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Share-Based Compensation Plans
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation Plans Share-Based Compensation Plans
Northern Trust recognizes expense for the grant-date fair value of share-based compensation granted to employees and non-employee directors.
Total compensation expense for share-based payment arrangements to employees and the associated tax impacts were as follows for the periods presented.

TABLE 117: TOTAL COMPENSATION EXPENSE FOR SHARE-BASED PAYMENT ARRANGEMENTS TO EMPLOYEES
FOR THE YEAR ENDED DECEMBER 31,
(In Millions)202220212020
Restricted Stock Unit Awards$96.4 $78.2 $78.1 
Stock Options — 0.5 
Performance Stock Units28.8 17.3 12.8 
Total Share-Based Compensation Expense$125.2 $95.5 $91.4 
Tax Benefits Recognized$31.4 $24.0 $22.9 

As of December 31, 2022, there was $91.6 million of unrecognized compensation cost related to unvested share-based compensation arrangements granted under the Corporation’s share-based compensation plans. That cost is expected to be recognized as expense over a weighted-average period of approximately 3 years.
The Northern Trust Corporation 2017 Long-Term Incentive Plan (2017 Plan) is administered by the Human Capital and Compensation Committee (Committee) of the Board of Directors. All employees of the Corporation and its subsidiaries and all directors of the Corporation are eligible to receive awards under the 2017 Plan. The 2017 Plan provides for the grant of non-qualified and incentive stock options; tandem and free-standing stock appreciation rights; stock awards in the form of restricted stock, restricted stock units and other stock awards; and performance awards.
Beginning with grants made on February 21, 2017 under the Northern Trust Corporation 2012 Stock Plan (2012 Plan), restricted stock unit and performance stock unit grants continue to vest in accordance with the original terms of the award if the applicable employee retires after satisfying applicable age and service requirements.
Grants are outstanding under the 2017 Plan, the 2012 Plan, and the Amended and Restated Northern Trust Corporation 2002 Stock Plan (2002 Plan). The 2017 Plan was approved by stockholders in April 2017. Upon approval of the 2017 Plan, no additional shares have been or will be granted under the 2012 Plan or 2002 Plan. The total number of shares of the Corporation’s common stock authorized for issuance under the 2017 Plan is 20,000,000 plus shares forfeited under the 2012 Plan and 2002 Plan. As of December 31, 2022, shares available for future grant under the 2017 Plan, including shares forfeited under the 2012 Plan and 2002 Plan, totaled 15,034,880.
The following describes Northern Trust’s share-based payment arrangements and applies to awards under the 2017 Plan, 2012 Plan and the 2002 Plan, as applicable.
Stock Options. Stock options consist of options to purchase common stock at prices not less than 100% of the fair value thereof on the date the options are granted. Options have a maximum 10 years life and generally vest and become exercisable in 1 year to 4 years after the date of grant. All options terminate at such time as determined by the Committee and as provided in the terms and conditions of the respective option grants. There were no options granted during the years ended December 31, 2022, 2021, and 2020.

The following table provides information about stock options granted, vested, and exercised in the years ended December 31, 2022, 2021, and 2020.

TABLE 118: STOCK OPTIONS GRANTED, VESTED, AND EXERCISED
FOR THE YEAR ENDED DECEMBER 31,
(In Millions, Except Per Share Information)202220212020
Grant-Date Fair Value of Stock Options Vested$ $2.2 $4.5 
Stock Options Exercised
Intrinsic Value as of Exercise Date3.6 41.3 13.6 
Cash Received3.9 53.8 19.5 
Tax Deduction Benefits Realized3.5 41.3 13.4 

A summary of the status of stock options at December 31, 2022, and changes during the year then ended, are presented in the following table.

TABLE 119: STATUS OF STOCK OPTIONS AND CHANGES
($ In Millions Except Per Share Information)SHARESWEIGHTED AVERAGE EXERCISE PRICE PER SHAREWEIGHTED AVERAGE REMAINING CONTRACTUAL TERM (YEARS)AGGREGATE INTRINSIC VALUE
Options Outstanding, December 31, 2021509,888 $71.39 
Granted  
Exercised(63,566)61.93 
Forfeited, Expired or Cancelled(4,775)88.06 
Options Outstanding, December 31, 2022441,547 $72.58 2.7$7.0 
Options Exercisable, December 31, 2022441,547 $72.58 2.7$7.0 

