| Senior Notes | 1.2 | (6.1) | (4.9) | ||||||||
| Long-Term Debt | 0.4 | (0.1) | 0.3 | ||||||||
| Total Interest Expense | $ | 72.4 | $ | (486.8) | $ | (414.4) | |||||
| Increase in Net Interest Income (FTE) | $ | 12.6 | $ | 14.3 | $ | 26.9 | |||||
(1)
Changes not due solely to average balance changes or rate changes are allocated proportionately to average balance and rate based on their relative absolute magnitudes.
(2)
Changes due to average balance and average rate include the impact of balance sheet netting as noted in Table 14: Average Consolidated Balance Sheets with Analysis of Net Interest Income. Excluding the impact of netting, the 2025 vs. 2024 change in Federal Funds Sold and Securities Purchased under Agreements to Resell attributed to the average balance and the average rate would be $(17.5) million and $(161.6) million, respectively. Excluding the impact of netting, the 2025 vs. 2024 change in Securities Sold under Agreements to Repurchase attributed to the average balance and the average rate would be $(21.4) million and $(153.3) million, respectively.
Notes: Net Interest Income (FTE adjusted), a non-GAAP financial measure, includes adjustments to a fully taxable equivalent basis for Loans, Securities and Other Interest-Earning assets. The adjustments are based on a federal income tax rate of 21.0%, where the rate is adjusted for applicable state income taxes, net of related federal tax benefit. See Table 14: Average Consolidated Balance Sheets with Analysis of Net Interest Income which reflects the applied FTE adjustment. A reconciliation of Net Interest Income and net interest margin on a GAAP basis to Net Interest Income and net interest margin on an FTE basis (each of which is a non-GAAP financial measure) is provided in “Reconciliation to Fully Taxable Equivalent” within this MD&A. Net interest margin is calculated by dividing annualized net interest income by average interest-earning assets.
Interest revenue on cash collateral positions is reported above within Interest-Bearing Due from and Deposits with Banks, Loans and within Other Interest-Earning Assets. Interest expense on cash collateral positions is reported above within Savings, Money Market and Other and in Non-U.S. Offices Interest-Bearing Deposits. Related cash collateral received from and deposited with derivative counterparties is recorded net of the associated derivative contract in Other Assets and Other Liabilities, respectively.
14
CONSOLIDATED RESULTS OF OPERATIONS (continued)
Net Interest Income (continued)
TABLE 17: ANALYSIS OF NET INTEREST INCOME CHANGES DUE TO VOLUME AND RATE YTD
(1)
| (INTEREST AND RATE ON A FULLY TAXABLE EQUIVALENT BASIS) | NINE MONTHS ENDED SEPTEMBER 30, 2025 vs. 2024 | ||||||||||
| CHANGE DUE TO | |||||||||||
| (In Millions) | AVERAGE BALANCE |
AVERAGE
RATE |
NET (DECREASE) INCREASE | ||||||||
| Increase (Decrease) in Net Interest Income (FTE) | |||||||||||
| Federal Reserve and Other Central Bank Deposits | $ | 57.8 | $ | (283.9) | $ | (226.1) | |||||
| Interest-Bearing Due from and Deposits with Banks | 5.3 | (33.9) | (28.6) | ||||||||
|
Federal Funds Sold and Securities Purchased under Agreements to Resell
(2)
|
132.7 | (619.2) | (486.5) | ||||||||
| Debt Securities | |||||||||||
| Available for Sale | 172.6 | (137.7) | 34.9 | ||||||||
| Held to Maturity | (30.5) | (13.8) | (44.3) | ||||||||
| Total Debt Securities | 142.1 | (151.5) | (9.4) | ||||||||
| Loans and Leases | 13.5 | (228.9) | (215.4) | ||||||||
| Other Interest-Earning Assets | (9.8) | (14.0) | (23.8) | ||||||||
| Total Interest Income | $ | 341.6 | $ | (1,331.4) | $ | (989.8) | |||||
| Interest-Bearing Deposits | |||||||||||
| Savings, Money Market and Other | $ | 92.8 | $ | (180.2) | $ | (87.4) | |||||
| Savings Certificates and Other Time | 49.9 | (54.6) | (4.7) | ||||||||
| Non-U.S. Offices - Interest-Bearing | 133.5 | (612.6) | (479.1) | ||||||||
| Total Interest-Bearing Deposits | 276.2 | (847.4) | (571.2) | ||||||||
| Federal Funds Purchased | (2.2) | (26.9) | (29.1) | ||||||||
|
Securities Sold under Agreements to Repurchase
(2)
|
(16.2) | (470.1) | (486.3) | ||||||||
| Other Borrowings | (0.1) | (38.9) | (39.0) | ||||||||
| Senior Notes | 4.7 | (20.0) | (15.3) | ||||||||
| Long-Term Debt | 0.5 | — | 0.5 | ||||||||
| Total Interest Expense | $ | 262.9 | $ | (1,403.3) | $ | (1,140.4) | |||||
| Increase in Net Interest Income (FTE) | $ | 78.7 | $ | 71.9 | $ | 150.6 | |||||
(1)
Changes not due solely to average balance changes or rate changes are allocated proportionately to average balance and rate based on their relative absolute magnitudes.
(2)
Changes due to average balance and average rate include the impact of balance sheet netting as noted in Table 20: Average Consolidated Balance Sheets with Analysis of Net Interest Income. Excluding the impact of netting, the 2025 vs. 2024 change in Federal Funds Sold and Securities Purchased under Agreements to Resell attributed to the average balance and the average rate would be $(7.1) million and $(479.4) million, respectively. Excluding the impact of netting, the 2025 vs. 2024 change in Securities Sold under Agreements to Repurchase attributed to the average balance and the average rate would be $(10.1) million and $(476.2) million, respectively.
Notes: Net Interest Income (FTE Adjusted), a non-GAAP financial measure, includes adjustments to a fully taxable equivalent basis for Loans, Securities and Other Interest-Earning assets. The adjustments are based on a federal income tax rate of 21.0%, where the rate is adjusted for applicable state income taxes, net of related federal tax benefit. See Table 16: Average Consolidated Balance Sheets with Analysis of Net Interest Income which reflects the applied FTE adjustment. A reconciliation of Net Interest Income and net interest margin on a GAAP basis to Net Interest Income and net interest margin on an FTE basis (each of which is a non-GAAP financial measure) is provided in “Reconciliation to Fully Taxable Equivalent” within this MD&A. Net interest margin is calculated by dividing annualized net interest income by average interest-earning assets.
Interest revenue on cash collateral positions is reported above within Interest-Bearing Due from and Deposits with Banks, Loans and within Other Interest-Earning Assets. Interest expense on cash collateral positions is reported above within Savings, Money Market and Other and in Non-U.S. Offices Interest-Bearing Deposits. Related cash collateral received from and deposited with derivative counterparties is recorded net of the associated derivative contract in Other Assets and Other Liabilities, respectively.
15
THIRD QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)
Provision for Credit Losses
For the three months ended September 30, 2025, there was a negative Provision for Credit Losses of $17.0 million, as compared to a Provision for Credit Losses of $8.0 million in the prior-year quarter. The negative provision in the current quarter resulted from a decrease in collective reserves driven by improved macroeconomic factors primarily impacting the Commercial and Institutional (C&I) portfolio and improved projections for Residential Real Estate (RRE). The provision in the prior-year quarter resulted from an increase in collective reserves driven by a small number of downgrades and extensions in the C&I portfolio, as well as, an increase in individual reserves driven by the default of one C&I loan.
Net charge-offs in the current quarter were $0.4 million, reflecting $2.1 million of charge-offs and $1.7 million of recoveries. The prior-year quarter included $2.4 million net recoveries, reflecting $2.4 million of recoveries and de minimus charge-offs.
For the nine months ended September 30, 2025, there was a Provision for Credit Losses of $0.5 million, as compared to a Provision for Credit Losses of $7.5 million in the prior-year period. The provision in the current-year period was primarily due to an increase in specific reserves related to a small number of non-performing loans; partially offset by a decrease in the collective reserve driven by an improved outlook for the Commercial Real Estate (CRE) portfolio. The provision in the prior-year period was primarily due to an increase in collective reserves, partially offset by a decrease in individual reserves. The increase in collective reserves was primarily driven by a small number of downgrades and extensions in the C&I portfolio and by expectations for weaker prices in the CRE portfolio. The decrease in individual reserves was driven by one C&I loan charge-off in the first quarter, partially offset by the default of one C&I loan in the third quarter.
Net recoveries in the current-year period totaled $0.1 million, reflecting $2.6 million of recoveries and 2.5 million of charge-offs. The prior-year period included $7.9 million net charge-offs, reflecting $11.4 million of charge-offs and $3.5 million of recoveries.
For additional discussion of the allowance for credit losses, refer to the “Asset Quality” section in this MD&A.
Noninterest Expense
The components of Noninterest Expense are provided in the following table.
TABLE 18: NONINTEREST EXPENSE
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||||||||||||||
| ($ In Millions) | 2025 | 2024 | CHANGE | 2025 | 2024 | CHANGE | ||||||||||||||||||||
| Compensation | $ | 625.3 | $ | 583.6 | $ | 41.7 | 7 | % | $ | 1,884.5 | $ | 1,875.9 | $ | 8.6 | — | % | ||||||||||
| Employee Benefits | 115.2 | 109.2 | 6.0 | 6 | 342.6 | 310.5 | 32.1 | 10 | ||||||||||||||||||
| Outside Services | 248.2 | 256.3 | (8.1) | (3) | 740.4 | 746.5 | (6.1) | (1) | ||||||||||||||||||
| Equipment and Software | 294.2 | 270.4 | 23.8 | 9 | 868.8 | 800.6 | 68.2 | 9 | ||||||||||||||||||
| Occupancy | 55.0 | 53.8 | 1.2 | 2 | 160.9 | 162.7 | (1.8) | (1) | ||||||||||||||||||
| Other Operating Expense | 85.0 | 86.1 | (1.1) | (1) | 259.9 | 361.8 | (101.9) | (28) | ||||||||||||||||||
| Total Noninterest Expense | $ | 1,422.9 | $ | 1,359.4 | $ | 63.5 | 5 | % | $ | 4,257.1 | $ | 4,258.0 | $ | (0.9) | — | % | ||||||||||
For the three months ended September 30, 2025, Compensation expense, the largest component of Noninterest Expense, increased compared to the prior-year quarter primarily due to base pay adjustments, increased headcount, and higher incentives.
For the nine months ended September 30, 2025, Employee Benefits expense increased compared to the prior-year period primarily driven by higher medical costs.
For the three months ended September 30, 2025, Equipment and Software expense increased compared to the prior-year quarter
primarily due to higher software amortization and higher software support and rental expense. For the nine months ended September 30, 2025, Equipment and Software expense increased compared to the prior-year period primarily due to higher software amortization and higher software support and rental expense, partially offset by $16.4 million of software acceleration and disposition charges recorded in the prior year.
For the nine months ended September 30, 2025, Other Operating Expense decreased compared to the prior-year period primarily due to a $70.0 million charitable contribution, a $10.6 million legal settlement, and $14.7 million of additional expense related to the FDIC special assessment, all recorded in the prior year period.
16
THIRD QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)
Provision for Income Taxes
Income tax expense for the three months ended September 30, 2025 was $161.9 million, representing an effective tax rate of 26.1%, compared to $136.2 million in the prior-year quarter, representing an effective tax rate of 22.7%. The effective tax rate increased compared to the prior-year quarter primarily due to favorable discrete tax benefits recognized in the prior year and a higher net tax impact from international operations.
Income tax expense for the nine months ended September 30, 2025 was $434.8 million, representing an effective tax rate of 25.5%, compared to $489.6 million in the prior-year period, representing an effective tax rate of 23.7%. The effective tax rate increased compared to the prior-year period primarily due to favorable discrete tax benefits recognized in the prior year and a higher net tax impact from international operations.
On July 4, 2025, The One Big Beautiful Bill Act (the “Bill”) was enacted into law. The significant provisions of the Bill include the permanent extension and modification of certain provisions of the Tax Cuts and Jobs Act, including international tax provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented in later years. The Company evaluated the provisions of the Bill and determined that there is no material impact on our financial statements.
REPORTING SEGMENTS
Northern Trust is organized around its two client-focused reporting segments: Asset Servicing and Wealth Management. Asset management and related services are provided to Asset Servicing and Wealth Management clients primarily by the Asset Management business. The revenue and expenses of Asset Management and certain other support functions are allocated fully to Asset Servicing and Wealth Management.
Reporting segment financial information, presented on an internal management-reporting basis, is determined by accounting systems used to allocate revenue and expense to each segment, and incorporates processes for allocating assets, liabilities, equity and the applicable interest income and expense utilizing an FTP methodology. Under the methodology, assets and liabilities receive a funding charge or credit that considers interest rate risk, liquidity risk, and other product characteristics on an instrument level. Additionally, segment information is presented on an FTE basis as management believes an FTE presentation provides a clearer indication of net interest income. The adjustment to an FTE basis has no impact on Net Income.
Revenues, expenses and average assets are allocated to Asset Servicing and Wealth Management, with the exception of non-recurring activities such as certain corporate transactions and costs incurred associated with acquisitions, divestitures, litigation, restructuring, and tax adjustments not directly attributable to a specific reporting segment, which are reported within Other.
In addition to income and expenses associated with non-recurring activities, Other includes expenses for Asset Management, corporate and other support functions not directly incurred by, but ultimately allocated back to Asset Servicing and Wealth Management. Other also includes the FTE adjustments of $5.5 million and $15.8 million for the three and nine months ended September 30, 2025 respectively, and $7.1 million and $21.3 million for the three and nine months ended September 30, 2024, respectively, in order to reconcile the segment results that are reported on an internal management-reporting basis into consolidated results.
Reporting segment results are subject to reclassification when organizational changes are made. The results are also subject to refinements in revenue and expense allocation methodologies, which are typically reflected on a retrospective basis unless it is impractical to do so.
Effective January 2025, certain operations support activities were moved out of Asset Servicing and Wealth Management in connection with the formation of the Enterprise Chief Operating Office. The Enterprise Chief Operating Office provides operational support to Asset Servicing and Wealth Management. Its expenses are included within Other and are fully allocated to Asset Servicing and Wealth Management. Prior-year segment results have been recast, where practical, to reflect the organizational changes.
For further details, please refer to Note 9—Reporting Segments to the consolidated financial statements provided in Item 1. Consolidated Financial Statements (unaudited).
17
REPORTING SEGMENTS (continued)
The following table presents the earnings contributions and average assets of Northern Trust’s reporting segments for the three- and nine- month periods ended September 30, 2025 and 2024.
TABLE 19: RESULTS OF REPORTING SEGMENTS
| ($ In Millions) | ASSET SERVICING | WEALTH MANAGEMENT |
OTHER
(3)
|
TOTAL CONSOLIDATED | ||||||||||||||||||||||
| THREE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||
| Noninterest Income | ||||||||||||||||||||||||||
| Trust, Investment and Other Servicing Fees | $ | 706.9 | $ | 667.1 | $ | 558.6 | $ | 529.5 | $ | — | $ | — | $ | 1,265.5 | $ | 1,196.6 | ||||||||||
| Foreign Exchange Trading Income (Loss) | 65.5 | 59.5 | (8.3) | (5.4) | — | — | 57.2 | 54.1 | ||||||||||||||||||
| Other Noninterest Income (Loss) | 77.0 | 66.7 | 38.9 | 35.5 | (4.0) | 53.3 | 111.9 | 155.5 | ||||||||||||||||||
| Total Noninterest Income (Loss) | 849.4 | 793.3 | 589.2 | 559.6 | (4.0) | 53.3 | 1,434.6 | 1,406.2 | ||||||||||||||||||
|
Net Interest Income (Expense)
(1)
|
339.9 | 320.9 | 257.2 | 248.8 | (6.3) | (7.4) | 590.8 | 562.3 | ||||||||||||||||||
|
Revenue
(1)
|
1,189.3 | 1,114.2 | 846.4 | 808.4 | (10.3) | 45.9 | 2,025.4 | 1,968.5 | ||||||||||||||||||
| Provision for Credit Losses | (6.1) | (0.6) | (12.3) | 12.4 | 1.4 | (3.8) | (17.0) | 8.0 | ||||||||||||||||||
| Noninterest Expense | ||||||||||||||||||||||||||
| Compensation | 78.8 | 90.3 | 143.3 | 138.7 | 403.2 | 354.6 | 625.3 | 583.6 | ||||||||||||||||||
| Employee Benefits | 16.8 | 18.2 | 22.5 | 23.5 | 75.9 | 67.5 | 115.2 | 109.2 | ||||||||||||||||||
| Outside Services | 24.0 | 43.6 | 14.0 | 11.6 | 210.2 | 201.1 | 248.2 | 256.3 | ||||||||||||||||||
| Allocated Expense | 763.6 | 682.7 | 315.3 | 297.1 | (1,078.9) | (979.8) | — | — | ||||||||||||||||||
|
Other Segment Items
(2)
|
18.1 | 21.6 | 21.2 | 18.0 | 394.9 | 370.7 | 434.2 | 410.3 | ||||||||||||||||||
| Total Noninterest Expense | 901.3 | 856.4 | 516.3 | 488.9 | 5.3 | 14.1 | 1,422.9 | 1,359.4 | ||||||||||||||||||
|
Income (Loss) before Income Taxes
(1)
|
294.1 | 258.4 | 342.4 | 307.1 | (17.0) | 35.6 | 619.5 | 601.1 | ||||||||||||||||||
|
Provision for Income Taxes
(1)
|
64.3 | 56.7 | 83.7 | 76.8 | 13.9 | 2.7 | 161.9 | 136.2 | ||||||||||||||||||
| Net Income (Loss) | $ | 229.8 | $ | 201.7 | $ | 258.7 | $ | 230.3 | $ | (30.9) | $ | 32.9 | $ | 457.6 | $ | 464.9 | ||||||||||
| Percentage of Consolidated Net Income | 50 | % | 43 | % | 57% | 50 | % | (7) | % | 7 | % | 100 | % | 100 | % | |||||||||||
| Average Assets | $ | 110,056.4 | $ | 107,362.3 | $ | 39,850.2 | $ | 38,734.9 | $ | 1,134.9 | $ | 745.7 | $ | 151,041.5 | $ | 146,842.9 | ||||||||||
| Average Loans | $ | 5,399.9 | $ | 5,615.8 | $ | 36,100.7 | $ | 34,268.2 | $ | — | $ | — | $ | 41,500.6 | $ | 39,884.0 | ||||||||||
| Average Deposits | $ | 90,195.3 | $ | 86,635.7 | $ | 25,370.4 | $ | 25,179.3 | $ | 1,134.9 | $ | 745.7 | $ | 116,700.6 | $ | 112,560.7 | ||||||||||
(1)
Financial measures stated on an FTE basis. The FTE adjustment was $5.5 million and $7.1 million for three months ended September 30, 2025 and 2024, respectively, and is eliminated within “Other” in order for “Total Consolidated” to reconcile with the Consolidated Statement of Income.
(2)
Other Segment Items include Occupancy, Equipment & Software and Other Operating Expense.
(3)
Prior-year quarter includes a gain related to the sale of an equity investment.
18
REPORTING SEGMENTS (continued)
| (In Millions) |
ASSET SERVICING
(3)
|
WEALTH MANAGEMENT
(3)
|
OTHER
(4)
|
TOTAL CONSOLIDATED | ||||||||||||||||||||||
| NINE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||
| Noninterest Income | ||||||||||||||||||||||||||
| Trust, Investment and Other Servicing Fees | $ | 2,070.6 | $ | 1,957.3 | $ | 1,639.8 | $ | 1,548.3 | $ | — | $ | — | $ | 3,710.4 | $ | 3,505.6 | ||||||||||
| Foreign Exchange Trading Income (Loss) | 190.4 | 181.6 | (23.9) | (12.1) | — | — | 166.5 | 169.5 | ||||||||||||||||||
| Other Noninterest Income (Loss) | 216.2 | 196.8 | 107.0 | 104.0 | (6.2) | 741.6 | 317.0 | 1,042.4 | ||||||||||||||||||
| Total Noninterest Income (Loss) | 2,477.2 | 2,335.7 | 1,722.9 | 1,640.2 | (6.2) | 741.6 | 4,193.9 | 4,717.5 | ||||||||||||||||||
|
Net Interest Income (Expense)
(1)
|
1,010.8 | 896.2 | 775.6 | 734.4 | (17.0) | (17.3) | 1,769.4 | 1,613.3 | ||||||||||||||||||
|
Revenue
(1)
|
3,488.0 | 3,231.9 | 2,498.5 | 2,374.6 | (23.2) | 724.3 | 5,963.3 | 6,330.8 | ||||||||||||||||||
| Provision for Credit Losses | (0.1) | (1.9) | (2.0) | 15.7 | 2.6 | (6.3) | 0.5 | 7.5 | ||||||||||||||||||
| Noninterest Expense | ||||||||||||||||||||||||||
| Compensation | 249.1 | 318.4 | 434.4 | 438.6 | 1,201.0 | 1,118.9 | 1,884.5 | 1,875.9 | ||||||||||||||||||
| Employee Benefits | 50.8 | 52.3 | 67.1 | 64.7 | 224.7 | 193.5 | 342.6 | 310.5 | ||||||||||||||||||
| Outside Services | 114.2 | 145.6 | 45.3 | 34.1 | 580.9 | 566.8 | 740.4 | 746.5 | ||||||||||||||||||
| Allocated Expense | 2,213.5 | 2,037.7 | 929.9 | 901.0 | (3,143.4) | (2,938.7) | — | — | ||||||||||||||||||
|
Other Segment Items
(2)
|
59.9 | 66.5 | 67.5 | 58.4 | 1,162.2 | 1,200.2 | 1,289.6 | 1,325.1 | ||||||||||||||||||
| Total Noninterest Expense | 2,687.5 | 2,620.5 | 1,544.2 | 1,496.8 | 25.4 | 140.7 | 4,257.1 | 4,258.0 | ||||||||||||||||||
|
Income (Loss) before Income Taxes
(1)
|
800.6 | 613.3 | 956.3 | 862.1 | (51.2) | 589.9 | 1,705.7 | 2,065.3 | ||||||||||||||||||
|
Provision for Income Taxes
(1)
|
173.2 | 134.5 | 233.8 | 216.7 | 27.8 | 138.4 | 434.8 | 489.6 | ||||||||||||||||||
| Net Income (Loss) | $ | 627.4 | $ | 478.8 | $ | 722.5 | $ | 645.4 | $ | (79.0) | $ | 451.5 | $ | 1,270.9 | $ | 1,575.7 | ||||||||||
| Percentage of Consolidated Net Income | 49 | % | 30 | % | 57% | 41 | % | (6)% | 29 | % | 100 | % | 100 | % | ||||||||||||
| Average Assets | $ | 112,297.8 | $ | 107,447.0 | $ | 39,364.0 | $ | 38,629.2 | $ | 1,348.6 | $ | 578.6 | $ | 153,010.4 | $ | 146,654.8 | ||||||||||
| Average Loans | $ | 5,652.7 | $ | 6,329.8 | $ | 35,593.9 | $ | 34,501.8 | $ | — | $ | — | $ | 41,246.6 | $ | 40,831.6 | ||||||||||
| Average Deposits | $ | 91,669.5 | $ | 86,516.2 | $ | 25,317.3 | $ | 25,659.4 | $ | 1,348.6 | $ | 578.6 | $ | 118,335.4 | $ | 112,754.2 | ||||||||||
(1)
Financial measures stated on an FTE basis. The FTE adjustment was $15.8 million and $21.3 million for nine months ended September 30, 2025 and 2024, respectively, and is eliminated within “Other” in order for “Total Consolidated” to reconcile with the Consolidated Statement of Income.
(2)
Other Segment Items include Occupancy, Equipment & Software and Other Operating Expense.
(3)
Prior-year period items including severance-related charges, software amortization acceleration and dispositions, and a securities repositioning related to the supplemental pension plan, are allocated to the Reporting Segments based on the nature of the item.
(4)
Includes the net gain related to Northern Trust’s participation in the Visa Exchange Offer, a gain related to the sale of an equity investment, partially offset by a loss on available for sale debt securities sold in conjunction with a repositioning of the portfolio, all in the prior-year period.
Asset Servicing
Asset Servicing Trust, Investment and Other Servicing Fees
For an explanation of Asset Servicing Trust, Investment and Other Servicing Fees, please see the “Trust, Investment and Other Servicing Fees” section within the Consolidated Results of Operations section.
Asset Servicing Foreign Exchange Trading Income
Foreign Exchange Trading Income increased
$6.0 million
, or 10%, from the prior-year quarter and increased $8.8 million, or 5% from the prior-year period, primarily driven by higher trading volumes.
Asset Servicing Other Noninterest Income
Other Noninterest Income increased
$10.3 million
, or 15%, from the prior-year quarter and increased $19.4 million, or 10% from the prior-year period, primarily driven by Security Commissions and Trading Income due to higher core brokerage income.
Asset Servicing Net Interest Income
Net Interest Income stated on an FTE basis increased $19.0 million, or 6%, from the prior-year quarter and increased $114.6 million, or 13% from the prior-year period, primarily due to the favorable impact of higher deposits and lower funding costs.
Asset Servicing Provision for Credit Losses
The negative Provision for Credit Losses for the three and nine months ended September 30, 2025, reflected a decrease in the collective reserve driven by improved macroeconomic factors primarily in the C&I portfolio.
19
REPORTING SEGMENTS (continued)
Asset Servicing (continued)
Asset Servicing Noninterest Expense
Noninterest Expense increased $44.9 million, or 5%, from the prior-year quarter, primarily driven by higher indirect expense allocations for certain corporate support services.
Wealth Management
Wealth Management Trust, Investment and Other Servicing Fees
For an explanation of Wealth Management Trust, Investment and Other Servicing Fees, please see the “Trust, Investment and Other Servicing Fees” section within the Consolidated Results of Operations section.
Wealth Management Foreign Exchange Trading Income (Loss)
Foreign Exchange Trading Income decreased $11.8 million, or 98%, from the prior-year period, primarily driven by the allocation of losses from Treasury swap activity.
Wealth Management Net Interest Income
Net Interest Income increased $41.2 million, or 6%, from the prior-year period, primarily due to lower funding costs, partially offset by a decline in loan yields.
Wealth Management Provision for Credit Losses
The negative Provision for Credit Losses for the three months ended September 30, 2025, reflected a decrease in the collective reserve driven by improved macroeconomic factors for the C&I portfolio and improved projections for RRE. The negative Provision for Credit Losses for the nine months ended September 30, 2025 reflected a decrease in collective reserves driven by an improved industry outlook for the CRE portfolio; partially offset by an increase in specific reserves related to a small number of non-performing loans.
Wealth Management Noninterest Expense
Noninterest Expense increased $27.4 million, or 6%, from the prior-year quarter, primarily driven by higher indirect expense allocations for certain corporate support services.
Other
Other—Noninterest Income
Other Noninterest Income decreased $57.3 million, or 108%,from the prior-year quarter primarily due to the $68.1 million gain related to the sale of an equity investment in the prior-year quarter; partially offset by lower expenses in the current quarter associated with Visa Swap agreements. Other Noninterest Income decreased $747.8 million, or 101%, from the prior-year period primarily due to the $878.4 million net gain from Northern Trust’s participation in the Visa Exchange Offer and the $68.1 million gain related to the sale of an equity investment; partially offset by the $189.3 million loss on sale of available for sale debt securities arising from a repositioning of the portfolio, all of which occurred in the prior-year period.
Other—Noninterest Expense
Other Noninterest Expense decreased $8.8 million, or 62%, from the prior-year quarter primarily due to lower expense related to the FDIC Special Assessment. Other Noninterest Expense decreased $115.3 million, or 82%, from the prior-year period, primarily due to a $70.0 million charitable contribution, $14.7 million FDIC special assessment, and $10.6 million legal settlement, all recorded in the prior-year period.
20
CONSOLIDATED BALANCE SHEET
The following table summarizes selected consolidated balance sheet information.
TABLE 20: SELECT CONSOLIDATED BALANCE SHEET INFORMATION
| ($ In Billions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | CHANGE | |||||||||||
| Assets | ||||||||||||||
| Federal Reserve and Other Central Bank Deposits | $ | 49.3 | $ | 38.8 | $ | 10.5 | 27 | % | ||||||
|
Interest-Bearing Due from and Deposits with Banks
(1)
|
6.4 | 5.6 | 0.8 | 15 | ||||||||||
| Federal Funds Sold and Securities Purchased under Agreements to Resell | 1.9 | 0.4 | 1.5 | N/M | ||||||||||
| Total Debt Securities | 55.9 | 51.3 | 4.6 | 9 | ||||||||||
| Loans | 42.9 | 43.4 | (0.5) | (1) | ||||||||||
|
Other Interest-Earning Assets
(2)
|
2.7 | 2.7 | — | (3) | ||||||||||
| Total Earning Assets | 159.1 | 142.2 | 16.9 | 12 | ||||||||||
| Total Assets | 170.3 | 155.5 | 14.8 | 9 | ||||||||||
| Liabilities and Stockholders' Equity | ||||||||||||||
| Total Interest-Bearing Deposits | 109.9 | 98.1 | 11.8 | 12 | ||||||||||
| Demand and Other Noninterest-Bearing Deposits | 25.9 | 24.4 | 1.5 | 6 | ||||||||||
| Federal Funds Purchased | 1.8 | 2.2 | (0.4) | (19) | ||||||||||
| Securities Sold under Agreements to Repurchase | 0.4 | 0.5 | (0.1) | (20) | ||||||||||
|
Other Borrowings
(3)
|
6.6 | 6.5 | 0.1 | 1 | ||||||||||
| Total Stockholders’ Equity | 13.0 | 12.8 | 0.2 | 1 | ||||||||||
(1)
Interest-Bearing Due from and Deposits with Banks includes the interest-bearing component of Cash and Due from Banks and Interest-Bearing Deposits with Banks as presented on the consolidated balance sheets.
(2)
Other Interest-Earning Assets includes certain community development investments, collateral deposits with certain securities depositories and clearing houses, Federal Home Loan Bank and Federal Reserve stock, and money market investments which are classified in Other Assets on the consolidated balance sheets.
(3)
Other Borrowings primarily includes advances from the Federal Home Loan Bank of Chicago.
During the three and nine months ended September 30, 2025, the Corporation declared cash dividends totaling $154.3 million and $448.7 million to common stockholders, and cash dividends totaling $16.2 million and $37.1 million to preferred stockholders, respectively. During the three and nine months ended September 30, 2024, the Corporation declared cash dividends totaling $151.6 million and $459.3 million to common stockholders, and cash dividends totaling $16.2 million and $37.1 million to preferred stockholders, respectively.
