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Stocks/NTRS/SEC Filings/424B5 Nov 9, 2026

NTRS 424B5: Secondary offering

Filed with the SEC on Nov 9, 2026 · accession 0001193125-26-453567

NTRS filed a 424B5 (prospectus (offering)) with the SEC on Nov 9, 2026. Northern Trust Corporation priced a public offering of $1 billion of 5.300% senior notes due 2031 and $1 billion of 5.700% senior notes due 2036, for total gross proceeds of approximately $2 billion. The stock moved +2.8% by the first close after the filing.

Summary of the filing

Northern Trust Corporation priced a public offering of $1 billion of 5.300% senior notes due 2031 and $1 billion of 5.700% senior notes due 2036, for total gross proceeds of approximately $2 billion. The notes are unsecured, rank equally with existing senior debt, and are not redeemable prior to maturity.

For details, click here →How to read a 424B5 →

Key details

Aggregate principal amount of 5.300% Senior Notes due 2031$1.0B
Aggregate principal amount of 5.700% Senior Notes due 2036$1.0B
Total gross proceeds from both note tranches$2.0B
Net proceeds before expenses to Northern Trust$2.0B
Underwriting discount on 2031 notes$3.5M
Underwriting discount on 2036 notes$4.5M
IssuerNorthern Trust Corporation
Joint book-running managerBofA Securities
Joint book-running managerCitigroup
Joint book-running managerGoldman Sachs & Co. LLC
Joint book-running managerMorgan Stanley
Joint book-running managerSiebert Williams Shank

How NTRS stock reacted

Close before

$172.76

Nov 6, 2026

First close after

+2.83%

$177.65

5 trading days

—

Since filing

+2.97%

$177.89

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Frequently asked questions

What did NTRS file with the SEC on Nov 9, 2026?

NTRS filed a 424B5 (Secondary offering). Northern Trust Corporation priced a public offering of $1 billion of 5.300% senior notes due 2031 and $1 billion of 5.700% senior notes due 2036, for total gross proceeds of approximately $2 billion. The notes are unsecured, rank equally with existing senior debt, and are not redeemable prior to maturity.

What does a secondary offering mean for NTRS stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B5?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B5 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did NTRS stock react to this filing?

NTRS closed at $172.76 before the filing and $177.65 on Nov 9, 2026 (+2.83%).

Other NTRS SEC filings

  • 8-K · SEC filingNov 10, 2026
  • 424B5 · Shelf registrationNov 5, 2026
  • 10-Q · SEC filingOct 29, 2026
  • 8-K · SEC filingOct 21, 2026
  • 8-K · Board changeOct 20, 2026
  • 8-K · Cfo changeSep 29, 2026
  • 8-K · SEC filingAug 3, 2026
  • 10-Q · SEC filingJul 30, 2026
  • 8-K · SEC filingJul 22, 2026
  • 10-Q · SEC filingApr 30, 2026

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Source: SEC EDGAR filing 0001193125-26-453567. The summary and key details are extracted by SEPT from the filing and may contain errors. Price reaction uses daily closing prices. Not financial advice.