What dominates the section
- Fee-based revenue leaves earnings exposed to market volatility, economic weakness, investment performance, and changing client preferences.
- Technology, cybersecurity, operational errors, and third-party failures could disrupt large-volume asset servicing and investment-management activities.
- Complex global regulation, data-privacy obligations, fiduciary duties, and enforcement actions could create penalties, liability, and growth constraints.
- Liquidity, credit, counterparty, capital, and securities-portfolio risks could reduce earnings or limit Northern Trust’s ability to fund operations.
The risks most specific to Northern Trust
- Market Risks
We are dependent on fee-based business for a majority of our revenues, which may be affected adversely by market volatility, a downturn in economic conditions, underperformance and/or negative trends in investment preferences
Most revenue is fee-based, so market declines, weak economies, poor investment performance, or changing client preferences could reduce fees.
- Operational Risks
We are subject to many types of operational risks that could affect our earnings negatively
Operational failures, including pricing errors, system upgrades, product defects, and hybrid-work challenges, could disrupt services and reduce earnings.
- Operational Risks
We are highly dependent on information technology systems and networks, many of which are operated by third parties, and any failures of, or disruptions to, our or such third parties’ technological systems or networks could materially and adversely affect our business
Failures or disruptions in Northern Trust’s or third-party technology networks could interrupt operations, create liability, and damage its business.
- Operational Risks
Breaches of our security measures, including, but not limited to, those resulting from cyber-attacks or other information security incidents, may result in losses
Cyberattacks or other security breaches could expose clients’ personal, proprietary, confidential, and sensitive information to theft, misuse, or loss.
- Operational Risks
Errors, breakdowns in controls or other mistakes in the provision of services to clients or in carrying out transactions for our own account can subject us to liability, result in losses or have a negative effect on our earnings in other ways
Errors in asset servicing, investment management, fiduciary administration, or high-value transactions could create client liability and financial losses.
- Operational Risks
Failure of any of our third-party vendors (or their vendors) to perform can result in losses
Failures by vendors or their subcontractors supporting data processing, transaction monitoring, online banking, or network access could cause losses.
- Operational Risks
2024 ANNUAL REPORT | NORTHERN TRUST CORPORATION 21
Cash held with subcustodians or clearing agencies for clients’ Russian securities could be exposed to loss if force-majeure events prevent performance.
- Regulatory and Legal Risks
24 2024 ANNUAL REPORT | NORTHERN TRUST CORPORATION
Rapidly changing regulation of artificial intelligence, automated decision-making, and similar technologies could create new compliance costs or restrictions.
- Regulatory and Legal Risks
We are subject to complex and evolving laws, regulations, rules, standards and contractual obligations regarding data privacy and security, which could increase the cost of doing business, compliance risks and potential liability
Conflicting and evolving data-privacy and security requirements across jurisdictions could increase compliance costs, liability, and reputational damage.
- Regulatory and Legal Risks
If we fail to comply with legal standards, we could incur liability to our clients or lose clients, which could affect our earnings negatively
Failing to follow fiduciary duties, governing documents, or applicable laws could expose Northern Trust to client liability and lost relationships.
All 56 risk factors
Headings as the filing states them, in filing order.
Regulatory and Legal Risks
- 0114 2024 ANNUAL REPORT | NORTHERN TRUST CORPORATION
- 31Failure to comply with regulations and/or supervisory expectations could result in penalties and regulatory constraints that restrict our ability to grow or even conduct our business, or that reduce earnings
- 3224 2024 ANNUAL REPORT | NORTHERN TRUST CORPORATION
- 33We are subject to complex and evolving laws, regulations, rules, standards and contractual obligations regarding data privacy and security, which could increase the cost of doing business, compliance risks and potential liability
- 34the EU and the UK and regulatory expectations of governance and accountability with respect to the protection of personal, proprietary, confidential and sensitive information continue to expand and evolve
- 35We may be impacted adversely by claims or litigation, including claims or litigation relating to our fiduciary responsibilities
- 36We may be impacted adversely by supervisory and/or regulatory enforcement matters
- 3726 2024 ANNUAL REPORT | NORTHERN TRUST CORPORATION
- 38We may fail to set aside adequate reserves for, or otherwise underestimate our liability relating to, pending and threatened claims, with a negative effect on our earnings
- 39The ultimate impact on us of regulatory divergence between the United Kingdom and the European Union remains uncertain
- 40If we fail to comply with legal standards, we could incur liability to our clients or lose clients, which could affect our earnings negatively
Market Risks
- 02We are dependent on fee-based business for a majority of our revenues, which may be affected adversely by market volatility, a downturn in economic conditions, underperformance and/or negative trends in investment preferences
- 032024 ANNUAL REPORT | NORTHERN TRUST CORPORATION 15
- 04Changes in interest rates could affect our earnings negatively
- 05Changes in the monetary, trade and other policies of various regulatory authorities, central banks, governments and international agencies may reduce our earnings and affect our growth prospects negatively
- 06Macroeconomic conditions and uncertainty in the global economy, including the financial stability of various regions or countries across the globe, including the risk of defaults on sovereign debt and related stresses on financial markets, could have a significant adverse effect on our earnings