Restricted Stock Unit Awards. Restricted stock units may be granted to participants and entitles them to receive a payment in the Corporation’s common stock or cash and such other terms and conditions as the Committee deems appropriate. Each restricted stock unit provides the recipient the opportunity to receive one share of stock for each stock unit that vests. The restricted stock units granted in 2022 predominately vest at a rate equal to 25% per year for four years on the first day of the month following the month in which the grant date falls. Restricted stock unit grants totaled 1,061,573, 846,433, and 772,848, with weighted average grant-date fair values of $110.99, $99.31, and $99.58 per share, for the years ended December 31, 2022, 2021, and 2020, respectively. The total fair value of restricted stock units vested during the years ended December 31, 2022, 2021, and 2020, was $75.6 million, $89.4 million, and $100.2 million, respectively.
A summary of the status of outstanding restricted stock unit awards at December 31, 2022, and changes during the year then ended, is presented in the following table.

TABLE 120: OUTSTANDING RESTRICTED STOCK UNIT AWARDS
($ In Millions)NUMBERAGGREGATE INTRINSIC VALUE
Restricted Stock Unit Awards Outstanding, December 31, 20212,001,516 $239.4 
Granted1,061,573 
Distributed(767,775)
Forfeited(52,131)
Restricted Stock Unit Awards Outstanding, December 31, 20222,243,183 $198.5 
Units Convertible, December 31, 202219,526 $1.7 
The following is a summary of nonvested restricted stock unit awards at December 31, 2022, and changes during the year then ended.

TABLE 121: NONVESTED RESTRICTED STOCK UNIT AWARDS
NONVESTED RESTRICTED
STOCK UNITS
NUMBERWEIGHTED AVERAGE GRANT- DATE FAIR VALUE PER UNITWEIGHTED AVERAGE REMAINING VESTING TERM (YEARS)
Nonvested at December 31, 20211,981,990 $97.56 2.3
Granted1,061,573 110.99 
Vested(767,775)98.51 
Forfeited(52,131)107.70 
Nonvested at December 31, 20222,223,657 $103.41 2.4

Performance Stock Units. Each performance stock unit provides the recipient the opportunity to receive one share of the Corporation’s common stock for each stock unit based on the attainment of certain performance criteria over a three-year period. For performance stock unit awards granted in 2020, 2021 and 2022, the number of units that will vest are subject to the attainment of specified performance targets that are a function of average return on equity goals and average return on equity performance relative to that of a performance peer group, each measured over a three-year period. For performance stock units outstanding as of December 31, 2022, the number of performance stock units that will vest ranges from 0% to 150% of the original award granted based on the achievement of both absolute and relative return on equity goals over a three-year period compared to performance targets. Distribution of the shares is then made after vesting.
Performance stock unit grants totaled 211,906, 204,539, and 205,847 for the years ended December 31, 2022, 2021, and 2020, respectively, with weighted average grant-date fair values of $113.64, $97.77, and $100.83. Performance stock units outstanding at target level performance totaled 607,892, 622,817, and 660,510 at December 31, 2022, 2021, and 2020, respectively. Performance stock units had aggregate intrinsic values of $53.8 million, $74.5 million, and $61.5 million, and weighted average remaining vesting terms of 1.0 year each at December 31, 2022, 2021, and 2020, respectively.

Non-employee Director Stock Awards. Stock units with total values of $1.6 million (14,773 units), $1.5 million (13,968 units), and $1.5 million (20,148 units) were granted to non-employee directors in 2022, 2021, and 2020, respectively, which vest or vested on the date of the annual meeting of the Corporation’s stockholders in the following years. Total expense recognized on these grants was $1.7 million, $1.6 million, and $1.6 million in 2022, 2021, and 2020, respectively. Stock units granted to non-employee directors do not have voting rights. Each stock unit entitles a director to one share of common stock at vesting, unless a director elects to defer receipt of the shares. Directors may elect to defer the payment of their annual stock unit grant and cash-based compensation until termination of services as director. Deferred cash compensation is converted into stock units representing shares of common stock of the Corporation. Distributions of deferred stock units are made in stock. For compensation deferred prior to January 1, 2018, distributions of the stock unit accounts that relate to cash-based compensation are made in cash based on the fair value of the stock units at the time of distribution. For compensation deferred on or after January 1, 2018, distributions of the stock unit accounts that relate to cash-based compensation are made in stock.