The following is management's discussion and analysis of the financial condition
and results of operations (MD&A) of Northern Trust Corporation (Corporation) for
the first quarter of 2022. The following should be read in conjunction with the
consolidated financial statements and related footnotes included in this report
as well as the Annual Report on Form 10-K for the year ended December 31, 2021.
Investors also should read the section entitled "Forward-Looking Statements."

Certain terms used in this report are defined in the Glossary included in our Annual Report on Form 10-K for the year ended December 31, 2021.

FIRST QUARTER CONSOLIDATED RESULTS OF OPERATIONS

General



The Corporation is a leading provider of wealth management, asset servicing,
asset management and banking solutions to corporations, institutions, families
and individuals. The Corporation focuses on managing and servicing client assets
through its two client-focused reporting segments: Asset Servicing and Wealth
Management. During the first quarter of 2022, the Corporation changed the name
of its Corporate & Institutional Services (C&IS) segment to "Asset Servicing."
Accordingly, the disclosures herein and all future disclosures regarding the
Corporation's reporting segments filed with, or furnished to, the SEC will refer
to this segment as Asset Servicing. Asset management and related services are
provided to Asset Servicing and Wealth Management clients primarily by the Asset
Management business. Except where the context requires otherwise, the terms
"Northern Trust," "we," "us," "our," "its," or similar terms mean the
Corporation and its subsidiaries on a consolidated basis.

COVID-19 Pandemic and Recent Events



Since the start of the COVID-19 pandemic, Northern Trust has remained focused on
the health and well-being of our workforce, meeting our clients' needs and
supporting our communities. With the overall improvement in COVID-19 virus
trends, and guided by public health and safety recommendations and government
regulations, we have begun to safely return to our offices in most locations,
across all of our regions-consistent with our established protocols. We continue
to provide our workforce with resources to facilitate this return to the office.
We remain committed to closely monitoring the situation in all our locations and
responding appropriately.

During the pandemic, Northern Trust offered credit assistance to impacted
clients under a government lending program and provided payment deferrals. The
number of loans under the government lending program, as well as the number of
pandemic-related payment deferrals, have declined since the start of the
pandemic. For further information, please refer to Note 6 - Loans and Leases to
the consolidated financial statements provided in Item 1. Consolidated Financial
Statements (unaudited).

Overview of Financial Results



Net Income per diluted common share increased in the current quarter to $1.77
from $1.70 in the first quarter of 2021. Net Income increased $14.2 million, or
4%, to $389.3 million in the current quarter from $375.1 million in the
prior-year quarter. Annualized return on average common equity was 14.2% in the
current quarter and 13.7% in the prior-year quarter. The annualized return on
average assets was 0.97% in the current quarter as compared to 0.99% in the
prior-year quarter.

Revenue increased $135.3 million, or 9%, to $1.72 billion in the current quarter from $1.58 billion in the prior-year quarter.



Beginning in 2022, Trust, Investment and Other Servicing fees were impacted by
the change in classification of certain fees that were previously recorded in
Other Operating Income or as a reduction of Other Operating Expense. This change
resulted in no impact to Net Income. The accounting reclassification increased
Trust, Investment and Other Servicing fees in the current quarter by
$18.5 million, with a $6.9 million decrease in Other Operating Income and a
$11.6 million increase in Other Operating Expense. The classification changes
are considered by the Corporation's management to be a better representation of
the underlying nature of the business as they are directly tied to client asset
levels and the related services are more akin to our core service offerings.
Prior-period amounts have not been reclassified.

Trust, Investment and Other Servicing Fees increased $104.7 million, or 10%,
from $1.06 billion in the prior-year quarter to $1.17 billion in the current
quarter, primarily due to favorable markets, new business and the accounting
reclassification previously discussed.

Other Noninterest Income decreased $10.3 million, or 6%, from $179.6 million in the prior-year quarter to $169.3 million in the current quarter, primarily reflecting lower Other Operating Income, partially offset by higher Foreign Exchange Trading Income.


