N-CSRS 1 d257438dncsrs.htm NORTHERN INSTITUTIONAL FUNDS Northern Institutional Funds

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number     811-03605

 

 

Northern Institutional Funds

(Exact name of registrant as specified in charter)

 

 

50 South LaSalle Street

Chicago, IL 60603

(Address of principal executive offices) (Zip code)

 

Name and Address of Agent for Service:

Michael D. Mabry

Stradley Ronon Stevens & Young, LLP

2005 Market Street, Suite 2600

Philadelphia, Pennsylvania 19103

 

with a copy to:

Kevin P. O’Rourke

Jose J. Del Real, Esq.

The Northern Trust Company

50 South LaSalle Street

Chicago, Illinois 60603

Registrant’s telephone number, including area code: (800) 637-1380

Date of fiscal year end: November 30

Date of reporting period: May 31, 2022

 

 

 


Item 1. Reports to Stockholders.

 

(a)

Copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 (the “Act”) (17 CFR 270.30e-1).

 


LOGO


MONEY MARKET PORTFOLIOS

 

TABLE OF CONTENTS

 

  2    

STATEMENTS OF ASSETS AND LIABILITIES

  3    

STATEMENTS OF OPERATIONS

  4    

STATEMENTS OF CHANGES IN NET ASSETS

  5    

FINANCIAL HIGHLIGHTS

  12    

SCHEDULES OF INVESTMENTS

  12    

TREASURY PORTFOLIO

 

(Ticker Symbols:

 

Shares: NITXX,

 

Premier: NTPXX, Siebert

 

Williams Shank Shares: SWSXX)

  14    

U.S. GOVERNMENT PORTFOLIO

 

(Ticker Symbols:

 

Shares: BNGXX)

  18    

U.S. GOVERNMENT SELECT PORTFOLIO

 

(Ticker Symbols:

 

Shares: BGSXX,

 

Service: BSCXX, Siebert

 

Williams Shank Shares: WCGXX)

  22    

NOTES TO THE FINANCIAL STATEMENTS

  29    

FUND EXPENSES

  31    

APPROVAL OF MANAGEMENT AGREEMENT

  36    

FOR MORE INFORMATION

This report has been prepared for the general information of Northern Institutional Funds shareholders. It is not authorized for distribution to prospective investors unless accompanied or preceded by a current Northern Institutional Funds summary prospectus or prospectus, which contains more complete information about a fund’s investment objectives, risks, fees and expenses. Investors are reminded to read a summary prospectus or prospectus carefully before investing or sending money.

 

 

You could lose money by investing in the Portfolios. Although each Portfolio seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so.

An investment in a Portfolio is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation (“FDIC”), any other government agency, or The Northern Trust Company, its affiliates, subsidiaries or any other bank. The Portfolios’ sponsor has no legal obligation to provide financial support to the Portfolios, and you should not expect that the sponsor will provide financial support to the Portfolios at any time.

Northern Institutional Funds are distributed by Northern Funds Distributors, LLC, Three Canal Plaza, Suite 100, Portland, Maine 04101, not affiliated with Northern Trust.

 

NOT FDIC INSURED

 

May lose value / No bank guarantee

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   1   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

STATEMENTS OF ASSETS AND LIABILITIES    MAY 31, 2022 (UNAUDITED)

 

Amounts in thousands, except per share data   

TREASURY

PORTFOLIO

    

U.S.

GOVERNMENT

PORTFOLIO

    

U.S.

GOVERNMENT

SELECT

PORTFOLIO

 

ASSETS:

          

Investments, at value

     $34,943,722        $8,725,670        $16,979,632  

Repurchase agreements, at value

     45,002,598        11,578,123        19,070,356  

Cash

     2,958,586        188,461        1,743,529  

Interest income receivable

     57,081        15,102        25,862  

Receivable from investment adviser

     215        82        2,865  

Prepaid and other assets

     179        51        95  

Total Assets

     82,962,381        20,507,489        37,822,339  

LIABILITIES:

          

Payable for fund shares redeemed

                   1,558  

Distributions payable to shareholders

     31,502        7,071        16,715  

Payable to affiliates:

          

Management fees

     8,970        3,952        5,997  

Custody fees

     608        200        347  

Shareholder servicing fees

     2,707                

Transfer agent fees

     2,107        527        1,005  

Accrued Trustee fees

     34        107        96  

Accrued other liabilities

     118        73        80  

Total Liabilities

     46,046        11,930        25,798  

Net Assets

     $82,916,335        $20,495,559        $37,796,541  

ANALYSIS OF NET ASSETS:

          

Capital stock

     $82,916,402        $20,495,612        $37,796,467  

Distributable earnings (loss)

     (67      (53      74  

Net Assets

     $82,916,335        $20,495,559        $37,796,541  

Net Assets:

          

Shares

     $16,108,686        $20,495,559        $33,908,287  

Service Shares

                   130,894  

Premier Shares

     66,688,685                

Siebert Williams Shank Shares

     118,964               3,757,360  

Total Shares Outstanding (no par value, unlimited shares authorized):

          

Shares

     16,108,421        20,495,579        33,908,186  

Service Shares

                   130,893  

Premier Shares

     66,689,015                

Siebert Williams Shank Shares

     118,966               3,757,408  

Net Asset Value, Redemption and Offering Price Per Share:

          

Shares

     $1.00        $1.00        $1.00  

Service Shares

                   1.00  

Premier Shares

     1.00                

Siebert Williams Shank Shares

     1.00               1.00  

Investments, at cost

     $34,943,722        $8,725,670        $16,979,632  

Repurchase agreements, at cost

     45,002,598        11,578,123        19,070,356  

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   2   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

STATEMENTS OF OPERATIONS    FOR THE SIX MONTHS ENDED MAY 31, 2022 (UNAUDITED)

 

Amounts in thousands   

TREASURY

PORTFOLIO

    

U.S.

GOVERNMENT

PORTFOLIO

    

U.S.

GOVERNMENT

SELECT

PORTFOLIO

 

INVESTMENT INCOME:

          

Interest income

     $109,782        $27,783        $53,909  

Income from affiliates (Note 5)

     935        39        745  

Total Investment Income

     110,717        27,822        54,654  

EXPENSES:

          

Management fees

     57,867        26,638        46,086  

Custody fees

     2,865        814        1,755  

Transfer agent fees

     6,678        1,737        3,841  

Registration fees

     32        24        47  

Printing fees

     21        7        14  

Professional fees

     149        76        116  

Shareholder servicing fees

     17,343                

Trustee fees

     312        86        208  

Other

     348        116        217  

Total Expenses

     85,615        29,498        52,284  

Less expenses voluntarily reimbursed by investment adviser

     (23,892      (10,513      (28,401

Less expenses contractually reimbursed by investment adviser

     (1,094      (437      (884

Less custodian credits

            (4       

Net Expenses

     60,629        18,544        22,999  

Net Investment Income

     50,088        9,278        31,655  

NET REALIZED AND UNREALIZED GAINS (LOSSES):

          

Net realized gains (losses) on:

          

Investments

     (28      52        142  

Net Gains (Losses)

     (28      52        142  

Net Increase in Net Assets Resulting from Operations

     $50,060        $9,330        $31,797  

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   3   MONEY MARKET PORTFOLIOS


 

MONEY MARKET PORTFOLIOS

 

STATEMENTS OF CHANGES IN NET ASSETS  

FOR THE SIX MONTHS ENDED MAY 31, 2022, (UNAUDITED)

OR THE FISCAL YEAR ENDED NOVEMBER 30, 2021

 

                                 U.S.  
                   U.S.      GOVERNMENT  
     TREASURY      GOVERNMENT      SELECT  
     PORTFOLIO      PORTFOLIO      PORTFOLIO  
Amounts in thousands    2022      2021      2022      2021      2022      2021  

OPERATIONS:

                 

Net investment income

     $50,088        $6,447        $9,278        $2,902        $31,655        $11,585  

Net realized gains (losses)

     (28      1,095        52        149        142        493  

Net Increase in Net Assets Resulting from Operations

     50,060        7,542        9,330        3,051        31,797        12,078  

CAPITAL SHARE TRANSACTIONS:(1)

                 

Net increase (decrease) in net assets resulting from Shares transactions

     (2,723,726      (7,099,284      (2,388,383      5,857,693        (9,051,037      2,660,462  

Net increase (decrease) in net assets resulting from Service Shares transactions

                          (1      (82,359      65,636  

Net increase (decrease) in net assets resulting from Premier Shares transactions

     (2,478,903      14,146,968                              

Net increase (decrease) in net assets resulting from Siebert Williams Shank Shares transactions

     118,966                             (8,444,462      10,637,834  

Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions

     (5,083,663      7,047,684        (2,388,383      5,857,692        (17,577,858      13,363,932  

DISTRIBUTIONS TO SHARES SHAREHOLDERS:

                 

Distributable earnings

     (12,564      (1,846      (9,486      (3,422      (27,638      (10,822

Total Distributions to Shares Shareholders

     (12,564      (1,846      (9,486      (3,422      (27,638      (10,822

DISTRIBUTIONS TO SERVICE SHARES SHAREHOLDERS:

                 

Distributable earnings

                               (106      (44

Total Distributions to Service Shares Shareholders

                                 (106      (44

DISTRIBUTIONS TO PREMIER SHARES SHAREHOLDERS:

                 

Distributable earnings

     (38,574      (6,074                            

Total Distributions to Premier Shares Shareholders

     (38,574      (6,074                            

DISTRIBUTIONS TO SIEBERT WILLIAMS SHANK SHARES SHAREHOLDERS:

                 

Distributable earnings

     (116                           (4,431      (2,147

Total Distributions to Siebert Williams Shank Shares Shareholders

     (116                           (4,431      (2,147

Total Increase (Decrease) in Net Assets

     (5,084,857      7,047,306        (2,388,539      5,857,321        (17,578,236      13,362,997  

NET ASSETS:

                 

Beginning of period

     88,001,192        80,953,886        22,884,098        17,026,777        55,374,777        42,011,780  

End of period

     $82,916,335        $88,001,192        $20,495,559        $22,884,098        $37,796,541        $55,374,777  

 

*

Amounts round to less than $1.