21
ASSET QUALITY
Securities Portfolio
Northern Trust maintains a high quality debt securities portfolio. The following tables provide the book value of debt securities by credit rating using ratings from Moody’s, S&P Global or Fitch Ratings. Book value is fair value for AFS debt securities and amortized cost for HTM debt securities. Debt securities not explicitly rated were grouped where possible under the credit rating of the issuer of the security.
TABLE 21: BOOK VALUE OF DEBT SECURITIES BY CREDIT RATING
| SEPTEMBER 30, 2025 | ||||||||||||||||||||
| ($ In Millions) | AAA | AA | A | BBB | NOT RATED | TOTAL | ||||||||||||||
| Available for Sale | ||||||||||||||||||||
| U.S. Government | $ | — | $ | 8,155.0 | $ | — | $ | — | $ | — | $ | 8,155.0 | ||||||||
| Obligations of States and Political Subdivisions | 40.5 | 270.2 | — | — | — | 310.7 | ||||||||||||||
| Government Sponsored Agency | — | 16,441.5 | — | — | — | 16,441.5 | ||||||||||||||
| Non-U.S. Government | 260.3 | 55.0 | — | — | — | 315.3 | ||||||||||||||
| Corporate Debt | — | 64.6 | 42.3 | — | — | 106.9 | ||||||||||||||
| Covered Bonds | 229.2 | 43.6 | — | — | — | 272.8 | ||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds | 4,230.9 | 559.2 | 196.6 | — | — | 4,986.7 | ||||||||||||||
| Other Asset-Backed | 1,726.2 | 84.0 | — | — | — | 1,810.2 | ||||||||||||||
| Commercial Mortgage-Backed | 472.4 | 17.7 | — | — | — | 490.1 | ||||||||||||||
| Total Available for Sale | $ | 6,959.5 | $ | 25,690.8 | $ | 238.9 | $ | — | $ | — | $ | 32,889.2 | ||||||||
| Percent of Total Available for Sale | 21 | % | 78 | % | 1 | % | — | % | — | % | 100 | % | ||||||||
| Held to Maturity | ||||||||||||||||||||
| Obligations of States and Political Subdivisions | $ | 1,002.6 | $ | 1,473.4 | $ | — | $ | — | $ | — | $ | 2,476.0 | ||||||||
| Government Sponsored Agency | — | 8,512.4 | — | — | — | 8,512.4 | ||||||||||||||
| Non-U.S. Government | 596.1 | 1,196.5 | 1,268.7 | 344.3 | — | 3,405.6 | ||||||||||||||
| Corporate Debt | 159.4 | 150.5 | 97.3 | — | — | 407.2 | ||||||||||||||
| Covered Bonds | 1,290.2 | 253.2 | — | — | — | 1,543.4 | ||||||||||||||
| Certificates of Deposit | — | 861.3 | — | — | 50.7 | 912.0 | ||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds | 3,819.0 | 1,176.7 | 50.5 | 1.2 | — | 5,047.4 | ||||||||||||||
| Commercial Mortgage-Backed | — | 37.6 | — | — | — | 37.6 | ||||||||||||||
| Other | 53.3 | — | — | — | 580.0 | 633.3 | ||||||||||||||
| Total Held to Maturity | $ | 6,920.6 | $ | 13,661.6 | $ | 1,416.5 | $ | 345.5 | $ | 630.7 | $ | 22,974.9 | ||||||||
| Percent of Total Held to Maturity | 30 | % | 59 | % | 6 | % | 2 | % | 3 | % | 100 | % | ||||||||
| Total Debt Securities | $ | 13,880.1 | $ | 39,352.4 | $ | 1,655.4 | $ | 345.5 | $ | 630.7 | $ | 55,864.1 | ||||||||
| Percent of Total Debt Securities | 25 | % | 70 | % | 3 | % | 1 | % | 1 | % | 100 | % | ||||||||
22
ASSET QUALITY (continued)
Securities Portfolio (continued)
| DECEMBER 31, 2024 | ||||||||||||||||||||
| ($ In Millions) | AAA | AA | A | BBB | NOT RATED | TOTAL | ||||||||||||||
| Available for Sale Debt Securities | ||||||||||||||||||||
| U.S. Government | $ | 7,367.5 | $ | — | $ | — | $ | — | $ | — | $ | 7,367.5 | ||||||||
| Obligations of States and Political Subdivisions | 38.5 | 259.1 | — | — | — | 297.6 | ||||||||||||||
| Government Sponsored Agency | 13,288.9 | — | — | — | — | 13,288.9 | ||||||||||||||
| Non-U.S. Government | 296.8 | — | — | — | — | 296.8 | ||||||||||||||
| Corporate Debt | 4.6 | 54.7 | 104.5 | — | — | 163.8 | ||||||||||||||
| Covered Bonds | 230.9 | — | — | — | — | 230.9 | ||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds | 4,021.4 | 446.6 | 115.1 | — | — | 4,583.1 | ||||||||||||||
| Other Asset-Backed | 2,182.7 | — | — | — | — | 2,182.7 | ||||||||||||||
| Commercial Mortgage-Backed | 571.2 | 19.0 | — | — | — | 590.2 | ||||||||||||||
| Total Available for Sale | $ | 28,002.5 | $ | 779.4 | $ | 219.6 | $ | — | $ | — | $ | 29,001.5 | ||||||||
| Percent of Total Available for Sale | 96 | % | 3 | % | 1 | % | — | % | — | % | 100 | % | ||||||||
| Held to Maturity | ||||||||||||||||||||
| Obligations of States and Political Subdivisions | $ | 1,024.3 | $ | 1,523.9 | $ | — | $ | — | $ | — | $ | 2,548.2 | ||||||||
| Government Sponsored Agency | 8,635.0 | — | — | — | — | 8,635.0 | ||||||||||||||
| Non-U.S. Government | 700.0 | 704.2 | 2,020.1 | 311.5 | — | 3,735.8 | ||||||||||||||
| Corporate Debt | — | 191.5 | 160.1 | — | — | 351.6 | ||||||||||||||
| Covered Bonds | 1,776.8 | — | — | — | — | 1,776.8 | ||||||||||||||
| Certificates of Deposit | 316.6 | — | — | — | 19.4 | 336.0 | ||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds | 3,132.8 | 984.5 | 28.5 | 1.1 | — | 4,146.9 | ||||||||||||||
| Other Asset-Backed | 107.1 | — | — | — | — | 107.1 | ||||||||||||||
| Commercial Mortgage-Backed | 37.6 | — | — | — | — | 37.6 | ||||||||||||||
| Other | 50.7 | — | — | — | 571.0 | 621.7 | ||||||||||||||
| Total Held to Maturity | $ | 15,780.9 | $ | 3,404.1 | $ | 2,208.7 | $ | 312.6 | $ | 590.4 | $ | 22,296.7 | ||||||||
| Percent of Total Held to Maturity | 71 | % | 15 | % | 10 | % | 1 | % | 3 | % | 100 | % | ||||||||
| Total Debt Securities | $ | 43,783.4 | $ | 4,183.5 | $ | 2,428.3 | $ | 312.6 | $ | 590.4 | $ | 51,298.2 | ||||||||
| Percent of Total Debt Securities | 85 | % | 8 | % | 5 | % | 1 | % | 1 | % | 100 | % | ||||||||
Moody's downgraded the long-term credit rating of the U.S. from Aaa to Aa1 in May 2025. As a result, U.S. treasuries and government sponsored agency securities are now AA rated in the table dated September 30, 2025 above.
As of September 30, 2025 and December 31, 2024, HTM debt securities not rated by Moody’s, S&P Global or Fitch Ratings primarily consisted of certificates of deposit with a remaining life of less than six months, as well as investments purchased by Northern Trust to fulfill its obligations under the Community Reinvestment Act (CRA). Northern Trust fulfills its obligations under the CRA by making qualified investments for purposes of supporting institutions and programs that benefit low-to-moderate income communities within Northern Trust’s market area.
For additional information relating to the securities portfolio, refer to Note 4, “Securities” to the consolidated financial statements provided in Item 1. Consolidated Financial Statements (unaudited).
Short-Term Borrowings
Short-term borrowings includes Federal Funds Purchased, Securities Sold under Agreements to Repurchase, and Other Borrowings. These balances are primarily driven by sources of strategic funding needs. Securities purchased under agreements to resell and securities sold under agreements to repurchase are accounted for as collateralized financings and recorded at the amounts at which the securities were acquired or sold plus accrued interest. To minimize potential credit risk associated with these transactions, the fair value of the securities purchased or sold is monitored, limits are set on exposure with counterparties, and the financial condition of counterparties is regularly assessed. It is Northern Trust’s policy to take possession, either directly or via third-party custodians, of securities purchased under agreements to resell. Securities sold under agreements to repurchase are held by the counterparty until their repurchase.
23
ASSET QUALITY (continued)
Nonaccrual Loans and Other Real Estate Owned
Nonaccrual assets consist of nonaccrual loans and other real estate owned (OREO). OREO is comprised of commercial and residential properties acquired in partial or total satisfaction of loans. There was no outstanding OREO as of September 30, 2025 or December 31, 2024.
The following table provides the amounts of nonaccrual loans, by loan segment and class, that were outstanding at the dates shown, as well as the balance of loans that were delinquent 90 days or more and still accruing interest. Loans that are delinquent 90 days or more and still accruing interest can fluctuate widely based on the timing of cash collections, renegotiation and renewals.
TABLE 22: NONACCRUAL ASSETS
| SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | |||||||||||||
| ($ In Millions) | AMOUNT | % OF NONACCRUAL LOANS TO TOTAL NONACCRUAL LOANS | AMOUNT | % OF NONACCRUAL LOANS TO TOTAL NONACCRUAL LOANS | ||||||||||
| Nonaccrual Loans | ||||||||||||||
| Commercial | ||||||||||||||
| Commercial and Institutional | $ | 42.5 | 54 | % | $ | 29.8 | 53 | % | ||||||
| Commercial Real Estate | — | — | 5.6 | 10 | ||||||||||
| Non-U.S. | 0.5 | 1 | 0.5 | 1 | ||||||||||
| Total Commercial | $ | 43.0 | 55 | % | $ | 35.9 | 64 | % | ||||||
| Personal | ||||||||||||||
| Private Client | $ | 6.9 | 9 | % | $ | 2.3 | 4 | % | ||||||
| Residential Real Estate | 28.9 | 36 | 17.8 | 32 | ||||||||||
| Total Personal | $ | 35.8 | 45 | % | $ | 20.1 | 36 | % | ||||||
| Total Nonaccrual Loans | 78.8 | 56.0 | ||||||||||||
| 90 Day Past Due Loans Still Accruing | $ | 14.1 | $ | 82.3 | ||||||||||
| Nonaccrual Loans to Total Loans | 0.18 | % | 0.13 | % | ||||||||||
| Allowance for Credit Losses Assigned to Loans to Nonaccrual Loans | 2.1 | x | 3.0 | x | ||||||||||
Nonaccrual assets of $78.8 million as of September 30, 2025, were $22.8 million, or 41%, higher than December 31, 2024, primarily due to downgrades of a small number of loans across multiple segments. In addition to the negative impact on Net Interest Income and the risk of credit losses, nonaccrual assets also increase operating costs due to the expense associated with collection efforts. Changes in the level of nonaccrual assets may be indicative of changes in the credit quality of one or more loan classes. Changes in credit quality impact the allowance for credit losses through the resultant adjustment of the allowance evaluated on an individual basis and the quantitative and qualitative factors used in the determination of the allowance evaluated on a collective basis within the allowance for credit losses.
Northern Trust’s credit policies do not allow for the origination of loan types generally considered to be high risk in nature, such as option adjustable rate mortgage loans, subprime loans, loans with initial “teaser” rates and loans with excessively high loan-to-value ratios. Residential real estate loans consist of first lien mortgages and equity credit lines, which generally require a loan-to-collateral value of no more than 65% to 80% at inception. Appraisals of supporting collateral for residential real estate loans are obtained at loan origination and upon refinancing or default or when otherwise considered warranted. Residential real estate collateral appraisals are performed and reviewed by independent third parties.
For additional information relating to the loans portfolio, refer to Note 5—Loans to the consolidated financial statements provided in Item 1. Consolidated Financial Statements (unaudited).
24
ASSET QUALITY (continued)
Allowance for Credit Losses
The Allowance for Credit Losses—which represents management’s best estimate of lifetime expected credit losses related to various portfolios subject to credit risk, off-balance-sheet credit exposure, and specific borrower relationships—is determined by management through a disciplined credit review process. Northern Trust measures expected credit losses of financial assets with similar risk characteristics on a collective basis. A financial asset is measured individually if it does not share similar risk characteristics with other financial assets and the related allowance is determined through an individual evaluation.
Management’s estimates utilized in establishing an appropriate level of allowance for credit losses are not dependent on any single assumption. In determining an appropriate allowance level, management evaluates numerous variables, many of which are interrelated or dependent on other assumptions and estimates, and takes into consideration past events, current conditions and reasonable and supportable forecasts.
The results of the credit reserve estimation methodology are reviewed quarterly by Northern Trust’s Credit Loss Reserve Committee, which receives input from Financial Risk Management, Treasury, Corporate Finance, the Economic Research Department, and each of Northern Trust’s reporting business units.
As of September 30, 2025, the Allowance for Credit Losses related to loans, undrawn loan commitments and standby letters of credit, HTM debt securities, and other financial assets, was $164.4 million, $32.1 million, $8.7 million, and $1.5 million, respectively. As of December 31, 2024, the Allowance for Credit Losses related to loans, undrawn loan commitments and standby letters of credit, HTM debt securities, and other financial assets, was $168.0 million, $30.4 million, $6.5 million, and $1.0 million, respectively. There was no allowance for credit losses related to AFS debt securities as of September 30, 2025. There was a $0.2 million allowance for credit losses related to AFS debt securities as of December 31, 2024. For additional information relating to the Allowance for Credit Losses and the changes in the Allowance for Credit Losses during the three and nine months ended September 30, 2025 and September 30, 2024 due to charge-offs, recoveries and provisions for credit losses, refer to Note 6—Allowance for Credit Losses.
The following table provides the allowance evaluated on an individual and collective basis for the loan portfolio by segment and class.
TABLE 23: ALLOCATION OF THE ALLOWANCE FOR CREDIT LOSSES FOR LOANS
| SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | |||||||||||||
| ($ In Millions) | ALLOWANCE AMOUNT | PERCENT OF LOANS TO TOTAL LOANS | ALLOWANCE AMOUNT | PERCENT OF LOANS TO TOTAL LOANS | ||||||||||
| Evaluated on an Individual Basis | $ | 10.7 | — | % | $ | 3.2 | — | % | ||||||
| Evaluated on a Collective Basis | ||||||||||||||
| Commercial | ||||||||||||||
| Commercial and Institutional | 70.1 | 24 | 59.3 | 24 | ||||||||||
| Commercial Real Estate | 84.9 | 12 | 105.3 | 12 | ||||||||||
| Non-U.S. | 1.9 | 6 | 1.0 | 5 | ||||||||||
| Other | — | 5 | — | 5 | ||||||||||
| Total Commercial | 156.9 | 47 | 165.6 | 46 | ||||||||||
| Personal | ||||||||||||||
| Private Client | 13.1 | 37 | 9.7 | 37 | ||||||||||
| Residential Real Estate | 14.1 | 14 | 18.7 | 14 | ||||||||||
| Non-U.S. | 1.7 | 1 | 1.2 | 2 | ||||||||||
| Other | — | 1 | — | 1 | ||||||||||
| Total Personal | 28.9 | 53 | 29.6 | 54 | ||||||||||
| Total Allowance Evaluated on a Collective Basis | $ | 185.8 | $ | 195.2 | ||||||||||
| Total Allowance for Credit Losses | $ | 196.5 | $ | 198.4 | ||||||||||
| Allowance Assigned to | ||||||||||||||
| Loans | $ | 164.4 | $ | 168.0 | ||||||||||
| Undrawn Commitments and Standby Letters of Credit | 32.1 | 30.4 | ||||||||||||
| Total Allowance for Credit Losses | $ | 196.5 | $ | 198.4 | ||||||||||
| Allowance Assigned to Loans to Total Loans | 0.38 | % | 0.39 | % | ||||||||||
25
ASSET QUALITY (continued)
Commercial Real Estate Loans
The table below provides additional detail regarding commercial real estate loan types.
TABLE 24: COMMERCIAL REAL ESTATE LOANS
| (In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
| Commercial Mortgages | ||||||||
| Apartment/ Multi-family | $ | 1,493.9 | $ | 1,599.9 | ||||
| Office | 957.7 | 944.4 | ||||||
| Industrial/ Warehouse | 942.9 | 906.1 | ||||||
| Retail | 699.5 | 665.6 | ||||||
| Other | 631.4 | 630.3 | ||||||
| Total Commercial Mortgages | 4,725.4 | 4,746.3 | ||||||
| Construction, Acquisition and Development Loans | 530.2 | 567.9 | ||||||
| Total Commercial Real Estate Loans | $ | 5,255.6 | $ | 5,314.2 | ||||
In managing its credit exposure, management has defined a commercial real estate loan as one where: (1) the borrower’s principal business activity is the acquisition or the development of real estate for commercial purposes; (2) the principal collateral is real estate held for commercial purposes, and loan repayment is expected to flow from the operation of the property; or (3) the loan repayment is expected to flow from the sale or refinance of real estate as a normal and ongoing part of the business. The commercial real estate portfolio consists of commercial mortgages and construction, acquisition and development loans extended primarily to experienced investors well known to Northern Trust.
Underwriting standards generally reflect conservative loan-to-collateral value (LTV) ratios and debt service coverage requirements. LTV ratios, calculated as the outstanding amount of the loan divided by the estimated value of the property, are a critical component of Northern Trust’s underwriting standards. Northern Trust utilizes LTV ratios in various stages of the lending and risk management process. Northern Trust’s policy related to LTV limits is more conservative than what is prescribed by current supervisory regulations. LTV ratios are monitored and updated on a quarterly basis utilizing the most recent outstanding amounts and appraisal values based on models, automated valuation services, or updated appraisals.
All commercial real estate transactions, regardless of size, require an independent appraisal at loan origination, unless permissible and approved regulatory exemptions can be applied. Real estate appraisals are, at a minimum, performed in accordance with generally accepted appraisal standards as applicable under local regulations. Northern Trust considers obtaining a new appraisal as part of the loan renewal process or whenever credit quality or market conditions have materially and adversely changed to the point where it is prudent to reassess the value of the real estate collateral. For defaulted loans, appraisals are updated on an, at least, annual basis. Appraisal values might be discounted based upon Northern Trust’s experience with actual liquidation values and management’s judgment as to the realizable value of the property.
For an overall discussion on the loan portfolio and on the allowance, refer to Note 5—Loans and Note 6—Allowance for Credit Losses to the consolidated financial statements provided in Item 1. Consolidated Financial Statements (unaudited).
STATEMENTS OF CASH FLOWS
The following discusses the statement of cash flow activities for the nine months ended September 30, 2025 and 2024.
TABLE 25: CASH FLOW ACTIVITY SUMMARY
| NINE MONTHS ENDED SEPTEMBER 30, | ||||||||||||||
| (In Millions) | 2025 | 2024 | ||||||||||||
| Net cash provided by (used in): | ||||||||||||||
| Operating activities | $ | 5,145.1 | $ | 2,148.8 | ||||||||||
| Investing activities | (13,098.9) | (355.9) | ||||||||||||
| Financing activities | 8,038.7 | 287.7 | ||||||||||||
| Effect of Foreign Currency Exchange Rates on Cash | 584.1 | (0.4) | ||||||||||||
| Change in Cash and Due from Banks | $ | 669.0 | $ | 2,080.2 | ||||||||||
26
STATEMENTS OF CASH FLOWS (continued)
Operating Activities
Net cash provided by operating activities of $5.1 billion for the nine months ended September 30, 2025 was primarily attributable to lower net collateral deposited with derivative counterparties, net changes in other operating activities, and period earnings.
Net cash provided by operating activities of $2.1 billion for the nine months ended September 30, 2024 was primarily attributable to period earnings and net changes in other operating activities, partially offset by increases in receivables and pension plan contributions.
Investing Activities
Net cash used in investing activities of $13.1 billion for the nine months ended September 30, 2025 was primarily attributable to increased levels of Federal Reserve and other central bank deposits and net purchases of AFS debt securities.
Net cash used in investing activities of $355.9 million for the nine months ended September 30, 2024 was primarily attributable to increased levels of Federal Reserve and other central bank deposits and net purchases of AFS debt securities, partially offset by the net proceeds received from the sale of certain Visa shares and net proceeds associated with loans and HTM debt securities.
Financing Activities
Net cash provided by financing activities of $8.0 billion for the nine months ended September 30, 2025 was primarily attributable to the increased levels of total deposits, partially offset by increased treasury share purchases.
Net cash provided by financing activities of $287.7 million for the nine months ended September 30, 2024
was primarily attributable to the increased levels of total deposits, partially offset by increased treasury share repurchases and securities sold under agreements to repurchase.
REGULATORY CAPITAL
Capital ratios remained strong at September 30, 2025, exceeding the requirements for classification as “well-capitalized” under applicable U.S. regulatory requirements.
Northern Trust is a Category II institution as defined by the Federal Reserve Board which requires us to adhere to regulatory capital standards. In adhering to these standards, Northern Trust engages in a range of reporting and activities with regulators to affirm our financial strength and stability, including but not limited to, capital adequacy reporting that deducts any unrealized losses related to AFS securities from reported capital, and stringent, annual company-run and supervisory stress testing in the form of CCAR exercises, which confirms our ability to remain solvent under severely adverse market conditions.
The results of the 2025 Dodd-Frank Act Stress Test (DFAST), published by the Federal Reserve Board on June 27, 2025, resulted in Northern Trust’s stress capital buffer and effective Common Equity Tier 1 capital ratio minimum requirement remaining constant at 2.5% and 7.0%, respectively, for the annual capital plan cycle beginning on October 1, 2025 through September 30, 2026.
27
REGULATORY CAPITAL (continued)
The following table provides a reconciliation of the Corporation’s common stockholders’ equity to total risk-based capital under the applicable U.S. regulatory rules as of September 30, 2025, December 31, 2024 and September 30, 2024.
TABLE 26: REGULATORY CAPITAL
| SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | SEPTEMBER 30, 2024 | ||||||||||||||||||||||||
| ($ In Millions) | STANDARDIZED APPROACH | ADVANCED APPROACH | STANDARDIZED APPROACH | ADVANCED APPROACH | STANDARDIZED APPROACH | ADVANCED APPROACH | ||||||||||||||||||||
| Common Equity Tier 1 Capital | ||||||||||||||||||||||||||
| Common Stockholders’ Equity | $ | 12,071.1 | $ | 12,071.1 | $ | 11,903.5 | $ | 11,903.5 | $ | 11,864.1 | $ | 11,864.1 | ||||||||||||||
| Goodwill and Other Intangible Assets, net of Deferred Tax Liability | (715.9) | (715.9) | (699.0) | (699.0) | (719.2) | (719.2) | ||||||||||||||||||||
| Other | (155.9) | (155.9) | (166.3) | (166.3) | (152.2) | (152.2) | ||||||||||||||||||||
| Total Common Equity Tier 1 Capital | 11,199.3 | 11,199.3 | 11,038.2 | 11,038.2 | 10,992.7 | 10,992.7 | ||||||||||||||||||||
| Additional Tier 1 Capital | ||||||||||||||||||||||||||
| Preferred Stock | 884.9 | 884.9 | 884.8 | 884.8 | 884.9 | 884.9 | ||||||||||||||||||||
| Other | (56.1) | (56.1) | (52.8) | (52.8) | (50.8) | (50.8) | ||||||||||||||||||||
| Total Additional Tier 1 Capital | 828.8 | 828.8 | 832.0 | 832.0 | 834.1 | 834.1 | ||||||||||||||||||||
| Total Tier 1 Capital | 12,028.1 | 12,028.1 | 11,870.2 | 11,870.2 | 11,826.8 | 11,826.8 | ||||||||||||||||||||
| Tier 2 Capital | ||||||||||||||||||||||||||
| Qualifying Allowance for Credit Losses | 206.7 | — | 205.9 | — | 219.9 | — | ||||||||||||||||||||
| Qualifying Subordinated Debt | 1,347.1 | 1,347.1 | 1,347.1 | 1,347.1 | 1,496.2 | 1,496.2 | ||||||||||||||||||||
| Total Tier 2 Capital | 1,553.8 | 1,347.1 | 1,553.0 | 1,347.1 | 1,716.1 | 1,496.2 | ||||||||||||||||||||
| Total Risk-Based Capital | $ | 13,581.9 | $ | 13,375.2 | $ | 13,423.2 | $ | 13,217.3 | $ | 13,542.9 | $ | 13,323.0 | ||||||||||||||
|
Risk-Weighted Assets
(1)
|
$ | 90,033.7 | $ | 74,329.4 | $ | 88,939.7 | $ | 75,920.9 | $ | 86,953.6 | $ | 78,242.5 | ||||||||||||||
| Total Assets – End of Period (EOP) | 170,263.3 | 170,263.3 | 155,508.4 | 155,508.4 | 155,753.8 | 155,753.8 | ||||||||||||||||||||
|
Adjusted Average Assets
(2)
|
150,208.9 | 150,208.9 | 145,666.8 | 145,666.8 | 146,018.0 | 146,018.0 | ||||||||||||||||||||
| Total Loans – EOP | 42,949.4 | 42,949.4 | 43,390.6 | 43,390.6 | 41,950.3 | 41,950.3 | ||||||||||||||||||||
| Common Stockholders’ Equity to: | ||||||||||||||||||||||||||
| Total Loans – EOP | 28.11 | % | 28.11 | % | 27.43 | % | 27.43 | % | 28.28 | % | 28.28 | % | ||||||||||||||
| Total Assets – EOP | 7.09 | 7.09 | 7.65 | 7.65 | 7.62 | 7.62 | ||||||||||||||||||||
(1)
Risk-weighted assets exclude, as applicable under each regulatory approach, amounts primarily related to goodwill, certain other intangible assets, and net unrealized gains or losses on securities and reflect adjustments for excess allowances for credit losses that have been excluded from Tier 1 and Tier 2 capital, if any.
(2)
Adjusted average assets exclude amounts primarily related to goodwill, other intangible assets, and net unrealized gains or losses on securities.
The table below provides capital ratios, as well as the required minimum capital ratios, for Northern Trust Corporation and The
Northern Trust Company.
TABLE 27: REGULATORY CAPITAL RATIOS
|
|
Standardized Approach | Advanced Approach | ||||||||||||||||||||||||||||||
| September 30, 2025 | December 31, 2024 | September 30, 2024 | September 30, 2025 | December 31, 2024 | September 30, 2024 | WELL-CAPITALIZED RATIOS | MINIMUM CAPITAL RATIOS | |||||||||||||||||||||||||
| Northern Trust Corporation | ||||||||||||||||||||||||||||||||
| Common Equity Tier 1 Capital | 12.4 | % | 12.4 | % | 12.6 | % | 15.1 | % | 14.5 | % | 14.0 | % | N/A | 4.5 | % | |||||||||||||||||
| Tier 1 Capital | 13.4 | 13.3 | 13.6 | 16.2 | 15.6 | 15.1 | 6.0 | 6.0 | ||||||||||||||||||||||||
| Total Capital | 15.1 | 15.1 | 15.6 | 18.0 | 17.4 | 17.0 | 10.0 | 8.0 | ||||||||||||||||||||||||
| Tier 1 Leverage | 8.0 | 8.1 | 8.1 | 8.0 | 8.1 | 8.1 | N/A | 4.0 | ||||||||||||||||||||||||
| Supplementary Leverage | N/A | N/A | N/A | 8.9 | 8.9 | 9.2 | N/A | 3.0 | ||||||||||||||||||||||||
| The Northern Trust Company | ||||||||||||||||||||||||||||||||
| Common Equity Tier 1 Capital | 11.8 | % | 11.4 | % | 12.3 | % | 14.5 | % | 13.6 | % | 13.9 | % | 6.5 | % | 4.5 | % | ||||||||||||||||
| Tier 1 Capital | 11.8 | 11.4 | 12.3 | 14.5 | 13.6 | 13.9 | 8.0 | 6.0 | ||||||||||||||||||||||||
| Total Capital | 13.1 | 12.8 | 14.0 | 15.9 | 15.0 | 15.5 | 10.0 | 8.0 | ||||||||||||||||||||||||
| Tier 1 Leverage | 7.0 | 6.9 | 7.3 | 7.0 | 6.9 | 7.3 | 5.0 | 4.0 | ||||||||||||||||||||||||
| Supplementary Leverage | N/A | N/A | N/A | 7.7 | 7.5 | 8.2 | 3.0 | 3.0 | ||||||||||||||||||||||||
28
RECENT ACCOUNTING PRONOUNCEMENTS AND DEVELOPMENTS
In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (ASU 2023-09). ASU 2023-09 enhances disclosures by further disaggregating existing annual income tax disclosures related to the effective tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, although early adoption is permitted. Upon adoption, the impact of ASU 2023-09 will be limited to certain enhancements within the notes to the consolidated financial statements and therefore is not expected to have an impact on Northern Trust’s consolidated balance sheets or consolidated statements of income.
In November 2024, the FASB issued ASU No. 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (ASU 2024-03). ASU 2024-03 requires disaggregated disclosures in tabular format for specific income statement expense categories as well as a narrative disclosure about selling expenses. The amendments in ASU 2024-03 do not change or remove existing income statement presentation or disclosure requirements. ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. Upon adoption, the impact of ASU 2024-03 will be limited to certain enhancements within the notes to the consolidated financial statements and therefore is not expected to have an impact on Northern Trust’s consolidated balance sheets or consolidated statements of income.
In September 2025, the FASB issued ASU No. 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software” (ASU 2025-06). ASU 2025-06 changes the cost capitalization threshold by removing the accounting consideration given to software project development stages and replaces it with the following criteria that must be met for entities to begin capitalizing software costs: (1) management has authorized and committed to funding the project and (2) it is ‘probable’ the project will be completed and the software used to perform its intended function (referred to as the ‘probable-to-complete’ threshold). In addition, ASU 2025-06 specifies that entities must apply the disclosure requirements in ASC 360-10, Property, Plant, and Equipment—Overall to capitalized internal-use software and related amortization, regardless of how the internal-use software is classified on the balance sheet. ASU 2025-06 is effective for interim and annual periods beginning after December 15, 2027, although early adoption is permitted. ASU 2025-06 is not expected to have a material impact on Northern Trust’s consolidated balance sheets or consolidated statements of income upon adoption.
