北方信托 2024年度报告

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission File No.001-36609____________________________________________________________ NORTHERN TRUST CORPORATION Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d) of the Act. Yes☐No☒Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 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 90days.Yes☒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 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 emerginggrowth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. 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 revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.□ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). □ Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2).Yes☐No☒The aggregate market value of the registrant’s common stock as of June 28, 2024 (the last business day of the registrant’s most recently completed second fiscal quarter), based upon the last sale price of the common stock at June 28, 2024 as reported by The NASDAQ Stock Market LLC, held by non-affiliates was approximately$16.6billion. Determination of stock ownership by non-affiliates was made solely for the purpose of responding to this requirement and the registrant is not bound bythis determination for any other purpose.At January31, 2025,195,697,744shares of common stock, $1.66 2/3 par value, were outstanding. Portions of the registrant’s Proxy Statement for its 2025 Annual Meeting of Stockholders are incorporated by reference into PartIIIhereof. PARTI Item1Business1Item1ARisk Factors13Item1BUnresolved Staff Comments32Item 1CCybersecurity32Item2Properties33Item3Legal Proceedings33Item4Mine Safety Disclosures34SupplementalItemInformation About Our Executive Officers34 PARTII Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities36Reserved37Management’s Discussion and Analysis of Financial Condition and Results ofOperations38Quantitative and Qualitative Disclosures About Market Risk90Financial Statements and Supplementary Data91Changes in and Disagreements with Accountants on Accounting and Financial Disclosure169Controls and Procedures169Other Information171Disclosure Regarding Foreign Jurisdictions that Prevent Inspections171 Item6Item7Item7AItem8Item9Item9AItem9BItem 9C PARTIII Directors, Executive Officers and Corporate Governance171Executive Compensation171Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters171Certain Relationships and Related Transactions, and Director Independence171Principal Accountant Fees and Services171 Item10Item11Item12Item13Item14 PARTIV Exhibits and Financial Statement Schedules172Form 10-K Summary175 Signatures176 GLOSSARY OF TERMS When the following terms and abbreviations appear in the text of this report, they have the meanings indicated below: AFSAvailable for SaleAIFMDAlternative Investment Fund Managers DirectiveALCOAsset and Liability Management CommitteeAMABasel Advanced Measurement ApproachAMLAnti-Money LaunderingAOCIAccumulated Other Comprehensive IncomeASAsset ServicingASCAccounting Standards CodificationASUAccounting Standards UpdateAUC/AAssets Under Custody/AdministrationAUMAssets Under ManagementBankThe Northern Trust CompanyBanking bookNorthern Trust’s str