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FIRST QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)

Overview of Financial Results (continued)

Net Interest Income increased $40.9 million, or 12%, to $381.0 million in the current quarter as compared to $340.1 million in the prior-year quarter, primarily due to higher average earning assets and a higher net interest margin.



There was a $2.0 million provision in the current quarter, as compared to a
$30.0 million release of credit reserves in the prior-year quarter. The current
quarter provision was primarily due to an increase in the reserve evaluated on
an individual basis for two commercial borrowers, partially offset by a slight
decrease in the reserve evaluated on a collective basis. The reserve evaluated
on a collective basis relates to pooled financial assets sharing similar risk
characteristics. The decrease in the collective basis reserve was primarily due
to continued improvements in credit quality mainly within the commercial real
estate portfolio, partially offset by increases in the reserve driven by
projected economic conditions.

Noninterest Expense increased $88.4 million, or 8%, from $1.12 billion in the
prior-year quarter to $1.21 billion in the current quarter, primarily
attributable to higher Compensation, Outside Services, Equipment and Software
expense, and Other Operating Expense.

The Provision for Income Taxes in the current quarter totaled $121.5 million,
representing an effective tax rate of 23.8%. The Provision for Income Taxes
in the prior-year quarter totaled $120.8 million, representing an effective tax
rate of 24.4%. The effective tax rate decreased compared to the prior-year
quarter primarily due to a lower net tax impact from international operations.

Trust, Investment and Other Servicing Fees



Trust, Investment and Other Servicing Fees are based primarily on the market
value of assets held in custody, managed or serviced; the volume of
transactions; securities lending volume and spreads; and fees for other services
rendered. Certain market value calculations on which fees are based are
performed on a monthly or quarterly basis in arrears. Low-interest-rate
environments have historically had a negative impact on fees earned on certain
products. Certain fees associated with money market mutual funds were waived by
the Corporation due to the low-interest-rate environment. Northern Trust
voluntarily waived $50.7 million and $50.2 million of money market mutual fund
fees for the three months ended March 31, 2022 and 2021, respectively. These fee
waivers are impacted by the level of yields earned and account balances in
certain funds, as the yields in these funds remained insufficient to pay the
stated fees associated with such funds. Fee waivers are expected to decline to
the extent the increase in short-term interest rates experienced during the
first quarter of 2022 continues.

Beginning in 2022, Trust, Investment and Other Servicing Fees were impacted by
the change in classification of certain fees that were previously recorded in
Other Operating Income or as a reduction of Other Operating Expense. The impact
to Trust, Investment and Other Servicing Fees in the current quarter was
$18.5 million, with $6.9 million relating to amounts previously recorded in
Other Operating Income and $11.6 million relating to amounts previously reported
as a reduction of Other Operating Expense. Prior-period amounts have not been
reclassified.

The components of Trust, Investment and Other Servicing Fees are provided below.

TABLE 1: TRUST, INVESTMENT AND OTHER SERVICING FEES



                                                  THREE MONTHS ENDED MARCH 

31,


($ In Millions)                                        2022             2021               CHANGE
Asset Servicing Trust, Investment and Other
Servicing Fees
Custody and Fund Administration                 $         452.7    $     446.0    $    6.7            2  %
Investment Management                                     146.9          115.9        31.0           27
Securities Lending                                         18.8           18.2         0.6            3
Other                                                      44.0           40.4         3.6            9
Total Asset Servicing Trust, Investment and
Other Servicing Fees                            $         662.4    $     620.5    $   41.9            7  %
Wealth Management Trust, Investment and Other
Servicing Fees
Central                                         $         181.7    $     164.2    $   17.5           11  %
East                                                      134.0          119.0        15.0           13
West                                                      101.4           90.8        10.6           12
Global Family Office                                       88.9           69.2        19.7           29
Total Wealth Management Trust, Investment and
Other Servicing Fees                            $         506.0    $     443.2    $   62.8           14  %
Total Consolidated Trust, Investment and Other
Servicing Fees                                  $       1,168.4    $   1,063.7    $  104.7           10  %


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FIRST QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)