Other accounting pronouncements that were issued by the FASB but not yet adopted as of September 30, 2025 are not expected to have a material impact on Northern Trust’s consolidated balance sheets or consolidated statements of income upon adoption.
RISK MANAGEMENT
Liquidity Risk
Liquidity risk is the risk of not being able to raise sufficient funds or maintain collateral to meet balance sheet and contingent liability cash flow obligations when due, because of firm-specific or market-wide stress events. Northern Trust is a Category II institution as defined by the Federal Reserve Board which requires us to adhere to the same regulatory liquidity standards as U.S. global systemically important bank holding companies (GSIBs). In adhering to these standards, Northern Trust engages in a range of reporting and other activities with regulators to affirm our financial strength and stability, including but not limited to, daily LCR and Net Stable Funding Ratio calculations to regulators.
We maintain a highly liquid balance sheet consisting principally of cash and due from banks, deposits with the Federal Reserve and other central banks, short-term money market assets, and investment securities, which were 65% and 62% of total assets as of September 30, 2025 and December 31, 2024, respectively. The majority of Northern Trust’s securities portfolio is composed of highly liquid securities including U.S. Treasury, non-U.S. government, and government sponsored agency securities.
Market Risk
There are two types of market risk, interest rate risk associated with the banking book and trading risk. Interest rate risk associated with the banking book is the potential for movements in interest rates to cause changes in Net Interest Income and the market value of equity, including AOCI from the AFS debt securities portfolio. Trading risk is the potential for movements in market variables such as foreign exchange and interest rates to cause changes in the value of trading positions.
Northern Trust uses two primary measurement techniques to manage interest rate risk: NII sensitivity and MVE sensitivity. NII sensitivity provides management with a short-term view of the impact of interest rate changes on NII. MVE sensitivity provides management with a long-term view of interest rate changes on MVE based on the period-end balance sheet. Higher interest rates may impact the fair value of AFS debt securities which in turn affects AOCI, which can impact regulatory capital ratios.
As part of its risk management activities, Northern Trust also measures daily the risk of loss associated with all trading book positions using a VaR model and applying the historical simulation methodology. The following information about Northern Trust’s management of market risk should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2024.
29
RISK MANAGEMENT (continued)
Market Risk (continued)
NII Sensitivity
— The modeling of NII sensitivity incorporates on-balance-sheet positions, as well as derivative financial instruments (principally interest rate swaps) that are used to manage interest rate risk. Northern Trust uses market implied forward interest rates as the base case and measures the sensitivity (i.e., change) of a static balance sheet to changes in interest rates. Stress testing of interest rates is performed to include such scenarios as immediate parallel shocks to rates, nonparallel (i.e., twist) changes to yield curves that result in their becoming steeper or flatter, and changes to the relationship among the yield curves (i.e., basis risk).
The NII sensitivity analysis incorporates certain critical assumptions such as interest rates and client behaviors under changing rate environments. These assumptions are based on a combination of historical analysis and future expected pricing behavior. The simulation cannot precisely estimate NII sensitivity given uncertainty in the assumptions. The following key assumptions are incorporated into the simulation:
▪
the balance sheet size and mix remains constant over the simulation horizon with maturing assets and liabilities replaced with instruments with similar terms as those that are maturing, with the exception of certain nonmaturity deposits that are considered short-term in nature and therefore receive a more conservative interest-bearing treatment;
▪
prepayments on mortgage loans and securities collateralized by mortgages are projected under each rate scenario using a third-party mortgage analytics system that incorporates market prepayment assumptions;
▪
cash flows for structured securities are estimated using a third-party vendor in conjunction with the prepayments provided by the third-party mortgage analytics vendor;
▪
nonmaturity deposit pricing is projected based on Northern Trust’s actual historical patterns and management judgment, depending upon the availability of historical data and current pricing strategies/or judgment; and
▪
new business rates are based on current spreads to market indices.
The following table shows the estimated NII impact over the next twelve months of 100 and 200 basis point ramps upward and downward in interest rates relative to forward rates as of September 30, 2025 and September 30, 2024. Each rate movement is assumed to occur gradually over a one-year period.
TABLE 28: NET INTEREST INCOME SENSITIVITY
| INCREASE (DECREASE) ESTIMATED IMPACT ON NEXT TWELVE MONTHS OF NET INTEREST INCOME | ||||||||
| (In Millions) |
SEPTEMBER 30, 2025
|
SEPTEMBER 30, 2024
|
||||||
| Increase in Interest Rates Above Market Implied Forward Rates | ||||||||
| 100 Basis Points | $ | 68 | $ | 59 | ||||
| 200 Basis Points | 127 | 115 | ||||||
| Decrease in Interest Rates Below Market Implied Forward Rates | ||||||||
| 100 Basis Points | $ | (99) | $ | (71) | ||||
| 200 Basis Points | (230) | $ | (151) | |||||
The NII sensitivity analysis does not incorporate certain management actions that may be used to mitigate adverse effects of actual interest rate movement. For that reason and others, the estimated impacts do not reflect the likely actual results but serve as estimates of interest rate risk. NII sensitivity is not comparable to actual results disclosed elsewhere or directly predictive of future values of other measures provided.
MVE Sensitivity
— MVE is defined as the present value of assets minus the present value of liabilities, net of the value of financial derivatives that are used to manage the interest rate risk of balance sheet items. The MVE looks at the whole balance sheet, which includes AFS debt securities, HTM debt securities, money market accounts, deposits, loans and wholesale borrowings. The potential effect of interest rate changes on MVE is derived from the impact of such changes on projected future cash flows and the present value of these cash flows and is then compared to the established limit. Northern Trust uses current market rates (and the future rates implied by these market rates) as the base case and measures MVE sensitivity under various rate scenarios. Stress testing of interest rates is performed to include such scenarios as immediate parallel shocks to rates, nonparallel (i.e., twist) changes to yield curves that result in their becoming steeper or flatter, and changes to the relationship among the yield curves (i.e., basis risk).
The MVE sensitivity analysis incorporates certain critical assumptions such as interest rates and client behaviors under changing rate environments. These assumptions are based on a combination of historical analysis and future expected pricing behavior. The simulation cannot precisely estimate MVE sensitivity given uncertainty in the assumptions. Many of the assumptions that apply to NII sensitivity also apply to MVE sensitivity simulations, with the following separate key assumptions incorporated into the MVE simulation:
▪
the present value of nonmaturity deposits is estimated using dynamic decay methodologies or estimated remaining lives, which are based on a combination of Northern Trust’s actual historical runoff patterns and management judgment—some balances are assumed to be core and have longer lives while other balances are assumed to be temporary and have comparatively shorter lives;
30
RISK MANAGEMENT (continued)
Market Risk (continued)
▪
the present values of most noninterest-bearing balances (such as receivables, equipment, and payables) are the same as their book values; and
▪
Monte Carlo simulation is used to generate forward interest rate paths.
The following table shows the estimated impact on MVE of 100 and 200 basis point shocks up and down from current market implied forward rates at September 30, 2025 and December 31, 2024. Each rate movement is assumed to occur gradually over a one-year period.
TABLE 29: MARKET VALUE OF EQUITY SENSITIVITY
| INCREASE (DECREASE) ESTIMATED IMPACT ON MARKET VALUE OF EQUITY | ||||||||
| (In Millions) |
SEPTEMBER 30, 2025
|
DECEMBER 31, 2024
|
||||||
| Increase in Interest Rates Above Market Implied Forward Rates | ||||||||
| 100 Basis Points | $ | (525) | $ | (374) | ||||
| 200 Basis Points | (1,155) | (808) | ||||||
| Decrease in Interest Rates Below Market Implied Forward Rates | ||||||||
| 100 Basis Points | $ | 620 | $ | 508 | ||||
| 200 Basis Points | 1,025 | 951 | ||||||
The MVE simulations do not incorporate certain management actions that may be used to mitigate adverse effects of actual interest rate movements. For that reason and others, the estimated impacts do not reflect the likely actual results but serve as estimates of interest rate risk. MVE sensitivity is not comparable to actual results disclosed elsewhere or directly predictive of future values of other measures provided.
Value-At-Risk (VaR)
— Northern Trust measures daily the risk of loss associated with trading positions using a VaR model and applying the historical simulation methodology. This statistical model provides estimates, based on high confidence levels, of the potential loss in value that might be incurred if an adverse shift in foreign exchange rates and interest rates were to occur over a small number of days. The model incorporates foreign currency and interest rate volatilities and correlations in price movements among the currencies and interest rates. VaR is computed for each trading desk and for the global portfolio.
Northern Trust monitors several variations of the VaR measures to meet specific regulatory and internal management needs. Variations include different methodologies (historical simulation, Monte Carlo simulation and Taylor approximation), horizons of one day and ten days, confidence levels of 95% and 99%, subcomponent VaRs using only foreign exchange (FX) drivers, only interest rate (IR) drivers, and only volatility drivers, and look-back periods of one year, two years, and four years. Those alternative measures provide management an array of corroborating metrics and alternative perspectives on Northern Trust’s market risks.
The following table presents the levels of total regulatory VaR and its subcomponents, covering global foreign exchange (GFX), foreign currency balances, and interest rate derivatives combined, in the periods indicated below, based on the historical simulation methodology, a 99% confidence level, a one-day horizon and equally weighted volatility. The total VaR is typically less than the sum of its three subcomponents due to diversification benefits derived from interactions among the three drivers.
TABLE 30: VALUE-AT-RISK
| (In Millions) | Combined Trading Book VaR |
FX VaR
(FX DRIVERS ONLY) |
IR VaR
(IR DRIVERS ONLY) |
||||||||||||||||||||||||||
| THREE MONTHS ENDED | SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | SEPTEMBER 30, 2025 | JUNE 30, 2025 | SEPTEMBER 30, 2024 | ||||||||||||||||||||
| High | $ | 0.5 | $ | 0.6 | $ | 0.8 | $ | 0.5 | $ | 0.6 | $ | 1.0 | $ | 0.2 | $ | 0.3 | $ | 0.2 | |||||||||||
| Low | 0.2 | 0.3 | 0.2 | 0.1 | 0.2 | 0.1 | 0.1 | 0.1 | 0.1 | ||||||||||||||||||||
| Average | 0.4 | 0.4 | 0.4 | 0.3 | 0.3 | 0.3 | 0.1 | 0.2 | 0.1 | ||||||||||||||||||||
| Quarter-End | 0.3 | 0.3 | 0.3 | 0.2 | 0.2 | 0.2 | 0.1 | 0.1 | 0.1 | ||||||||||||||||||||
During the three months ended September 30, 2025, Northern Trust did not incur an actual GFX trading loss in excess of the daily GFX VaR estimate.
Foreign currency balances arise not from executing trades but rather in the course of regular business operations, namely from non-U.S.-dollar-denominated revenues and expenses accruing onto the Corporation’s balance sheet.
31
RECONCILIATION TO FULLY TAXABLE EQUIVALENT
The following table presents a reconciliation of Interest Income, Net Interest Income, Net Interest Margin, and Total Revenue prepared in accordance with GAAP to such measures on an FTE basis, which are non-GAAP financial measures. Net Interest Margin is calculated by dividing annualized Net Interest Income by average interest-earning assets.
Management believes this presentation provides a clearer indication of these financial measures for comparative purposes. When adjusted to an FTE basis, yields on taxable, nontaxable and partially taxable assets are comparable; however, the adjustment to an FTE basis has no impact on Net Income.
TABLE 31: RECONCILIATION TO FULLY TAXABLE EQUIVALENT
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| ($ In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Net Interest Income | ||||||||||||||
| Interest Income - GAAP | $ | 2,144.3 | $ | 2,530.2 | $ | 6,498.0 | $ | 7,482.3 | ||||||
| Add: FTE Adjustment | 5.5 | 7.1 | 15.8 | 21.3 | ||||||||||
| Interest Income (FTE) - Non-GAAP | $ | 2,149.8 | $ | 2,537.3 | $ | 6,513.8 | $ | 7,503.6 | ||||||
| Net Interest Income - GAAP | $ | 590.8 | $ | 562.3 | $ | 1,769.4 | $ | 1,613.3 | ||||||
| Add: FTE Adjustment | 5.5 | 7.1 | 15.8 | 21.3 | ||||||||||
| Net Interest Income (FTE) - Non-GAAP | $ | 596.3 | $ | 569.4 | $ | 1,785.2 | $ | 1,634.6 | ||||||
| Net Interest Margin - GAAP | 1.68 | % | 1.66 | % | 1.68 | % | 1.60 | % | ||||||
| Net Interest Margin (FTE) - Non-GAAP | 1.70 | % | 1.68 | % | 1.69 | % | 1.62 | % | ||||||
| Total Revenue | ||||||||||||||
| Total Revenue - GAAP | $ | 2,025.4 | $ | 1,968.5 | $ | 5,963.3 | $ | 6,330.8 | ||||||
| Add: FTE Adjustment | 5.5 | 7.1 | 15.8 | 21.3 | ||||||||||
| Total Revenue (FTE) - Non-GAAP | $ | 2,030.9 | $ | 1,975.6 | $ | 5,979.1 | $ | 6,352.1 | ||||||
32
FORWARD-LOOKING STATEMENTS
This report may include statements which constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identified typically by words or phrases such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “likely,” “plan,” “goal,” “target,” “strategy,” and similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would,” and “could.” Forward-looking statements include statements, other than those related to historical facts, that relate to Northern Trust’s financial results and outlook; capital adequacy; dividend policy and share repurchase program; accounting estimates and assumptions; credit quality including allowance levels; future pension plan contributions; effective tax rate; anticipated expense levels; contingent liabilities; acquisitions; strategies; market and industry trends; and expectations regarding the impact of accounting pronouncements and legislation. These statements are based on Northern Trust’s current beliefs and expectations of future events or future results, and involve risks and uncertainties that are difficult to predict and subject to change. These statements are also based on assumptions about many important factors, including:
•
financial market disruptions or economic recession in the U.S. or other countries across the globe resulting from any of a number of factors;
•
volatility or changes in financial markets, including debt and equity markets, that impact the value, liquidity, or credit ratings of financial assets in general, or financial assets held in particular investment funds or client portfolios, including those funds, portfolios, and other financial assets with respect to which Northern Trust has taken, or may in the future take, actions to provide asset value stability or additional liquidity;
•
the impact of equity markets on fee revenue;
•
changes in interest rates or in the monetary or other policies of various regulatory authorities or central banks;
•
changes in trade policy, including the imposition of tariffs or the impacts of retaliatory tariffs;
•
Northern Trust’s success in controlling the costs and expenses of its business operations and the impacts of any broader inflationary environment thereon;
•
a decline in the value of securities held in Northern Trust’s investment portfolio, the liquidity and pricing of which may be negatively impacted by periods of economic turmoil and financial market disruptions;
•
Northern Trust’s ability to address operating risks, including those related to cybersecurity, data privacy and security, human errors or omissions, pricing or valuation of securities, fraud, operational resilience (including systems performance), failure to maintain sustainable business practices, and breakdowns in processes or internal controls;
•
Northern Trust's success in responding to and investing in changes and advancements in technology;
•
geopolitical risks, risks related to global climate change and the risks of extraordinary events such as pandemics, natural disasters, terrorist events and war (including the expansion or escalation of military conflict between Ukraine and the Russian Federation or the conflict in the Middle East, and tensions between the U.S. and China), and the responses of the U.S. and other countries to those events;
•
unexpected deposit outflows;
•
the effectiveness of Northern Trust’s management of its human capital, including its success in recruiting and retaining necessary and diverse personnel to support business growth and expansion and maintain sufficient expertise to support increasingly complex products and services;
•
changes in the legal, regulatory and enforcement framework and oversight applicable to financial institutions, including Northern Trust;
•
changes in foreign exchange trading client volumes and volatility in foreign currency exchange rates, changes in the valuation of the U.S. dollar relative to other currencies in which Northern Trust records revenue or accrues expenses, and Northern Trust’s success in assessing and mitigating the risks arising from all such changes and volatility;
•
a significant downgrade of any of Northern Trust’s debt ratings;
•
the health and soundness of the financial institutions and other counterparties with which Northern Trust conducts business;
•
uncertainties inherent in the complex and subjective judgments required to assess credit risk and establish appropriate allowances therefor;
•
increased costs of compliance and other risks associated with changes in regulation, the current regulatory environment, and areas of increased regulatory emphasis and oversight in the U.S. and other countries, such as anti-money laundering, anti-bribery, and data privacy and security;
•
failure to satisfy regulatory standards or to obtain regulatory approvals when required, including for the use and distribution of capital;
•
Northern Trust’s success in continuing to enhance its risk management practices and controls and managing risks inherent in its businesses, including credit risk, operational risk, market and liquidity risk, fiduciary risk, compliance risk and strategic risk;
•
risks and uncertainties inherent in the litigation and regulatory process, including the possibility that losses may be in excess of Northern Trust’s recorded liability and estimated range of possible loss for litigation exposures;
•
the risk of damage to Northern Trust’s reputation which may undermine the confidence of clients, counterparties, rating agencies, and stockholders;
•
the downgrade of U.S. government-issued and other securities;
33
FORWARD-LOOKING STATEMENTS (continued)
•
changes in tax laws, accounting requirements or interpretations and other legislation in the U.S. or other countries that could affect Northern Trust or its clients;
•
the pace and extent of continued globalization of investment activity and growth in worldwide financial assets;
•
changes in the nature and activities of Northern Trust’s competition;
•
Northern Trust’s success in maintaining existing business and continuing to generate new business in existing and targeted markets and its ability to deploy deposits in a profitable manner consistent with its liquidity requirements;
•
Northern Trust’s ability to address the complex needs of a global client base and manage compliance with legal, tax, regulatory and other requirements;
•
Northern Trust’s ability to maintain a product mix that achieves acceptable margins;
•
Northern Trust’s ability to continue to generate investment results that satisfy clients and to develop an array of investment products;
•
uncertainties inherent in Northern Trust’s assumptions concerning its pension plan, including discount rates and expected contributions, returns and payouts;
•
risks associated with being a holding company, including Northern Trust’s dependence on dividends from its principal subsidiary; and
•
other factors identified elsewhere in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024, including those factors described in Item 1A, “Risk Factors,” and other filings with the SEC, all of which are available on Northern Trust’s website.
Actual results may differ materially from those expressed or implied by forward-looking statements. The information contained herein is current only as of the date of that information. All forward-looking statements included in this document are based upon information presently available, and Northern Trust assumes no obligation to update its forward-looking statements.
34
Item 1. Consolidated Financial Statements (unaudited)
| CONSOLIDATED BALANCE SHEET (UNAUDITED) | NORTHERN TRUST CORPORATION | ||||
| (In Millions Except Share Information) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
| ASSETS | ||||||||
| Cash and Due from Banks | $ |
|
$ |
|
||||
| Federal Reserve and Other Central Bank Deposits |
|
|
||||||
| Interest-Bearing Deposits with Banks |
|
|
||||||
| Federal Funds Sold and Securities Purchased under Agreements to Resell |
|
|
||||||
| Debt Securities | ||||||||
|
Available for Sale (Amortized cost of $
|
|
|
||||||
|
Held to Maturity (Fair value of $
|
|
|
||||||
| Total Debt Securities |
|
|
||||||
| Loans | ||||||||
| Commercial |
|
|
||||||
| Personal |
|
|
||||||
|
Total Loans (Net of unearned income of $
|
|
|
||||||
| Allowance for Credit Losses |
(
|
(
|
||||||
| Buildings and Equipment |
|
|
||||||
| Goodwill |
|
|
||||||
| Other Assets |
|
|
||||||
| Total Assets | $ |
|
$ |
|
||||
| LIABILITIES | ||||||||
| Deposits | ||||||||
| Demand and Other Noninterest-Bearing | $ |
|
$ |
|
||||
| Savings, Money Market and Other Interest-Bearing |
|
|
||||||
| Savings Certificates and Other Time |
|
|
||||||
| Non U.S. Offices — Noninterest-Bearing |
|
|
||||||
|
— Interest-Bearing
|
|
|
||||||
| Total Deposits |
|
|
||||||
| Federal Funds Purchased |
|
|
||||||
| Securities Sold Under Agreements to Repurchase |
|
|
||||||
| Other Borrowings |
|
|
||||||
| Senior Notes |
|
|
||||||
| Long-Term Debt |
|
|
||||||
| Other Liabilities |
|
|
||||||
| Total Liabilities |
|
|
||||||
| STOCKHOLDERS' EQUITY | ||||||||
|
Preferred Stock, No Par Value; Authorized
|
||||||||
|
Series D, authorized and outstanding shares of
|
|
|
||||||
|
Series E, authorized and outstanding shares of
|
|
|
||||||
|
Common Stock, $1.66 2/3 Par Value; Authorized
|
||||||||
|
Outstanding shares of
|
|
|
||||||
| Additional Paid-In Capital |
|
|
||||||
| Retained Earnings |
|
|
||||||
| Accumulated Other Comprehensive Loss |
(
|
(
|
||||||
|
Treasury Stock (
|
(
|
(
|
||||||
| Total Stockholders’ Equity |
|
|
||||||
| Total Liabilities and Stockholders’ Equity | $ |
|
$ |
|
||||
See accompanying notes to the consolidated financial statements.
35
|
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED) |
NORTHERN TRUST CORPORATION | ||||
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions Except Share Information) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Noninterest Income | ||||||||||||||
| Trust, Investment and Other Servicing Fees | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Foreign Exchange Trading Income |
|
|
|
|
||||||||||
| Treasury Management Fees |
|
|
|
|
||||||||||
| Security Commissions and Trading Income |
|
|
|
|
||||||||||
| Other Operating Income |
|
|
|
|
||||||||||
| Investment Security Gains (Losses), net |
|
|
|
(
|
||||||||||
| Total Noninterest Income |
|
|
|
|
||||||||||
| Net Interest Income | ||||||||||||||
| Interest Income |
|
|
|
|
||||||||||
| Interest Expense |
|
|
|
|
||||||||||
| Net Interest Income |
|
|
|
|
||||||||||
| Provision for Credit Losses |
(
|
|
|
|
||||||||||
| Net Interest Income after Provision for Credit Losses |
|
|
|
|
||||||||||
| Noninterest Expense | ||||||||||||||
| Compensation |
|
|
|
|
||||||||||
| Employee Benefits |
|
|
|
|
||||||||||
| Outside Services |
|
|
|
|
||||||||||
| Equipment and Software |
|
|
|
|
||||||||||
| Occupancy |
|
|
|
|
||||||||||
| Other Operating Expense |
|
|
|
|
||||||||||
| Total Noninterest Expense |
|
|
|
|
||||||||||
| Income before Income Taxes |
|
|
|
|
||||||||||
| Provision for Income Taxes |
|
|
|
|
||||||||||
| Net Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Preferred Stock Dividends |
|
|
|
|
||||||||||
| Net Income Applicable to Common Stock | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Per Common Share | ||||||||||||||
| Net Income – Basic | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| – Diluted |
|
|
|
|
||||||||||
| Average Number of Common Shares Outstanding | ||||||||||||||
| – Basic |
|
|
|
|
||||||||||
| – Diluted |
|
|
|
|
||||||||||
|
CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME (UNAUDITED) |
NORTHERN TRUST CORPORATION | ||||
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Net Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Other Comprehensive Income (Net of Tax and Reclassifications) | ||||||||||||||
| Net Unrealized Gains on Available for Sale Debt Securities |
|
|
|
|
||||||||||
| Net Unrealized Gains (Losses) on Cash Flow Hedges |
|
|
(
|
(
|
||||||||||
| Net Foreign Currency Adjustments |
|
|
|
|
||||||||||
| Net Pension and Other Postretirement Benefit Adjustments |
|
|
|
|
||||||||||
| Other Comprehensive Income |
|
|
|
|
||||||||||
| Comprehensive Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
See accompanying notes to the consolidated financial statements.
36
|
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(UNAUDITED) |
NORTHERN TRUST CORPORATION | ||||
| NINE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||||||||||||
| (In Millions Except Per Share Information) | PREFERRED STOCK | COMMON STOCK | ADDITIONAL PAID-IN CAPITAL | RETAINED EARNINGS | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | TREASURY STOCK | TOTAL | ||||||||||||||||
| Balance at December 31, 2024 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||
| Net Income | — | — | — |
|
— | — |
|
||||||||||||||||
| Other Comprehensive Income (Net of Tax and Reclassifications) | — | — | — | — |
|
— |
|
||||||||||||||||
| Dividends Declared: | |||||||||||||||||||||||
|
Common Stock, $
|
— | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Preferred Stock | — | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Stock Awards and Options Exercised | — | — |
(
|
— | — |
|
|
||||||||||||||||
| Stock Purchased | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Excise Tax on Share Repurchases | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Balance at March 31, 2025 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||
| Net Income | — | — | — |
|
— | — |
|
||||||||||||||||
| Other Comprehensive Income (Net of Tax and Reclassifications) | — | — | — | — |
|
— |
|
||||||||||||||||
| Dividends Declared: | |||||||||||||||||||||||
|
Common Stock, $
|
— | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Preferred Stock | — | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Stock Awards and Options Exercised | — | — |
|
— | — |
|
|
||||||||||||||||
| Stock Purchased | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Excise Tax on Share Repurchases | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Balance at June 30, 2025 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||
| Net Income | — | — | — |
|
— | — |
|
||||||||||||||||
| Other Comprehensive Income (Net of Tax and Reclassifications) | — | — | — | — |
|
— |
|
||||||||||||||||
| Dividends Declared: | |||||||||||||||||||||||
|
Common Stock, $
|
— | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Preferred Stock | — | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Stock Awards and Options Exercised | — | — |
|
— | — |
|
|
||||||||||||||||
| Stock Purchased | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Excise Tax on Share Repurchases | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Balance at September 30, 2025 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||
See accompanying notes to the consolidated financial statements.
37
| NINE MONTHS ENDED SEPTEMBER 30, 2024 | |||||||||||||||||||||||
| (In Millions Except Per Share Information) | PREFERRED STOCK | COMMON STOCK | ADDITIONAL PAID-IN CAPITAL | RETAINED EARNINGS | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | TREASURY STOCK | TOTAL | ||||||||||||||||
| Balance at December 31, 2023 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||
| Net Income | — | — | — |
|
— | — |
|
||||||||||||||||
| Other Comprehensive Income (Net of Tax and Reclassifications) | — | — | — | — |
|
— |
|
||||||||||||||||
| Dividends Declared: | |||||||||||||||||||||||
|
Common Stock, $
|
— | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Preferred Stock | — | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Stock Awards and Options Exercised | — | — |
(
|
— | — |
|
|
||||||||||||||||
| Stock Purchased | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Exercise tax on Share Repurchases | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Balance at March 31, 2024 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||
| Net Income | — | — | — |
|
— | — |
|
||||||||||||||||
| Other Comprehensive Income (Net of Tax and Reclassifications) | — | — | — | — |
|
— |
|
||||||||||||||||
| Dividends Declared: | |||||||||||||||||||||||
|
Common Stock, $
|
— | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Preferred Stock | — | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Stock Awards and Options Exercised | — | — |
|
— | — |
|
|
||||||||||||||||
| Stock Purchased | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Exercise tax on Share Repurchases | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Balance at June 30, 2024 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||
| Net Income | — | — | — |
|
— | — |
|
||||||||||||||||
| Other Comprehensive Income (Net of Tax and Reclassifications) | — | — | — | — |
|
— |
|
||||||||||||||||
| Dividends Declared: | |||||||||||||||||||||||
|
Common Stock, $
|
— | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Preferred Stock | — | — | — |
(
|
— | — |
(
|
||||||||||||||||
| Stock Awards and Options Exercised | — | — |
|
— | — |
|
|
||||||||||||||||
| Stock Purchased | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Excise Tax on Share Repurchases | — | — | — | — | — |
(
|
(
|
||||||||||||||||
| Balance at September 30, 2024 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||
See accompanying notes to the consolidated financial statements.
38
| CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) | NORTHERN TRUST CORPORATION | ||||
| NINE MONTHS ENDED SEPTEMBER 30, | ||||||||
| (In Millions) | 2025 | 2024 | ||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
| Net Income | $ |
|
$ |
|
||||
| Adjustments to Reconcile Net Income to Net Cash Used in Operating Activities | ||||||||
| Investment Security Losses/(Gains) |
|
|
||||||
| Amortization and Accretion of Securities and Unearned Income, net |
(
|
(
|
||||||
| Provision for Credit Losses |
|
|
||||||
| Depreciation and Amortization |
|
|
||||||
| Pension Plan Contributions |
(
|
(
|
||||||
| Change in Receivables |
(
|
(
|
||||||
| Change in Interest Payable |
|
|
||||||
| Change in Collateral With Derivative Counterparties, net |
|
(
|
||||||
| Other Operating Activities, net |
|
|
||||||
| Net Cash Provided by Operating Activities |
|
|
||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
| Change in Federal Funds Sold and Securities Purchased under Agreements to Resell |
(
|
(
|
||||||
| Change in Interest-Bearing Deposits with Banks |
(
|
|
||||||
| Net Change in Federal Reserve and Other Central Bank Deposits |
(
|
(
|
||||||
| Purchases of Held to Maturity Debt Securities |
(
|
(
|
||||||
| Proceeds from the Maturity and Redemption of Held to Maturity Debt Securities |
|
|
||||||
| Purchases of Available for Sale Debt Securities |
(
|
(
|
||||||
| Proceeds from the Maturity and Sales of Available for Sale Debt Securities |
|
|
||||||
| Change in Loans |
|
|
||||||
| Purchases of Buildings and Equipment |
(
|
(
|
||||||
| Purchases and Development of Computer Software |
(
|
(
|
||||||
| Change in Client Security Settlement Receivables |
(
|
(
|
||||||
| Proceeds from the sale of Visa Shares |
|
|
||||||
| Other Investing Activities, net |
|
|
||||||
| Net Cash (Used in) Investing Activities |
(
|
(
|
||||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
| Change in Deposits |
|
|
||||||
| Change in Federal Funds Purchased |
(
|
(
|
||||||
| Change in Securities Sold under Agreements to Repurchase |
(
|
(
|
||||||
| Change in Short-Term Other Borrowings |
(
|
|
||||||
| Treasury Stock Purchased |
(
|
(
|
||||||
| Net Proceeds from Stock Options |
|
|
||||||
| Cash Dividends Paid on Common Stock |
(
|
(
|
||||||
| Cash Dividends Paid on Preferred Stock |
(
|
(
|
||||||
| Other Financing Activities, net |
(
|
(
|
||||||
| Net Cash Provided by Financing Activities |
|
|
||||||
| Effect of Foreign Currency Exchange Rates on Cash |
|
(
|
||||||
| Change in Cash and Due from Banks |
|
|
||||||
| Cash and Due from Banks at Beginning of Period |
|
|
||||||
| Cash and Due from Banks at End of Period | $ |
|
$ |
|
||||
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||||||||
| Interest Paid | $ |
|
$ |
|
||||
| Income Taxes Paid |
|
|
||||||
See accompanying notes to the consolidated financial statements.
