UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 20, 2010
Northern Trust Corporation
(Exact name of Registrant as specified in its charter)
| Delaware | 0-5965 | 36-2723087 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 50 South LaSalle Street, Chicago, Illinois | 60603 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(312) 630-6000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The annual meeting of the stockholders of Northern Trust Corporation (the “Corporation”) was held on April 20, 2010 for the purposes of (i) electing 13 directors to hold office until the next annual meeting of stockholders and (ii) ratifying the appointment of KPMG LLP as the Corporation’s independent registered public accounting firm for the 2010 fiscal year.
All of management’s nominees for director as named in the proxy statement for the meeting were elected by the votes set forth in the table below.
| FOR | WITHHELD | BROKER NON-VOTES | ||||
| Election of Directors |
||||||
| Linda Walker Bynoe |
188,756,971 | 8,663,934 | 16,214,235 | |||
| Nicholas D. Chabraja |
196,810,893 | 610,012 | 16,214,235 | |||
| Susan Crown |
194,678,479 | 2,742,426 | 16,214,235 | |||
| Dipak C. Jain |
195,448,182 | 1,972,723 | 16,214,235 | |||
| Robert W. Lane |
196,911,326 | 509,579 | 16,214,235 | |||
| Robert C. McCormack |
195,564,572 | 1,856,333 | 16,214,235 | |||
| Edward J. Mooney |
192,039,981 | 5,380,924 | 16,214,235 | |||
| John W. Rowe |
193,890,419 | 3,530,486 | 16,214,235 | |||
| David H.B. Smith, Jr. |
195,651,097 | 1,769,808 | 16,214,235 | |||
| William D. Smithburg |
194,412,881 | 3,008,024 | 16,214,235 | |||
| Enrique J. Sosa |
196,894,249 | 526,656 | 16,214,235 | |||
| Charles A. Tribbett III |
196,884,534 | 536,371 | 16,214,235 | |||
| Frederick H. Waddell |
192,795,842 | 4,625,063 | 16,214,235 |
The appointment of KPMG LLP as the Corporation’s independent registered public accounting firm for the 2010 fiscal year was ratified by the votes set forth in the table below.
| FOR | AGAINST | ABSTENTIONS | BROKER NON-VOTE | |||||
| Ratification of independent registered accounting firm |
209,398,182 | 3,696,591 | 540,367 | N/A |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Northern Trust Corporation | ||||
| Date: April 22, 2010 | By: | /S/ ROSE A. ELLIS | ||
| Rose A. Ellis Corporate Secretary | ||||