(1)

The number of shares approximates the dollar amount of transactions.

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   4   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

FINANCIAL HIGHLIGHTS   

FOR THE SIX MONTHS ENDED MAY 31, 2022, (UNAUDITED)

OR THE FISCAL YEARS ENDED NOVEMBER 30, 

 

TREASURY PORTFOLIO    SHARES  
Selected per share data    2022      2021      2020      2019      2018      2017  

Net Asset Value, Beginning of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

INCOME FROM INVESTMENT OPERATIONS:

                 

Net investment income

     (1)       (1)       0.01        0.02        0.02        0.01  

Net realized gains (losses)(1)

                                         

Total from Investment Operations

                   0.01        0.02        0.02        0.01  

LESS DISTRIBUTIONS PAID:

                 

From net investment income

     (1)       (1)       (0.01      (0.02      (0.02      (0.01

From net realized gains

                          (1)       (1)        

Total Distributions Paid

                   (0.01      (0.02      (0.02      (0.01

Net Asset Value, End of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

Total Return(2)

     0.07 %(3)       0.01 %(4)       0.54 %(5)       2.17      1.63      0.70

SUPPLEMENTAL DATA AND RATIOS:

                 

Net assets, in thousands, end of period

     $16,108,686        $18,832,670        $25,932,036        $12,929,215        $4,231,663        $11,867,693  

Ratio to average net assets of:(6)

                 

Expenses, net of waivers, reimbursements and credits

     0.12      0.07      0.15      0.15 %(7)       0.15 %(7)       0.15 %(7) 

Expenses, before waivers, reimbursements and credits

     0.15      0.16      0.16      0.16      0.16      0.16

Net investment income, net of waivers, reimbursements and credits

     0.12      0.01      0.35      2.09 %(7)       1.46 %(7)       0.71 %(7) 

Net investment income (loss), before waivers, reimbursements and credits

     0.09      (0.08 )%       0.34      2.08      1.45      0.70

 

(1)

Per share amounts from net investment income, net realized gains (losses) and distributions paid from net investment income and net realized gains were less than $0.01 per share.

(2)

Assumes investment at net asset value at the beginning of the period, reinvestment of all dividends and distributions, and a complete redemption of the investment at net asset value at the end of the period. The total return is not annualized for periods less than one year..

(3)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $3,098,000. Total return excluding the voluntary reimbursement would have been 0.05% (see Note 4).

(4)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $14,712,000. Total return excluding the voluntary reimbursement would have been (0.07)%.

(5)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $124,000 and had no effect on the Portfolio’s total return.

(6)

Annualized for periods less than one year.

(7)

The impact on Net Assets due to any custody credits is less than 0.005%.

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   5   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

FINANCIAL HIGHLIGHTS continued

 

TREASURY PORTFOLIO    PREMIER  
Selected per share data    2022      2021      2020      2019      2018      2017  

Net Asset Value, Beginning of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

INCOME FROM INVESTMENT OPERATIONS:

                 

Net investment income

     (1)       (1)       (1)       0.02        0.02        0.01  

Net realized gains (losses)(1)

                                         

Total from Investment Operations

                          0.02        0.02        0.01  

LESS DISTRIBUTIONS PAID:

                 

From net investment income

     (1)       (1)       (1)       (0.02      (0.02      (0.01

From net realized gains

                          (1)       (1)        

Total Distributions Paid

                          (0.02      (0.02      (0.01

Net Asset Value, End of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

Total Return(2)

     0.06 %(3)       0.01 %(4)       0.50 %(5)       2.12      1.58      0.65

SUPPLEMENTAL DATA AND RATIOS:

                 

Net assets, in thousands, end of period

     $66,688,685        $69,168,522        $55,021,850        $38,631,700        $34,048,992        $33,507,259  

Ratio to average net assets of:(6)

                 

Expenses, net of waivers, reimbursements and credits

     0.14      0.07      0.20      0.20 %(7)       0.20 %(7)       0.20 %(7) 

Expenses, before waivers, reimbursements and credits

     0.20      0.21      0.21      0.21      0.21      0.21

Net investment income, net of waivers, reimbursements and credits

     0.11      0.01      0.41      2.11 %(7)       1.57 %(7)       0.67 %(7) 

Net investment income (loss), before waivers, reimbursements and credits

     0.05      (0.13 )%       0.40      2.10      1.56      0.66

 

(1)

Per share amounts from net investment income, net realized gains (losses) and distributions paid from net investment income and net realized gains were less than $0.01 per share.

(2)

Assumes investment at net asset value at the beginning of the period, reinvestment of all dividends and distributions, and a complete redemption of the investment at net asset value at the end of the period. The total return is not annualized for periods less than one year..

(3)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Premier class of the Portfolio in the amount of approximately $20,784,000. Total return excluding the voluntary reimbursement would have been 0.03% (see Note 4).

(4)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Premier class of the Portfolio in the amount of approximately $79,883,000. Total return excluding the voluntary reimbursement would have been (0.12)%.

(5)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Premier class of the Portfolio in the amount of approximately $2,734,000. Total return excluding the voluntary reimbursement would have been 0.49%.

(6)

Annualized for periods less than one year.

(7)

The impact on Net Assets due to any custody credits is less than 0.005%.

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   6   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

FOR THE SIX MONTHS ENDED MAY 31, 2022, (UNAUDITED)

OR THE FISCAL YEARS ENDED NOVEMBER 30, 

 

TREASURY PORTFOLIO   

SIEBERT

WILLIAMS

SHANK

 
Selected per share data    2022(1)  

Net Asset Value, Beginning of Period

     $1.00  

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

  

Net investment income(2)

      

Net realized gains (losses)(2)

      

Total from Investment Operations

      

LESS DISTRIBUTIONS PAID:

  

From net investment income(2)

      

Total Distributions Paid

      

Net Asset Value, End of Period

     $1.00  

Total Return(3)

     0.07 %(4) 

SUPPLEMENTAL DATA AND RATIOS:

  

Net assets, in thousands, end of period

     $118,964  

Ratio to average net assets of:(5)

  

Expenses, net of waivers, reimbursements and credits

     0.14

Expenses, before waivers, reimbursements and credits

     0.15

Net investment income, net of waivers, reimbursements and credits

     0.16

Net investment income, before waivers, reimbursements and credits

     0.15

 

(1)

For the period from December 22, 2021 (commencement of class operations) through May 31, 2022.

(2)

Per share amounts from net investment income, net realized gains (losses) and distributions paid from net investment income and net realized gains were less than $0.01 per share.

(3)

Assumes investment at net asset value at the beginning of the period, reinvestment of all dividends and distributions, and a complete redemption of the investment at net asset value at the end of the period. The total return is not annualized for periods less than one year.

(4)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Siebert Williams Shank class of the Portfolio in the amount of approximately $10,000. Total return excluding the voluntary reimbursement would have been 0.06% (see Note 4).

(5)

Annualized for periods less than one year.

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   7   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

FINANCIAL HIGHLIGHTS continued

 

U.S. GOVERNMENT PORTFOLIO    SHARES  
Selected per share data    2022      2021     2020      2019      2018      2017  

Net Asset Value, Beginning of Period

     $1.00        $1.00       $1.00        $1.00        $1.00        $1.00  

INCOME FROM INVESTMENT OPERATIONS:

                

Net investment income

     (1)       (1)      (1),(2)       0.02        0.02        0.01 (2) 

Net realized gains (losses)(1)

                                        

Total from Investment Operations

                         0.02        0.02        0.01  

LESS DISTRIBUTIONS PAID:

                

From net investment income

     (1)       (1)      (1)       (0.02      (0.02      (0.01

Total Distributions Paid

                         (0.02      (0.02      (0.01

Net Asset Value, End of Period

     $1.00        $1.00       $1.00        $1.00        $1.00        $1.00  

Total Return(3)

     0.05 %(4)       0.02 %(5),(6)      0.49 %(7)       2.09      1.54      0.62

SUPPLEMENTAL DATA AND RATIOS:

                

Net assets, in thousands, end of period

     $20,495,559        $22,884,098       $17,026,776        $15,138,062        $13,197,876        $13,905,729  

Ratio to average net assets of:(8)

                

Expenses, net of waivers, reimbursements and credits(9)

     0.16      0.08     0.24      0.25      0.25      0.25 %(10) 

Expenses, before waivers, reimbursements and credits

     0.25      0.26     0.26      0.26      0.26      0.30 %(10) 

Net investment income, net of waivers, reimbursements and credits(9)

     0.08      0.02 %(5)      0.41      2.07      1.53      0.62 %(10) 

Net investment income (loss), before waivers, reimbursements and credits

     (0.01 )%       (0.16 )%(5)      0.39      2.06      1.52      0.57 %(10) 

 

(1)

Per share amounts from net investment income, net realized gains (losses) and distributions paid from net investment income were less than $0.01 per share.