39
Notes to Consolidated Financial Statements (unaudited)
Note 1 –
Basis of Presentation
Note 2 –
Recent Accounting Pronouncements
On January 1, 2025, Northern Trust adopted ASU No. 2023-08, “Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets” (ASU 2023-08). ASU 2023-08 requires entities to subsequently measure certain crypto assets at fair value, with changes in fair value recorded in net income in each reporting period, and present crypto assets separately from other intangible assets on the face of the balance sheet and changes in fair value of crypto assets separately from changes in the carrying amount of other intangible assets on the statement of income. ASU 2023-08 also requires enhanced disclosures about in-scope crypto assets and respective activities. As Northern Trust does not hold crypto assets, upon adoption of ASU 2023-08, there was no impact on the consolidated balance sheets or consolidated statements of income.
Note 3 –
Fair Value Measurements
Fair Value Hierarchy.
The following describes the hierarchy of valuation inputs (Levels 1, 2, and 3) used to measure fair value and the primary valuation methodologies used by Northern Trust for financial instruments measured at fair value on a recurring basis. Observable inputs reflect market data obtained from sources independent of the reporting entity; unobservable inputs reflect the entity’s own assumptions about how market participants would value an asset or liability based on the best information available. GAAP requires an entity measuring fair value to maximize the use of observable inputs and minimize the use of unobservable inputs and establishes a fair value hierarchy of inputs. Financial instruments are categorized within the hierarchy based on the lowest level input that is significant to their valuation. No transfers into or out of Level 3 occurred during the nine months ended September 30, 2025 or the year ended December 31, 2024.
Level 1
—
Quoted, active market prices for identical assets or liabilities.
Northern Trust’s Level 1 assets are comprised primarily of AFS investments in U.S. Treasury securities.
Level 2
—
Observable inputs other than Level 1 prices, such as quoted active market prices for similar assets or liabilities, quoted prices for identical or similar assets in inactive markets, and model-derived valuations in which all significant inputs are observable in active markets.
Northern Trust’s Level 2 assets include AFS debt securities, the fair values of which are determined predominantly by external pricing vendors. Prices received from vendors are compared to other vendor and third-party prices. If a security price obtained from a pricing vendor is determined to exceed predetermined tolerance levels that are assigned based on an asset type’s characteristics, the exception is researched and, if the price is not able to be validated, an alternate pricing vendor is utilized, consistent with Northern Trust’s pricing source hierarchy. As of September 30, 2025, Northern Trust’s AFS debt securities portfolio included
980
Level 2 debt securities with an aggregate market value of $
24.7
billion, all valued by external pricing vendors. As of December 31, 2024, Northern Trust’s AFS debt securities portfolio included
940
Level 2 debt securities with an aggregate market value of $
21.6
billion, all valued by external pricing vendors.
Level 2 assets and liabilities also include derivative contracts which are valued internally using widely accepted income-based models that incorporate inputs readily observable in actively quoted markets and reflect the contractual terms of the contracts. Observable inputs include foreign exchange rates and interest rates for foreign exchange contracts; interest rates for interest rate swap contracts and forward contracts; and interest rates and volatility inputs for interest rate option contracts. Northern Trust evaluates the impact of counterparty credit risk and its own credit risk on the valuation of its derivative instruments. Factors considered include the likelihood of default by Northern Trust and its counterparties, the remaining maturities of the instruments, net exposures after giving effect to master netting arrangements or similar agreements, available collateral, and other credit enhancements in determining the appropriate fair value of derivative instruments. The resulting valuation adjustments have not been considered material.
40
Notes to Consolidated Financial Statements (unaudited) (continued)
Level 3
— Valuation techniques in which one or more significant inputs are unobservable in the marketplace.
Northern Trust’s Level 3 liabilities consist of swaps that Northern Trust entered into with the purchaser of
1.1
million and
1.0
million shares of Visa Class B common shares previously held by Northern Trust and sold in June 2016 and 2015, respectively. Pursuant to the swaps, Northern Trust retains the risks associated with the ultimate conversion of the Visa Class B common shares into Visa Class A common shares, such that the counterparty will be compensated for any dilutive adjustments to the conversion ratio and Northern Trust will be compensated for any anti-dilutive adjustments to the ratio. The swaps also require periodic payments from Northern Trust to the counterparty calculated by reference to the market price of Visa Class A common shares and a fixed rate of interest. The fair value of the swaps is determined using a discounted cash flow methodology. The significant unobservable inputs used in the fair value measurement are Northern Trust’s own assumptions about estimated changes in the conversion rate of the Visa Class B common shares into Visa Class A common shares, the date on which such conversion is expected to occur and the estimated appreciation of the Visa Class A common share price. See “Visa Class B Common Shares and Makewhole Agreement” under Note 20—Commitments and Contingent Liabilities for further information.
Northern Trust believes its valuation methods for its assets and liabilities carried at fair value are appropriate; however, the use of different methodologies or assumptions, particularly as applied to Level 3 assets and liabilities, could have a material effect on the computation of their estimated fair values.
The following table presents the fair values of Northern Trust’s Level 3 liabilities as of September 30, 2025 and December 31, 2024, as well as the valuation techniques, significant unobservable inputs, and quantitative information used to develop significant unobservable inputs for such liabilities as of such dates.
TABLE 32: LEVEL 3 SIGNIFICANT UNOBSERVABLE INPUTS
| SEPTEMBER 30, 2025 | ||||||||||||||||||||||||||
| FINANCIAL INSTRUMENT | FAIR VALUE | VALUATION TECHNIQUE | UNOBSERVABLE INPUTS | INPUT VALUES |
WEIGHTED-AVERAGE INPUT VALUES
(1)
|
|||||||||||||||||||||
| Swaps Related to Sale of Certain Visa Class B Common Shares |
$
|
Discounted Cash Flow | Conversion Rate |
|
x |
|
x | |||||||||||||||||||
| Visa Class A Appreciation |
|
|
||||||||||||||||||||||||
| Expected Duration |
|
- |
|
|
||||||||||||||||||||||
| DECEMBER 31, 2024 | ||||||||||||||||||||||||||
| FINANCIAL INSTRUMENT | FAIR VALUE | VALUATION TECHNIQUE | UNOBSERVABLE INPUTS | INPUT VALUES |
WEIGHTED-AVERAGE INPUT VALUES
(1)
|
|||||||||||||||||||||
| Swaps Related to Sale of Certain Visa Class B Common Shares |
$
|
Discounted Cash Flow | Conversion Rate |
|
x |
|
x | |||||||||||||||||||
| Visa Class A Appreciation |
|
|
||||||||||||||||||||||||
| Expected Duration |
|
- |
|
|
||||||||||||||||||||||
41
Notes to Consolidated Financial Statements (unaudited) (continued)
The following table presents assets and liabilities measured at fair value on a recurring basis as of September 30, 2025 and December 31, 2024, segregated by fair value hierarchy level.
TABLE 33: RECURRING BASIS HIERARCHY LEVELING
| SEPTEMBER 30, 2025 | |||||||||||||||||
| (In Millions) | LEVEL 1 | LEVEL 2 | LEVEL 3 | NETTING | ASSETS/LIABILITIES AT FAIR VALUE | ||||||||||||
| Debt Securities | |||||||||||||||||
| Available for Sale | |||||||||||||||||
| U.S. Government | $ |
|
$ |
|
$ |
|
$ | — | $ |
|
|||||||
| Obligations of States and Political Subdivisions |
|
|
|
— |
|
||||||||||||
| Government Sponsored Agency |
|
|
|
— |
|
||||||||||||
| Non-U.S. Government |
|
|
|
— |
|
||||||||||||
| Corporate Debt |
|
|
|
— |
|
||||||||||||
| Covered Bonds |
|
|
|
— |
|
||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
— |
|
||||||||||||
| Other Asset-Backed |
|
|
|
— |
|
||||||||||||
| Commercial Mortgage-Backed |
|
|
|
— |
|
||||||||||||
| Total Available for Sale Debt Securities |
|
|
|
— |
|
||||||||||||
| Other Assets | |||||||||||||||||
|
Equity Securities
(1)
|
|
|
|
— |
|
||||||||||||
| Derivative Assets | |||||||||||||||||
| Foreign Exchange Contracts |
|
|
|
(
|
|
||||||||||||
| Interest Rate Contracts |
|
|
|
(
|
|
||||||||||||
|
Other Financial Derivatives
(2)
|
|
|
|
(
|
|
||||||||||||
| Total Derivative Assets |
|
|
|
(
|
|
||||||||||||
| Other Liabilities | |||||||||||||||||
| Derivative Liabilities | |||||||||||||||||
| Foreign Exchange Contracts |
|
|
|
(
|
|
||||||||||||
| Interest Rate Contracts |
|
|
|
(
|
|
||||||||||||
|
Other Financial Derivatives
(3)
|
|
|
|
(
|
|
||||||||||||
| Total Derivative Liabilities | $ |
|
$ |
|
$ |
|
$ |
(
|
$ |
|
|||||||
Note: Northern Trust has elected to net derivative assets and liabilities when legally enforceable master netting arrangements or similar agreements exist between Northern Trust and the counterparty. As of September 30, 2025, derivative assets and liabilities shown above also include reductions of $
319.6
million and $
655.6
million, respectively, as a result of cash collateral received from and deposited with derivative counterparties.
(1)
Equity securities consists of a money market investment, seed capital investments to certain funds managed by Northern Trust, and Visa Class C common shares with a fair value of $
85.0
million,$
112.3
million, and $
17.1
million, respectively, as of September 30, 2025.
(2)
Other Financial Derivatives assets consists of total return swap contracts
(3)
Other Financial Derivatives liabilities consists of swaps related to the sale of certain Visa Class B common shares and total return swap contracts.
42
Notes to Consolidated Financial Statements (unaudited) (continued)
| DECEMBER 31, 2024 | |||||||||||||||||
| (In Millions) | LEVEL 1 | LEVEL 2 | LEVEL 3 | NETTING | ASSETS/LIABILITIES AT FAIR VALUE | ||||||||||||
| Debt Securities | |||||||||||||||||
| Available for Sale | |||||||||||||||||
| U.S. Government | $ |
|
$ |
|
$ |
|
$ | — | $ |
|
|||||||
| Obligations of States and Political Subdivisions |
|
|
|
— |
|
||||||||||||
| Government Sponsored Agency |
|
|
|
— |
|
||||||||||||
| Non-U.S. Government |
|
|
|
— |
|
||||||||||||
| Corporate Debt |
|
|
|
— |
|
||||||||||||
| Covered Bonds |
|
|
|
— |
|
||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
— |
|
||||||||||||
| Other Asset-Backed |
|
|
|
— |
|
||||||||||||
| Commercial Mortgage-Backed |
|
|
|
— |
|
||||||||||||
| Total Available for Sale Debt Securities |
|
|
|
— |
|
||||||||||||
| Other Assets | |||||||||||||||||
|
Equity Securities
(1)
|
|
|
|
— |
|
||||||||||||
| Derivative Assets | |||||||||||||||||
| Foreign Exchange Contracts |
|
|
|
(
|
|
||||||||||||
| Interest Rate Contracts |
|
|
|
(
|
|
||||||||||||
| Total Derivative Assets |
|
|
|
(
|
|
||||||||||||
| Other Liabilities | |||||||||||||||||
| Derivative Liabilities | |||||||||||||||||
| Foreign Exchange Contracts |
|
|
|
(
|
|
||||||||||||
| Interest Rate Contracts |
|
|
|
(
|
|
||||||||||||
|
Other Financial Derivatives
(2)
|
|
|
|
|
|
||||||||||||
| Total Derivative Liabilities | $ |
|
$ |
|
$ |
|
$ |
(
|
$ |
|
|||||||
Note: Northern Trust has elected to net derivative assets and liabilities when legally enforceable master netting arrangements or similar agreements exist between Northern Trust and the counterparty. As of December 31, 2024, derivative assets and liabilities shown above also include reductions of $
368.2
million and $
2.7
billion, respectively, as a result of cash collateral received from and deposited with derivative counterparties.
(1)
Equity securities consists of a money market investment and Visa Class C common shares with a fair value of $
85.0
million and $
26.3
million, respectively, as of December 31, 2024.
The following table presents the changes in Level 3 liabilities for the three and nine months ended September 30, 2025 and 2024.
TABLE 34: CHANGES IN LEVEL 3 LIABILITIES
(1)
Losses are recorded in Other Operating Income on the consolidated statements of income.
| (In Millions) | SWAPS RELATED TO SALE OF CERTAIN VISA CLASS B COMMON SHARES | |||||||
| THREE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | ||||||
|
Fair Value at July 1
|
$ |
|
$ |
|
||||
| Total Losses: | ||||||||
|
Included in Earnings
(1)
|
|
|
||||||
| Purchases, Issues, Sales, and Settlements | ||||||||
| Settlements |
(
|
(
|
||||||
|
Fair Value at September 30
|
$ |
|
$ |
|
||||
| (In Millions) | SWAPS RELATED TO SALE OF CERTAIN VISA CLASS B COMMON SHARES | |||||||
| NINE MONTHS ENDED SEPTEMBER 30, 2025 | 2025 | 2024 | ||||||
| Fair Value at January 1 | $ |
|
$ |
|
||||
| Total Losses: | ||||||||
|
Included in Earnings
(1)
|
|
|
||||||
| Purchases, Issues, Sales, and Settlements | ||||||||
| Settlements |
(
|
(
|
||||||
|
Fair Value at September 30
|
$ |
|
$ |
|
||||
43
Notes to Consolidated Financial Statements (unaudited) (continued)
Carrying values of assets and liabilities that are not measured at fair value on a recurring basis may be adjusted to fair value in periods subsequent to their initial recognition, for example, to record an impairment of an asset. GAAP requires entities to separately disclose these subsequent fair value measurements and to classify them under the fair value hierarchy.
There were no assets measured at fair value on a nonrecurring basis during the nine months ended September 30, 2025. Assets measured at fair value on a nonrecurring basis during the year ended December 31, 2024, which were categorized as Level 3 under the fair value hierarchy, were comprised of nonaccrual loans whose values were based on real estate and other available collateral.
Fair values of real estate loan collateral were estimated using a market approach typically supported by third-party valuations and property-specific fees and taxes. As of December 31, 2024, the fair values of real estate loan collateral were subject to adjustments to reflect management’s judgment as to realizable value and consisted of a discount factor of
20.0
% with a weighted average based on fair values of
20.0
%. Other loan collateral, which typically consists of accounts receivable, inventory and equipment, is valued using a market approach adjusted for asset-specific characteristics and in limited instances third-party valuations are used. OREO assets are carried at the lower of cost or fair value less estimated costs to sell, with fair value typically based on third-party appraisals. There was no outstanding OREO as of September 30, 2025 and December 31, 2024.
There were no Level 3 assets adjusted to fair value on a nonrecurring basis during the nine months ended September 30, 2025.
The following table presents the fair values of Northern Trust’s Level 3 assets that were adjusted to fair value on a nonrecurring basis during the year ended December 31, 2024, as well as the valuation technique, significant unobservable inputs and quantitative information used to develop the significant unobservable inputs for such assets as of such dates.
TABLE 35: LEVEL 3 NONRECURRING BASIS SIGNIFICANT UNOBSERVABLE INPUTS
| DECEMBER 31, 2024 | |||||||||||||||||||||||
| FINANCIAL INSTRUMENT |
FAIR VALUE
(1)
|
VALUATION TECHNIQUE | UNOBSERVABLE INPUTS | INPUT VALUES | WEIGHTED-AVERAGE INPUT VALUES | ||||||||||||||||||
| Loans |
|
Market Approach |
Discount factor applied to real estate collateral-dependent loans to reflect realizable value
|
|
|
||||||||||||||||||
(1)
Includes real estate collateral-dependent loans and other collateral-dependent loans.
44
Notes to Consolidated Financial Statements (unaudited) (continued)
The following tables present the carrying value and estimated fair value, including the fair value hierarchy level, of Northern Trust’s financial instruments that are not measured at fair value on the consolidated balance sheets as of September 30, 2025 and December 31, 2024. The following tables exclude those items measured at fair value on a recurring basis.
TABLE 36: FAIR VALUE OF FINANCIAL INSTRUMENTS
| SEPTEMBER 30, 2025 | |||||||||||||||||
| ESTIMATED FAIR VALUE | |||||||||||||||||
| (In Millions) | BOOK VALUE | TOTAL ESTIMATED FAIR VALUE | LEVEL 1 | LEVEL 2 | LEVEL 3 | ||||||||||||
| FINANCIAL ASSETS | |||||||||||||||||
| Cash and Due from Banks | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Federal Reserve and Other Central Bank Deposits |
|
|
|
|
|
||||||||||||
| Interest-Bearing Deposits with Banks |
|
|
|
|
|
||||||||||||
| Federal Funds Sold and Securities Purchased under Agreements to Resell |
|
|
|
|
|
||||||||||||
| Debt Securities - Held to Maturity |
|
|
|
|
|
||||||||||||
| Loans | |||||||||||||||||
| Held for Investment |
|
|
|
|
|
||||||||||||
| Other Assets |
|
|
|
|
|
||||||||||||
| FINANCIAL LIABILITIES | |||||||||||||||||
| Deposits |
|
|
|
|
|
||||||||||||
| Federal Funds Purchased |
|
|
|
|
|
||||||||||||
| Securities Sold Under Agreements to Repurchase |
|
|
|
|
|
||||||||||||
| Other Borrowings |
|
|
|
|
|
||||||||||||
| Senior Notes |
|
|
|
|
|
||||||||||||
| Long-Term Debt |
|
|
|
|
|
||||||||||||
| Unfunded Commitments |
|
|
|
|
|
||||||||||||
| Other Liabilities |
|
|
|
|
|
||||||||||||
| DECEMBER 31, 2024 | |||||||||||||||||
| ESTIMATED FAIR VALUE | |||||||||||||||||
| (In Millions) | BOOK VALUE | TOTAL ESTIMATED FAIR VALUE | LEVEL 1 | LEVEL 2 | LEVEL 3 | ||||||||||||
| FINANCIAL ASSETS | |||||||||||||||||
| Cash and Due from Banks | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Federal Reserve and Other Central Bank Deposits |
|
|
|
|
|
||||||||||||
| Interest-Bearing Deposits with Banks |
|
|
|
|
|
||||||||||||
| Federal Funds Sold and Securities Purchased under Agreements to Resell |
|
|
|
|
|
||||||||||||
| Debt Securities - Held to Maturity |
|
|
|
|
|
||||||||||||
| Loans | |||||||||||||||||
| Held for Investment |
|
|
|
|
|
||||||||||||
| Other Assets |
|
|
|
|
|
||||||||||||
| FINANCIAL LIABILITIES | |||||||||||||||||
| Deposits |
|
|
|
|
|
||||||||||||
| Federal Funds Purchased |
|
|
|
|
|
||||||||||||
| Securities Sold Under Agreements to Repurchase |
|
|
|
|
|
||||||||||||
| Other Borrowings |
|
|
|
|
|
||||||||||||
| Senior Notes |
|
|
|
|
|
||||||||||||
| Long-Term Debt |
|
|
|
|
|
||||||||||||
| Unfunded Commitments |
|
|
|
|
|
||||||||||||
| Other Liabilities |
|
|
|
|
|
||||||||||||
45
Notes to Consolidated Financial Statements (unaudited) (continued)
Note 4 –
Securities
The following tables provide the amortized cost, fair values, and remaining maturities of AFS debt securities and HTM debt securities by security type as of September 30, 2025 and December 31, 2024.
TABLE 37: RECONCILIATION OF AMORTIZED COST TO FAIR VALUE OF DEBT SECURITIES
| SEPTEMBER 30, 2025 | ||||||||||||||
| (In Millions) | AMORTIZED COST | GROSS UNREALIZED GAINS | GROSS UNREALIZED LOSSES | FAIR VALUE | ||||||||||
| Available for Sale Debt Securities | ||||||||||||||
| U.S. Government | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Obligations of States and Political Subdivisions |
|
|
|
|
||||||||||
| Government Sponsored Agency |
|
|
|
|
||||||||||
| Non-U.S. Government |
|
|
|
|
||||||||||
| Corporate Debt |
|
|
|
|
||||||||||
| Covered Bonds |
|
|
|
|
||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
||||||||||
| Other Asset-Backed |
|
|
|
|
||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
||||||||||
| Total Available for Sale Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Held to Maturity Debt Securities | ||||||||||||||
| Obligations of States and Political Subdivisions | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Government Sponsored Agency |
|
|
|
|
||||||||||
| Non-U.S. Government |
|
|
|
|
||||||||||
| Corporate Debt |
|
|
|
|
||||||||||
| Covered Bonds |
|
|
|
|
||||||||||
| Certificates of Deposit |
|
|
|
|
||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
||||||||||
| Other |
|
|
|
|
||||||||||
| Total Held to Maturity Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Total Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
||||||
46
Notes to Consolidated Financial Statements (unaudited) (continued)
| DECEMBER 31, 2024 | ||||||||||||||
| (In Millions) | AMORTIZED COST | GROSS UNREALIZED GAINS | GROSS UNREALIZED LOSSES | FAIR VALUE | ||||||||||
| Available for Sale Debt Securities | ||||||||||||||
| U.S. Government | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Obligations of States and Political Subdivisions |
|
|
|
|
||||||||||
| Government Sponsored Agency |
|
|
|
|
||||||||||
| Non-U.S. Government |
|
|
|
|
||||||||||
| Corporate Debt |
|
|
|
|
||||||||||
| Covered Bonds |
|
|
|
|
||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
||||||||||
| Other Asset-Backed |
|
|
|
|
||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
||||||||||
| Total Available for Sale Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Held to Maturity Debt Securities | ||||||||||||||
| Obligations of States and Political Subdivisions | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Government Sponsored Agency |
|
|
|
|
||||||||||
| Non-U.S. Government |
|
|
|
|
||||||||||
| Corporate Debt |
|
|
|
|
||||||||||
| Covered Bonds |
|
|
|
|
||||||||||
| Certificates of Deposit |
|
|
|
|
||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
||||||||||
| Other Asset-Backed |
|
|
|
|
||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
||||||||||
| Other |
|
|
|
|
||||||||||
| Total Held to Maturity Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Total Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
||||||
47
Notes to Consolidated Financial Statements (unaudited) (continued)
TABLE 38: REMAINING MATURITY OF DEBT SECURITIES
| SEPTEMBER 30, 2025 | ONE YEAR OR LESS | ONE TO FIVE YEARS | FIVE TO TEN YEARS | OVER TEN YEARS | TOTAL | |||||||||||||||||||||||||||
| (In Millions) | AMORTIZED COST | FAIR VALUE | AMORTIZED COST | FAIR VALUE | AMORTIZED COST | FAIR VALUE | AMORTIZED COST | FAIR VALUE | AMORTIZED COST | FAIR VALUE | ||||||||||||||||||||||
| Available for Sale Debt Securities | ||||||||||||||||||||||||||||||||
| U.S. Government | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||
| Obligations of States and Political Subdivisions |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Government Sponsored Agency |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Non-U.S. Government |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Corporate Debt |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Covered Bonds |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Other Asset-Backed |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Total Available for Sale Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||
| Held to Maturity Debt Securities | ||||||||||||||||||||||||||||||||
| Obligations of States and Political Subdivisions | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||
| Government Sponsored Agency |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Non-U.S. Government |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Corporate Debt |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Covered Bonds |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Certificates of Deposit |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Other |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
| Total Held to Maturity Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||
| Total Debt Securities | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||
Credit Quality.
AFS debt securities impairment reviews are conducted quarterly to identify and evaluate securities that have indications of possible credit losses. A determination as to whether a security’s decline in market value is related to credit impairment takes into consideration numerous factors and the relative significance of any single factor can vary by security. Factors Northern Trust considers in determining whether impairment is credit-related include, but are not limited to, the severity of the impairment; the cause of the impairment; the financial condition and near-term prospects of the issuer; activity in the market of the issuer, which may indicate adverse credit conditions; Northern Trust’s intent regarding the sale of the security as of the balance sheet date; and the likelihood that Northern Trust will not be required to sell the security for a period of time sufficient to allow for the recovery of the security’s amortized cost basis. For each security meeting the requirements of Northern Trust’s internal screening process, an extensive review is conducted to determine if a credit loss has occurred.
48
Notes to Consolidated Financial Statements (unaudited) (continued)
There was a negative provision for credit losses for AFS securities of $
0.9
million and $
0.2
million for the three and nine months ended September 30, 2025, respectively. There was a negative provision for credit losses of $
0.4
million and $
1.0
million for AFS securities for the three and nine months ended September 30, 2024, respectively. There was
no
allowance for credit losses for AFS securities as of September 30, 2025. There was a $
0.2
million allowance for credit losses for AFS securities as of December 31, 2024, which was related to corporate debt securities. The process for identifying credit losses for AFS securities is based on the best estimate of cash flows to be collected from the security, discounted using the security’s effective interest rate. If the present value of the expected cash flows is found to be less than the current amortized cost of the security, an allowance for credit losses is generally recorded equal to the difference between the two amounts, limited to the amount the amortized cost basis exceeds the fair value of the security. For additional information, please refer to Note 6, “Allowance for Credit Losses.”
The following table provides information regarding AFS debt securities with no credit losses reported that had been in a continuous unrealized loss position for less than twelve months and for twelve months or longer as of September 30, 2025 and December 31, 2024.
TABLE 39: AVAILABLE FOR SALE DEBT SECURITIES IN UNREALIZED LOSS POSITION WITH NO CREDIT LOSSES REPORTED
| SEPTEMBER 30, 2025 | LESS THAN 12 MONTHS | 12 MONTHS OR LONGER | TOTAL | |||||||||||||||||
| (In Millions) |
FAIR
VALUE |
UNREALIZED
LOSSES |
FAIR
VALUE |
UNREALIZED
LOSSES |
FAIR
VALUE |
UNREALIZED
LOSSES |
||||||||||||||
| U.S. Government | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Obligations of States and Political Subdivisions |
|
|
|
|
|
|
||||||||||||||
| Government Sponsored Agency |
|
|
|
|
|
|
||||||||||||||
| Non-U.S. Government |
|
|
|
|
|
|
||||||||||||||
| Corporate Debt |
|
|
|
|
|
|
||||||||||||||
| Covered Bonds |
|
|
|
|
|
|
||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
|
|
||||||||||||||
| Other Asset-Backed |
|
|
|
|
|
|
||||||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
|
|
||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
Note: There were
no
AFS securities with an allowance for credit losses reported as of September 30, 2025. Refer to the discussion further below and Note 6, “Allowance for Credit Losses” for further information.
| DECEMBER 31, 2024 | LESS THAN 12 MONTHS | 12 MONTHS OR LONGER | TOTAL | |||||||||||||||||
| (In Millions) |
FAIR
VALUE |
UNREALIZED
LOSSES |
FAIR
VALUE |
UNREALIZED
LOSSES |
FAIR
VALUE |
UNREALIZED
LOSSES |
||||||||||||||
| U.S. Government | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Obligations of States and Political Subdivisions |
|
|
|
|
|
|
||||||||||||||
| Government Sponsored Agency |
|
|
|
|
|
|
||||||||||||||
| Non-U.S. Government |
|
|
|
|
|
|
||||||||||||||
| Corporate Debt |
|
|
|
|
|
|
||||||||||||||
| Covered Bonds |
|
|
|
|
|
|
||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
|
|
||||||||||||||
| Other Asset-Backed |
|
|
|
|
|
|
||||||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
|
|
||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
Note:
One
corporate debt AFS security with a fair value of $
38.9
million and unrealized losses of $
1.3
million has been excluded from the table above as it has a $
0.2
million allowance for credit losses reported as of December 31, 2024. Refer to the discussion further below and Note 6, “Allowance for Credit Losses” for further information.
As of September 30, 2025,
729
AFS debt securities with a combined fair value of $
14.2
billion were in an unrealized loss position without an allowance for credit losses, with their unrealized losses totaling $
168.8
million. As of December 31, 2024,
767
AFS debt securities with a combined fair value of $
17.8
billion were in an unrealized loss position without an allowance for credit losses, with their unrealized losses totaling $
255.1
million. Unrealized losses on AFS debt securities without an allowance for credit losses are primarily attributable to changes in market interest rates and credit spreads since their purchase.
49
Notes to Consolidated Financial Statements (unaudited) (continued)
The following table provides the amortized cost of HTM debt securities by credit ratings using ratings from Moody’s, S&P Global or Fitch Ratings. Securities not explicitly rated were grouped where possible under the credit rating of the issuer of the security.
TABLE 40: AMORTIZED COST OF HELD TO MATURITY DEBT SECURITIES BY CREDIT RATING
| SEPTEMBER 30, 2025 | ||||||||||||||||||||
| ($ In Millions) | AAA | AA | A | BBB | NOT RATED | TOTAL | ||||||||||||||
| Obligations of States and Political Subdivisions | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Government Sponsored Agency |
|
|
|
|
|
|
||||||||||||||
| Non-U.S. Government |
|
|
|
|
|
|
||||||||||||||
| Corporate Debt |
|
|
|
|
|
|
||||||||||||||
| Covered Bonds |
|
|
|
|
|
|
||||||||||||||
| Certificates of Deposit |
|
|
|
|
|
|
||||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
|
|
||||||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
|
|
||||||||||||||
| Other |
|
|
|
|
|
|
||||||||||||||
| Total Held to Maturity | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Percent of Total Held to Maturity |
|
% |
|
% |
|
% |
|
% |
|
% |
|
% | ||||||||
| DECEMBER 31, 2024 | ||||||||||||||||||||
| ($ In Millions) | AAA | AA | A | BBB | NOT RATED | TOTAL | ||||||||||||||
| Obligations of States and Political Subdivisions | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Government Sponsored Agency |
|
|
|
|
|
$ |
|
|||||||||||||
| Non-U.S. Government |
|
|
|
|
|
$ |
|
|||||||||||||
| Corporate Debt |
|
|
|
|
|
$ |
|
|||||||||||||
| Covered Bonds |
|
|
|
|
|
$ |
|
|||||||||||||
| Certificates of Deposit |
|
|
|
|
|
$ |
|
|||||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
|
|
$ |
|
|||||||||||||
| Other Asset-Backed |
|
|
|
|
|
$ |
|
|||||||||||||
| Commercial Mortgage-Backed |
|
|
|
|
|
$ |
|
|||||||||||||
| Other |
|
|
|
|
|
$ |
|
|||||||||||||
| Total Held to Maturity | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Percent of Total Held to Maturity |
|
% |
|
% |
|
% |
|
% |
|
% |
|
% | ||||||||
Credit quality indicators are metrics that provide information regarding the relative credit risk of debt securities.
