Sec Form 4 Filing - Leech Wilson @ NORTHERN TRUST CORP - 2018-07-15

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Leech Wilson 2. Issuer Name and Ticker or Trading Symbol NORTHERN TRUST CORP [ NTRS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP/Chief Risk Officer (Last) (First) (Middle) 50 SOUTH LASALLE STREET 3. Date of Earliest Transaction (MM/DD/YY) 07/15/2018 (Street) CHICAGO, IL60603 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 07/15/2018 F 729 D $ 104.89 38,135.63 ( 1 ) ( 2 ) D Common Stock 07/21/2018 F 1,055 D $ 109.36 37,080.63 ( 3 ) ( 4 ) D Common Stock 01/22/2019 A 1,954 A $ 0 39,034.63 ( 4 ) D Common Stock 01/22/2019 F 919 D $ 90.42 38,115.63 ( 4 ) D Common Stock 437 I UK Employee Stock Ownership Plan as of 12-31-18

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Leech Wilson 50 SOUTH LASALLE STREET CHICAGO, IL60603 EVP/Chief Risk Officer Signatures Bradley R. Gabriel, Attorney-in-Fact for Wilson Leech 01/24/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects 729 shares withheld in payment of Federal, State and Medicare taxes upon the vesting of 1,551 previously reported stock units. The remaining 822 shares were distributed to the reporting person as shares of common stock. ( 2 )Includes 15,751 stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock. ( 3 )Reflects 1,055 shares withheld in payment of Federal, State and Medicare taxes upon the vesting of 2,243 previously reported stock units. The remaining 1,188 shares were distributed to the reporting person as shares of common stock. ( 4 )Includes 13,508 stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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