Form 4: Northern Trust CFO Sells Shares Under 10b5-1 Plan

Northern Trust's EVP & CFO, David W. Fox Jr., sold 1,450 shares of common stock for $144.05 per share under a pre-arranged 10b5-1 plan.

Summary

• David W. Fox Jr., Executive Vice President and Chief Financial Officer of Northern Trust Corp (NTRS), reported a sale of company common stock.
• The transaction involved the disposition of 1,450 shares of common stock.
• The shares were sold at a price of $144.05 per share.
• The total value of the shares sold was $208,872.50 (1,450 shares * $144.05/share).
• The transaction occurred on February 25, 2026.
• This transaction was made pursuant to a Rule 10b5-1(c) contract, instruction, or written plan, indicating a pre-scheduled sale.
• Following the transaction, Mr. Fox Jr. directly beneficially owns 20,162 shares, which represent stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock.
• Additionally, he indirectly beneficially owns 38,586 shares (38,575 + 11 shares) through a trust (Trust 2) where he is the trustee and has investment control.
• He also indirectly beneficially owns 5,000 shares through another trust (Trust 3) established for his benefit and descendants, where he is the trustee and has investment control.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event. While an insider sale can be a minor negative signal, the execution under a 10b5-1 plan suggests a pre-planned financial move rather than a reaction to adverse company developments.

Positives

• The transaction was conducted under a Rule 10b5-1(c) plan, indicating a pre-scheduled sale rather than a reaction to recent company performance or news, which often mitigates the perceived negative signal of an insider sale.

Negatives

• An insider sale, even under a 10b5-1 plan, can sometimes be perceived as a slight negative signal regarding management's outlook on the company's future stock performance.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that insider transactions, particularly sales, are a routine part of executive compensation and personal financial planning. The use of a Rule 10b5-1 plan indicates that this sale was pre-scheduled and not a reaction to recent market or company-specific events, which often mitigates the perceived negative signal of an insider sale.

Stakeholder Impact

• Shareholders: May interpret the sale as a minor signal, though mitigated by the 10b5-1 plan.

Key Dates

Keywords

Northern Trust, NTRS, David W. Fox Jr., CFO, Insider Sale, Form 4, 10b5-1 Plan, Stock Transaction, Executive Compensation