Trust, Investment and Other Servicing Fees (continued)



Asset Servicing
Custody and Fund Administration fees, the largest component of Asset Servicing
fees, are driven primarily by values of client assets under
custody/administration (AUC/A), transaction volumes and the number of accounts.
The asset values used to calculate these fees vary depending on the individual
fee arrangements negotiated with each client. Custody fees related to asset
values are client-specific and are priced based on month-end market values,
quarter-end market values, or the average of month-end market values for the
quarter. The fund administration fees that are asset-value-related are priced
using month-end, quarter-end, or average daily balances. Investment Management
fees are based generally on market values of client assets under management
throughout the period. Typically, the asset values used to calculate fee revenue
are based on a one-month or one-quarter lag. Securities Lending revenue is
affected by market values; the demand for securities to be lent, which drives
volumes; and the interest rate spread earned on the investment of cash deposited
by investment firms as collateral for securities they have borrowed. The Other
fee category in Asset Servicing includes such products as investment risk and
analytical services, benefit payments, and other services. Revenue from these
products is based generally on the volume of services provided or a fixed fee.

Custody and Fund Administration fees increased from the prior-year quarter, primarily due to favorable markets and new business, partially offset by unfavorable currency translation and lower transaction volumes.

Investment Management fees increased from the prior-year quarter, primarily due to new business, the accounting reclassification previously discussed, and favorable markets.

Other fees increased from the prior-year quarter primarily due to the accounting reclassification previously discussed.



Wealth Management
Wealth Management fee income is calculated primarily based on market values and
is impacted by both one-month and one-quarter lagged asset values. Fee income in
the regions (Central, East and West) increased from the prior-year quarter,
primarily due to favorable markets, new business and the accounting
reclassification previously discussed. Global Family Office fee income increased
from the prior-year quarter, primarily due to new business, favorable markets,
and the accounting reclassification previously discussed.

Market Indices
The following tables present selected market indices and the percentage changes
year over year to provide context regarding equity and fixed income market
impacts on the Corporation's results.

TABLE 2: EQUITY MARKET INDICES



                                                           DAILY AVERAGES                                      PERIOD-END
                                                    THREE MONTHS ENDED MARCH 31,                             AS OF MARCH 31,
                                                        2022          2021         CHANGE                     2022          2021         CHANGE
S&P 500                                             4,469         3,864             16  %                 4,530         3,973             14  %
MSCI EAFE (U.S. dollars)                            2,212         2,200              1                    2,182         2,208             (1)
MSCI EAFE (local currency)                          1,304         1,220              7                    1,302         1,255              4

TABLE 3: FIXED INCOME MARKET INDICES



                                                             AS OF MARCH 

31,


                                                                2022     

2021 CHANGE


     Barclays Capital U.S. Aggregate Bond Index              2,215    2,311      (4) %
     Barclays Capital Global Aggregate Bond Index              500      534      (6)


Client Assets
As noted above, AUC/A and assets under management are two of the primary drivers
of our Trust, Investment and Other Servicing Fees. For the purposes of
disclosing AUC/A, to the extent that both custody and administration services
are provided, the value of the assets is included only once in this amount. The
following table presents AUC/A by reporting segment.

TABLE 4: ASSETS UNDER CUSTODY / ADMINISTRATION BY REPORTING SEGMENT



                                                          DECEMBER 31,
($ In Billions)                          MARCH 31, 2022           2021     MARCH 31, 2021    CHANGE Q1-22/Q4-21    CHANGE Q1-22/Q1-21
Asset Servicing                      $      14,513.0    $  15,183.2    $      13,876.3                    (4) %                  5  %
Wealth Management                            1,031.1        1,065.6              918.8                    (3)                   12
Total Assets Under Custody /
Administration                       $      15,544.1    $  16,248.8    $      14,795.1                    (4) %                  5  %


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FIRST QUARTER CONSOLIDATED RESULTS OF OPERATIONS (continued)

Trust, Investment and Other Servicing Fees (continued)

The following table presents Northern Trust's assets under custody, a component of AUC/A, by reporting segment.

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