(2)

Net investment income for the fiscal year was calculated using the average shares outstanding method.

(3)

Assumes investment at net asset value at the beginning of the period, reinvestment of all dividends and distributions, and a complete redemption of the investment at net asset value at the end of the period. The total return is not annualized for periods less than one year..

(4)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $10,513,000. Total return excluding the voluntary reimbursement would have been 0.00% (see Note 4).

(5)

During the fiscal year ended November 30, 2021, the Portfolio received monies related to certain nonrecurring litigation proceeds. If these monies were not received, the total return would have been 0.00% and the net investment income, net of waivers, reimbursements and credits ratio and net investment income, before waivers, reimbursements and credits ratio would have been 0.01% and (0.17%), respectively.

(6)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $36,386,000. Total return excluding the voluntary reimbursement would have been (0.15%).

(7)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $1,982,000. Total return excluding the voluntary reimbursement would have been 0.48%.

(8)

Annualized for periods less than one year.

(9)

The impact on Net Assets due to any custody credits is less than 0.005%.

(10)

Effective April 1, 2017, the investment adviser reduced the contractual management fee rate paid by the Portfolio.

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   8   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

FOR THE SIX MONTHS ENDED MAY 31, 2022, (UNAUDITED)

OR THE FISCAL YEARS ENDED NOVEMBER 30, 

 

U.S. GOVERNMENT SELECT PORTFOLIO    SHARES  
Selected per share data    2022      2021      2020      2019      2018      2017  

Net Asset Value, Beginning of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

INCOME FROM INVESTMENT OPERATIONS:

                 

Net investment income

     (1)       (1)       0.01        0.02        0.02        0.01  

Net realized gains (losses)(1)

                                         

Total from Investment Operations

                   0.01        0.02        0.02        0.01  

LESS DISTRIBUTIONS PAID:

                 

From net investment income

     (1)       (1)       (0.01      (0.02      (0.02      (0.01

From net realized gains

                          (1)       (1)        

Total Distributions Paid

                   (0.01      (0.02      (0.02      (0.01

Net Asset Value, End of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

Total Return(2)

     0.08 %(3)       0.03 %(4)       0.53 %(5)       2.13      1.58      0.66

SUPPLEMENTAL DATA AND RATIOS:

                 

Net assets, in thousands, end of period

     $33,908,287        $42,959,633        $40,300,072        $25,891,894        $23,961,606        $23,555,556  

Ratio to average net assets of:(6)

                 

Expenses, net of waivers, reimbursements and credits

     0.09      0.06      0.18      0.20      0.20 %(7)       0.20 %(7) 

Expenses, before waivers, reimbursements and credits

     0.20      0.21      0.21      0.21      0.21      0.21

Net investment income, net of waivers, reimbursements and credits

     0.13      0.03      0.42      2.10      1.57 %(7)       0.66 %(7) 

Net investment income (loss), before waivers, reimbursements and credits

     0.02      (0.12 )%       0.39      2.09      1.56      0.65

 

(1)

Per share amounts from net investment income, net realized gains (losses) and distributions paid from net investment income and net realized gains were less than $0.01 per share.

(2)

Assumes investment at net asset value at the beginning of the period, reinvestment of all dividends and distributions, and a complete redemption of the investment at net asset value at the end of the period. The total return is not annualized for periods less than one year

(3)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $22,675,000. Total return excluding the voluntary reimbursement would have been 0.02% (see Note 4).

(4)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $53,611,000. Total return excluding the voluntary reimbursement would have been (0.11%).

(5)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Shares class of the Portfolio in the amount of approximately $7,812,000. Total return excluding the voluntary reimbursement would have been 0.51%.

(6)

Annualized for periods less than one year.

(7)

The impact on Net Assets due to any custody credits is less than 0.005%.

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   9   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

FINANCIAL HIGHLIGHTS continued

 

U.S. GOVERNMENT SELECT PORTFOLIO    SERVICE  
Selected per share data    2022      2021      2020      2019      2018      2017  

Net Asset Value, Beginning of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

INCOME FROM INVESTMENT OPERATIONS:

                 

Net investment income

     (1)       (1)       0.01        0.02        0.02        0.01  

Net realized gains (losses)(1)

                                         

Total from Investment Operations

                   0.01        0.02        0.02        0.01  

LESS DISTRIBUTIONS PAID:

                 

From net investment income

     (1)       (1)       (0.01      (0.02      (0.02      (0.01

From net realized gains

                          (1)       (1)        

Total Distributions Paid

                   (0.01      (0.02      (0.02      (0.01

Net Asset Value, End of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

Total Return(2)

     0.08 %(3)       0.03 %(4)       0.53 %(5)       2.13      1.58      0.66

SUPPLEMENTAL DATA AND RATIOS:

                 

Net assets, in thousands, end of period

     $130,894        $213,254        $147,620        $143,163        $113,037        $127,777  

Ratio to average net assets of:(6)

                 

Expenses, net of waivers, reimbursements and credits

     0.09      0.06      0.18      0.20      0.20 %(7)       0.20 %(7) 

Expenses, before waivers, reimbursements and credits

     0.20      0.21      0.21      0.21      0.21      0.21

Net investment income, net of waivers, reimbursements and credits

     0.13      0.03      0.51      2.06      1.59 %(7)       0.65 %(7) 

Net investment income (loss), before waivers, reimbursements and credits

     0.02      (0.12 )%       0.48      2.05      1.58      0.64

 

(1)

Per share amounts from net investment income, net realized gains (losses) and distributions paid from net investment income and net realized gains were less than $0.01 per share.

(2)

Assumes investment at net asset value at the beginning of the period, reinvestment of all dividends and distributions, and a complete redemption of the investment at net asset value at the end of the period. The total return is not annualized for periods less than one year..

(3)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Service class of the Portfolio in the amount of approximately $89,000. Total return excluding the voluntary reimbursement would have been 0.02% (see Note 4).

(4)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Service class of the Portfolio in the amount of approximately $220,000. Total return excluding the voluntary reimbursement would have been (0.11%).

(5)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Service class of the Portfolio in the amount of approximately $29,000. Total return excluding the voluntary reimbursement would have been 0.50%

(6)

Annualized for periods less than one year.

(7)

The impact on Net Assets due to any custody credits is less than 0.005%.

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   10   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

FOR THE SIX MONTHS ENDED MAY 31, 2022, (UNAUDITED)

OR THE FISCAL YEARS ENDED NOVEMBER 30, 

 

U.S. GOVERNMENT SELECT PORTFOLIO    SIEBERT WILLIAMS SHANK  
Selected per share data    2022      2021      2020      2019      2018      2017  

Net Asset Value, Beginning of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

                 

Net investment income

     (1)       (1)       0.01        0.02        0.02        0.01  

Net realized gains (losses)(1)

                                         

Total from Investment Operations

                   0.01        0.02        0.02        0.01  

LESS DISTRIBUTIONS PAID:

                 

From net investment income

     (1)       (1)       (0.01      (0.02      (0.02      (0.01

From net realized gains

                          (1)       (1)        

Total Distributions Paid

                   (0.01      (0.02      (0.02      (0.01

Net Asset Value, End of Period

     $1.00        $1.00        $1.00        $1.00        $1.00        $1.00  

Total Return(2)

     0.08 %(3)       0.03 %(4)       0.53 %(5)       2.13      1.58      0.66

SUPPLEMENTAL DATA AND RATIOS:

                 

Net assets, in thousands, end of period

     $3,757,360        $12,201,890        $1,564,088        $455,839        $216,367        $472,479  

Ratio to average net assets of:(6)

                 

Expenses, net of waivers, reimbursements and credits

     0.09      0.05      0.18      0.20      0.20 %(7)       0.20 %(7) 

Expenses, before waivers, reimbursements and credits

     0.20      0.21      0.21      0.21      0.21      0.21

Net investment income, net of waivers, reimbursements and credits

     0.09      0.03      0.25      2.06      1.54 %(7)       0.66 %(7) 

Net investment income (loss), before waivers, reimbursements and credits

     (0.02 )%       (0.13 )%       0.22      2.05      1.53      0.65

 

(1)

Per share amounts from net investment income, net realized gains (losses) and distributions paid from net investment income and net realized gains were less than $0.01 per share.

