Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.



On July 21, 2020, Northern Trust Corporation (the "Company") filed a Certificate
of Elimination of Series C Non-Cumulative Perpetual Preferred Stock (the
"Certificate of Elimination") with the Secretary of State of the State of
Delaware (the "Secretary of State") to eliminate its Series C Non-Cumulative
Perpetual Preferred Stock (the "Series C Preferred Stock"), whose outstanding
shares the Company redeemed effective January 1, 2020, as previously disclosed.
The filing of the Certificate of Elimination was authorized by the Board of
Directors of the Company in accordance with the General Corporation Law of the
State of Delaware. The Certificate of Elimination, effective upon filing, had
the effect of eliminating from the Restated Certificate of Incorporation of the
Company all matters set forth in the Certificate of Designation of the Series C
Preferred Stock with respect to such series, which was previously filed by the
Company with the Secretary of State on August 4, 2014 (the "Certificate of
Designation"). Accordingly, the 16,000 shares of Series C Preferred Stock
previously authorized for issuance under the Certificate of Designation resumed
their status as authorized but unissued shares of preferred stock of the Company
upon filing of the Certificate of Elimination.

A copy of the Certificate of Elimination is included as an exhibit to this Current Report on Form 8-K and is incorporated by reference into this Item 5.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 3.1 Certificat e of Elimination of Series C Non-Cumulative Perpetual Preferred


                     Stock of Northern Trust Corporation, dated July 21,

2020.

Exhibit 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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