Fox David W Jr 4

What Happened
David W. Fox Jr., Chief Financial Officer of Northern Trust (NTRS), was issued 2,604 stock units on 2026-02-17 that are payable 1-for-1 in common shares. Using the filing’s reported price of $147.24, the gross value of the award is about $383,413. To cover tax obligations, 1,154 of those shares were withheld (disposed) at $147.24 each for a withholding value of $169,915, leaving a net 1,450 shares issued to him.

Key Details

• Transaction date: 2026-02-17; Form 4 filed: 2026-02-19 (filed promptly).
• Grant (code A): 2,604 stock units issued — stock units convert 1-for-1 to shares (footnote F1).
• Tax withholding (code F): 1,154 shares withheld at $147.24 for $169,915 (this is tax withholding, not an open-market sale).
• Implied gross award value: ~2,604 × $147.24 = $383,413.
• Net shares received: 2,604 − 1,154 = 1,450 shares.
• Footnotes: F1 = units payable 1-for-1 in common stock; F2/F3 indicate some shares are held in trusts for which Mr. Fox is trustee and has investment control.
• Shares owned following the transaction were not specified in the provided filing extract.

Context
This was an equity award payment with routine tax-withholding rather than an open-market sale. Such grants are common executive compensation; the withholding simply satisfies tax liability and does not by itself indicate a change in sentiment about the company.