(2)

Assumes investment at net asset value at the beginning of the period, reinvestment of all dividends and distributions, and a complete redemption of the investment at net asset value at the end of the period. The total return is not annualized for periods less than one year..

(3)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Siebert Williams Shank class of the Portfolio in the amount of approximately $5,637,000. Total return excluding the voluntary reimbursement would have been 0.02% (see Note 4).

(4)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Siebert Williams Shank class of the Portfolio in the amount of approximately $11,312,000. Total return excluding the voluntary reimbursement would have been (0.11%).

(5)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Siebert Williams Shank class of the Portfolio in the amount of approximately $324,000. Total return excluding the voluntary reimbursement would have been 0.51%.

(6)

Annualized for periods less than one year.

(7)

The impact on Net Assets due to any custody credits is less than 0.005%.

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   11   MONEY MARKET PORTFOLIOS


SCHEDULE OF INVESTMENTS

 

TREASURY PORTFOLIO

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT OBLIGATIONS – 42.1%  

U.S. Treasury Bills – 3.7%

     

0.09%, 6/2/22 (1)

     $330,000        $329,999  

0.16%, 6/23/22 (1)

     650,000        649,937  

0.52%, 6/28/22 (1)

     8,000        7,997  

0.21%, 6/30/22 (1)

     400,000        399,932  

0.27%, 7/14/22 (1)

     395,000        394,870  

0.71%, 9/8/22 (1)

     419,000        418,182  

1.05%, 9/29/22 (1)

     225,000        224,209  

0.39%, 12/29/22 (1)

     305,000        304,303  

0.62%, 1/26/23 (1)

     195,000        194,194  

0.64%, 1/26/23 (1)

     195,000        194,194  
                3,117,817  

U.S. Treasury Floating Rate Notes – 18.5%

 

(Floating, U.S. Treasury 3M Bill MMY + 0.03%),
0.08%, 6/6/22 (2)

     2,562,410        2,563,884  

(Floating, U.S. Treasury 3M Bill MMY + 0.05%),
0.09%, 6/6/22 (2)

     1,195,000        1,197,503  

(Floating, U.S. Treasury 3M Bill MMY + 0.04%),
0.09%, 6/6/22 (2)

     875,000        874,977  

(Floating, U.S. Treasury 3M Bill MMY + 0.06%),
0.10%, 6/6/22 (2)

     8,414,700        8,417,094  

(Floating, U.S. Treasury 3M Bill MMY + 0.03%),
0.27%, 6/6/22 (2)

     803,385        803,653  

(Floating, U.S. Treasury 3M Bill MMY - 0.08%),
0.99%, 6/6/22 (2)

     1,495,000        1,493,706  
                15,350,817  

U.S. Treasury Notes – 19.9%

     

1.75%, 6/15/22

     200,000        200,129  

0.13%, 6/30/22

     350,000        350,011  

2.13%, 6/30/22

     905,000        906,478  

1.75%, 7/15/22

     170,000        170,338  

0.13%, 7/31/22

     977,000        976,471  

1.88%, 7/31/22

     150,000        150,437  

1.63%, 8/15/22

     195,000        195,616  

0.13%, 9/30/22

     100,000        100,008  

1.75%, 9/30/22

     475,000        477,595  

1.38%, 10/15/22

     28,000        28,133  

0.13%, 10/31/22

     1,458,418        1,458,559  

1.88%, 10/31/22

     410,240        413,192  

2.00%, 10/31/22

     1,642,118        1,654,811  

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT OBLIGATIONS - 42.1% continued  

U.S. Treasury Notes – 19.9% continued

 

  

1.63%, 11/15/22

     $1,699,072        $1,710,734  

0.13%, 11/30/22

     1,290,000        1,289,799  

2.00%, 11/30/22

     265,000        267,419  

1.63%, 12/15/22

     275,000        277,092  

0.13%, 12/31/22

     1,251,455        1,249,320  

2.13%, 12/31/22

     1,110,725        1,121,798  

1.50%, 1/15/23

     1,030,123        1,035,223  

2.00%, 2/15/23

     420,000        422,718  

0.13%, 2/28/23

     287,000        285,026  

1.50%, 2/28/23

     200,000        200,499  

0.13%, 3/31/23

     220,000        217,970  

1.50%, 3/31/23

     65,000        65,137  

0.13%, 4/30/23

     1,117,584        1,097,669  

1.63%, 4/30/23

     153,594        152,906  
                16,475,088  

Total U.S. Government Obligations

                 

(Cost $34,943,722)

              34,943,722  
     

Investments, at Amortized Cost

                 

($34,943,722)

              34,943,722  
REPURCHASE AGREEMENTS – 54.3% (3)  

Barclays Capital, Inc., dated 5/31/22, repurchase price $950,021,
0.80%, 6/1/22

     950,000        950,000  

Citigroup Global Markets, Inc., dated 5/31/22, repurchase price $239,603,
0.80%, 6/1/22

     239,598        239,598  

Federal Reserve Bank of New York, dated 5/31/22, repurchase price $42,000,933,
0.80%, 6/1/22

     42,000,000        42,000,000  

Fixed Income Clearing Corp., dated 5/31/22, repurchase price $500,011,
0.80%, 6/1/22

     500,000        500,000  

JPMorgan Securities LLC, dated 5/31/22, repurchase price $325,007,
0.80%, 6/1/22

     325,000        325,000  

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   12   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MAY 31, 2022 (UNAUDITED)

 

     PRINCIPAL
AMOUNT
(000S)
    

VALUE

(000S)

 
REPURCHASE AGREEMENTS - 54.3% (3) continued  

RBC Dominion Securities, dated 5/31/22, repurchase price $750,017,
0.80%, 6/1/22

     $750,000        $750,000  

Societe Generale S.A., dated 5/31/22, repurchase price $238,005,
0.80%, 6/1/22

     238,000        238,000  
         45,002,598  

Total Repurchase Agreements

                 

(Cost $45,002,598)

 

     45,002,598  
     

Total Investments – 96.4%

                 

(Cost $79,946,320)

 

     79,946,320  

Other Assets less Liabilities – 3.6%

 

     2,970,015  

NET ASSETS – 100.0%

 

     $82,916,335  

 

(1)

Discount rate at the time of purchase.

(2)

Variable or floating rate security. Rate as of May 31, 2022 is disclosed. Maturity date represents the next interest reset date. The security’s legal final maturity date is longer than the reset date. Securities with longer maturity dates have a greater sensitivity to changes in liquidity, interest rate risk and/or credit risk.

(3)

The nature and terms of the collateral received for the repurchase agreements are as follows:

 

NAME  

FAIR

VALUE

(000S)

    COUPON
RATES
    MATURITY
DATES
 

U.S. Treasury Bills

    1       0.00%       7/19/22 – 8/25/22  

U.S. Treasury Bonds

    3,469,808       0.00% – 6.38%       1/15/26 – 2/15/52  

U.S. Treasury Notes

    41,593,797       0.13% – 2.88%       1/15/23 – 1/15/32  

Total

    45,063,606                  

EXPLANATION OF ABBREVIATIONS AND ACRONYMS USED THROUGHOUT THE SCHEDULE OF INVESTMENTS:

3M – 3 Month

MMY – Money Market Yield

Percentages shown are based on Net Assets.

At May 31, 2022, the security types for the Portfolio were:

 

SECURITY TYPE (1)    % OF NET ASSETS  
U.S. Government Obligations      42.1%  

Repurchase Agreements

     54.3%  

 

(1)

Figures in the above table may not sum to 100% due to the exclusion of other assets and liabilities.

At May 31, 2022, the maturity analysis for the Portfolio as a percentage of investments was:

 

MATURITY (1)    %  

OVERNIGHT (1 BUSINESS DAY)

     56.3%  
2 - 15 DAYS      19.9  
16 - 30 DAYS      2.9  
31 - 60 DAYS      0.7  
61 - 97 DAYS      1.7  
98 - 180 DAYS      8.1  
181 - 270 DAYS      7.9  
271 - 366 DAYS      2.5  

 

(1)

The number of days to maturity of each holding is determined in accordance with the provisions of Rule 2a-7 under the Investment Company Act of 1940.

Various inputs are used in determining the value of the Portfolio’s investments. These inputs are summarized in three levels listed below:

Level 1 – Unadjusted quoted market prices in active markets for identical securities on the measurement date.

Level 2 – Other observable inputs (e.g., quoted prices in active markets for similar securities, securities valuations based on commonly quoted benchmark interest rates and yield curves, maturities, ratings and/or securities indices).

Level 3 – Significant unobservable inputs (e.g., information about assumptions, including risk, market participants would use in pricing a security).

The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities and other financial instruments, if any. The following table summarizes the valuations of the Portfolio’s investments, which are carried at amortized cost, or at cost for repurchase agreements, which approximates fair value, by the above fair value hierarchy as of May 31, 2022:

 

    LEVEL 1
(000S)
    LEVEL 2
(000S)
    LEVEL 3
(000S)
   

TOTAL

(000S)

 

Investments held by Treasury Portfolio(1)

    $–       $79,946,320       $–       $79,946,320  

 

(1)

Classifications as defined in the Schedule of Investments.