- 0716 2024 ANNUAL REPORT | NORTHERN TRUST CORPORATION
- 08Declines in the value of securities held in our investment portfolio could affect us negatively
- 09Changes in a number of particular market conditions, including in foreign currency exchange rates, cross-border investing activity and the demand for borrowing or lending securities, could affect our earnings negatively
Operational Risks
- 10We are subject to many types of operational risks that could affect our earnings negatively
- 112024 ANNUAL REPORT | NORTHERN TRUST CORPORATION 17
- 12We are highly dependent on information technology systems and networks, many of which are operated by third parties, and any failures of, or disruptions to, our or such third parties’ technological systems or networks could materially and adversely affect our business
- 13Breaches of our security measures, including, but not limited to, those resulting from cyber-attacks or other information security incidents, may result in losses
- 14operations and could subject us to liability claims, harm our reputation, interrupt our operations, or otherwise adversely affect our business, financial condition or results of operations
- 15Errors, breakdowns in controls or other mistakes in the provision of services to clients or in carrying out transactions for our own account can subject us to liability, result in losses or have a negative effect on our earnings in other ways
- 16Our dependence on technology, and the need to update frequently our technology infrastructure, exposes us to risks that also can result in losses
- 17A failure or circumvention of our controls and procedures could have a material adverse effect on our business, financial condition and results of operations
- 18Failure of any of our third-party vendors (or their vendors) to perform can result in losses
- 19We are subject to certain risks inherent in operating globally which may affect our business adversely
- 20Failure to control our costs and expenses adequately could affect our earnings negatively
- 21Pandemics, natural disasters, global climate change, acts of terrorism, geopolitical tensions, and global conflicts may have a negative impact on our business and operations
- 222024 ANNUAL REPORT | NORTHERN TRUST CORPORATION 21
- 23Failure to evaluate accurately the prospects for repayment when we extend credit or maintain an adequate allowance for credit losses can result in losses or the need to make additional provisions for credit losses, both of which reduce our earnings
- 24Market volatility and/or weak economic conditions can result in losses or the need for additional provisions for credit losses, both of which reduce our earnings
- 25The failure or perceived weakness of any of our significant counterparties could expose us to loss
- 26If we do not manage our liquidity effectively, our business could suffer
- 27If the Bank is unable to supply the Corporation with funds over time, the Corporation could be unable to meet its various obligations
- 28We may need to raise additional capital in the future, which may not be available to us or may only be available on unfavorable terms
- 29Any downgrades in our credit ratings, or an actual or perceived reduction in our financial strength, could affect our borrowing costs, capital costs and liquidity adversely
- 302024 ANNUAL REPORT | NORTHERN TRUST CORPORATION 23
Strategic Risks
- 41If we are not able to attract, retain and motivate personnel, our business could be negatively affected
- 42If we do not develop and execute strategic plans successfully, our growth may be impacted negatively
- 43We are subject to intense competition in all aspects of our businesses, which could have a negative effect on our ability to maintain satisfactory prices and grow our earnings
- 44Damage to our reputation could have a direct and negative effect on our ability to compete, grow and generate revenue
- 4528 2024 ANNUAL REPORT | NORTHERN TRUST CORPORATION
- 46We need to invest in innovation constantly, and the inability or failure to do so may affect our businesses and earnings negatively
- 47Failure to understand or appreciate fully the risks associated with development or delivery of new product and service offerings may affect our businesses and earnings negatively
- 48Our success with large, complex clients requires an understanding of the market and legal, regulatory and accounting standards in various jurisdictions
- 49We may take actions to maintain client satisfaction that could result in losses or reduced earnings
- 50Our operations, businesses and clients could be materially adversely affected by the effects of climate change or concerns related thereto
Other Risks
- 51The systems and models we employ to analyze, monitor and mitigate risks, as well as for other business purposes, are inherently limited, may not be effective in all cases and, in any case, cannot eliminate all risks that we face
- 5230 2024 ANNUAL REPORT | NORTHERN TRUST CORPORATION
- 53Changes in tax laws and interpretations and challenges to our tax positions could affect our earnings negatively
- 54Changes in accounting standards may be difficult to predict and could have a material impact on our consolidated financial statements
- 55Our ability to return capital to stockholders is subject to the discretion of our Board of Directors and may be limited by U.S. banking laws and regulations, applicable provisions of Delaware law, or our failure to pay full and timely dividends on our preferred stock and the terms of our outstanding debt
- 562024 ANNUAL REPORT | NORTHERN TRUST CORPORATION 31
Other Northern Trust 10-Ks
- 2026 10-K risk factors
49 risks. Fee-based asset servicing and investment management revenues are exposed to market volatility, client activity and changing investment preferences.
Filed Feb 24, 2026
About this page
Item 1A of the 10-K on EDGAR was split into its risk factors and, where the company's previous 10-K is on file, each heading was matched to last year's and the text compared word for word. The headings are the filing's own. The one-line readings and the overview were written by a language model from the text of the new, dropped, and rewritten risks; they refer to risks by position and cannot misquote a heading.