Northern Trust maintains a high quality debt securities portfolio, with
95
% and
96
% of the HTM portfolio at September 30, 2025 and December 31, 2024, respectively, comprised of securities rated A or higher. Moody's downgraded the long-term credit rating of the U.S. from Aaa to Aa1 in May 2025. As a result, government sponsored agency securities are now AA rated in the table dated September 30, 2025 above.
Investment Security Gains and Losses.
There were
no
sales of debt securities and
no
net investment security gains (losses) for the three and nine months ended September 30, 2025.
There were
no
sales of debt securities and
no
net investment security gains (losses) for the three months ended September 30, 2024. Proceeds of $
2.0
billion from the sale of debt securities resulted in an investment security loss of $
189.3
million for the nine months ended September 30, 2024.
TABLE 41: INVESTMENT SECURITY GAINS AND LOSSES
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Gross Realized Debt Securities Gains | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Gross Realized Debt Securities Losses |
|
|
|
(
|
||||||||||
| Investment Security Gains (Losses), net | $ |
|
$ |
|
$ |
|
$ |
(
|
||||||
50
Notes to Consolidated Financial Statements (unaudited) (continued)
TABLE 42: INVESTMENT SECURITY GAINS AND LOSSES BY SECURITY TYPE
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| U.S. Government | $ |
|
$ |
|
$ |
|
$ |
(
|
||||||
| Obligations of States and Political Subdivisions |
|
|
|
|
||||||||||
| Government Sponsored Agency |
|
|
|
(
|
||||||||||
| Corporate Debt |
|
|
|
|
||||||||||
| Covered Bonds |
|
|
|
(
|
||||||||||
| Sub-Sovereign, Supranational and Non-U.S. Agency Bonds |
|
|
|
(
|
||||||||||
| Other Asset-Backed |
|
|
|
(
|
||||||||||
| Commercial Mortgage-Backed |
|
|
|
(
|
||||||||||
| Investment Security Gains (Losses), net | $ |
|
$ |
|
$ |
|
$ |
(
|
||||||
Note 5 –
Loans
Amounts outstanding for Loans, by segment and class, are shown in the following table.
TABLE 43: LOANS
| (In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
| Commercial | ||||||||
|
Commercial and Institutional
(1)
|
$ |
|
$ |
|
||||
| Commercial Real Estate |
|
|
||||||
|
Non-U.S.
(1)
|
|
|
||||||
| Other |
|
|
||||||
| Total Commercial |
|
|
||||||
| Personal | ||||||||
| Private Client |
|
|
||||||
| Residential Real Estate |
|
|
||||||
| Non-U.S. |
|
|
||||||
| Other |
|
|
||||||
| Total Personal |
|
|
||||||
| Total Loans | $ |
|
$ |
|
||||
Residential real estate loans consist of traditional first lien mortgages and equity credit lines that generally require a loan-to-collateral value of no more than
65
% to
80
% at inception. Northern Trust’s equity credit line products generally have draw periods of up to
10
years and a balloon payment of any outstanding balance due at maturity. Payments are interest-only with variable interest rates. In general, Northern Trust does not offer equity credit lines that include an option to convert the outstanding balance to an amortizing payment loan. As of September 30, 2025 and December 31, 2024, equity credit lines totaled $
266.8
million and $
250.3
million, respectively, and equity credit lines for which first liens were held by Northern Trust represented
98
% and
97
% of the total equity credit lines, respectively.
Included within the other commercial, non-U.S. commercial, and other personal classes are short duration advances, primarily related to the processing of custodied client investments, totaling $
4.7
billion and $
3.8
billion at September 30, 2025 and December 31, 2024, respectively. Demand deposit overdrafts reclassified as loan balances in other personal, totaled $
7.4
million and $
47.6
million as of September 30, 2025 and December 31, 2024, respectively. Loans classified as held for sale are recorded at the lower of cost or fair value. There were
no
loans classified as held for sale as of September 30, 2025 and December 31, 2024. Loans sold for the three and nine months ended September 30, 2025 totaled $
3.1
million. There were
no
loans sold for the three and nine months ended September 30, 2024.
51
Notes to Consolidated Financial Statements (unaudited) (continued)
Credit Quality Indicators.
Credit quality indicators are statistics, measurements or other metrics that provide information regarding the relative credit risk of loans. Northern Trust uses a variety of credit quality indicators to assess the credit risk of loans at the segment, class, and individual credit exposure levels.
As part of its credit process, Northern Trust utilizes an internal borrower risk rating system to support identification, approval, and monitoring of credit risk. Borrower risk ratings are used in credit underwriting and management reporting. Risk ratings are used for ranking the credit risk of borrowers and their probability of default. Each borrower is rated using one of a number of ratings models, which consider both quantitative and qualitative factors. The ratings models vary among classes of loans in order to capture the unique risk characteristics inherent within each particular type of credit exposure. Provided below are the more significant performance indicator attributes considered within Northern Trust’s borrower ratings models, by loan class.
•
Commercial and Institutional: leverage, profit margin, liquidity, asset size and capital levels;
•
Commercial Real Estate: debt service coverage, loan-to-value ratio, leasing status and guarantor support;
•
Other Commercial: leverage, profit margin, liquidity, asset size and capital levels;
•
Non-U.S.: leverage, profit margin, liquidity, return on assets and capital levels;
•
Residential Real Estate: payment history, credit bureau scores and loan-to-value ratio;
•
Private Client: cash-flow-to-debt and net worth ratios, leverage and liquidity; and
•
Other Personal: cash-flow-to-debt and net worth ratios.
While the criteria vary by model, the objective is for the borrower ratings to be consistent in both the measurement and ranking of risk. Each model is calibrated to a master rating scale to support this consistency. Ratings for borrowers not in default range from “1” for the strongest credits to “7” for the weakest non-defaulted credits. Ratings of “8” or “9” are used for defaulted borrowers. Borrower risk ratings are monitored and are revised when events or circumstances indicate a change is required. Risk ratings are generally validated at least annually.
Loan segment and class balances as of September 30, 2025 and December 31, 2024 are provided in the following table, segregated by borrower ratings into “1 to 3,” “4 to 5” and “6 to 9” (watch list, defaulted, and nonaccrual status) categories by year of origination at amortized cost basis. Loans that are held for investment are reported at the principal amount outstanding, net of unearned income.
52
Notes to Consolidated Financial Statements (unaudited) (continued)
TABLE 44: CREDIT QUALITY INDICATOR AT AMORTIZED COST BASIS BY ORIGINATION YEAR
| September 30, 2025 | TERM LOANS | REVOLVING LOANS | REVOLVING LOANS CONVERTED TO TERM LOANS | ||||||||||||||||||||||||||
| (In Millions) | 2025 | 2024 | 2023 | 2022 | 2021 | PRIOR | TOTAL | ||||||||||||||||||||||
| Commercial | |||||||||||||||||||||||||||||
| Commercial and Institutional | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Commercial and Institutional |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| C&I Gross Charge-offs |
|
|
|
|
|
(
|
|
|
(
|
||||||||||||||||||||
| Commercial Real Estate | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Commercial Real Estate |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| CRE Gross Charge-offs |
|
|
|
(
|
|
|
|
|
(
|
||||||||||||||||||||
| Non-U.S. | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Non-U.S. |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Other | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Other |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Commercial |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Commercial Gross Charge-offs |
|
|
|
(
|
|
(
|
|
|
(
|
||||||||||||||||||||
| Personal | |||||||||||||||||||||||||||||
| Private Client | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Private Client |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Private Client Gross Charge-offs |
|
|
|
|
|
(
|
|
|
(
|
||||||||||||||||||||
| Residential Real Estate | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Residential Real Estate |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Residential Real Estate Gross Charge-offs |
|
|
|
|
|
(
|
|
|
(
|
||||||||||||||||||||
| Non-U.S. | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Non-U.S. |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Other | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Other |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Personal |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Personal Gross Charge-offs |
|
|
|
|
|
(
|
|
|
(
|
||||||||||||||||||||
| Total Loans | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||
| Total Loans Gross Charge-offs | $ |
|
$ |
|
$ |
|
$ |
(
|
$ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
|||||||||||
53
Notes to Consolidated Financial Statements (unaudited) (continued)
| December 31, 2024 | TERM LOANS | REVOLVING LOANS | REVOLVING LOANS CONVERTED TO TERM LOANS | ||||||||||||||||||||||||||
| (In Millions) | 2024 | 2023 | 2022 | 2021 | 2020 | PRIOR | TOTAL | ||||||||||||||||||||||
| Commercial | |||||||||||||||||||||||||||||
| Commercial and Institutional | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Commercial and Institutional |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| C&I Gross Charge-offs |
|
(
|
(
|
|
|
|
|
|
(
|
||||||||||||||||||||
| Commercial Real Estate | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Commercial Real Estate |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| CRE Gross Charge-offs |
|
|
(
|
|
|
|
|
|
(
|
||||||||||||||||||||
| Non-U.S. | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Non-U.S. |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Other | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Other |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Other Gross Charge-offs |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Commercial |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Commercial Gross Charge-offs |
|
(
|
(
|
|
|
|
|
|
(
|
||||||||||||||||||||
| Personal | |||||||||||||||||||||||||||||
| Private Client | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Private Client |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Residential Real Estate (RRE) | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Residential Real Estate |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| RRE Gross Charge-offs |
|
|
|
|
|
(
|
|
|
(
|
||||||||||||||||||||
| Non-U.S. | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 6 to 9 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Non-U.S. |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Other | |||||||||||||||||||||||||||||
| Risk Rating: | |||||||||||||||||||||||||||||
| 1 to 3 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| 4 to 5 Category |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Other |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Other Gross Charge-offs |
|
|
|
|
|
(
|
|
|
(
|
||||||||||||||||||||
| Total Personal |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Personal Gross Charge-Offs |
|
|
|
|
|
(
|
|
|
(
|
||||||||||||||||||||
| Total Loans |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
| Total Loans Gross Charge-Offs | $ |
|
$ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
|||||||||||
54
Notes to Consolidated Financial Statements (unaudited) (continued)
Past Due Status.
Past due status is based on the length of time from the contractual due date a principal or interest payment has been past due. For disclosure purposes, loans that are 29 days past due or less are reported as current.
The following table provides balances and delinquency status of accrual and nonaccrual loans by segment and class, as well as nonaccrual asset balances, as of September 30, 2025 and December 31, 2024.
TABLE 45: DELINQUENCY STATUS
| ACCRUAL | NONACCRUAL WITH NO ALLOWANCE | |||||||||||||||||||||||||
| (In Millions) | CURRENT |
30 – 59 DAYS
PAST DUE |
60 – 89 DAYS
PAST DUE |
90 DAYS
OR MORE PAST DUE |
TOTAL ACCRUAL | NONACCRUAL | TOTAL LOANS | |||||||||||||||||||
| September 30, 2025 | ||||||||||||||||||||||||||
| Commercial | ||||||||||||||||||||||||||
| Commercial and Institutional | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| Commercial Real Estate |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Non-U.S. |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Other |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Total Commercial |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Personal | ||||||||||||||||||||||||||
| Private Client |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Residential Real Estate |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Non-U.S. |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Other |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Total Personal |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Total Loans | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| ACCRUAL | NONACCRUAL WITH NO ALLOWANCE | |||||||||||||||||||||||||
| (In Millions) | CURRENT |
30 – 59 DAYS
PAST DUE |
60 – 89 DAYS
PAST DUE |
90 DAYS
OR MORE PAST DUE |
TOTAL ACCRUAL | NONACCRUAL | TOTAL LOANS | |||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||
| Commercial | ||||||||||||||||||||||||||
| Commercial and Institutional | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| Commercial Real Estate |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Non-U.S. |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Other |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Total Commercial |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Personal | ||||||||||||||||||||||||||
| Private Client |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Residential Real Estate |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Non-U.S |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Other |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Total Personal |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Total Loans | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
Interest income that would have been recorded for nonaccrual loans in accordance with their original terms was $
1.2
million and $
3.1
million for the three and nine months ended September 30, 2025, respectively, and $
0.5
million and $
1.7
million for the three and nine months ended September 30, 2024, respectively.
Northern Trust may obtain physical possession of real estate via foreclosure or an in-substance repossession. As of September 30, 2025 and December 31, 2024, Northern Trust did not hold any foreclosed real estate properties as a result of obtaining physical possession. Northern Trust had loans with a carrying value of $
3.4
million and $
3.5
million for which formal foreclosure proceedings were in process as of September 30, 2025 and December 31, 2024, respectively.
55
Notes to Consolidated Financial Statements (unaudited) (continued)
Loan Modifications to Borrowers Experiencing Financial Difficulty
Northern Trust may provide payment relief by modifying the terms of the original loans for borrowers experiencing financial difficulties. Loan modifications to borrowers experiencing financial difficulty involve primarily extensions of term, deferrals of principal and interest, and interest rate concessions, or a combination thereof. Northern Trust considers payment deferrals of less than 90 days as insignificant, absent any material modifications to other loan terms.
Loan modifications to borrowers experiencing financial difficulty involved deferral of principal and interest and totaled $
11.4
million and $
44.1
million for the three and nine months ended September 30, 2025, respectively. Loan modifications were immaterial for the three and nine months ended September 30, 2024.
The effectiveness of Northern Trust’s modification efforts is measured by the loans’ respective past-due status under the modified terms as of the end of the period. As of September 30, 2025, loans that were modified in the previous 12 months and 30-89 days past due totaled $
18.4
million. There were
no
loan modifications past due 90 days or more. As of September 30, 2024, loans that were modified in the previous 12 months and 90 days or more past due totaled less than $
1.0
million. There were
no
loan modifications past due 30-89 days.
For the three and nine months ended September 30, 2025, Northern Trust charged off $
2.0
million and $
2.1
million, respectively, related to modifications to borrowers experiencing financial difficulty that had been modified in the last 12 months, compared to
no
charge-offs and $
8.5
million, respectively, for the same periods in 2024.
There were no undrawn loan commitments or standby letters of credit issued to financially distressed borrowers for which Northern Trust has modified the payment terms of the loans as of September 30, 2025 and December 31, 2024.
Note 6 –
Allowance for Credit Losses
Allowance and Provision for Credit Losses.
The allowance for credit losses—which represents management’s best estimate of lifetime expected credit losses related to various portfolios subject to credit risk, off-balance-sheet credit exposures, and specific borrower relationships—is determined by management through a disciplined credit review process. Northern Trust measures expected credit losses of financial assets with similar risk characteristics on a collective basis. A financial asset is measured individually if it does not share similar risk characteristics with other financial assets and the related allowance is determined through an individual evaluation.
Management’s estimates utilized in establishing an appropriate level of allowance for credit losses are not dependent on any single assumption. In determining an appropriate allowance level, management evaluates numerous variables and takes into consideration past events, current conditions, and reasonable and supportable forecasts. Northern Trust employs multiple scenarios over a reasonable and supportable period (currently
two years
) to project future conditions. Key variables determined to be relevant for projecting credit losses on the portfolios in scope include macroeconomic factors, such as corporate profits, GDP, unemployment rate, consumer spending, and real estate price indices, as well as financial market factors such as equity prices, volatility and credit spreads. For periods beyond the reasonable and supportable period, Northern Trust reverts to its own historical loss experiences on a straight-line basis over four quarters. The primary forecast in the current quarter reflects an outlook of steady growth, falling interest rates, and continued slightly higher unemployment. Recognizing the uncertainty in the primary forecast, an alternative scenario is also considered, which reflects a recession that incorporates the experiences of a wider set of historical economic cycles.
The results of the credit reserve estimation methodology are reviewed quarterly by Northern Trust’s Credit Loss Reserve Committee, which receives input from Financial Risk Management, Treasury, Corporate Finance, the Economic Research Department, and each of Northern Trust’s reporting business units. The Credit Loss Reserve Committee determines the probability weights applied to each forecast approved by Northern Trust’s MSDC, and also reviews and approves qualitative adjustments to the collective allowance in line with Northern Trust’s qualitative adjustment framework.
As of September 30, 2025, qualitative adjustments primarily reflected macroeconomic uncertainty affecting Northern Trust's C&I portfolio, the potential for higher-than-anticipated losses on large individual exposures, and the possible impact of climate-related risks on CRE property values. In comparison, as of December 31, 2024, qualitative adjustments were largely driven by climate-related risks affecting both commercial and residential real estate portfolios, an increased likelihood of recession within the CRE segment mostly due to ongoing concerns around office occupancy rates, and similar concerns regarding large individual exposures. The qualitative component of the reserve decreased as of September 30, 2025, relative to December 31, 2024, primarily due to an improved outlook for the CRE portfolio and to climate-related risk projections on RRE in certain locations. These improvements were partially offset by the introduction of a stress-related adjustment to the C&I portfolio in the first quarter of 2025.
56
Notes to Consolidated Financial Statements (unaudited) (continued)
Northern Trust estimates expected credit losses over the contractual term of the financial assets adjusted for prepayments, unless prepayments are not relevant to specific portfolios or sub-portfolios. Extension and renewal options are typically not considered since it is not Northern Trust’s practice to enter into arrangements where the borrower has the unconditional option to renew, or a conditional extension option whereby the conditions are beyond Northern Trust’s control.
The Provision for Credit Losses on the consolidated statements of income represents the change in the Allowance for Credit Losses, after consideration of charge-offs and recoveries, on the consolidated balance sheets and is the charge to current period earnings. It represents the amount needed to maintain the Allowance for Credit Losses on the consolidated balance sheets at an appropriate level to absorb lifetime expected credit losses related to financial assets in scope. Actual losses may vary from current estimates and the amount of the Provision for Credit Losses may be either greater or less than actual net charge-offs.
The following table provides information regarding changes in the total Allowance for Credit Losses during the three and nine months ended September 30, 2025 and 2024.
TABLE 46: CHANGES IN THE ALLOWANCE FOR CREDIT LOSSES
| THREE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||||||
| (In Millions) | LOANS | UNDRAWN LOAN COMMITMENTS AND STANDBY LETTERS OF CREDIT | HELD TO MATURITY DEBT SECURITIES | OTHER FINANCIAL ASSETS | TOTAL | ||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Charge-Offs |
(
|
|
|
|
(
|
||||||||||||
| Recoveries |
|
|
|
|
|
||||||||||||
| Net Recoveries (Charge-Offs) |
(
|
|
|
|
(
|
||||||||||||
|
Provision for Credit Losses
(1)
|
(
|
(
|
|
|
(
|
||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| NINE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||||||
| (In Millions) | LOANS | UNDRAWN LOAN COMMITMENTS AND STANDBY LETTERS OF CREDIT | DEBT SECURITIES HELD TO MATURITY | OTHER FINANCIAL ASSETS | TOTAL | ||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Charge-Offs |
(
|
|
|
|
(
|
||||||||||||
| Recoveries |
|
|
|
|
|
||||||||||||
| Net Recoveries (Charge-Offs) |
|
|
|
|
|
||||||||||||
|
Provision for Credit Losses
(1)
|
(
|
|
|
|
|
||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
(1)
The table excludes a negative provision for credit losses of $
0.2
million for the nine months ended September 30, 2025 for AFS debt securities. See further detail in Note 4—Securitie
s.
| THREE MONTHS ENDED SEPTEMBER 30, 2024 | |||||||||||||||||
| (In Millions) | LOANS | UNDRAWN LOAN COMMITMENTS AND STANDBY LETTERS OF CREDIT | HELD TO MATURITY DEBT SECURITIES | OTHER FINANCIAL ASSETS | TOTAL | ||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Charge-Offs |
|
|
|
|
|
||||||||||||
| Recoveries |
|
|
|
|
|
||||||||||||
| Net Recoveries (Charge-Offs) |
|
|
|
|
|
||||||||||||
|
Provision for Credit Losses
(1)
|
|
(
|
(
|
|
|
||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
(1)
The table excludes a negative provision for credit losses of $
0.4
million for the three months ended September 30, 2024 for AFS debt securities. See further detail in Note 4—Securitie
s.
57
Notes to Consolidated Financial Statements (unaudited) (continued)
| NINE MONTHS ENDED SEPTEMBER 30, 2024 | |||||||||||||||||
| (In Millions) | LOANS | UNDRAWN LOAN COMMITMENTS AND STANDBY LETTERS OF CREDIT | HELD TO MATURITY DEBT SECURITIES | OTHER FINANCIAL ASSETS | TOTAL | ||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Charge-Offs |
(
|
|
|
|
(
|
||||||||||||
| Recoveries |
|
|
|
|
|
||||||||||||
| Net Recoveries (Charge-Offs) |
(
|
|
|
|
(
|
||||||||||||
|
Provision for Credit Losses
(1)
|
|
(
|
(
|
|
|
||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
(1)
The table excludes a negative provision for credit losses of $
1.0
million for the nine months ended September 30, 2024 for AFS debt securities. See further detail in Note 4—Securitie
s.
For the three months ended September 30, 2025, there was a negative Provision for Credit Losses of $
16.1
million as compared to a provision of $
8.4
million in the prior-year quarter, both excluding the provision for AFS debt securities. The negative provision in the current quarter resulted from a decrease in collective reserves driven by improved macroeconomic factors primarily impacting the C&I portfolio and improved projections for RRE.
There was a Provision for Credit Losses of $
0.7
million and $
8.5
million for the nine months ended September 30, 2025 and 2024, respectively, both excluding the provision for AFS debt securities. The provision in the current-year period was primarily due to an increase in specific reserves related to a small number of non-performing loans; partially offset by a decrease in the collective reserve driven by an improved outlook for the CRE portfolio.
The portion of the allowance assigned to loans, HTM debt securities, and other financial assets is presented as a contra asset in Allowance for Credit Losses on the consolidated balance sheets. The portion of the allowance assigned to undrawn loan commitments and standby letters of credit is reported in Other Liabilities on the consolidated balance sheets. For credit exposure and the associated allowance related to fee receivables, please refer to Note 13—Revenue from Contracts with Clients. For information related to the allowance for AFS debt securities, please refer to Note 4—Securities.
Allowance for the Loan Portfolio.
The following table provides information regarding changes in the Allowance for Credit Losses related to loans, including undrawn loan commitments and standby letters of credit, by segment during the three and nine months ended September 30, 2025 and 2024.
TABLE 47: CHANGES IN THE ALLOWANCE FOR CREDIT LOSSES RELATED TO LOANS
| THREE MONTHS ENDED SEPTEMBER 30, 2025 | ||||||||||||||||||||
| LOANS | UNDRAWN LOAN COMMITMENTS AND STANDBY LETTERS OF CREDIT | |||||||||||||||||||
| (In Millions) | COMMERCIAL | PERSONAL | TOTAL | COMMERCIAL | PERSONAL | TOTAL | ||||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Charge-Offs |
(
|
(
|
(
|
|
|
|
||||||||||||||
| Recoveries |
|
|
|
|
|
|
||||||||||||||
| Net Recoveries (Charge-Offs) |
(
|
|
(
|
|
|
|
||||||||||||||
| Provision for Credit Losses |
(
|
(
|
(
|
(
|
|
(
|
||||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| NINE MONTHS ENDED SEPTEMBER 30, 2025 | ||||||||||||||||||||
| LOANS | UNDRAWN LOAN COMMITMENTS AND STANDBY LETTERS OF CREDIT | |||||||||||||||||||
| (In Millions) | COMMERCIAL | PERSONAL | TOTAL | COMMERCIAL | PERSONAL | TOTAL | ||||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Charge-Offs |
(
|
(
|
(
|
|
|
|
||||||||||||||
| Recoveries |
|
|
|
|
|
|
||||||||||||||
| Net Recoveries (Charge-Offs) |
(
|
|
|
|
|
|
||||||||||||||
| Provision for Credit Losses |
(
|
|
(
|
|
|
|
||||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
58
Notes to Consolidated Financial Statements (unaudited) (continued)
| THREE MONTHS ENDED SEPTEMBER 30, 2024 | ||||||||||||||||||||
| LOANS | UNDRAWN LOAN COMMITMENTS AND STANDBY LETTERS OF CREDIT | |||||||||||||||||||
| (In Millions) | COMMERCIAL | PERSONAL | TOTAL | COMMERCIAL | PERSONAL | TOTAL | ||||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Charge-Offs |
|
|
|
|
|
|
||||||||||||||
| Recoveries |
|
|
|
|
|
|
||||||||||||||
| Net Recoveries (Charge-Offs) |
|
|
|
|
|
|
||||||||||||||
| Provision for Credit Losses |
|
(
|
|
(
|
(
|
(
|
||||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| NINE MONTHS ENDED SEPTEMBER 30, 2024 | ||||||||||||||||||||
| LOANS | UNDRAWN LOAN COMMITMENTS AND STANDBY LETTERS OF CREDIT | |||||||||||||||||||
| (In Millions) | COMMERCIAL | PERSONAL | TOTAL | COMMERCIAL | PERSONAL | TOTAL | ||||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Charge-Offs |
(
|
(
|
(
|
|
|
|
||||||||||||||
| Recoveries |
|
|
|
|
|
|
||||||||||||||
| Net Recoveries (Charge-Offs) |
(
|
|
(
|
|
|
|
||||||||||||||
| Provision for Credit Losses |
|
(
|
|
(
|
|
(
|
||||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
Allowance Related to Credit Exposure Evaluated on a Collective Basis.
Expected credit losses are measured on a collective basis as long as the financial assets included in the respective pool share similar risk characteristics. If financial assets are deemed to not share similar risk characteristics, an individual assessment is warranted.
The allowance estimation methodology for the collective assessment is based on data representative of the Corporation’s financial asset portfolio from a historical observation period that includes both expansionary and recessionary periods. The estimation methodology and the related qualitative adjustment framework segregate the loan portfolio into segments and classes based on similar risk characteristics or risk monitoring methods.
Northern Trust utilizes a quantitative PD/LGD approach for the calculation of its credit allowance on a collective basis. For each of the different parameters, specific credit models or qualitative estimation methodologies for the individual loan classes were developed. For each class, PD and LGD are applied to the exposure at default for each projected quarter to determine the quantitative component of the allowance. The quantitative allowance is then reviewed within a comprehensive qualitative adjustment framework, through which management applies judgment by assessing internal risk factors, potential limitations in the quantitative methodology, and other factors that are not fully contemplated in the forecast to compute an adjustment to the quantitative allowance for each segment and class of the loan portfolio.
Allowance Related to Credit Exposure Evaluated on an Individual Basis.
The individual allowance is determined through individual evaluations of loans and lending-related commitments that have defaulted, generally those with borrower ratings of 8 and 9. These evaluations are based on expected future cash flows, the value of collateral, and other factors that may impact the borrower’s ability to pay. For defaulted loans for which the amount of allowance, if any, is determined based on the value of the underlying real estate collateral, third-party appraisals are typically obtained and utilized by management. These appraisals are generally less than twelve months old and are subject to adjustments to reflect management’s judgment as to the realizable value of the collateral.
59
Notes to Consolidated Financial Statements (unaudited) (continued)
The following table provides information regarding the recorded investments in loans and the Allowance for Credit Losses for loans and undrawn loan commitments and standby letters of credit by segment as of September 30, 2025 and December 31, 2024.
TABLE 48: RECORDED INVESTMENTS IN LOANS
| SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | |||||||||||||||||||
| (In Millions) | COMMERCIAL | PERSONAL | TOTAL | COMMERCIAL | PERSONAL | TOTAL | ||||||||||||||
| Loans | ||||||||||||||||||||
| Evaluated on an Individual Basis | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Evaluated on a Collective Basis |
|
|
|
|
|
|
||||||||||||||
| Total Loans |
|
|
|
|
|
|
||||||||||||||
| Allowance for Credit Losses on Loans | ||||||||||||||||||||
| Evaluated on an Individual Basis |
|
|
|
|
|
|
||||||||||||||
| Evaluated on a Collective Basis |
|
|
|
|
|
|
||||||||||||||
| Allowance Assigned to Loans |
|
|
|
|
|
|
||||||||||||||
| Allowance Assigned to Undrawn Loan Commitments and Standby Letters of Credit - Evaluated on a Collective Basis |
|
|
|
|
|
|
||||||||||||||
| Total Allowance Assigned to Loans and Undrawn Loan Commitments and Standby Letters of Credit | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
Northern Trust analyzes its exposure to credit losses from both on-balance-sheet and off-balance-sheet activity using a consistent methodology for the quantitative as well as the qualitative framework. For purposes of estimating the allowance for credit losses for undrawn loan commitments and standby letters of credit, the exposure at default includes an estimated drawdown of unused credit based on credit utilization factors, resulting in a proportionate amount of expected credit losses.
Allowance for Held to Maturity Debt Securities Portfolio.
The following table provides information regarding changes in the allowance for credit losses for HTM debt securities during the three and nine months ended September 30, 2025 and 2024.
TABLE 49: CHANGES IN THE ALLOWANCE FOR CREDIT LOSSES RELATED TO HELD TO MATURITY DEBT SECURITIES
| THREE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||||||||||||
| (In Millions) | CORPORATE DEBT | NON-U.S. GOVERNMENT | SUB-SOVEREIGN, SUPRANATIONAL, AND NON-U.S. AGENCY BONDS |
OBLIGATIONS OF STATES AND POLITICAL SUBDIVISIONS
(1)
|
COVERED BONDS | OTHER | TOTAL | ||||||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||
| Provision for Credit Losses |
|
|
|
|
|
(
|
|
||||||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||
| NINE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||||||||||||
| (In Millions) | CORPORATE DEBT | NON-U.S. GOVERNMENT | SUB-SOVEREIGN, SUPRANATIONAL, AND NON-U.S. AGENCY BONDS |
OBLIGATIONS OF STATES AND POLITICAL SUBDIVISIONS
(1)
|
COVERED BONDS | OTHER | TOTAL | ||||||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||
| Provision for Credit Losses |
|
|
|
|
|
|
|
||||||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||
(1)
The allowance for Obligations of States and Political Subdivisions is related to (non pre-refunded) municipal securities that do not fall under Northern Trust’s zero-loss assumption.
| THREE MONTHS ENDED SEPTEMBER 30, 2024 | |||||||||||||||||||||||
| (In Millions) | CORPORATE DEBT | NON-U.S. GOVERNMENT | SUB-SOVEREIGN, SUPRANATIONAL, AND NON-U.S. AGENCY BONDS |
OBLIGATIONS OF STATES AND POLITICAL SUBDIVISIONS
(1)
|
COVERED BONDS | OTHER | TOTAL | ||||||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||
| Provision for Credit Losses |
|
(
|
(
|
|
(
|
(
|
(
|
||||||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||
(1)
The allowance for Obligations of States and Political Subdivisions is related to (non pre-refunded) municipal securities that do not fall under Northern Trust’s zero-loss assumption.
