---
schema_version: "secwatch.filing_event.v1"
accession: "0000073124-24-000155"
form_type: "8-K"
ticker: "NTRS"
cik: "0000073124"
company_name: "NORTHERN TRUST CORP"
filed_at: "2024-04-19T23:59:59+00:00"
generated_at: "2026-06-03T17:29:41.595840+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Northern Trust annual meeting results: all 11 directors elected, say-on-pay passed, KPMG ratified

## Summary
- 187,173,557 shares (91.74% of common stock) voted at April 16, 2024 annual meeting.
- All 11 director nominees received at least 153M votes for; broker non-votes ~11.5M per nominee.
- Advisory vote on 2023 named executive officer compensation approved: 166.3M for, 9.0M against.
- KPMG LLP ratified as independent auditor for FY 2024: 180.9M for, 6.2M against.
- Stockholder proposal to ascertain voting preferences defeated: 10.4M for, 162.1M against.

## SEC filing metadata
- accession: 0000073124-24-000155
- form_type: 8-K
- ticker: NTRS
- cik: 0000073124
- company_name: NORTHERN TRUST CORP
- filed_at: 2024-04-19T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/73124/000007312424000155/0000073124-24-000155-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/73124/000007312424000155/ntrs-20240416.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000073124-24-000155
- JSON: https://secwatch.observer/filing/0000073124-24-000155.json
- Plain text: https://secwatch.observer/filing/0000073124-24-000155.txt

## Key facts
- Shareholder Votes
  NORTHERN TRUST CORP shareholders approved Ratification of Appointment of KPMG LLP as independent registered public accounting firm for 2024 at the 2024-04-16 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-04-16
  source text: The appointment of KPMG LLP as the Corporation’s independent registered public accounting firm for the 2024 fiscal year was ratified by the votes set forth in the table below.
  evidence_url: https://www.sec.gov/Archives/edgar/data/73124/000007312424000155/0000073124-24-000155-index.htm
- Shareholder Votes
  NORTHERN TRUST CORP shareholders approved Election of 11 directors at the 2024-04-16 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-04-16
  source text: All 11 nominees for director named in the proxy statement for the 2024 Annual Meeting were elected by the votes set forth in the table below.
  evidence_url: https://www.sec.gov/Archives/edgar/data/73124/000007312424000155/0000073124-24-000155-index.htm
- Shareholder Votes
  NORTHERN TRUST CORP shareholders approved Approval of 2023 Named Executive Officer Compensation at the 2024-04-16 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-04-16
  source text: The 2023 named executive officer compensation was approved, on an advisory basis, by the votes set forth in the table below
  evidence_url: https://www.sec.gov/Archives/edgar/data/73124/000007312424000155/0000073124-24-000155-index.htm
- Shareholder Votes
  NORTHERN TRUST CORP shareholders rejected Stockholder proposal to ascertain voting preferences at the 2024-04-16 meeting.
  - Outcome: failed
  - Meeting: 2024-04-16
  source text: The stockholder proposal to ascertain voting preferences was defeated by the votes set forth in the table below.
  evidence_url: https://www.sec.gov/Archives/edgar/data/73124/000007312424000155/0000073124-24-000155-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.