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   13   MONEY MARKET PORTFOLIOS


SCHEDULE OF INVESTMENTS

 

U.S. GOVERNMENT PORTFOLIO

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT AGENCIES – 17.1% (1)  

Federal Farm Credit Bank – 11.0%

 

FFCB Bonds,
0.09%, 10/7/22

     $155,000        $154,999  

0.42%, 1/11/23

     50,000        49,989  

0.51%, 1/20/23

     70,000        69,990  

2.03%, 5/2/23

     60,000        59,936  

FFCB Discount Notes,
0.06%, 6/23/22 (2)

     30,000        29,999  

0.06%, 6/28/22 (2)

     25,000        24,999  

0.06%, 7/6/22 (2)

     45,000        44,997  

0.09%, 9/14/22 (2)

     10,000        9,997  

0.67%, 9/16/22 (2)

     10,000        9,980  

1.28%, 10/19/22 (2)

     48,000        47,765  

0.54%, 12/5/22 (2)

     25,000        24,930  

0.76%, 12/15/22 (2)

     24,000        23,902  

0.77%, 12/21/22 (2)

     32,000        31,863  

1.77%, 3/10/23 (2)

     10,000        9,863  

1.87%, 3/27/23 (2)

     34,000        33,480  

1.92%, 4/18/23 (2)

     50,000        49,157  

FFCB Notes,
(Floating, U.S. SOFR + 0.03%),
    0.08%, 6/1/22 (3)

     60,000        60,000  

(Floating, U.S. SOFR + 0.04%), 
0.09%, 6/1/22 (3)

     100,000        100,012  

(Floating, U.S. SOFR + 0.05%),
0.10%, 6/1/22 (3)

     30,000        30,000  

(Floating, U.S. SOFR + 0.06%),
0.11%, 6/1/22 (3)

     75,000        75,000  

(Floating, U.S. SOFR + 0.20%),
0.25%, 6/1/22 (3)

     110,000        110,000  

(Floating, U.S. SOFR + 0.03%),
0.33%, 6/1/22 (3)

     10,000        9,999  

(Floating, U.S. SOFR + 0.06%),
0.35%, 6/1/22 (3)

     60,000        60,000  

(Floating, U.S. SOFR + 0.01%),
0.79%, 6/1/22 (3)

     45,000        44,998  

(Floating, U.S. SOFR + 0.02%),
0.80%, 6/1/22 (3)

     85,000        84,995  

(Floating, U.S. SOFR + 0.04%),
0.82%, 6/1/22 (3)

     85,000        85,000  

(Floating, U.S. SOFR + 0.03%),
0.82%, 6/1/22 (3)

     220,000        219,988  

(Floating, U.S. SOFR + 0.04%),
0.83%, 6/1/22 (3)

     78,000        78,000  

(Floating, U.S. SOFR + 0.05%),
0.83%, 6/1/22 (3)

     160,000        160,000  

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT AGENCIES – 17.1% (1) continued  

Federal Farm Credit Bank – 11.0% continued

 

(Floating, U.S. SOFR + 0.06%),
0.84%, 6/1/22 (3)

     $150,000        $150,000  

(Floating, U.S. SOFR + 0.05%),
0.84%, 6/1/22 (3)

     100,000        100,000  

(Floating, U.S. SOFR + 0.06%),
0.85%, 6/1/22 (3)

     40,000        40,000  

(Floating, U.S. Federal Funds +
0.02%), 0.85%, 6/1/22 (3)

     50,000        50,000  

(Floating, U.S. SOFR + 0.08%),
0.86%, 6/1/22 (3)

     52,275        52,275  

(Floating, U.S. Federal Funds +
0.05%), 0.88%, 6/1/22 (3)

     15,000        14,999  

(Floating, U.S. Federal Funds +
0.06%), 0.89%, 6/1/22 (3)

     30,000        29,999  

(Floating, U.S. SOFR + 0.15%),
0.93%, 6/1/22 (3)

     35,000        35,000  
                2,266,111  

Federal Home Loan Bank – 5.6%

     

FHLB Bonds,
0.12%, 6/2/22

     240,000        240,000  

1.72%, 12/19/22

     45,000        45,000  

1.75%, 12/21/22

     120,000        120,000  

1.77%, 12/23/22

     50,000        50,000  

1.81%, 1/5/23

     195,000        195,000  

FHLB Notes,
(Floating, U.S. SOFR + 0.02%),
    0.07%, 6/1/22 (3)

     50,000        50,000  

(Floating, U.S. SOFR + 0.01%),
0.79%, 6/1/22 (3)

     240,000        240,000  

(Floating, U.S. SOFR + 0.01%),
0.80%, 6/1/22 (3)

     85,000        85,000  

(Floating, U.S. SOFR + 0.08%),
0.86%, 6/1/22 (3)

     115,000        115,000  
                1,140,000  

Federal Home Loan Mortgage Corporation – 0.5%

 

  

FHLMC Notes,
(Floating, U.S. SOFR + 0.10%),
    0.89%, 6/1/22 (3)

     100,000        100,000  

Total U.S. Government Agencies

                 

(Cost $3,506,111)

              3,506,111  
     
U.S. GOVERNMENT OBLIGATIONS – 25.5%  

U.S. Treasury Bills – 3.5%

     

0.09%, 6/2/22 (2)

     105,000        105,000  

0.16%, 6/23/22 (2)

     160,000        159,984  

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   14   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

MAY 31, 2022 (UNAUDITED)

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT OBLIGATIONS – 25.5% continued  

U.S. Treasury Bills – 3.5% continued

 

0.21%, 6/30/22 (2)

     $105,000        $104,982  

0.27%, 7/14/22 (2)

     105,000        104,965  

1.05%, 9/29/22 (2)

     50,000        49,824  

0.39%, 12/29/22 (2)

     80,000        79,817  

0.62%, 1/26/23 (2)

     55,000        54,773  

0.64%, 1/26/23 (2)

     55,000        54,773  
                714,118  

U.S. Treasury Floating Rate Notes – 6.3%

 

  

(Floating, U.S. Treasury 3M Bill MMY +
0.03%),
0.08%, 6/6/22(3)

     295,000        295,007  

(Floating, U.S. Treasury 3M Bill MMY +
0.04%),
0.09%, 6/6/22(3)

     230,000        229,994  

(Floating, U.S. Treasury 3M Bill MMY +
0.06%),
0.10%, 6/6/22(3)

     587,695        587,732  

(Floating, U.S. Treasury 3M Bill MMY +
0.03%),
0.27%, 6/6/22(3)

     123,380        123,383  

(Floating, U.S. Treasury 3M Bill MMY -
0.08%),
0.99%, 6/6/22 (3)

     55,000        54,921  
                1,291,037  

U.S. Treasury Notes – 15.7%

 

  

1.75%, 6/15/22

     25,000        25,016  

0.13%, 6/30/22

     35,000        35,001  

2.13%, 6/30/22

     400,000        400,653  

1.75%, 7/15/22

     40,000        40,080  

1.63%, 8/15/22

     55,000        55,174  

1.75%, 9/30/22

     30,000        30,164  

0.13%, 10/31/22

     365,000        365,022  

1.88%, 10/31/22

     236,636        237,995  

2.00%, 10/31/22

     166,000        167,307  

1.63%, 11/15/22

     295,000        297,018  

0.13%, 11/30/22

     355,000        354,942  

2.00%, 11/30/22

     10,000        10,090  

1.63%, 12/15/22

     85,000        85,647  

0.13%, 12/31/22

     280,000        279,289  

2.13%, 12/31/22

     240,000        242,397  

0.13%, 1/31/23

     115,000        114,292  

1.75%, 1/31/23

     80,000        80,338  

2.38%, 1/31/23

     83,728        84,420  

2.00%, 2/15/23

     105,000        105,680  

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT OBLIGATIONS - 25.5% continued  

U.S. Treasury Notes – 15.7% continued

 

0.13%, 2/28/23

     $70,000        $69,519  

2.63%, 2/28/23

     35,000        35,378  

0.13%, 3/31/23

     55,000        54,492  

1.50%, 3/31/23

     15,000        15,032  

0.13%, 4/30/23

     30,000        29,458  
                3,214,404  

Total U.S. Government Obligations

                 

(Cost $5,219,559)

              5,219,559  
     

Investments, at Amortized Cost

                 

($8,725,670)

              8,725,670  
REPURCHASE AGREEMENTS – 56.5% (4)  

Bank of America Securities LLC, dated 5/31/22, repurchase price $165,004,
0.80%, 6/1/22

     165,000        165,000  

Bank of Nova Scotia, dated 5/31/22, repurchase price $1,000,022,
0.80%, 6/1/22

     1,000,000        1,000,000  

Citigroup Global Markets, Inc., dated 5/31/22, repurchase price $333,044, 0.81%, 6/1/22

     333,037        333,037  

Citigroup Global Markets, Inc., dated 5/31/22, repurchase price $80,088,
0.80%, 6/1/22

     80,086        80,086  

Federal Reserve Bank of New York, dated 5/31/22, repurchase price $8,200,182,
0.80%, 6/1/22

     8,200,000        8,200,000  

JPMorgan Securities LLC, dated 5/31/22, repurchase price $150,093,
0.80%, 9/3/22

     150,000        150,000  

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   15   MONEY MARKET PORTFOLIOS


SCHEDULE OF INVESTMENTS

 

U.S. GOVERNMENT PORTFOLIO continued

 

     PRINCIPAL
AMOUNT
(000S)
    

VALUE

(000S)

 
REPURCHASE AGREEMENTS - 56.5% (4) continued  

JPMorgan Securities LLC, dated 5/31/22, repurchase price $650,014,
0.80%, 6/1/22

     $650,000        $650,000  

Royal Bank of Canada, dated 5/31/22, repurchase price $1,000,977,
0.31%, 6/7/22

     1,000,000        1,000,000  
                11,578,123  

Total Repurchase Agreements

                 

(Cost $11,578,123)

              11,578,123  
     

Total Investments – 99.1%

                 

(Cost $20,303,793)

              20,303,793  

Other Assets less Liabilities – 0.9%

 

     191,766  

NET ASSETS – 100.0%

              $20,495,559  

 

(1)

The obligations of certain U.S. government-sponsored entities are neither issued nor guaranteed by the United States Treasury.