60
Notes to Consolidated Financial Statements (unaudited) (continued)
| NINE MONTHS ENDED SEPTEMBER 30, 2024 | |||||||||||||||||||||||
| (In Millions) | CORPORATE DEBT | NON-U.S. GOVERNMENT | SUB-SOVEREIGN, SUPRANATIONAL, AND NON-U.S. AGENCY BONDS | OBLIGATIONS OF STATES AND POLITICAL SUBDIVISIONS | COVERED BONDS | OTHER | TOTAL | ||||||||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||
| Provision for Credit Losses |
(
|
(
|
(
|
(
|
(
|
(
|
(
|
||||||||||||||||
| Balance at End of Period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||
(1)
The allowance for Obligations of States and Political Subdivisions is related to (non pre-refunded) municipal securities that do not fall under Northern Trust’s zero-loss assumption.
HTM debt securities classified as U.S. government, government sponsored agency, and certain securities classified as obligations of states and political subdivisions are considered to be guarantees of the U.S. government or an agency of the U.S. government and, therefore, an allowance for credit losses is not estimated for such investments as the expected probability of non-payment of the amortized cost basis is zero.
HTM debt securities classified as “other” relate to investments purchased by Northern Trust to fulfill its obligations under the CRA. Northern Trust fulfills its obligations under the CRA by making qualified investments for purposes of supporting institutions and programs that benefit low-to-moderate income communities within Northern Trust’s market area. The allowance for CRA investments is assessed using a qualitative estimation approach primarily based on internal historical performance experience and default history of the underlying CRA loans to determine the quantitative allowance.
The allowance estimation methodology for all other HTM debt securities is developed using a combination of external and internal data. The estimation methodology groups securities with shared characteristics for which the PD and the LGD are applied to the total exposure at default to determine the quantitative component of the allowance.
Allowance for Other Financial Assets.
The allowance for Other Financial Assets consists of the allowance for Due from Banks, Other Central Bank Deposits, Interest Bearing Deposits with Banks, and Other Assets.
The Other Assets category includes other miscellaneous credit exposures reported in Other Assets on the consolidated balance sheets. The allowance estimation methodology for Other Financial Assets primarily utilizes a similar approach as the one used for the HTM debt securities portfolio. It consists of a combination of externally and internally developed loss data, adjusted for the appropriate contractual term. Northern Trust’s portfolio of Other Financial Assets is composed mostly of institutions within the “1 to 3” internal borrower rating category and is expected to exhibit minimal to modest likelihood of loss. The Allowance for Credit Losses related to Other Financial Assets was $
1.5
million and $
1.0
million as of September 30, 2025 and December 31, 2024, respectively.
Accrued Interest.
Accrued interest balances are reported within Other Assets on the consolidated balance sheets. Northern Trust elected not to measure an allowance for credit losses for accrued interest receivables related to its loan and securities portfolio as its policy is to write-off uncollectible accrued interest receivable balances in a timely manner. Accrued interest is written off by reversing interest income during the period the financial asset is moved from an accrual to a nonaccrual status.
The following table provides the amount of accrued interest excluded from the amortized cost basis of the following portfolios.
TABLE 50: ACCRUED INTEREST
| (In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
| Loans | $ |
|
$ |
|
||||
| Debt Securities | ||||||||
| Held to Maturity |
|
|
||||||
| Available for Sale |
|
|
||||||
| Other Financial Assets |
|
|
||||||
| Total | $ |
|
$ |
|
||||
The amount of accrued interest reversed through interest income for loans was immaterial for the three and nine months ended September 30, 2025 and 2024, and there was no accrued interest reversed through interest income related to any other financial assets for the three and nine months ended September 30, 2025 and 2024.
61
Notes to Consolidated Financial Statements (unaudited) (continued)
Note 7 –
Pledged Assets, Accepted Collateral and Restricted Assets
Pledged Assets
. As part of its liquidity management strategy, Northern Trust may pledge loans and/or securities to various financial market utilities to allow for client payment, clearing and settlement processing as part of our custody services. Northern Trust may also pledge loans or securities to Central Banks, Federal Home Loan Bank (FHLB) of Chicago and third parties for various purposes, for example: securing public and trust deposits, repurchase agreements, borrowings and derivative contracts.
The following table presents the carrying value of Northern Trust's pledged assets by type.
TABLE 51: TYPE OF PLEDGED ASSETS
| (In Billions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
|
Debt Securities
(1)
|
$ |
|
$ |
|
||||
|
Loans
(2)
|
|
|
||||||
| Total Pledged Assets | $ |
|
$ |
|
||||
(1)
Debt securities are comprised of HTM and AFS securities.
(2)
Loans pledged at the FHLB of Chicago and the Federal Reserve Bank of Chicago.
As of both September 30, 2025 and December 31, 2024, $
1.2
billion of collateral pledged, related to loans and/or securities, is eligible to be repledged or sold by the secured party.
Accepted Collateral.
Northern Trust accepts financial assets as collateral that it may, in some instances, be permitted to repledge or sell. The collateral is generally obtained under certain reverse repurchase agreements and derivative contracts.
The following table presents the fair value of securities accepted as collateral.
TABLE 52: ACCEPTED COLLATERAL
| (In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
|
Collateral that may be repledged or sold
|
||||||||
|
Reverse repurchase agreements
(1)(2)
|
$ |
|
$ |
|
||||
| Derivative contracts |
|
|
||||||
| Collateral that may not be repledged or sold | ||||||||
| Reverse repurchase agreements |
|
|
||||||
| Total Collateral Accepted | $ |
|
$ |
|
||||
(1)
The fair value of securities collateral that was repledged or sold totaled $
65.0
billion and $
64.8
billion at September 30, 2025 and December 31, 2024, respectively.
(2)
This includes collateral accepted as related to the FICC sponsored member program. Refer to Note 20—Commitments and Contingent Liabilities for further information.
Restricted Assets
. Certain cash may be restricted in terms of usage or withdrawal. As a result of the continuing military conflict involving Ukraine and the Russian Federation and related sanctions and legal restrictions in place, cash balances denominated in Russian rubles received for the benefit of certain clients in our Asset Servicing business are subject to distribution restrictions. As of September 30, 2025 and December 31, 2024, these balances totaled $
1.5
billion and $
1.1
billion, respectively, and are reported in Cash and Due from Banks on the consolidated balance sheets.
At September 30, 2025 and December 31, 2024, Northern Trust held cash of $
520.0
million and $
491.2
million, respectively, to meet non-U.S. reserve requirements. The Federal Reserve’s U.S. reserve requirement is zero percent. As a result, there were
no
average deposits required to meet Federal Reserve Bank reserve requirements for the three and nine months ended September 30, 2025 and 2024, respectively.
Note 8 –
Goodwill and Other Intangibles
Goodwill.
Changes by reporting segment in the carrying amount of Goodwill for the nine months ended September 30, 2025, including the effect of foreign exchange rates on non-U.S. dollar denominated balances, were as follows.
TABLE 53: GOODWILL
| (In Millions) |
ASSET
SERVICING |
WEALTH MANAGEMENT | TOTAL | ||||||||
| Balance at December 31, 2024 | $ |
|
$ |
|
$ |
|
|||||
| Foreign Exchange Rates |
|
|
|
||||||||
| Balance at September 30, 2025 | $ |
|
$ |
|
$ |
|
|||||
62
Notes to Consolidated Financial Statements (unaudited) (continued)
Other Intangible Assets Subject to Amortization
.
The gross carrying amount and accumulated amortization of other intangible assets subject to amortization as of September 30, 2025 and December 31, 2024 were as follows.
TABLE 54: OTHER INTANGIBLE ASSSETS SUBJECT TO AMORTIZATION
| (In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
| Gross Carrying Amount | $ |
|
$ |
|
||||
| Less: Accumulated Amortization |
|
|
||||||
| Net Book Value | $ |
|
$ |
|
||||
TABLE 55: CHANGES IN OTHER INTANGIBLE ASSETS
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Balance at Beginning of Period | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Amortization |
(
|
(
|
(
|
(
|
||||||||||
| Foreign Exchange Rates |
|
|
|
|
||||||||||
| Balance as of September 30 | $ |
|
$ |
|
$ |
|
$ |
|
||||||
Amortization for the remainder of 2025 and for the years 2026, 2027, 2028, and 2029 is estimated to be $
2.4
million, $
9.1
million, $
8.8
million, $
8.1
million, and $
8.1
million, respectively.
Capitalized Software.
The gross carrying amount and accumulated amortization of capitalized software as of September 30, 2025 and December 31, 2024 were as follows.
TABLE 56: CAPITALIZED SOFTWARE
| (In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
| Gross Carrying Amount | $ |
|
$ |
|
||||
| Less: Accumulated Amortization |
|
|
||||||
| Net Book Value | $ |
|
$ |
|
||||
Note 9 –
Reporting Segments
Northern Trust is organized around its
two
client-focused reporting segments: Asset Servicing and Wealth Management. Asset management and related services are provided to Asset Servicing and Wealth Management clients primarily by the Asset Management business. The revenue and expenses of Asset Management and certain other support functions are allocated fully to Asset Servicing and Wealth Management.
Reporting segment financial information, presented on an internal management-reporting basis, is determined by accounting systems used to allocate revenue and expense to each segment, and incorporates processes for allocating assets, liabilities, equity and the applicable interest income and expense utilizing an FTP methodology. Under the methodology, assets and liabilities receive a funding charge or credit that considers interest rate risk, liquidity risk, and other product characteristics on an instrument level. Additionally, segment information is presented on an FTE basis as management believes an FTE presentation provides a clearer indication of net interest income. The adjustment to an FTE basis has no impact on Net Income.
Revenues, expenses and average assets are allocated to Asset Servicing and Wealth Management, with the exception of non-recurring activities such as certain corporate transactions and costs incurred associated with acquisitions, divestitures, litigation, restructuring, and tax adjustments not directly attributable to a specific reporting segment, which are reported within Other.
63
Notes to Consolidated Financial Statements (unaudited) (continued)
In addition to income and expenses associated with non-recurring activities, Other includes expenses for Asset Management, corporate and other support functions not directly incurred by, but ultimately allocated back to Asset Servicing and Wealth Management. Other also includes the FTE adjustments of $
5.5
million and $
15.8
million for the three and nine months ended September 30, 2025 respectively, and $
7.1
million and $
21.3
million for the three and nine months ended September 30, 2024, respectively, in order to reconcile the segment results that are reported on an internal management-reporting basis into consolidated results.
Reporting segment results are subject to reclassification when organizational changes are made. The results are also subject to refinements in revenue and expense allocation methodologies, which are typically reflected on a retrospective basis unless it is impractical to do so.
Effective January 2025, certain operations support activities were moved out of Asset Servicing and Wealth Management in connection with the formation of the Enterprise Chief Operating Office. The Enterprise Chief Operating Office provides operational support to Asset Servicing and Wealth Management. Its expenses are included within Other and are fully allocated to Asset Servicing and Wealth Management. Prior-year segment results have been recast, where practical, to reflect the organizational changes.
Northern Trust’s Chief Operating Decision Maker is the Chief Executive Officer. The Chief Operating Decision Maker uses growth and profitability metrics to assess segments’ performance including segment revenue and income before income taxes. Those same measures are used by the Chief Operating Decision Maker as primary inputs into the allocation of resources in the annual planning process. Allocation of capital to each segment takes into consideration a variety of factors including average loans, average deposits and applicable regulatory capital requirements.
The following table presents the earnings contributions and certain average balances of Northern Trust’s reporting segments for the three- and nine-month periods ended September 30, 2025 and 2024.
TABLE 57: RESULTS OF REPORTING SEGMENTS
| ($ In Millions) | ASSET SERVICING | WEALTH MANAGEMENT |
OTHER
(3)
|
TOTAL CONSOLIDATED | ||||||||||||||||||||||
| THREE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||
| Noninterest Income | ||||||||||||||||||||||||||
| Trust, Investment and Other Servicing Fees | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| Foreign Exchange Trading Income (Loss) |
|
|
(
|
(
|
|
|
|
|
||||||||||||||||||
| Other Noninterest Income (Expense) |
|
|
|
|
(
|
|
|
|
||||||||||||||||||
| Total Noninterest Income (Expense) |
|
|
|
|
(
|
|
|
|
||||||||||||||||||
|
Net Interest Income (Expense)
(1)
|
|
|
|
|
(
|
(
|
|
|
||||||||||||||||||
|
Revenue
(1)
|
|
|
|
|
(
|
|
|
|
||||||||||||||||||
| Provision for Credit Losses |
(
|
(
|
(
|
|
|
(
|
(
|
|
||||||||||||||||||
| Noninterest Expense | ||||||||||||||||||||||||||
| Compensation |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Employee Benefits |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Outside Services |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Allocated Expense |
|
|
|
|
(
|
(
|
|
|
||||||||||||||||||
|
Other Segment Items
(2)
|
|
|
|
|
|
|
|
|
||||||||||||||||||
| Total Noninterest Expense |
|
|
|
|
|
|
|
|
||||||||||||||||||
|
Income (Loss) before Income Taxes
(1)
|
|
|
|
|
(
|
|
|
|
||||||||||||||||||
|
Provision for Income Taxes
(1)
|
|
|
|
|
|
|
|
|
||||||||||||||||||
| Net Income (Loss) | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
|
$ |
|
$ |
|
||||||||||
| Percentage of Consolidated Net Income |
|
% |
|
% |
|
% |
|
% |
(
|
% |
|
% |
|
% |
|
% | ||||||||||
| Average Assets | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| Average Loans | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| Average Deposits | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
(1)
Financial measures stated on an FTE basis. The FTE adjustment was $
5.5
million and $
7.1
million for three months ended September 30, 2025 and 2024, respectively, and is eliminated within “Other” in order for “Total Consolidated” to reconcile with the Consolidated Statement of Income.
(2)
Other Segment Items include Occupancy, Equipment & Software and Other Operating Expense.
(3)
Prior-year quarter includes the gain related to the sale of an equity investment.
64
Notes to Consolidated Financial Statements (unaudited) (continued)
| (In Millions) |
ASSET SERVICING
(3)
|
WEALTH MANAGEMENT
(3)
|
OTHER
(4)
|
TOTAL CONSOLIDATED | ||||||||||||||||||||||
| NINE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||
| Noninterest Income | ||||||||||||||||||||||||||
| Trust, Investment and Other Servicing Fees | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| Foreign Exchange Trading Income (Loss) |
|
|
(
|
(
|
|
|
|
|
||||||||||||||||||
| Other Noninterest Income (Loss) |
|
|
|
|
(
|
|
|
|
||||||||||||||||||
| Total Noninterest Income (Loss) |
|
|
|
|
(
|
|
|
|
||||||||||||||||||
|
Net Interest Income (Expense)
(1)
|
|
|
|
|
(
|
(
|
|
|
||||||||||||||||||
|
Revenue
(1)
|
|
|
|
|
(
|
|
|
|
||||||||||||||||||
| Provision for Credit Losses |
(
|
(
|
(
|
|
|
(
|
|
|
||||||||||||||||||
| Noninterest Expense | ||||||||||||||||||||||||||
| Compensation |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Employee Benefits |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Outside Services |
|
|
|
|
|
|
|
|
||||||||||||||||||
| Allocated Expense |
|
|
|
|
(
|
(
|
|
|
||||||||||||||||||
|
Other Segment Items
(2)
|
|
|
|
|
|
|
|
|
||||||||||||||||||
| Total Noninterest Expense |
|
|
|
|
|
|
|
|
||||||||||||||||||
|
Income (Loss) before Income Taxes
(1)
|
|
|
|
|
(
|
|
|
|
||||||||||||||||||
|
Provision for Income Taxes
(1)
|
|
|
|
|
|
|
|
|
||||||||||||||||||
| Net Income (Loss) | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
|
$ |
|
$ |
|
||||||||||
| Percentage of Consolidated Net Income |
|
% |
|
% |
|
% |
|
% |
(
|
% |
|
% |
|
% |
|
% | ||||||||||
| Average Assets | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| Average Loans | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
| Average Deposits | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||
(1)
Financial measures stated on an FTE basis. The FTE adjustment was $
15.8
million and $
21.3
million for nine months ended September 30, 2025 and 2024, respectively, and is eliminated within “Other” in order for “Total Consolidated” to reconcile with the Consolidated Statement of Income.
(2)
Other Segment Items include Occupancy, Equipment & Software and Other Operating Expense.
(3)
Prior-year period items including severance-related charges, software amortization acceleration and dispositions, and a securities repositioning related to the supplemental pension plan, are allocated to the Reporting Segments based on the nature of the item.
(4)
Includes the net gain from Northern Trust’s participation in the Visa Exchange Offer, a gain related to the sale of an equity investment, partially offset by a loss on available for sale debt securities sold in conjunction with a repositioning of the portfolio, all in the prior-year period.
Note 10 –
Stockholders’ Equity
Preferred Stock.
The Corporation is authorized to issue
10
million shares of preferred stock without par value. The Board of Directors is authorized to fix the particular designations, preferences and relative, participating, optional and other special rights and qualifications, limitations or restrictions for each series of preferred stock issued.
As of September 30, 2025,
5,000
shares of Series D Non-Cumulative Perpetual Preferred Stock (Series D Preferred Stock) and
16,000
shares of Series E Non-Cumulative Perpetual Preferred Stock (Series E Preferred Stock) were outstanding.
Series D Preferred Stock.
As of September 30, 2025, the Corporation had issued and outstanding
500,000
depositary shares, each representing a 1/100th ownership interest in a share of Series D Preferred Stock, issued in August 2016. Equity related to Series D Preferred Stock as of both September 30, 2025 and December 31, 2024 was $
493.5
million. Shares of the Series D Preferred Stock have
no
par value and a liquidation preference of $
100,000
(equivalent to $
1,000
per depositary share).
Dividends on the Series D Preferred Stock, which are not mandatory, accrue and are payable on the liquidation preference amount, on a non-cumulative basis, at a rate per annum equal to (i)
4.60
% from the original issue date of the Series D Preferred Stock to but excluding October 1, 2026; and (ii) a floating rate equal to the three-month CME Term Secured Overnight Finance Rate (SOFR), as administered by CME Group Benchmark Administration, Ltd., plus a statutory spread adjustment of 0.26161% (as set forth in the final rule to implement the LIBOR Act) plus
3.202
% from and including October 1, 2026. Fixed rate dividends are payable in arrears on the first day of April and October of each year, through and including October 1, 2026, and floating rate dividends will be payable in arrears on the first day of January, April, July and October of each year, commencing on January 1, 2027. On July 22, 2025, the Corporation declared a cash dividend of $
2,300.00
per share of Series D Preferred Stock payable on October 1, 2025, to stockholders of record as of September 15, 2025.
Series E Preferred Stock.
As of September 30, 2025, the Corporation had issued and outstanding
16
million depositary shares, each representing 1/1,000th ownership interest in a share of Series E Preferred Stock, issued in November 2019. Equity related to Series E Preferred Stock as of September 30, 2025 and December 31, 2024 was $
391.4
million. Shares of the Series E Preferred Stock have
no
par value and a liquidation preference of $
25,000
(equivalent to $
25
per depositary share).
65
Notes to Consolidated Financial Statements (unaudited) (continued)
Dividends on the Series E Preferred Stock, which are not mandatory, will accrue and be payable on the liquidation preference amount, on a non-cumulative basis, quarterly in arrears on the first day of January, April, July and October of each year, at a rate per annum equal to
4.70
%. On July 22, 2025, the Corporation declared a cash dividend of $
293.75
per share of Series E Preferred Stock payable on October 1, 2025, to stockholders of record as of September 15, 2025.
Common Stock.
Shares are repurchased by the Corporation to, among other things, manage the Corporation’s capital levels. Repurchased shares are used for general purposes, including the issuance of shares under stock option and other incentive plans. The repurchase authorization approved by the Board of Directors has no expiration date. For the three and nine months ended September 30, 2025, the Corporation repurchased
2,164,198
and
8,155,416
shares of common stock, respectively, at a total cost of $
277.0
million ($
128.00
average price per share) and $
903.7
million ($
110.81
average price per share), respectively, including
16,233
and
437,987
shares withheld to satisfy tax withholding obligations related to share-based compensation, respectively. For the three and nine months ended September 30, 2024, the Corporation repurchased
3,463,546
and
8,112,288
shares of common stock, respectively, at a total cost of $
301.4
million ($
87.01
average price per share), and $
684.2
million ($
84.34
average price per share) respectively, including
15,629
and
398,646
shares withheld to satisfy tax withholding obligations related to share-based compensation, respectively. Repurchases prior to July 22, 2025 were made pursuant to the stock repurchase authorization approved by the Board of Directors in October 2021. On July 22, 2025, this program was terminated and replaced with a new repurchase program, under which the Board of Directors authorized the Corporation to repurchase up to $
2.5
billion of the Corporation’s common stock.
Note 11 –
Accumulated Other Comprehensive Income (Loss)
The following tables summarize the components of Accumulated Other Comprehensive Income (Loss) (AOCI) at September 30, 2025 and 2024, and changes during the three and nine months then ended.
TABLE 58: SUMMARY OF CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
| THREE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||||||
| (In Millions) | NET UNREALIZED GAINS (LOSSES) ON AVAILABLE FOR SALE DEBT SECURITIES | NET UNREALIZED GAINS (LOSSES) ON CASH FLOW HEDGES | NET FOREIGN CURRENCY ADJUSTMENT | NET PENSION AND OTHER POSTRETIREMENT BENEFIT ADJUSTMENTS | TOTAL | ||||||||||||
| Balance at June 30, 2025 | $ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||
| Net Change |
|
|
|
|
|
||||||||||||
| Balance at September 30, 2025 | $ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||
| NINE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||||||
| (In Millions) | NET UNREALIZED GAINS (LOSSES) ON AVAILABLE FOR SALE DEBT SECURITIES | NET UNREALIZED GAINS (LOSSES) ON CASH FLOW HEDGES | NET FOREIGN CURRENCY ADJUSTMENT | NET PENSION AND OTHER POSTRETIREMENT BENEFIT ADJUSTMENTS | TOTAL | ||||||||||||
| Balance at December 31, 2024 | $ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||
| Net Change |
|
(
|
|
|
|
||||||||||||
| Balance at September 30, 2025 | $ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||
| THREE MONTHS ENDED SEPTEMBER 30, 2024 | |||||||||||||||||
|
NET UNREALIZED GAINS (LOSSES) ON AVAILABLE FOR SALE DEBT SECURITIES
(1)
|
NET UNREALIZED GAINS (LOSSES) ON CASH FLOW HEDGES | NET FOREIGN CURRENCY ADJUSTMENT | NET PENSION AND OTHER POSTRETIREMENT BENEFIT ADJUSTMENTS | TOTAL | |||||||||||||
| Balance at June 30, 2024 | $ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||
| Net Change |
|
|
|
|
|
||||||||||||
| Balance at September 30, 2024 | $ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||
| NINE MONTHS ENDED SEPTEMBER 30, 2024 | |||||||||||||||||
| NET UNREALIZED GAINS (LOSSES) ON AVAILABLE FOR SALE DEBT SECURITIES | NET UNREALIZED GAINS (LOSSES) ON CASH FLOW HEDGES | NET FOREIGN CURRENCY ADJUSTMENT | NET PENSION AND OTHER POSTRETIREMENT BENEFIT ADJUSTMENTS | TOTAL | |||||||||||||
| Balance at December 31, 2023 | $ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||
| Net Change |
|
(
|
|
|
|
||||||||||||
| Balance at September 30, 2024 | $ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||
66
Notes to Consolidated Financial Statements (unaudited) (continued)
TABLE 59: DETAILS OF CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
| THREE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | ||||||||||||||||||
| (In Millions) | PRE-TAX | TAX | AFTER TAX | PRE-TAX | TAX | AFTER TAX | ||||||||||||||
| Unrealized Gains (Losses) on Available for Sale Debt Securities | ||||||||||||||||||||
| Unrealized Gains (Losses) on Available for Sale Debt Securities | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Reclassification Adjustments for (Gains) Losses Included in Net Income: | ||||||||||||||||||||
|
Interest Income on Debt Securities
(1)
|
|
(
|
|
|
(
|
|
||||||||||||||
| Net Change | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Unrealized Gains (Losses) on Cash Flow Hedges | ||||||||||||||||||||
| Foreign Exchange Contracts | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
|
Reclassification Adjustment for (Gains) Losses Included in Net Income
(3)
|
(
|
|
(
|
(
|
|
(
|
||||||||||||||
| Net Change | $ |
(
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Foreign Currency Adjustments | ||||||||||||||||||||
| Foreign Currency Translation Adjustments | $ |
(
|
$ |
(
|
$ |
(
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Long-Term Intra-Entity Foreign Currency Transaction Gains (Losses) |
|
(
|
|
|
(
|
|
||||||||||||||
| Net Investment Hedge Gains (Losses) |
|
(
|
|
(
|
|
(
|
||||||||||||||
| Net Change | $ |
|
$ |
(
|
$ |
|
$ |
(
|
$ |
|
$ |
|
||||||||
| Pension and Other Postretirement Benefit Adjustments | ||||||||||||||||||||
| Net Actuarial Gains (Losses) | $ |
(
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
$ |
(
|
||||||||
|
Reclassification Adjustment for (Gains) Losses Included in Net Income
(4)
|
||||||||||||||||||||
| Amortization of Net Actuarial Loss |
|
(
|
|
|
(
|
|
||||||||||||||
| Net Change | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Total Net Change | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| NINE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | ||||||||||||||||||
| (In Millions) | PRE-TAX | TAX | AFTER TAX | PRE-TAX | TAX | AFTER TAX | ||||||||||||||
| Unrealized Gains (Losses) on Available for Sale Debt Securities | ||||||||||||||||||||
| Unrealized Gains (Losses) on Available for Sale Debt Securities | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Reclassification Adjustments for (Gains) Losses Included in Net Income: | ||||||||||||||||||||
|
Interest Income on Debt Securities
(1)
|
|
(
|
|
|
(
|
|
||||||||||||||
|
Net (Gains) Losses on Debt Securities
(2)
|
|
|
|
|
(
|
|
||||||||||||||
| Net Change | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Unrealized Gains (Losses) on Cash Flow Hedges | ||||||||||||||||||||
| Foreign Exchange Contracts | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
|
Reclassification Adjustment for (Gains) Losses Included in Net Income
(3)
|
(
|
|
(
|
(
|
|
(
|
||||||||||||||
| Net Change | $ |
(
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
$ |
(
|
||||||||
| Foreign Currency Adjustments | ||||||||||||||||||||
| Foreign Currency Translation Adjustments | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Long-Term Intra-Entity Foreign Currency Transaction Gains (Losses) |
|
(
|
|
|
(
|
|
||||||||||||||
| Net Investment Hedge Gains (Losses) |
(
|
|
(
|
(
|
|
(
|
||||||||||||||
| Net Change | $ |
(
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Pension and Other Postretirement Benefit Adjustments | ||||||||||||||||||||
| Net Actuarial Gains (Losses) | $ |
(
|
$ |
|
$ |
(
|
$ |
|
$ |
(
|
$ |
|
||||||||
|
Reclassification Adjustment for (Gains) Losses Included in Net Income
(4)
|
||||||||||||||||||||
| Amortization of Net Actuarial Loss |
|
(
|
|
|
(
|
|
||||||||||||||
| Net Change | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
| Total Net Change | $ |
|
$ |
|
$ |
|
$ |
|
$ |
(
|
$ |
|
||||||||
(1)
The before-tax reclassification adjustment is related to the unrealized gains (losses) amortization on AFS debt securities that were transferred to HTM debt securities during the second quarter of 2021 and third quarter of 2022.
(2)
The net gains (losses) on AFS debt securities before-tax reclassification adjustment is recorded in Investment Security Gains (Losses), net on the consolidated statements of income.
(3)
See Note 21—Derivative Financial Instruments for the location of the reclassification adjustment related to cash flow hedges.
(4)
The pension and other postretirement benefit before-tax reclassification adjustment is recorded in Employee Benefits expense on the consolidated statements of income.
67
Notes to Consolidated Financial Statements (unaudited) (continued)
Note 12 –
Net Income Per Common Share
The computations of net income per common share are presented in the following table.
TABLE 60: NET INCOME PER COMMON SHARE
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| ($ In Millions Except Per Common Share Information) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Basic Net Income Per Common Share | ||||||||||||||
| Average Number of Common Shares Outstanding |
|
|
|
|
||||||||||
| Net Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Less: Dividends on Preferred Stock |
|
|
|
|
||||||||||
| Net Income Applicable to Common Stock |
|
|
|
|
||||||||||
| Less: Earnings Allocated to Participating Securities |
|
|
|
|
||||||||||
| Earnings Allocated to Common Shares Outstanding |
|
|
|
|
||||||||||
| Basic Net Income Per Common Share | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Diluted Net Income Per Common Share | ||||||||||||||
| Average Number of Common Shares Outstanding |
|
|
|
|
||||||||||
| Plus: Dilutive Effect of Share-based Compensation |
|
|
|
|
||||||||||
| Average Common and Potential Common Shares |
|
|
|
|
||||||||||
| Earnings Allocated to Common and Potential Common Shares | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Diluted Net Income Per Common Share |
|
|
|
|
||||||||||
Note 13 –
Revenue from Contracts with Clients
Trust, Investment, and Other Servicing Fees.
Custody and Fund Administration income is comprised of revenues received from our core asset servicing business for providing custody, fund administration, and middle-office-related services, primarily to Asset Servicing clients. Investment Management and Advisory income contains revenue received from providing asset management and related services to Asset Servicing and Wealth Management clients and to Northern Trust sponsored funds. Securities Lending income represents revenues generated from securities lending arrangements that Northern Trust enters into as agent, mainly with Asset Servicing clients. Other income largely consists of revenues received from providing employee benefit, investment risk and analytic and other services to Asset Servicing and Wealth Management clients.
