NOTICE & PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant x Filed by a Party other than the Registrant ¨
Check the appropriate box:
| ¨ |
Preliminary Proxy Statement | |||
| ¨ |
CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(E)(2)) | |||
| ¨ |
Definitive Proxy Statement | |||
| x |
Definitive Additional Materials | |||
| ¨ |
Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12 | |||
| NORTHERN TRUST CORPORATION | ||||
| (Name of Registrant as Specified In Its Charter) | ||||
| (Name of Person(s) Filing Proxy Statement, if other than the Registrant) | ||||
| Payment of Filing Fee (Check the appropriate box): | ||||
| x |
No fee required | |||
| ¨ |
Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. | |||
| (1) | Title of each class of securities to which transaction applies:
| |||
|
| ||||
| (2) | Aggregate number of securities to which transaction applies:
| |||
|
| ||||
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):
| |||
|
| ||||
| (4) | Proposed maximum aggregate value of transaction:
| |||
|
| ||||
| (5) | Total fee paid: | |||
|
| ||||
| ¨ |
Fee paid previously with preliminary materials. | |||
| ¨ |
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form of Schedule and the date of its filing. | |||
| (1) | Amount Previously Paid:
| |||
|
| ||||
| (2) | Form, Schedule or Registration Statement No.:
| |||
|
| ||||
| (3) | Filing Party:
| |||
|
| ||||
| (4) | Date Filed:
| |||
|
| ||||
| *** Exercise Your Right to Vote *** | ||||||
| Important Notice Regarding the Availability of Proxy Materials for the | ||||||
| Shareholder Meeting to Be Held on April 16, 2013. | ||||||
|
NORTHERN TRUST CORPORATION
|
Meeting Information Meeting Type: Annual Meeting For holders as of: February 15, 2013 Date: April 16, 2013 Time: 10:30 AM CDT Location: 50 S. LaSalle St. Chicago, IL 60603
For directions to the meeting, please call (312) 630-6000
|
|||||
|
You are receiving this communication because you hold shares in the company named above.
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
We encourage you to access and review all of the important information contained in the proxy materials before voting. |
|||||
| See the reverse side of this notice to
obtain proxy materials and voting instructions. |
||||||
| – Before You Vote – | ||||
| How to Access the Proxy Materials | ||||
| Proxy Materials Available to VIEW or RECEIVE: 1. Annual Report 2. Notice & Proxy Statement
How to View Online: Have the information that is printed in the box marked by the arrow
è
How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow è
Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 2, 2013 to facilitate timely delivery. You will not otherwise receive a paper or e-mail copy.
|
||||
| – How To Vote – | ||||
| Please Choose One of the Following Voting Methods | ||||
|
|
Vote In Person: The annual meeting of stockholders will be held at the office of Northern Trust Corporation located at 50 South LaSalle Street (northwest corner of LaSalle Street and Monroe Street) in Chicago, Illinois. You will need an admission ticket or proof of ownership of the Corporation’s common stock to enter the meeting. Please refer to the Corporation’s Notice & Proxy Statement for further detail on attending the annual meeting in person. You may use this page as your Admission Ticket to the meeting.
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow è
Vote By Phone: First view the proxy materials online at www.proxyvote.com and then use the toll-free number provided.
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
|
|||
(located on the following page) and visit: www.proxyvote.com.
| Voting Items | ||||||
|
The Board of Directors recommends you vote FOR the following: |
||||||
|
1. Election of 12 Directors
Nominees:
01) Linda Walker Bynoe 02) Nicholas D. Chabraja 03) Susan Crown 04) Dipak C. Jain 05) Robert W. Lane 06) Edward J. Mooney |
07) Jose Luis Prado 08) John W. Rowe 09) Martin P. Slark 10) David H. B. Smith, Jr. 11) Charles A. Tribbett III 12) Frederick H. Waddell |
|||||
|
The Board of Directors recommends you vote FOR the following proposals: |
||||||
|
2. Approval, by an advisory vote, of the 2012 compensation of the Corporation’s named executive officers. |
||||||
|
3. Ratification of the appointment of KPMG LLP as the Corporation’s independent registered public accounting firm for the fiscal year ending December 31, 2013. |
||||||
|
The Board of Directors recommends you vote AGAINST the following proposal: |
||||||
|
4. Stockholder proposal regarding additional disclosure of political and lobbying contributions, if properly presented at the annual meeting. |
||||||
|
|
||||||