(2)

Discount rate at the time of purchase.

(3)

Variable or floating rate security. Rate as of May 31, 2022 is disclosed. Maturity date represents the next interest reset date. The security’s legal final maturity date is longer than the reset date. Securities with longer maturity dates have a greater sensitivity to changes in liquidity, interest rate risk and/or credit risk.

(4)

The nature and terms of the collateral received for the repurchase agreements are as follows:

 

NAME   

FAIR

VALUE

(000S)

    

COUPON

RATES

    

MATURITY

DATES

 

FHLB

     $20,461        3.93% – 4.15%        5/23/30 – 7/11/33  

FHLMC

     $124,616        2.00% – 4.50%        4/1/33 – 4/1/52  

FNMA

     $1,462,047        2.00% – 7.00%        3/1/25 – 1/1/60  

GNMA

     $601,500        1.50% – 7.50%        5/20/27 – 3/15/64  

TVA

     $64,945        2.88% – 6.75%        11/1/25 – 2/1/27  

U.S. Treasury Bonds

     $49,736        1.75% – 7.5%        11/15/24 – 8/15/41  

U.S. Treasury Notes

     $9,344,030        0.13% – 2.75%        11/15/23 – 5/15/31  

Total

     $11,667,335                    

EXPLANATION OF ABBREVIATIONS AND ACRONYMS USED THROUGHOUT THE SCHEDULE OF INVESTMENTS:

3M –3 Month

FFCB – Federal Farm Credit Bank

FHLB – Federal Home Loan Bank

FHLMC – Federal Home Loan Mortgage Corporation

FNMA – Federal National Mortgage Association

GNMA – Government National Mortgage Association

MMY – Money Market Yield

SOFR – Secured Overnight Financing Rate

TVA – Tennessee Valley Authority

Percentages shown are based on Net Assets.

At May 31, 2022, the security types for the Portfolio were:

 

SECURITY TYPE (1)    % OF NET ASSETS  
U.S. Government Agencies      17.1%  
U.S. Government Obligations      25.5%  
Repurchase Agreements      56.5%  

 

(1)

Figures in the above table may not sum to 100% due to the exclusion of other assets and liabilities.

At May 31, 2022, the maturity analysis for the Portfolio as a percentage of investments was:

 

MATURITY (1)    %  
OVERNIGHT (1 BUSINESS DAY)      62.1%  
2 - 15 DAYS      13.1  
16 - 30 DAYS      3.7  
31 - 60 DAYS      0.9  
61 - 97 DAYS      1.0  
98 - 180 DAYS      6.8  
181 - 270 DAYS      10.6  
271 - 366 DAYS      1.8  

 

(1)

The number of days to maturity of each holding is determined in accordance with the provisions of Rule 2a-7 under the Investment Company Act of 1940.

Various inputs are used in determining the value of the Portfolio’s investments. These inputs are summarized in three levels listed below:

Level 1 – Unadjusted quoted market prices in active markets for identical securities on the measurement date.

Level 2 – Other observable inputs (e.g., quoted prices in active markets for similar securities, securities valuations based on commonly quoted benchmark interest rates and yield curves, maturities, ratings and/or securities indices).

Level 3 – Significant unobservable inputs (e.g., information about assumptions, including risk, market participants would use in pricing a security).

The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities and other financial instruments, if any. The following table summarizes the valuations of the

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   16   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

MAY 31, 2022 (UNAUDITED)

 

Portfolio’s investments, which are carried at amortized cost, or at cost for repurchase agreements, which approximates fair value, by the above fair value hierarchy as of May 31, 2022:

 

   

LEVEL 1

(000S)

   

LEVEL 2

(000S)

   

LEVEL 3

(000S)

   

TOTAL

(000S)

 

Investments held by U.S. Government Portfolio(1)

    $–       $20,303,793       $–       $20,303,793  

 

(1)

Classifications as defined in the Schedule of Investments.

    

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   17   MONEY MARKET PORTFOLIOS


SCHEDULE OF INVESTMENTS

 

U.S. GOVERNMENT SELECT PORTFOLIO

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT AGENCIES – 17.6% (1)         

Federal Farm Credit Bank – 12.9%

     

FFCB Bonds,
0.09%, 10/7/22

     $335,000        $334,997  

0.42%, 1/11/23

     100,000        99,978  

FFCB Discount Notes,
0.08%, 6/3/22 (2)

     21,000        21,000  

0.06%, 6/6/22 (2)

     40,000        40,000  

0.12%, 6/6/22 (2)

     20,000        20,000  

0.06%, 6/10/22 (2)

     50,000        49,999  

0.08%, 6/13/22 (2)

     30,000        29,999  

0.51%, 6/23/22 (2)

     17,000        16,995  

0.06%, 6/28/22 (2)

     50,000        49,998  

0.08%, 6/29/22 (2)

     50,000        49,997  

0.15%, 7/1/22 (2)

     23,000        22,997  

0.06%, 7/6/22 (2)

     100,000        99,994  

0.06%, 7/25/22 (2)

     55,000        54,995  

0.09%, 7/26/22 (2)

     217,000        216,967  

0.16%, 7/26/22 (2)

     30,000        29,995  

0.23%, 8/9/22 (2)

     25,000        24,989  

0.24%, 8/17/22 (2)

     75,000        74,961  

0.09%, 8/18/22 (2)

     15,000        14,997  

0.11%, 8/31/22 (2)

     36,000        35,990  

0.13%, 9/13/22 (2)

     63,000        62,976  

0.09%, 9/14/22 (2)

     15,000        14,996  

0.67%, 9/16/22 (2)

     15,000        14,971  

0.10%, 9/19/22 (2)

     28,000        27,991  

0.26%, 9/20/22 (2)

     95,000        94,924  

0.15%, 10/6/22 (2)

     7,000        6,994  

0.27%, 10/6/22 (2)

     20,000        19,983  

0.27%, 10/17/22 (2)

     50,000        49,948  

0.28%, 10/18/22 (2)

     50,000        49,946  

0.29%, 10/20/22 (2)

     25,000        24,968  

0.34%, 10/20/22 (2)

     125,000        124,842  

0.25%, 10/26/22 (2)

     20,000        19,980  

0.29%, 11/1/22 (2)

     45,000        44,945  

0.25%, 11/8/22 (2)

     20,000        19,978  

0.39%, 12/13/22 (2)

     41,000        40,916  

0.76%, 12/15/22 (2)

     20,000        19,918  

0.77%, 12/21/22 (2)

     12,000        11,949  

1.07%, 12/27/22 (2)

     95,000        94,421  

1.07%, 1/9/23 (2)

     45,000        44,709  

1.13%, 1/25/23 (2)

     50,000        49,625  

1.12%, 2/3/23 (2)

     30,000        29,774  

1.17%, 2/21/23 (2)

     45,000        44,619  

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT AGENCIES - 17.6% (1) continued  

Federal Farm Credit Bank – 12.9% continued

 

FFCB Notes,
(Floating, U.S. SOFR + 0.03%),
    0.08%, 6/1/22 (3)

     $140,000        $140,000  

(Floating, U.S. SOFR + 0.06%),
0.11%, 6/1/22 (3)

     152,000        152,013  

(Floating, U.S. SOFR + 0.09%),
0.14%, 6/1/22 (3)

     205,000        205,010  

(Floating, U.S. SOFR + 0.20%),
0.25%, 6/1/22 (3)

     224,000        224,000  

(Floating, U.S. SOFR + 0.03%),
0.33%, 6/1/22 (3)

     20,000        19,997  

(Floating, U.S. SOFR + 0.32%) ,
0.36%, 6/1/22 (3)

     97,000        97,294  

(Floating, U.S. SOFR + 0.02%),
0.80%, 6/1/22 (3)

     185,000        184,989  

(Floating, U.S. Federal Funds - 0.01%),
0.82%, 6/1/22 (3)

