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Northern Trust Annual Report (Amendment), Year Ended Dec 31, 1997

Filing Date
Filed June 3, 1998
Period End
December 31, 1997
Securities
NTRSNTRSO
In the record · 2016–202610-K1110-Q338-K118

NTRS filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 118 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Feb ’19Feb ’19
  2. FY2020 annual report10-K · Feb ’21Feb ’21
  3. Leadership change8-K · Sep ’25Sep ’25

01—Abstract

Summary

Summary of the 10-K/A filed June 3, 1998. Cited figures are marked; the original filing is the authoritative source.

Northern Trust Corporation's Form 10-K/A (Amendment No. 1) for the fiscal year ended December 31, 1997 was filed to add financial data schedules (Exhibit 27) containing restated earnings per share figures reflecting the adoption of Statement of Financial Accounting Standards No. 128, "Earnings Per Share." The amendment does not contain new operating results, financial statements, or narrative business discussion of its own; its purpose is limited to the supplemental exhibits.

The filing reports 111,518,024 shares of Common Stock, $1.66a 2/3 par value, outstanding at February 11, 1998, and an aggregate market value held by non-affiliates of approximately $7.05 billion, based on the Nasdaq Stock Market last sale price on that date. The Annual Report to Stockholders for 1997 (Parts I and II) and the 1998 Notice and Proxy Statement (Part III) are incorporated by reference, so the substantive financial and governance disclosures reside in those documents.

The exhibit index shows restated financial data schedules for 1995 and 1996 and for interim periods of 1996 and 1997, as well as the 1997 financial data schedule and the 1997 Annual Report exhibit. The index also lists material contracts, including employee benefit and ESOP arrangements, leases, rights agreement amendments, and trust agreements for NTC Capital I and NTC Capital II, indicating the company's trust-preferred financing structure.

02—Key points

Key Highlights

  1. Form 10-K/A (Amendment No. 1) filed solely to add financial data schedules with restated earnings per share under SFAS No. 128.
  2. Approximately 111.5 million shares of Common Stock ($1.66 2/3 par value) outstanding as of February 11, 1998.
  3. Aggregate market value of non-affiliate common stock approximately $7.05 billion, based on Nasdaq last sale price on February 11, 1998.
  4. Restated financial data schedules cover fiscal years 1995 and 1996 and interim periods in 1996 and 1997.
  5. Financial statements and business detail are incorporated by reference from the 1997 Annual Report to Stockholders (Parts I and II).
  6. Part III governance information is incorporated by reference from the 1998 Proxy Statement for the April 21, 1998 annual meeting.
  7. Exhibit index includes trust-preferred financing documents for NTC Capital I (January 1997) and NTC Capital II (April 1997), and an ESOP-related note and guaranty structure.

03—Questions

Frequently Asked Questions

  1. Why was this amended 10-K filed?

    The registrant filed this Form 10-K/A (Amendment No. 1) for the sole purpose of adding additional exhibits: financial data schedules containing restated earnings per share figures reflecting the adoption of Statement of Financial Accounting Standards No. 128, "Earnings Per Share."

  2. How many shares of common stock were outstanding and what was the non-affiliate market value?

    At February 11, 1998, 111,518,024 shares of Common Stock, $1.66 2/3 par value, were outstanding. The aggregate market value held by non-affiliates, based on the Nasdaq Stock Market last sale price on that date, was approximately $7,045,649,011.

  3. Where can investors find the detailed financial statements and proxy information?

    Financial information is incorporated by reference from the 1997 Annual Report to Stockholders (Parts I and II), and Part III information is incorporated by reference from the 1998 Notice and Proxy Statement for the Annual Meeting of Stockholders to be held on April 21, 1998.

  4. Which periods do the restated financial data schedules cover?

    The restated financial data schedules cover Year 1996 and Year 1995, First Nine Months 1997 and 1996, First Six Months 1997 and 1996, and First Quarter 1997 and 1996, all restated to reflect SFAS No. 128. The filing notes that the EPS-Primary tag in these schedules denotes EPS-Basic.

  5. What financing instruments are listed in the exhibit index?

    The exhibit index lists the Amended and Restated Trust Agreement and Guarantee Agreement for NTC Capital I (dated January 16, 1997) and the Amended and Restated Trust Agreement and Guarantee Agreement for NTC Capital II (dated April 25, 1997), along with the Junior Subordinated Indenture dated January 1, 1997 with The First National Bank of Chicago as Debenture Trustee, and forms of Global Senior and Subordinated Bank Notes issued by The Northern Trust Company.

04—Continue

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