Other Noninterest Income.
Treasury Management income represents revenues received from providing cash and liquidity management services to Asset Servicing and Wealth Management clients. The portion of Security Commissions and Trading Income that relates to revenue from contracts with clients is primarily comprised of commissions earned from providing securities brokerage services to Asset Servicing and Wealth Management clients. The portion of Other Operating Income that relates to revenue from contracts with clients is mainly comprised of service fees for banking-related services provided to Wealth Management and Asset Servicing clients.
Performance Obligations.
Clients are typically charged monthly or quarterly in arrears based on the fee arrangement agreed to with each client; payment terms will vary depending on the client and services offered.
Substantially all revenues generated from contracts with clients for asset servicing, asset management, securities lending, treasury management and banking-related services are recognized on an accrual basis, over the period in which services are provided. The nature of Northern Trust’s performance obligations is to provide a series of distinct services in which the client simultaneously receives and consumes the benefits of the promised services as they are performed. Fee arrangements are mainly comprised of variable amounts based on market value of client assets managed and serviced, transaction volumes, number of accounts, and securities lending volume and spreads. Revenue is recognized using the output method in an amount that reflects the consideration to which Northern Trust expects to be entitled in exchange for providing each month or quarter of service. For contracts with multiple performance obligations, revenue is allocated to each performance obligation based on the price agreed to with the client, representing its relative standalone selling price.
Security brokerage revenue is primarily represented by securities commissions received in exchange for providing trade execution related services. Control is transferred at a point in time, on the trade date of the transaction, and fees are typically variable based on transaction volumes and security types.
68
Notes to Consolidated Financial Statements (unaudited) (continued)
The following table presents revenues disaggregated by major revenue source.
TABLE 61: REVENUE DISAGGREGATION
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Noninterest Income | ||||||||||||||
| Trust, Investment and Other Servicing Fees | ||||||||||||||
| Custody and Fund Administration | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Investment Management and Advisory |
|
|
|
|
||||||||||
| Securities Lending |
|
|
|
|
||||||||||
| Other |
|
|
|
|
||||||||||
| Total Trust, Investment and Other Servicing Fees | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Other Noninterest Income | ||||||||||||||
| Foreign Exchange Trading Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Treasury Management Fees |
|
|
|
|
||||||||||
| Security Commissions and Trading Income |
|
|
|
|
||||||||||
| Other Operating Income |
|
|
|
|
||||||||||
| Investment Security Gains (Losses), net |
|
|
|
(
|
||||||||||
| Total Other Noninterest Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Total Noninterest Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
On the consolidated statements of income, Trust, Investment and Other Servicing Fees and Treasury Management Fees represent revenue from contracts with clients. For the three months ended September 30, 2025, revenue from contracts with clients also includes $
39.5
million of the $
41.8
million total Security Commissions and Trading Income and $
10.4
million of the $
60.6
million total Other Operating Income. For the nine months ended September 30, 2025, revenue from contracts with clients also includes $
115.3
million of the $
120.5
million total Security Commissions and Trading Income and $
31.2
million of the $
167.7
million total Other Operating Income.
For the three months ended September 30, 2024, revenue from contracts with clients also includes $
31.0
million of the $
35.5
million total Security Commissions and Trading Income and $
9.7
million of the $
111.8
million total Other Operating Income. For the nine months ended September 30, 2024, revenue from contracts with clients also includes $
95.7
million of the $
107.7
million total Security Commissions and Trading Income and $
29.0
million of the $
1,097.5
million total Other Operating Income.
Receivables Balances.
The table below represents receivables balances from contracts with clients, which are included in Other Assets on the consolidated balance sheets, at September 30, 2025 and December 31, 2024.
TABLE 62: CLIENT RECEIVABLES
| (In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
|
Trust Fees Receivable, net
(1)
|
$ |
|
$ |
|
||||
| Other |
|
|
||||||
| Total Client Receivables | $ |
|
$ |
|
||||
(1)
Trust Fees Receivable is net of a $
5.4
million and $
12.0
million fee receivable allowance as of September 30, 2025 and December 31, 2024, respectively.
69
Notes to Consolidated Financial Statements (unaudited) (continued)
Note 14 –
Net Interest Income
The components of Net Interest Income were as follows.
TABLE 63: NET INTEREST INCOME
| THREE MONTHS ENDED SEPTEMBER 30, 2025 | NINE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Interest Income | ||||||||||||||
| Federal Reserve and Other Central Bank Deposits | $ |
|
$ |
|
$ |
|
$ |
|
||||||
|
Interest-Bearing Due from and Deposits with Banks
(1)
|
|
|
|
|
||||||||||
| Federal Funds Sold and Securities Purchased under Agreements to Resell |
|
|
|
|
||||||||||
| Securities — Taxable |
|
|
|
|
||||||||||
|
— Nontaxable
(2)
|
|
|
|
|
||||||||||
| Loans |
|
|
|
|
||||||||||
|
Other Interest-Earning Assets
(3)
|
|
|
|
|
||||||||||
| Total Interest Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Interest Expense | ||||||||||||||
| Deposits | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Federal Funds Purchased |
|
|
|
|
||||||||||
| Securities Sold Under Agreements to Repurchase |
|
|
|
|
||||||||||
| Other Borrowings |
|
|
|
|
||||||||||
| Senior Notes |
|
|
|
|
||||||||||
| Long-Term Debt |
|
|
|
|
||||||||||
| Total Interest Expense | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Net Interest Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
(1)
Interest-Bearing Due from and Deposits with Banks includes the interest-bearing component of Cash and Due from Banks and Interest-Bearing Deposits with Banks as presented on the consolidated balance sheets.
(2)
Non-taxable Securities represent securities that are exempt from U.S. federal income taxes.
(3)
Other Interest-Earning Assets include certain community development investments, collateral deposits with certain securities depositories and clearing houses, Federal Home Loan Bank and Federal Reserve stock, and money market investments which are classified in Other Assets on the consolidated balance sheets.
Note 15 –
Other Operating Income
The components of Other Operating Income were as follows.
TABLE 64: OTHER OPERATING INCOME
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Loan Service Fees | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Banking Service Fees |
|
|
|
|
||||||||||
| Bank Owned Life Insurance |
|
|
|
|
||||||||||
|
Other Income
(1)(2)
|
|
|
|
|
||||||||||
| Total Other Operating Income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
(1)
Other Income for the three and nine months ended September 30, 2024 includes a $
68.1
million pre-tax gain related to the sale of an equity investment.
(2)
Other Income includes the mark-to-market loss on derivative swap activity related to previous sales of certain Visa Class B common shares, realized gains related to sales of certain Visa Class C common shares, and mark-to-market gains on Visa Class C common shares still held. Refer to Note 20—Commitments and Contingent Liabilities for further information.
70
Notes to Consolidated Financial Statements (unaudited) (continued)
Note 16 –
Other Operating Expense
The components of Other Operating Expense were as follows.
TABLE 65: OTHER OPERATING EXPENSE
| THREE MONTHS ENDED SEPTEMBER 30, 2025 | NINE MONTHS ENDED SEPTEMBER 30, 2025 | |||||||||||||
| In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Business Promotion | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Staff Related |
|
|
|
|
||||||||||
|
FDIC Insurance Premiums
(1)
|
|
|
|
|
||||||||||
|
Charitable Contributions
(2)
|
|
|
|
|
||||||||||
| Other Expenses |
|
|
|
|
||||||||||
| Total Other Operating Expense | $ |
|
$ |
|
$ |
|
$ |
|
||||||
(1)
FDIC Insurance Premiums include a $
14.7
million charge for the nine months ended September 30, 2024, related to the FDIC Insurance Premium Special Assessment
.
(2)
Charitable Contributions include a $
70
million contribution to the Northern Trust Foundation for the nine months ended September 30, 2024
.
Note 17 –
Pension
The following table sets forth the net periodic pension expense for Northern Trust’s U.S. Qualified Plan, Non-U.S. Pension Plans, and U.S. Non-Qualified Plan for the three and nine months ended September 30, 2025 and 2024.
TABLE 66: NET PERIODIC PENSION EXPENSE (BENEFIT)
| U.S. QUALIFIED PLAN | THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | ||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Service Cost | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Interest Cost |
|
|
|
|
||||||||||
| Expected Return on Plan Assets |
(
|
(
|
(
|
(
|
||||||||||
| Amortization | ||||||||||||||
| Net Actuarial Loss |
|
|
|
|
||||||||||
| Net Periodic Pension Expense | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| NON-U.S. PENSION PLANS | THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | ||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Service Cost | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Interest Cost |
|
|
|
|
||||||||||
| Expected Return on Plan Assets |
(
|
(
|
(
|
(
|
||||||||||
| Net Periodic Pension Expense | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| U.S. NON-QUALIFIED PLAN | THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | ||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Service Cost | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Interest Cost |
|
|
|
|
||||||||||
| Amortization | ||||||||||||||
| Net Actuarial Loss |
|
|
|
|
||||||||||
| Net Periodic Pension Expense | $ |
|
$ |
|
$ |
|
$ |
|
||||||
The components of net periodic pension expense are recorded in Employee Benefits expense on the consolidated statements of income.
There were
no
contributions made to the U.S. Qualified Plan or the U.S. Non-Qualified Plan during the three months ended September 30, 2025 and 2024. There were $
125.0
million and $
200.0
million of contributions to the U.S. Qualified Plan during the nine months ended September 30, 2025 and 2024, respectively. There were $
12.9
million and $
8.0
million of contributions to the U.S. Non-Qualified Plan during the nine months ended September 30, 2025 and 2024, respectively.
71
Notes to Consolidated Financial Statements (unaudited) (continued)
Note 18 –
Share-Based Compensation Plans
The Northern Trust Corporation 2017 Long-Term Incentive Plan provides for the grant of non-qualified and incentive stock options; tandem and free-standing stock appreciation rights; stock awards in the form of restricted stock, restricted stock units and other stock awards; and performance awards.
Restricted stock unit and performance stock unit grants continue to vest in accordance with the original terms of the award if the applicable employee retires after satisfying applicable age and service requirements.
Total compensation expense for share-based payment arrangements and the associated tax impacts were as follows for the three and nine months ended September 30, 2025 and 2024.
TABLE 67: TOTAL COMPENSATION EXPENSE FOR SHARE-BASED PAYMENT ARRANGEMENTS
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Restricted Stock Unit Awards | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Performance Stock Units |
|
|
|
|
||||||||||
| Total Share-Based Compensation Expense |
|
|
|
|
||||||||||
| Tax Benefits Recognized | $ |
|
$ |
|
$ |
|
$ |
|
||||||
Note 19 –
Variable Interest Entities
Northern Trust is involved with various entities in the normal course of business that are deemed to be variable interest entities (VIEs). VIEs are defined within GAAP as entities which either (1) lack sufficient equity at risk to permit the entity to finance its activities without additional subordinated financial support, (2) have equity investors that lack attributes typical of an equity investor, such as the ability to make significant decisions through voting rights affecting the entity’s operations, or the obligation to absorb expected losses or the right to receive residual returns of the entity, or (3) are structured with voting rights that are disproportionate to the equity investor’s obligation to absorb losses or right to receive returns, and substantially all of the activities are conducted on behalf of the holder of the equity investment at risk with disproportionately few voting rights. Investors that finance a VIE through debt or equity interests are variable interest holders in the entity and the variable interest holder, if any, that has both the power to direct the activities that most significantly impact the entity’s economic performance and, through its variable interest, the obligation to absorb losses or the right to receive returns that could potentially be significant to the entity is deemed to be the VIE’s primary beneficiary and is required to consolidate the VIE.
Community Reinvestment Act (CRA) Investments.
Northern Trust fulfills its obligations under the CRA by making a variety of qualified investments for purposes of supporting institutions and programs that benefit low-to-moderate income communities within Northern Trust’s market area. These investments are made in legal entities that are primarily VIEs and consist of equity in limited partnerships and beneficial interests in securitized debt. Based on its analysis, Northern Trust has determined that it is not the primary beneficiary of these VIEs under GAAP and therefore they are not consolidated.
Northern Trust’s investments in these unconsolidated entities are reported in Other Assets or HTM Debt Securities, depending on the structure of the investment.
Tax credit structures.
Northern Trust holds tax-advantaged investments in unconsolidated entities that own and operate affordable housing and projects through the new markets tax credit program. These entities, which are limited partnerships and similar entities, are primarily VIEs and are designed to generate a return primarily through the realization of tax credits and other tax benefits, such as tax deductions from operating losses of the investments. Northern Trust invests as a limited partner/investor member and lacks both the power to direct the entities’ most significant activities and the obligation to absorb losses or right to receive benefits that could potentially be significant to the entities. Northern Trust is not required to consolidate these entities as it does not have a controlling financial interest and thus is not the primary beneficiary.
Northern Trust’s maximum exposure to loss as a result of its involvement with tax credit structures and other CRA investments is limited to the carrying amounts of its investments, including any undrawn commitments. Northern Trust’s funding requirements are limited to its invested capital and undrawn commitments for future equity contributions. Northern Trust has no exposure to loss from liquidity arrangements and no obligation to purchase assets of these entities.
Northern Trust’s investments in these unconsolidated tax credit structures and related unfunded commitments are reported in Other Assets and Other Liabilities, respectively, on the consolidated balance sheets.
72
Notes to Consolidated Financial Statements (unaudited) (continued)
TABLE 68: SUMMARY OF UNCONSOLIDATED TAX CREDIT STRUCTURES
| (In Millions) | SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | ||||||
| Investment Carrying Amount | ||||||||
| Affordable Housing | $ |
|
$ |
|
||||
| New Markets |
|
|
||||||
|
Total Investment Carrying Amount
(1)
|
$ |
|
$ |
|
||||
|
Unfunded Commitments
(2)
|
||||||||
| Affordable Housing | $ |
|
$ |
|
||||
|
Total Unfunded Commitments
(3)
|
$ |
|
$ |
|
||||
(1)
As of September 30, 2025 and December 31, 2024, $
918.1
million and $
849.3
million are VIEs, respectively.
(2)
As of September 30, 2025 and December 31, 2024, there were no unfunded commitments for New Markets.
(3)
As of September 30, 2025 and December 31, 2024, $
315.9
million and $
221.0
million relate to undrawn commitments on VIEs, respectively.
On January 1, 2024, Northern Trust adopted ASU No. 2023-02, “Investments—Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method—a consensus of the Emerging Issues Task Force” (ASU 2023-02). Upon adoption of ASU 2023-02, Northern Trust elected to account for qualifying new markets tax credit investments under the proportional amortization method. Prior to the adoption of ASU 2023-02, Northern Trust accounted for qualifying affordable housing investments under the proportional amortization method and continues to do so subsequent to the adoption of ASU 2023-02. Under the proportional amortization method, the carrying amount of the investment is amortized in proportion to the income tax credits and other income tax benefits received in the current period as compared to the total income tax credits and income tax benefits expected to be received over the life of the investment. Income tax credits and other income tax benefits and amortization expense associated with unconsolidated tax credit structures are primarily reported in the Provision for Income Tax on the consolidated statement of income.
TABLE 69: INCOME TAX CREDITS AND OTHER TAX BENEFITS AND AMORTIZATION EXPENSE ASSOCIATED WITH TAX CREDIT STRUCTURES
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | |||||||||||||
| (In Millions) | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Income Tax Credits and Other Income Tax Benefits | ||||||||||||||
| Affordable Housing | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| New Markets |
|
|
|
|
||||||||||
| Total Income Tax Credits and Other Income Tax Benefits | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Amortization Expense | ||||||||||||||
| Affordable Housing | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| New Markets |
|
|
|
|
||||||||||
| Total Amortization Expense | $ |
|
$ |
|
$ |
|
$ |
|
||||||
Investment funds.
Northern Trust acts as an asset manager for various funds in which clients of Northern Trust are investors. As an asset manager of funds, Northern Trust earns a competitively priced fee that is based on assets managed and varies with each fund’s investment objective. Based on its analysis, Northern Trust has determined that it is not the primary beneficiary of these VIEs under GAAP and therefore, the funds are not consolidated. Northern Trust’s maximum exposure to loss is limited to the carrying amount of its investments, including any undrawn commitments.
Certain funds for which Northern Trust acts as an asset manager comply or operate in accordance with requirements that are similar to those in Rule 2a-7 of the Investment Company Act of 1940 for registered money market funds and, therefore, the funds are exempt from the consolidation requirements in ASC 810-10. Northern Trust does
no
t have any contractual obligations to provide financial support to the funds. Any potential future support of the funds will be at the discretion of Northern Trust after an evaluation of the specific facts and circumstances.
73
Notes to Consolidated Financial Statements (unaudited) (continued)
Note 20 –
Commitments and Contingent Liabilities
Off-Balance Sheet Financial Instruments, Guarantees and Other Commitments.
Northern Trust, in the normal course of business, enters into various types of commitments and issues letters of credit to meet the liquidity and credit enhancement needs of its clients. The contractual amounts of these instruments represent the maximum potential credit exposure should the instrument be fully drawn upon and the client default. To control the credit risk associated with entering into commitments and issuing letters of credit, Northern Trust subjects such activities to the same credit quality and monitoring controls as its lending activities. Northern Trust does not believe the total contractual amount of these instruments to be representative of its future credit exposure or funding requirements.
The following table provides details of Northern Trust's off-balance sheet financial instruments as of September 30, 2025 and December 31, 2024.
TABLE 70: SUMMARY OF OFF-BALANCE SHEET FINANCIAL INSTRUMENTS
| SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | |||||||||||||||||||
| (In Millions) | ONE YEAR AND LESS | OVER ONE YEAR | TOTAL | ONE YEAR AND LESS | OVER ONE YEAR | TOTAL | ||||||||||||||
|
Undrawn Commitments
(1)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
|
Standby Letters of Credit and Financial Guarantees
(2)(3)
|
|
|
|
|
|
|
||||||||||||||
| Commercial Letters of Credit |
|
|
|
|
|
|
||||||||||||||
| Securities Lent with Indemnification |
|
|
|
|
|
|
||||||||||||||
| Total Off-Balance Sheet Financial Instruments | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
(1)
These amounts exclude $
221.1
million and $
268.5
million of commitments participated to others at September 30, 2025 and December 31, 2024, respectively.
(2)
These amounts include $
69.1
million and $
109.4
million of standby letters of credit secured by cash deposits or participated to others as of September 30, 2025 and December 31, 2024, respectively.
Undrawn Commitments
generally have fixed expiration dates or other termination clauses. Since a significant portion of the commitments are expected to expire without being drawn upon, the total commitment amount does not necessarily represent future loans or liquidity requirements.
Standby Letters of Credit
obligate Northern Trust to meet certain financial obligations of its clients, if, under the contractual terms of the agreement, the clients are unable to do so. These instruments are primarily issued to support public and private financial commitments, including commercial paper, bond financing, initial margin requirements on futures exchanges and similar transactions. Northern Trust is obligated to meet the entire financial obligation of these agreements and in certain cases is able to recover the amounts paid through recourse against collateral received or other participants. Since the vast majority of the standby letters of credit are never drawn, the total standby letters of credit amount does not necessarily represent future loans or liquidity requirements.
Financial Guarantees
are issued by Northern Trust to guarantee the performance of a client to a third party under certain arrangements.
Commercial Letters of Credit
are instruments issued by Northern Trust on behalf of its clients that authorize a third party (the beneficiary) to draw drafts up to a stipulated amount under the specified terms and conditions of the agreement and other similar instruments. Commercial letters of credit are issued primarily to facilitate international trade.
Securities Lent with Indemnification
involves Northern Trust lending securities owned by clients to borrowers who are reviewed and approved by the Northern Trust Capital Markets Credit Committee, as part of its securities custody activities and at the direction of its clients. In connection with these activities, Northern Trust has issued indemnifications to certain clients against certain losses that are a direct result of a borrower’s failure to return securities when due, should the value of such securities exceed the value of the collateral required to be posted. Borrowers are required to collateralize fully securities received with cash or marketable securities. As securities are loaned, collateral is maintained at a minimum of
100
% of the fair value of the securities plus accrued interest. The collateral is revalued on a daily basis. The amount of securities loaned as of September 30, 2025 and December 31, 2024 subject to indemnification was $
167.6
billion and $
144.5
billion, respectively. Because of the credit quality of the borrowers and the requirement to fully collateralize securities borrowed, management believes that the exposure to credit loss from this activity is not significant and
no
liability was recorded as of September 30, 2025 or December 31, 2024, related to these indemnifications.
74
Notes to Consolidated Financial Statements (unaudited) (continued)
Unsettled Repurchase and Reverse Repurchase Agreements.
Northern Trust enters into repurchase agreements and reverse repurchase agreements which may settle at a future date. In repurchase agreements, Northern Trust receives cash from and provides securities as collateral to a counterparty. In reverse repurchase agreements, Northern Trust advances cash to and receives securities as collateral from a counterparty. These transactions are recorded on the consolidated balance sheets on the settlement date. As of September 30, 2025 and December 31, 2024, there were no unsettled reverse repurchase agreements and
no
unsettled repurchase agreements.
Sponsored Member Program
.
Northern Trust is an approved Government Securities Division (GSD) netting and sponsoring member in the FICC sponsored member program, through which Northern Trust submits eligible repurchase and reverse repurchase transactions in U.S. government securities between Northern Trust and its sponsored member clients for novation and clearing. Northern Trust may sponsor clients to clear their eligible repurchase transactions with the FICC. As a sponsoring member, Northern Trust guarantees to the FICC the prompt and full payment and performance of its sponsored member clients’ respective obligations under the FICC GSD’s rules. To mitigate Northern Trust’s credit exposure under this guarantee, Northern Trust obtains a security interest in its sponsored member clients’ collateral. See Note 23—Offsetting of Assets and Liabilities for additional information on Northern Trust’s repurchase and reverse repurchase agreements.
Clearing and Settlement Organizations
.
The Bank is a participating member of various cash, securities and foreign exchange clearing and settlement organizations. It participates in these organizations on behalf of its clients and on its own behalf as a result of its own activities. A wide variety of cash and securities transactions are settled through these organizations, including those involving U.S. Treasuries, obligations of states and political subdivisions, asset-backed securities, commercial paper, dollar placements, and securities issued by the Government National Mortgage Association.
Certain of these industry clearing and settlement exchanges require their members to guarantee their obligations and liabilities and/or to provide liquidity support in the event other members do not honor their obligations as stipulated in each clearing organization’s membership agreement. Exposure related to these agreements varies, primarily as a result of fluctuations in the volume of transactions cleared through the organizations. At September 30, 2025 and December 31, 2024, Northern Trust has not recorded any material liabilities under these arrangements as Northern Trust believes the likelihood that a clearing or settlement exchange (of which Northern Trust is a member) would become insolvent is remote. Controls related to these clearing transactions are closely monitored by management to protect the assets of Northern Trust and its clients.
Legal Proceedings.
In the normal course of business, the Corporation and its subsidiaries are routinely defendants in or parties to pending and threatened legal actions, and are subject to regulatory examinations, information-gathering requests, investigations, and proceedings, both formal and informal. In certain legal actions, claims for substantial monetary damages are asserted. In regulatory matters, claims for disgorgement, restitution, penalties and/or other remedial actions or sanctions may be sought.
Based on current knowledge, after consultation with legal counsel and after taking into account current accruals, management does not believe that losses, fines or penalties, if any, arising from pending litigation or threatened legal actions or regulatory matters either individually or in the aggregate, after giving effect to applicable reserves and insurance coverage will have a material adverse effect on the consolidated financial position or liquidity of the Corporation, although such matters could have a material adverse effect on the Corporation’s operating results for a particular period.
Under GAAP, (i) an event is “probable” if the “future event or events are likely to occur”; (ii) an event is “reasonably possible” if “the chance of the future event or events occurring is more than remote but less than likely”; and (iii) an event is “remote” if “the chance of the future event or events occurring is slight.”
The outcome of litigation and regulatory matters is inherently difficult to predict and/or the range of loss often cannot be reasonably estimated, particularly for matters that (i) will be decided by a jury, (ii) are in early stages, (iii) involve uncertainty as to the likelihood of a class being certified or the ultimate size of the class, (iv) are subject to appeals or motions, (v) involve significant factual issues to be resolved, including with respect to the amount of damages, (vi) do not specify the amount of damages sought or (vii) seek very large damages based on novel and complex damage and liability legal theories. Accordingly, the Corporation cannot reasonably estimate the eventual outcome of these pending matters, the timing of their ultimate resolution or what the eventual loss, fines or penalties, if any, related to each pending matter will be.
In accordance with applicable accounting guidance, the Corporation records accruals for litigation and regulatory matters when those matters present loss contingencies that are both probable and reasonably estimable. When loss contingencies are not both probable and reasonably estimable, the Corporation does not record accruals.
No
material accruals have been recorded for pending litigation or threatened legal actions or regulatory matters.
75
Notes to Consolidated Financial Statements (unaudited) (continued)
For a limited number of matters for which a loss is reasonably possible in future periods, whether in excess of an accrued liability or where there is no accrued liability, the Corporation is able to estimate a range of possible loss. As of September 30, 2025, the Corporation has estimated the range of reasonably possible loss for these matters to be from
zero
to approximately $
25
million in the aggregate. The Corporation’s estimate with respect to the aggregate range of reasonably possible loss is based upon currently available information and is subject to significant judgment and a variety of assumptions and known and unknown uncertainties. The matters underlying the estimated range will change from time to time, and actual results may vary significantly from the current estimate.
In certain other pending matters, there may be a range of reasonably possible loss (including reasonably possible loss in excess of amounts accrued) that cannot be reasonably estimated for the reasons described above. Such matters are not included in the estimated range of reasonably possible loss discussed above.
In 2015, Northern Trust Fiduciary Services (Guernsey) Limited (NTFS), an indirect subsidiary of the Corporation, was charged by a French investigating magistrate judge with complicity in estate tax fraud in connection with the administration of
two
trusts for which it serves as trustee. Charges also were brought against a number of other persons and entities related to this matter. In 2017, a French court found no estate tax fraud had occurred and NTFS and all other persons and entities charged were acquitted. The Public Prosecutor’s Office of France appealed the court decision and in June 2018 a French appellate court issued its opinion on the matter, acquitting all persons and entities charged, including NTFS. In January 2021, the Cour de Cassation, the highest court in France, reversed the June 2018 appellate court ruling, requiring a re-trial at the appellate court level. This re-trial concluded in October 2023. On March 5, 2024 the appellate court rendered a judgment against all defendants, including NTFS. NTFS was ordered to pay a fine of €
187,500
in conjunction with the judgment. In addition, the court ordered that certain of those convicted in relation to tax fraud or aiding and abetting tax fraud, including NTFS, are jointly and severally liable for any allegedly unpaid estate taxes owing, plus penalties and interest. NTFS provided no tax advice and was not involved in the preparation or filing of the challenged estate tax filings in this case. Further, NTFS believes it acted in accordance with all applicable laws and fully complied with its fiduciary duties. Accordingly, NTFS filed an appeal of the judgment on March 5, 2024. Under applicable law, upon the filing by NTFS of its appeal, the judgment, as well as its effects (including the fine and joint and several liability) will be stayed pending the outcome of the appeal.
Visa Class B Common Shares and Makewhole Agreement.
Northern Trust, as a member of Visa U.S.A. Inc. (Visa U.S.A.) and in connection with the 2007 restructuring of Visa U.S.A. and its affiliates and the 2008 initial public offering of Visa Inc. (Visa), received certain Visa Class B common shares. The Visa Class B common shares are subject to certain transfer restrictions until the final resolution of certain litigation related to interchange fees involving Visa (the covered litigation), at which time the shares are convertible into Visa Class A common shares based on a conversion rate dependent upon the ultimate cost of resolving the covered litigation. Since 2018, Visa has deposited an additional $
5.1
billion into an escrow account previously established with respect to the covered litigation. As a result of the additional contributions to the escrow account, the rate at which Visa Class B-2 common shares will convert into Visa Class A common shares was reduced to
1.5223
as of September 30, 2025.
In September 2018, Visa reached a proposed class settlement agreement covering damage claims but not injunctive relief claims regarding the covered litigation. In December 2019, the district court granted final approval for the proposed class settlement agreement. In March 2023, the Second Circuit Court of Appeals affirmed the district court’s approval of the class settlement agreement. Certain merchants have opted out of the class settlement and are pursuing claims separately. The ultimate resolution of the covered litigation, the timing for removal of the selling restrictions on the Visa Class B common shares and the rate at which such shares will ultimately convert into Visa Class A common shares are uncertain.
In May 2024, Northern Trust received
2.1
million Visa Class B-2 common shares and
819.5
thousand Visa Class C common shares via its full participation in an offer to exchange outstanding shares of Visa’s Class B common stock (Exchange Offer). The newly issued series of Visa Class B common shares are subject to the same transfer and convertibility restrictions as the previously outstanding Visa Class B common shares. The Visa Class C common shares will automatically be converted at the then applicable conversion rate into shares of Visa Class A common stock if transferred to a person other than a Visa member or an affiliate of a Visa member. After the initial exchange offer, Visa can, at its discretion, conduct up to
three
successive potential exchange offers, in each case, if more than
12
months have passed since the previous exchange offer and after a further
50
% reduction of interchange fees at issue in the unresolved claims for damages in the covered litigation.
Northern Trust holds the Visa Class B-2 common shares received in the Exchange Offer at their carryover basis of
zero
as of September 30, 2025. Based upon the September 30, 2025 closing price of $
341.38
for a Visa Class A common share, the estimated value of Northern Trust’s Visa Class B-2 common shares was approximately $
1.1
billion at the current conversion rate of Visa Class B-2 to Visa Class A common shares. The estimated value does not represent fair value given the shares’ limited transferability.
76
Notes to Consolidated Financial Statements (unaudited) (continued)
As of September 30, 2025, Northern Trust continues to hold
12.5
thousand Visa Class C common shares which are recorded at their fair value of $
17.1
million in Other Assets on the consolidated balance sheets with changes in fair value recorded in Other Operating Income on the consolidated statement of income.
Note 21 –
Derivative Financial Instruments
Northern Trust is a party to various derivative financial instruments that are used in the normal course of business to meet the needs of its clients, as part of its trading activity for its own account and as part of its risk management activities. These instruments may include foreign exchange contracts, interest rate contracts, total return swap contracts, and swaps related to the sales of certain Visa Class B common shares.