     100,000        99,965  

(Floating, U.S. SOFR + 0.04%),
0.82%, 6/1/22 (3)

     180,000        180,000  

(Floating, U.S. SOFR + 0.03%),
0.82%, 6/1/22 (3)

     135,000        134,976  

(Floating, U.S. SOFR + 0.05%),
0.83%, 6/1/22 (3)

     180,000        180,000  

(Floating, U.S. Federal Funds + 0.01%),
0.84%, 6/1/22 (3)

     300,000        299,927  

(Floating, U.S. SOFR + 0.06%),
0.84%, 6/1/22 (3)

     117,000        117,000  

(Floating, U.S. SOFR + 0.06%),
0.85%, 6/1/22 (3)

     21,000        21,000  

(Floating, U.S. Federal Funds + 0.02%),
0.85%, 6/1/22 (3)

     115,000        115,000  

(Floating, U.S. SOFR + 0.08%),
0.86%, 6/1/22 (3)

     116,660        116,660  

(Floating, U.S. SOFR + 0.09%),
0.87%, 6/1/22 (3)

     54,000        54,000  

(Floating, U.S. Federal Funds + 0.05%),
0.88%, 6/1/22 (3)

     25,000        24,999  

(Floating, U.S. SOFR + 0.15%),
0.93%, 6/1/22 (3)

     66,500        66,500  

(Floating, U.S. SOFR + 0.19%),
0.97%, 6/1/22 (3)

     167,500        167,500  

(Floating, U.S. Federal Funds + 0.38%),
1.21%, 6/1/22 (3)

     76,500        76,760  
                4,879,811  

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   18   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

MAY 31, 2022 (UNAUDITED)

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT AGENCIES – 17.6% (1) continued  

Federal Home Loan Bank – 4.7%

     

FHLB Bonds,
1.72%, 12/19/22

     $80,000        $80,000  

1.81%, 1/5/23

     385,000        385,000  

FHLB Discount Notes,
0.13%, 6/8/22 (2)

     150,000        149,996  

0.13%, 6/10/22 (2)

     125,000        124,996  

0.13%, 6/15/22 (2)

     55,000        54,997  

0.78%, 6/24/22 (2)

     160,000        159,922  

FHLB Notes,
(Floating, U.S. SOFR + 0.02%),
    0.07%, 6/1/22 (3)

     110,000        110,000  

(Floating, U.S. SOFR + 0.09%),
0.13%, 6/1/22 (3)

     150,000        150,000  

(Floating, U.S. SOFR + 0.01%),
0.79%, 6/1/22 (3)

     370,000        370,000  

(Floating, U.S. SOFR + 0.08%),
0.86%, 6/1/22 (3)

     205,000        205,000  
                1,789,911  

Total U.S. Government Agencies

                 

(Cost $6,669,722)

              6,669,722  

                    

 

  
U.S. GOVERNMENT OBLIGATIONS – 27.3%         

U.S. Treasury Bills – 2.8%

     

0.21%, 6/30/22 (2)

     250,000        249,958  

0.27%, 7/14/22 (2)

     250,000        249,918  

1.05%, 9/29/22 (2)

     105,000        104,631  

0.39%, 12/29/22 (2)

     190,000        189,565  

0.62%, 1/26/23 (2)

     130,000        129,463  

0.64%, 1/26/23 (2)

     125,000        124,483  
                1,048,018  

U.S. Treasury Floating Rate Notes – 8.3%

 

  

(Floating, U.S. Treasury 3M Bill MMY + 0.03%),
0.08%, 6/6/22 (3)

     610,000        610,016  

(Floating, U.S. Treasury 3M Bill MMY + 0.04%),
0.09%, 6/6/22 (3)

     805,000        804,982  

(Floating, U.S. Treasury 3M Bill MMY + 0.06%),
0.10%, 6/6/22 (3)

     1,554,220        1,554,607  

(Floating, U.S. Treasury 3M Bill MMY - 0.08%),
0.99%, 6/6/22 (3)

     160,000        159,792  
                3,129,397  

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
U.S. GOVERNMENT OBLIGATIONS – 27.3% continued  

U.S. Treasury Notes – 16.2%

     

1.75%, 6/15/22

     $60,000        $60,039  

0.13%, 6/30/22

     75,000        75,001  

2.13%, 6/30/22

     355,000        355,579  

1.63%, 8/15/22

     120,000        120,379  

1.75%, 9/30/22

     60,000        60,328  

0.13%, 10/31/22

     856,000        856,074  

1.88%, 10/31/22

     110,000        110,811  

2.00%, 10/31/22

     355,000        357,761  

1.63%, 11/15/22

     1,029,000        1,036,051  

0.13%, 11/30/22

     400,000        399,946  

2.00%, 11/30/22

     65,000        65,594  

1.63%, 12/15/22

     145,000        146,103  

0.13%, 12/31/22

     684,700        683,014  

2.13%, 12/31/22

     585,000        590,876  

1.50%, 1/15/23

     220,000        220,849  

0.13%, 1/31/23

     265,000        263,367  

2.38%, 1/31/23

     55,000        55,441  

2.00%, 2/15/23

     255,000        256,647  

0.13%, 2/28/23

     175,000        173,796  

2.63%, 2/28/23

     85,000        85,919  

0.13%, 3/31/23

     125,000        123,846  

1.50%, 3/31/23

     35,000        35,074  
                6,132,495  

Total U.S. Government Obligations

                 

(Cost $10,309,910)

              10,309,910  

                    

     

Investments, at Amortized Cost

                 

($16,979,632)

              16,979,632  

                    

 

  
REPURCHASE AGREEMENTS – 50.5% (4)  

Citigroup Global Markets, Inc., dated 5/31/22, repurchase price $385,365,
0.81%, 6/1/22

     385,356        385,356  

Federal Reserve Bank of New York, dated 5/31/22, repurchase price $15,085,335,
0.80%, 6/1/22

     15,085,000        15,085,000  

JPMorgan Securities LLC, dated 5/31/22, repurchase price $1,500,926,
0.80%, 6/7/22

     1,500,000        1,500,000  

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   19   MONEY MARKET PORTFOLIOS


SCHEDULE OF INVESTMENTS

 

U.S. GOVERNMENT SELECT PORTFOLIO continued

 

    

PRINCIPAL

AMOUNT

(000S)

    

VALUE

(000S)

 
REPURCHASE AGREEMENTS – 50.5% (4) continued  

Royal Bank of Canada, dated 5/31/22, repurchase price $1,851,807,
0.31%, 6/7/22

     $1,850,000        $1,850,000  

TD Securities (USA) LLC, dated 5/31/22, repurchase price $250,006,
0.80%, 6/1/22

     250,000        250,000  
                19,070,356  

Total Repurchase Agreements

                 

(Cost $19,070,356)

              19,070,356  

                    

     

Total Investments – 95.4%

                 

(Cost $36,049,988)

              36,049,988  

Other Assets less Liabilities – 4.6%

              1,746,553  

NET ASSETS – 100.0%

              $37,796,541  

 

(1)

The obligations of certain U.S. government-sponsored entities are neither issued nor guaranteed by the United States Treasury.

(2)

Discount rate at the time of purchase.

(3)

Variable or floating rate security. Rate as of May 31, 2022 is disclosed. Maturity date represents the next interest reset date. The security’s legal final maturity date is longer than the reset date. Securities with longer maturity dates have a greater sensitivity to changes in liquidity, interest rate risk and/or credit risk.

(4)

The nature and terms of the collateral received for the repurchase agreements are as follows:

 

NAME  

FAIR

VALUE

  (000S)  

   

  COUPON  

RATES

   

  MATURITY  

DATES

 

FHLB

    $20,192       3.27% – 4.10%       1/24/33 – 12/28/38  
FHLMC     $261,806       0.00% – 3.50%       12/11/25 – 4/1/52  
FNMA     $568,348       0.00% – 6.50%       10/8/27 – 5/1/52  
GNMA     $863,025       1.50% – 8.00%       11/20/29 – 6/15/64  
U.S. Treasury Bills     $–       0.00%       8/9/22  
U.S. Treasury Bonds     $278,516       0.75% – 6.00%       1/15/16 – 2/15/52  
U.S. Treasury Notes     $17,140,199       0.13% – 3.13%       7/15/22 – 5/15/31  

Total

    $19,132,086                  

EXPLANATION OF ABBREVIATIONS AND ACRONYMS USED THROUGHOUT THE SCHEDULE OF INVESTMENTS:

3M – 3 Month

FFCB – Federal Farm Credit Bank

FHLB – Federal Home Loan Bank

FNMA – Federal National Mortgage Association

GNMA – Government National Mortgage Association

MMY – Money Market Yield

SOFR – Secured Overnight Financing Rate

Percentages shown are based on Net Assets.

At May 31, 2022, the security types for the Portfolio were:

 

SECURITY T YPE(1)    % OF NET ASSETS  
U.S. Government Agencies      17.6%  
U.S. Government Obligations      27.3%  
Repurchase Agreements      50.5%  

 

(1) 

Figures in the above table may not sum to 100% due to the exclusion of other assets and liabilities.