Foreign exchange contracts
are agreements to exchange specific amounts of currencies at a future date, at a specified rate of exchange. Foreign exchange contracts are entered into primarily to meet the foreign exchange needs of clients. Foreign exchange contracts are also used for trading and risk management purposes. For risk management purposes, Northern Trust uses foreign exchange contracts to reduce its exposure to changes in foreign exchange rates relating to certain forecasted non-functional-currency-denominated revenue and expenditure transactions and foreign-currency-denominated assets and liabilities, including debt securities and net investments in non-U.S. affiliates.
Interest rate contracts
include swap and option contracts. Interest rate swap contracts involve the exchange of fixed and floating rate interest payment obligations without the exchange of the underlying principal amounts. Northern Trust enters into interest rate swap contracts with its clients and also may utilize such contracts to reduce or eliminate the exposure to changes in the cash flows or fair value of hedged assets or liabilities due to changes in interest rates. Interest rate option contracts may include caps, floors, collars and swaptions, and provide for the transfer or reduction of interest rate risk, typically in exchange for a fee. Northern Trust enters into option contracts primarily as a seller of interest rate protection to clients. Northern Trust receives a fee at the outset of the agreement for the assumption of the risk of an unfavorable change in interest rates. This assumed interest rate risk is then mitigated by entering into an offsetting position with an outside counterparty. Northern Trust may also purchase or enter into option contracts for risk management purposes including to reduce the exposure to changes in the cash flows of hedged assets due to changes in interest rates.
77
Notes to Consolidated Financial Statements (unaudited) (continued)
The following table shows the notional and fair values of all derivative financial instruments as of September 30, 2025 and December 31, 2024.
TABLE 71: NOTIONAL AND FAIR VALUES OF DERIVATIVE FINANCIAL INSTRUMENTS
| SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | |||||||||||||||||||
| NOTIONAL VALUE | FAIR VALUE | NOTIONAL VALUE | FAIR VALUE | |||||||||||||||||
| (In Millions) |
ASSET
(1)
|
LIABILITY
(2)
|
ASSET
(1)
|
LIABILITY
(2)
|
||||||||||||||||
| Derivatives Designated as Hedging under GAAP | ||||||||||||||||||||
| Interest Rate Contracts | ||||||||||||||||||||
| Fair Value Hedges | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Foreign Exchange Contracts | ||||||||||||||||||||
| Cash Flow Hedges |
|
|
|
|
|
|
||||||||||||||
| Net Investment Hedges |
|
|
|
|
|
|
||||||||||||||
| Total Derivatives Designated as Hedging under GAAP | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Derivatives Not Designated as Hedging under GAAP | ||||||||||||||||||||
| Non-Designated Risk Management Derivatives | ||||||||||||||||||||
|
Foreign Exchange Contracts
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
|
Other Financial Derivatives
(3)
|
|
|
|
|
|
|
||||||||||||||
| Total Non-Designated Risk Management Derivatives | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Client-Related and Trading Derivatives | ||||||||||||||||||||
|
Foreign Exchange Contracts
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
|
Interest Rate Contracts
|
|
|
|
|
|
|
||||||||||||||
| Total Client-Related and Trading Derivatives | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Total Derivatives Not Designated as Hedging under GAAP | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
| Total Gross Derivatives | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||
|
Less: Netting
(4)
|
|
|
|
|
||||||||||||||||
| Total Derivative Financial Instruments | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||
(1)
are reported in Other Assets on the consolidated balance sheets.
(2)
are reported in Other Liabilities on the consolidated balance sheets.
(3)
Includes swaps related to sales of certain Visa Class B common shares and total return swap contracts.
(4)
See further detail in Note 23—Offsetting of Assets and Liabilities.
Notional amounts of derivative financial instruments do not represent credit risk and are not recorded in the consolidated balance sheets. They are used merely to express the volume of this activity. Northern Trust’s credit-related risk of loss is limited to the positive fair value of the derivative instrument, net of any collateral received, which is significantly less than the notional amount.
All derivative financial instruments, whether designated as hedges or not, are recorded on the consolidated balance sheets at fair value within Other Assets or Other Liabilities. Northern Trust has elected to net derivative assets and liabilities when legally enforceable master netting arrangements or similar agreements exist between Northern Trust and the counterparty.
Hedging Derivative Instruments Designated under GAAP.
Northern Trust uses derivative instruments to hedge its exposure to foreign currency and interest rate risk. Certain hedging relationships are formally designated and qualify for hedge accounting under GAAP as fair value, cash flow or net investment hedges.
In order to qualify for hedge accounting, a formal assessment is performed on a calendar-quarter basis to verify that derivatives used in designated hedging transactions continue to be highly effective in offsetting the changes in fair value or cash flows of the hedged item. If a derivative ceases to be highly effective, matures, is sold or is terminated, or if a hedged forecasted transaction is no longer probable of occurring, hedge accounting is terminated and the derivative is treated as a trading instrument.
Fair Value Hedges.
Derivatives are designated as fair value hedges to limit Northern Trust’s exposure to changes in the fair value of assets and liabilities due to movements in interest rates. Northern Trust may enter into interest rate swaps to hedge changes in fair value of AFS debt securities and long-term subordinated debt and senior notes. Northern Trust applied the “shortcut” method of accounting, available under GAAP, which assumes there is perfect effectiveness in a hedge, for all of its fair value hedges during the three- and nine- month periods ended September 30, 2025 and 2024. Changes in the fair value of the derivative instrument and changes in the fair value of the hedged asset or liability attributable to the hedged risk are recognized currently in earnings within the same income statement line item.
78
Notes to Consolidated Financial Statements (unaudited) (continued)
Cash Flow Hedges.
Derivatives are also d
esignated as cash flow hedges in order to minimize the variability in cash flows of earning assets or forecasted transactions caused by movements in interest or foreign exchange rates. Northern Trust may enter into foreign exchange contracts to hedge changes in cash flows due to movements in foreign exchange rates of forecasted foreign-currency-denominated transactions and foreign-currency-denominated debt securities. Northern Trust may also enter into interest rate contracts to hedge changes in cash flows due to movements in interest rates of AFS debt securities. The change in fair value of cash flow hedging derivative instruments are recorded in AOCI and reclassified to earnings when the hedged forecasted transaction impacts earnings within the same income statement line item.
There were
no
material gains or losses reclassified into earnings during the three- and nine- month periods ended September 30, 2025 and 2024, as a result of the discontinuance of forecasted transactions that were no longer probable of occurring. As of September 30, 2025, there were no outstanding cash flow hedges.
The following tables provide fair value and cash flow hedge derivative gains and losses recognized in income during the three- and nine- month periods ended September 30, 2025 and 2024.
TABLE 72: LOCATION AND AMOUNT OF FAIR VALUE AND CASH FLOW HEDGE DERIVATIVE GAINS AND LOSSES RECORDED IN INCOME
| (In Millions) | INTEREST INCOME | INTEREST EXPENSE | ||||||||||||
| THREE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Total amounts on the consolidated statements of income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Gains (Losses) on fair value hedges recognized on | ||||||||||||||
| Interest Rate Contracts | ||||||||||||||
| Recognized on derivatives |
(
|
(
|
|
|
||||||||||
| Recognized on hedged items |
|
|
(
|
(
|
||||||||||
| Amounts related to interest settlements on derivatives |
|
|
(
|
(
|
||||||||||
| Total gains (losses) recognized on fair value hedges | $ |
|
$ |
|
$ |
(
|
$ |
(
|
||||||
| Gains (Losses) on cash flow hedges recognized on | ||||||||||||||
| Foreign Exchange Contracts | ||||||||||||||
| Net gains (losses) reclassified from AOCI to net income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Total gains (losses) reclassified from AOCI to net income on cash flow hedges | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| (In Millions) | INTEREST INCOME | INTEREST EXPENSE | ||||||||||||
| NINE MONTHS ENDED SEPTEMBER 30, | 2025 | 2024 | 2025 | 2024 | ||||||||||
| Total amounts on the consolidated statements of income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Gains (Losses) on fair value hedges recognized on | ||||||||||||||
| Interest Rate Contracts | ||||||||||||||
| Recognized on derivatives |
(
|
(
|
|
|
||||||||||
| Recognized on hedged items |
|
|
(
|
(
|
||||||||||
| Amounts related to interest settlements on derivatives |
|
|
(
|
(
|
||||||||||
| Total gains (losses) recognized on fair value hedges | $ |
|
$ |
|
$ |
(
|
$ |
(
|
||||||
| Gains (Losses) on cash flow hedges recognized on | ||||||||||||||
| Foreign Exchange Contracts | ||||||||||||||
| Net gains (losses) reclassified from AOCI to net income | $ |
|
$ |
|
$ |
|
$ |
|
||||||
| Total gains (losses) reclassified from AOCI to net income on cash flow hedges | $ |
|
$ |
|
$ |
|
$ |
|
||||||
79
Notes to Consolidated Financial Statements (unaudited) (continued)
The following table provides the impact of fair value hedge accounting on the carrying value of the designated hedged items as of September 30, 2025 and December 31, 2024.
TABLE 73: HEDGED ITEMS IN FAIR VALUE HEDGES
| SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | |||||||||||||
| (In Millions) | CARRYING VALUE OF THE HEDGED ITEMS |
CUMULATIVE HEDGE ACCOUNTING BASIS ADJUSTMENT
(1)(3)
|
CARRYING VALUE OF THE HEDGED ITEMS |
CUMULATIVE HEDGE ACCOUNTING BASIS ADJUSTMENT
(2)(3)
|
||||||||||
|
Available for Sale Debt Securities
(4)
|
$ |
|
$ |
|
$ |
|
$ |
(
|
||||||
| Senior Notes and Long-Term Subordinated Debt |
|
(
|
|
(
|
||||||||||
(1)
The cumulative hedge accounting basis adjustment includes $
1.4
million related to discontinued hedging relationships of AFS debt securities and $
1.4
million related to discontinued hedging relationships in the cumulative hedge accounting basis adjustment of senior notes and long-term debt as of September 30, 2025.
(2)
The cumulative hedge accounting basis adjustment includes $
1.8
million related to discontinued hedging relationships of AFS debt securities and $
13.8
million related to discontinued hedging relationships in the cumulative hedge accounting basis adjustment of senior notes and long-term debt as of December 31, 2024.
(3)
Positive (negative) amounts related to AFS securities represent cumulative fair value hedge basis adjustments that will reduce (increase) net interest income in future periods. Positive (negative) amounts related to Senior Notes and Long-Term Subordinated Debt represent cumulative fair value hedge basis adjustments that will increase (reduce) net interest income in future periods.
(4)
Carrying value represents amortized cost.
Net Investment Hedges.
Certain foreign exchange contracts are designated as net investment hedges to minimize Northern Trust’s exposure to variability in the foreign currency translation of net investments in non-U.S. branches and subsidiaries. Net investment hedge gains of $
62.8
million and losses of $
135.6
million were recognized in AOCI related to foreign exchange contracts for the three months ended September 30, 2025 and 2024, respectively. Net investment hedge losses of $
329.6
million and $
36.3
million were recognized in AOCI related to foreign exchange contracts for the nine months ended September 30, 2025 and 2024, respectively.
Derivative Instruments Not Designated as Hedging under GAAP.
Northern Trust’s derivative instruments that are not designated as hedging under GAAP include derivatives for purposes of client-related and trading activities, as well as other risk management purposes. These activities consist principally of providing foreign exchange services to clients in connection with Northern Trust’s global custody business. However, in the normal course of business, Northern Trust also engages in trading of currencies for its own account.
Non-designated risk management derivatives may include foreign exchange contracts entered into to manage the foreign currency risk of non-U.S.-dollar-denominated assets and liabilities, the net investment in certain non-U.S. affiliates, commercial loans and forecasted foreign-currency-denominated transactions. Swaps related to sales of certain Visa Class B common shares were entered into pursuant to which Northern Trust retains the risks associated with the ultimate conversion of the Visa Class B common shares into Visa Class A common shares. Total return swaps are entered into to manage the equity price risk associated with certain investments.
Changes in the fair value of derivative instruments not designated as hedges under GAAP are recognized currently in income.
The following table provides the location and amount of gains and losses recorded in the consolidated statements of income for the three and nine months ended September 30, 2025 and 2024, respectively, for derivative instruments not designated as hedges under GAAP.
TABLE 74: LOCATION AND AMOUNT OF GAINS AND LOSSES RECORDED IN INCOME FOR DERIVATIVES NOT DESIGNATED AS HEDGING UNDER GAAP
| (In Millions) | DERIVATIVE GAINS (LOSSES) LOCATION RECOGNIZED IN INCOME | AMOUNT OF DERIVATIVE GAINS (LOSSES) RECOGNIZED IN INCOME | |||||||||||||||
| THREE MONTHS ENDED SEPTEMBER 30, | NINE MONTHS ENDED SEPTEMBER 30, | ||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||
| Non-designated risk management derivatives | |||||||||||||||||
| Foreign Exchange Contracts | $ |
|
$ |
|
$ |
|
$ |
(
|
|||||||||
|
Other Financial Derivatives
(1)
|
(
|
(
|
(
|
(
|
|||||||||||||
| Gains (Losses) from non-designated risk management derivatives | $ |
(
|
$ |
(
|
$ |
(
|
$ |
(
|
|||||||||
| Client-related and trading derivatives | |||||||||||||||||
| Foreign Exchange Contracts | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||
| Interest Rate Contracts |
|
|
|
|
|||||||||||||
| Gains from client-related and trading derivatives | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||
| Total gains from derivatives not designated as hedging under GAAP | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||
(1)
Includes swaps related to the sale of certain Visa Class B common shares and total return swap contracts.
80
Notes to Consolidated Financial Statements (unaudited) (continued)
Note 22 –
Securities Sold Under Agreements to Repurchase
Securities sold under agreements to repurchase are accounted for as collateralized financings and recorded at the amounts at which the securities were sold plus accrued interest. To minimize any potential credit risk associated with these transactions, the fair value of the securities sold is monitored, limits are set on exposure with counterparties, and the financial condition of counterparties is regularly assessed. Securities sold under agreements to repurchase are either directly held by, or pledged to the counterparty until the repurchase. Northern Trust nets securities sold under repurchase agreements against those purchased under resale agreements when there is a legally enforceable master netting arrangement and the other conditions to net are met.
The following table provides information regarding repurchase agreements that are accounted for as secured borrowings as of September 30, 2025 and December 31, 2024.
TABLE 75: REPURCHASE AGREEMENTS ACCOUNTED FOR AS SECURED BORROWINGS
| REMAINING CONTRACTUAL MATURITY OF THE AGREEMENTS | ||||||||
| SEPTEMBER 30, 2025 | DECEMBER 31, 2024 | |||||||
| (In Millions) | OVERNIGHT AND CONTINUOUS | |||||||
| U.S. Treasury and Agency Securities | $ |
|
$ |
|
||||
| Total Borrowings |
|
|
||||||
Note 23 –
Offsetting of Assets and Liabilities
The following table provides information regarding the offsetting of derivative assets and securities purchased under agreements to resell within the consolidated balance sheets as of September 30, 2025 and December 31, 2024.
TABLE 76: OFFSETTING OF DERIVATIVE ASSETS AND SECURITIES PURCHASED UNDER AGREEMENTS TO RESELL
| SEPTEMBER 30, 2025 | |||||||||||||||||
| (In Millions) | GROSS RECOGNIZED ASSETS |
GROSS AMOUNTS OFFSET IN THE BALANCE SHEET
(3)
|
NET AMOUNTS PRESENTED IN THE BALANCE SHEET |
GROSS AMOUNTS NOT OFFSET IN THE BALANCE SHEET
(4)
|
NET AMOUNT
(5)
|
||||||||||||
|
Derivative Assets
(1)
|
|||||||||||||||||
| Foreign Exchange Contracts Over the Counter (OTC) | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Interest Rate Swaps OTC |
|
|
|
|
|
||||||||||||
| Other Financial Derivatives |
|
|
|
|
|
||||||||||||
| Total Derivatives Subject to a Master Netting Arrangement |
|
|
|
|
|
||||||||||||
| Total Derivatives Not Subject to a Master Netting Arrangement |
|
— |
|
— |
|
||||||||||||
| Total Derivatives |
|
|
|
|
|
||||||||||||
|
Securities Purchased under Agreements to Resell
(2)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| DECEMBER 31, 2024 | |||||||||||||||||
| (In Millions) | GROSS RECOGNIZED ASSETS |
GROSS AMOUNTS OFFSET IN THE BALANCE SHEET
(3)
|
NET AMOUNTS PRESENTED IN THE BALANCE SHEET |
GROSS AMOUNTS NOT OFFSET IN THE BALANCE SHEET
(4)
|
NET AMOUNT
(5)
|
||||||||||||
|
Derivative Assets
(1)
|
|||||||||||||||||
| Foreign Exchange Contracts OTC | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Interest Rate Swaps OTC |
|
|
|
|
|
||||||||||||
| Interest Rate Swaps Exchange Cleared |
|
|
|
|
|
||||||||||||
| Total Derivatives Subject to a Master Netting Arrangement |
|
|
|
|
|
||||||||||||
| Total Derivatives Not Subject to a Master Netting Arrangement |
|
— |
|
— |
|
||||||||||||
| Total Derivatives |
|
|
|
|
|
||||||||||||
|
Securities Purchased under Agreements to Resell
(2)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
(1)
Derivative assets are reported in Other Assets on the consolidated balance sheets.
(2)
Offsetting of Securities Purchased under Agreements to Resell primarily relates to our involvement in the FICC.
(3)
Including cash collateral received from counterparties.
(4)
Including financial assets accepted as collateral which are received from counterparties.
(5)
Northern Trust did not possess any cash collateral that was not offset in the consolidated balance sheets that could have been used to offset the net amounts presented in the consolidated balance sheets as of September 30, 2025 and December 31, 2024.
81
Notes to Consolidated Financial Statements (unaudited) (continued)
The following table provides information regarding the offsetting of derivative liabilities and securities sold under agreements to repurchase within the consolidated balance sheets as of September 30, 2025 and December 31, 2024.
TABLE 77: OFFSETTING OF DERIVATIVE LIABILITIES AND SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
| SEPTEMBER 30, 2025 | |||||||||||||||||
| (In Millions) | GROSS RECOGNIZED LIABILITIES |
GROSS AMOUNTS OFFSET IN THE BALANCE SHEET
(3)
|
NET AMOUNTS PRESENTED IN THE BALANCE SHEET |
GROSS AMOUNTS NOT OFFSET IN THE BALANCE SHEET
(4)
|
NET AMOUNT
(5)
|
||||||||||||
|
Derivative Liabilities
(1)
|
|||||||||||||||||
| Foreign Exchange Contracts OTC | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Interest Rate Swaps OTC |
|
|
|
|
|
||||||||||||
| Other Financial Derivatives |
|
|
|
|
|
||||||||||||
| Total Derivatives Subject to a Master Netting Arrangement |
|
|
|
|
|
||||||||||||
| Total Derivatives Not Subject to a Master Netting Arrangement |
|
— |
|
— |
|
||||||||||||
| Total Derivatives |
|
|
|
|
|
||||||||||||
|
Securities Sold under Agreements to Repurchase
(2)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| DECEMBER 31, 2024 | |||||||||||||||||
| (In Millions) | GROSS RECOGNIZED LIABILITIES |
GROSS AMOUNTS OFFSET IN THE BALANCE SHEET
(3)
|
NET AMOUNTS PRESENTED IN THE BALANCE SHEET |
GROSS AMOUNTS NOT OFFSET IN THE BALANCE SHEET
(4)
|
NET AMOUNT
(5)
|
||||||||||||
|
Derivative Liabilities
(1)
|
|||||||||||||||||
| Foreign Exchange Contracts OTC | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
| Interest Rate Swaps OTC |
|
|
|
|
|
||||||||||||
| Interest Rate Swaps Exchange Cleared |
|
|
|
|
|
||||||||||||
| Other Financial Derivatives |
|
|
|
|
|
||||||||||||
| Total Derivatives Subject to a Master Netting Arrangement |
|
|
|
|
|
||||||||||||
| Total Derivatives Not Subject to a Master Netting Arrangement |
|
— |
|
— |
|
||||||||||||
| Total Derivatives |
|
|
|
|
|
||||||||||||
|
Securities Sold under Agreements to Repurchase
(2)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||
(1)
Derivative liabilities are reported in Other Liabilities on the consolidated balance sheets.
(2)
Offsetting of Securities Sold under Agreements to Repurchase primarily relates to our involvement in the FICC.
(3)
Including cash collateral deposited with counterparties.
(4)
Including financial assets accepted as collateral which are deposited with counterparties.
(5)
Northern Trust did not place any cash collateral with counterparties that was not offset in the consolidated balance sheets that could have been used to offset the net amounts presented in the consolidated balance sheets as of September 30, 2025 and December 31, 2024.
All of Northern Trust’s securities sold under agreements to repurchase (repurchase agreements) and securities purchased under agreements to resell (reverse repurchase agreements) involve the transfer of financial assets in exchange for cash subject to a right and obligation to repurchase those assets for an agreed upon amount. In the event of a repurchase failure, the cash or financial assets are available for offset. Certain repurchase agreements and reverse repurchase agreements are subject to a master netting arrangement, which sets forth the rights and obligations for repurchase and offset. Under the master netting arrangement, Northern Trust is entitled to offset receivables from and collateral placed with a single counterparty against obligations owed to that counterparty. In addition, collateral held by Northern Trust can be offset against receivables from that counterparty. Northern Trust has elected to net securities sold under repurchase agreements against those purchased under resale agreements when the GAAP requirements to net are met.
Derivative asset and liability positions with a single counterparty can be offset against each other in cases where legally enforceable master netting arrangements or similar agreements exist. Derivative assets and liabilities can be further offset by cash collateral received from, and deposited with, the transacting counterparty. The basis for this view is that, upon termination of transactions subject to a master netting arrangement or similar agreement, the individual derivative receivables do not represent resources to which general creditors have rights and individual derivative payables do not represent claims that are equivalent to the claims of general creditors. Northern Trust has elected to net derivative assets and liabilities when legally enforceable master netting arrangements or similar agreements exist between Northern Trust and the counterparty.
82
Notes to Consolidated Financial Statements (unaudited) (continued)
Credit risk associated with derivative instruments relates to the failure of the counterparty and the failure of Northern Trust to pay based on the contractual terms of the agreement, and is generally limited to the unrealized fair value gains and losses on these instruments, net of any collateral received or deposited. The amount of credit risk will increase or decrease during the lives of the instruments as interest rates, foreign exchange rates, or equity prices fluctuate. Northern Trust’s risk is controlled by limiting such activity to an approved list of counterparties and by subjecting such activity to the same credit and quality controls as are followed in lending and investment activities. Credit support annexes and other similar agreements are currently in place with a number of Northern Trust’s counterparties which mitigate the aforementioned credit risk associated with derivative activity conducted with those counterparties by requiring that significant net unrealized fair value gains be supported by collateral placed with Northern Trust.
Additional cash collateral received from and deposited with derivative counterparties totaling $
166.3
million and $
194.2
million, respectively, as of September 30, 2025, and $
140.6
million and $
36.4
million, respectively, as of December 31, 2024, was not offset against derivative assets and liabilities in the consolidated balance sheets as the amounts exceeded the net derivative positions with those counterparties.
Certain master netting arrangements Northern Trust enters into with derivative counterparties contain credit-risk-related contingent features in which the counterparty has the option to declare Northern Trust in default and accelerate cash settlement of net derivative liabilities with the counterparty in the event Northern Trust’s credit rating falls below specified levels. The aggregate fair value of all derivative instruments with credit-risk-related contingent features that were in a liability position was $
471.5
million and $
1.6
billion at September 30, 2025 and December 31, 2024. Cash collateral amounts deposited with derivative counterparties on those dates included $
425.7
million and $
1.4
billion, respectively, posted against these liabilities, resulting in a net maximum amount of termination payments that could have been required at September 30, 2025 and December 31, 2024, of $
45.8
million and $
158.8
million, respectively. Accelerated settlement of these liabilities would not have a material effect on the consolidated financial position or liquidity of Northern Trust.
Item 4. Controls and Procedures
As of September 30, 2025, the Corporation’s management, with the participation of the Corporation’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Corporation’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)), that are designed to ensure that information required to be disclosed by the Corporation in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms. Based on such evaluation, such officers have concluded that, as of September 30, 2025, the Corporation’s disclosure controls and procedures are effective.
There have been no changes in the Corporation’s internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15 and 15d-15 under the Exchange Act during the last fiscal quarter that have materially affected, or that are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.
83
PART II — OTHER INFORMATION
Item 1. Legal Proceedings
The information presented under the caption “Legal Proceedings” in Note 20—Commitments and Contingent Liabilities included under Part I, Item 1 of this Form 10-Q is incorporated herein by reference.
Item 1A. Risk Factors
Refer to “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, for a discussion of risks identified as being most significant to Northern Trust.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(c) The following table shows certain information relating to the Corporation’s purchases of common stock for the three months ended September 30, 2025.
TABLE 78: REPURCHASES OF COMMON STOCK
|
(Dollars in millions except per share amounts; shares in thousands) |
TOTAL NUMBER OF SHARES PURCHASED | AVERAGE PRICE PAID PER SHARE | TOTAL NUMBER OF SHARES PURCHASED AS PART OF A PUBLICLY ANNOUNCED PLAN | MAXIMUM APPROXIMATE DOLLAR VALUE OF SHARES THAT MAY YET BE PURCHASED UNDER THE PUBLICLY ANNOUNCED PLAN | ||||||||||
| PERIOD: | ||||||||||||||
|
July 1 - 31, 2025
(1)
|
844 | $ | 127.67 | 844 | $ | 2,465 | ||||||||
| August 1 - 31, 2025 | 682 | 127.60 | 682 | 2,378 | ||||||||||
| September 1 - 30, 2025 | 622 | 128.93 | 622 | 2,298 | ||||||||||
| Total (Third Quarter) | 2,148 | $ | 128.01 | 2,148 | $ | 2,298 | ||||||||
(1)
572,209 shares were repurchased under the October 2021 stock repurchase authorization between July 1 and July 21, 2025. 271,426 shares were repurchased under the New Stock Repurchase Authorization between July 22 and July 31, 2025
On July 22, 2025 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 (the “Maximum Program Amount”) of the Corporation’s outstanding shares of common stock from time to time. The New Stock Repurchase Authorization replaces the previously announced authorization approved on October 19, 2021, for which there had been approximately 4.8 million shares of remaining repurchase capacity as of the date of the New Stock Repurchase Authorization after taking into account 572,209 shares repurchased between July 1, 2025 and the date of the New Stock Repurchase Authorization. All funds expected in connection with repurchases after the New Stock Repurchase Authorization shall count against the Maximum Program Amount. The New Stock Repurchase Authorization has no expiration date. Thus the Corporation retains the ability to repurchase when circumstances warrant and applicable regulation permits.
The Corporation expects to acquire shares of common stock under the New Stock Repurchase Authorization through open market transactions, block trades, privately negotiated transactions, and/or pursuant to any trading plan that may be adopted by the Corporation’s management in accordance with federal securities laws from time to time, including pursuant to Rule 10b5-1 of the Exchange Act. The timing and actual number of shares of common stock repurchased will depend on a variety of factors including price, corporate and regulatory requirements, market conditions, and other corporate liquidity requirements and priorities. The New Stock Repurchase Authorization does not obligate the Corporation to acquire a specific dollar amount or number of shares and may be modified, suspended or discontinued at any time. Please refer to Note 10—Stockholders’ Equity to the consolidated financial statements provided in Part I - Item 1. Consolidated Financial Statements (unaudited).
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
84
Item 5. Other Information
During the three months ended September 30, 2025, none of our directors or officers (as defined in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934, as amended)
adopted
,
terminated
or modified a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).
Item 6. Exhibits
|
Exhibit
Number |
Description | ||||
| 4.1 | Certain instruments defining the rights of the holders of long-term debt of the Corporation and certain of its subsidiaries, none of which authorize a total amount of indebtedness in excess of 10% of the total assets of the Corporation and its subsidiaries on a consolidated basis, have not been filed as exhibits. The Corporation hereby agrees to furnish a copy of any of these agreements to the SEC upon request. | ||||
| 101 | Includes the following financial and related information from Northern Trust’s Quarterly Report on Form 10-Q as of and for the quarter ended September 30, 2025, formatted in Inline Extensible Business Reporting Language (iXBRL): (1) the Consolidated Balance Sheets, (2) the Consolidated Statements of Income, (3) the Consolidated Statements of Comprehensive Income, (4) the Consolidated Statements of Changes in Stockholders’ Equity, (5) the Consolidated Statements of Cash Flows, and (6) Notes to Consolidated Financial Statements. | ||||
| 104 | The cover page from this Quarterly Report on Form 10-Q, formatted in Inline XBRL. | ||||
85
SIGNATURES
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 thereunto duly authorized.
| NORTHERN TRUST CORPORATION | |||||||||||
| (Registrant) | |||||||||||
| Date: | October 30, 2025 | By: | /s/ David W. Fox, Jr. | ||||||||
|
David W. Fox, Jr.
Executive Vice President and Chief Financial Officer (Duly Authorized Officer and Principal Financial Officer) |
|||||||||||
| Date: | October 30, 2025 | By: | /s/ John P. Landers | ||||||||
|
John P. Landers
Executive Vice President and Controller (Principal Accounting Officer) |
|||||||||||
86
TABLE OF CONTENTS
Part I Financial InformationItem 1. Consolidated Financial Statements (unaudited)Note 1 Basis Of PresentationNote 2 Recent Accounting PronouncementsNote 3 Fair Value MeasurementsNote 4 SecuritiesNote 5 LoansNote 6 Allowance For Credit LossesNote 7 Pledged Assets, Accepted Collateral and Restricted AssetsNote 8 Goodwill and Other IntangiblesNote 9 Reporting SegmentsNote 10 Stockholders EquityNote 11 Accumulated Other Comprehensive Income (loss)Note 12 Net Income Per Common ShareNote 13 Revenue From Contracts with ClientsNote 14 Net Interest IncomeNote 15 Other Operating IncomeNote 16 Other Operating ExpenseNote 17 PensionNote 18 Share-based Compensation PlansNote 19 Variable Interest EntitiesNote 20 Commitments and Contingent LiabilitiesNote 21 Derivative Financial InstrumentsNote 22 Securities Sold Under Agreements To RepurchaseNote 23 Offsetting Of Assets and LiabilitiesItem 4. Controls and ProceduresPart II Other InformationItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 2. Unregistered Sales Of Equity Securities and Use Of ProceedsItem 3. Defaults Upon Senior SecuritiesItem 4. Mine Safety DisclosuresItem 5. Other InformationItem 6. Exhibits