At May 31, 2022, the maturity analysis for the Portfolio as a percentage of investments was:

 

MATURITY(1)    %  

OVERNIGHT (1 BUSINESS DAY)

     51.2%  
2 - 15 DAYS      22.7  
16 - 30 DAYS      2.6  
31 - 60 DAYS      1.8  
61 - 97 DAYS      0.7  
98 - 180 DAYS      9.2  
181 - 270 DAYS      10.7  
271 - 366 DAYS      1.1  

 

(1)

The number of days to maturity of each holding is determined in accordance with the provisions of Rule 2a-7 under the Investment Company Act of 1940.

Various inputs are used in determining the value of the Portfolio’s investments. These inputs are summarized in three levels listed below:

Level 1 – Unadjusted quoted market prices in active markets for identical securities on the measurement date.

Level 2 – Other observable inputs (e.g., quoted prices in active markets for similar securities, securities valuations based on commonly quoted benchmark interest rates and yield curves, maturities, ratings and/or securities indices).

Level 3 – Significant unobservable inputs (e.g., information about assumptions, including risk, market participants would use in pricing a security).

The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities and other financial instruments, if any. The following table summarizes the valuations of the

 

See Notes to the Financial Statements.

 

MONEY MARKET PORTFOLIOS   20   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

MAY 31, 2022 (UNAUDITED)

 

Portfolio’s investments, which are carried at amortized cost, or at cost for repurchase agreements, which approximates fair value, by the above fair value hierarchy as of May 31, 2022:

 

   

LEVEL 1

(000S)

   

LEVEL 2

(000S)

   

LEVEL 3

(000S)

   

TOTAL

(000S)

 

Investments held by U.S. Government Select Portfolio(1)

    $–       $36,049,988       $–       $36,049,988  

 

(1)

Classifications as defined in the Schedule of Investments.

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   21   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

NOTES TO THE FINANCIAL STATEMENTS

 

1. ORGANIZATION

Northern Institutional Funds (the “Trust”) is a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust includes 5 portfolios as of May 31, 2022, each with its own investment objective (e.g., income consistent with preservation of capital).

Northern Trust Investments, Inc. (“NTI”), an indirect subsidiary of Northern Trust Corporation, serves as the investment adviser for all of the portfolios. The Northern Trust Company (“Northern Trust”), an affiliate of NTI, serves as transfer agent, custodian and sub-administrator to the portfolios. Northern Funds Distributors, LLC, not an affiliate of NTI, is the Trust’s distributor.

Presented herein are the financial statements for the following three money market portfolios: Treasury Portfolio, U.S. Government Portfolio and U.S. Government Select Portfolio (each a “Portfolio” and collectively, the “Portfolios”). Each of these diversified Portfolios is authorized to issue the following three classes of shares: Shares, Service Shares and Premier Shares. The U.S. Government Select Portfolio is authorized to issue a fourth class of shares: Siebert Williams Shank Shares. Effective December 7, 2021, the Treasury Portfolio is authorized to issue a fourth class of shares designated as Siebert Williams Shank Shares. Each class is distinguished by the level of administrative and liaison services provided.

Each Portfolio operates as a “government money market fund” under Rule 2a-7 of the 1940 Act.

2. SIGNIFICANT ACCOUNTING POLICIES

The Trust, which is an investment company, follows accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services-Investment Companies.

The following is a summary of significant accounting policies consistently followed by the Portfolios in the preparation of their financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates.

A) VALUATION OF SECURITIES Investments held by the Portfolios are currently valued at amortized cost, which generally approximates fair value in accordance with Rule 2a-7 under the 1940 Act. Under this method, investments purchased at a discount or premium are valued by accreting or amortizing the difference between the original purchase price and maturity value of the issue over the period to effective maturity. Where the Trust’s Board of Trustees ("Board") believes the extent of any deviation from a Portfolio’s amortized cost price per share may result in material dilution or other unfair results to investors or existing shareholders, the Board will consider what action should be initiated, which may include fair valuing securities in accordance with policies and procedures established by, and subject to oversight of, the Board.

The use of fair valuation involves the risk that the values used by the Portfolios to price their investments may be higher or lower than the values used by other unaffiliated investment companies and investors to price the same investments.

B) REPURCHASE AGREEMENTS The Portfolios may enter into repurchase agreements under the terms of a master repurchase agreement by which the Portfolios purchase securities for cash from a seller and agree to resell those securities to the same seller at a specific price within a specified time or with an indefinite life and liquidity feature, which allows the Portfolios to resell the securities quarterly. The interest rate on such repurchase agreements resets daily. During the term of a repurchase agreement, the fair value of the underlying collateral, including accrued interest, is required to equal or exceed the fair value of the repurchase agreement. The underlying collateral for tri-party repurchase agreements is held in accounts for Northern Trust or NTI (and is not reflected in the assets of the Portfolios) as agent of the Portfolios, at The Bank of New York Mellon, State Street Bank and Trust Company or JPMorgan Chase which, in turn, holds securities through the book-entry system at the Federal Reserve Bank of New York. The underlying collateral for other repurchase agreements is held in a customer-only account for Northern Trust, as custodian for the Portfolios, at the Federal Reserve Bank of Chicago. The Portfolios are subject to credit risk on repurchase agreements to the extent that the counterparty fails to perform under the agreement and the value of the collateral received falls below the agreed repurchase price. If the seller defaults and the value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of collateral by the Portfolios may be delayed or limited. Certain Portfolios have entered into such repurchase agreements, as reflected in their accompanying Schedules of Investments, as of May 31, 2022.

Pursuant to exemptive relief granted by the U.S. Securities and Exchange Commission (“SEC”), the Treasury Portfolio, U.S. Government Portfolio and certain other money market portfolios advised by NTI and Northern Trust may enter into joint repurchase agreements with non-affiliated counterparties through a master repurchase agreement. NTI administers and manages these joint repurchase agreements in accordance with and as part of its duties under its management agreement with the Portfolios and does not collect any additional fees from the Portfolios for such services. The Treasury Portfolio and U.S. Government

 

MONEY MARKET PORTFOLIOS   22   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

MAY 31, 2022 (UNAUDITED)

 

Portfolio entered into such joint repurchase agreements during the period. There were no outstanding joint repurchase agreements at May 31, 2022.

The Portfolios may enter into transactions subject to enforceable netting arrangements (“Netting Arrangements”) under a repurchase agreement. Generally, Netting Arrangements allow the Portfolios to offset any exposure to a specific counterparty with any collateral received from or delivered to that counterparty. In addition, Netting Arrangements provide the right for the non-defaulting party to liquidate the collateral and calculate the net exposure to the defaulting party or request additional collateral. Generally, the Portfolios manage their cash collateral and securities collateral on a counterparty basis. As of May 31, 2022, the Portfolios were not invested in any portfolio securities other than the repurchase agreements described below, with gross exposures on the Statements of Assets and Liabilities, that could be netted subject to Netting Arrangements.

 

The following table presents the repurchase agreements, which are subject to Netting Arrangements, as well as the collateral delivered related to those repurchase agreements.

 

                   

GROSS AMOUNTS NOT OFFSET IN THE

STATEMENTS OF ASSETS AND LIABILITIES

 
Amounts in thousands    COUNTERPARTY   

GROSS AMOUNTS OF ASSETS

PRESENTED IN STATEMENTS OF

ASSETS AND LIABILITIES

    

FINANCIAL

INSTRUMENTS

   

NET

AMOUNT*

 

Treasury

   Barclays      $950,000        $(950,000     $–  
   Citigroup      239,598        (239,598      
   Federal Reserve Bank of New York      42,000,000        (42,000,000      
   Fixed Income Clearing Corp.      500,000        (500,000      
   JPMorgan      325,000        (325,000      
   RBC Dominion Securities      750,000        (750,000      
   Societe Generale      238,000        (238,000      
     Total      $45,002,598        $(45,002,598     $–  

U.S. Government

   Bank of America      $165,000        $(165,000     $–  
   Bank of Nova Scotia      1,000,000        (1,000,000      
   Citigroup      413,123        (413,123      
   Federal Reserve Bank of New York      8,200,000        (8,200,000      
   JPMorgan      800,000        (800,000      
   Royal Bank of Canada      1,000,000        (1,000,000      
     Total      $11,578,123        $(11,578,123     $–  

U.S. Government Select

   Citigroup      $385,356        $(385,356     $–  
   Federal Reserve Bank of New York      15,085,000        (15,085,000      
   JPMorgan      1,500,000        (1,500,000      
   Royal Bank of Canada      1,850,000        (1,850,000      
   TD Securities      250,000        (250,000      
     Total      $19,070,356        $(19,070,356     $–  

 

*

Collateral received is reflected up to the fair value of the repurchase agreement. Refer to the Schedules of Investments.

 

C) INVESTMENT TRANSACTIONS AND INCOME Investment transactions are recorded as of the trade date. The Portfolios determine the gain or loss realized from investment transactions by using an identified cost basis method. Interest income, if any, is recognized on an accrual basis and includes amortization of premiums and accretion of discounts. Certain Portfolios may receive dividend income from investment companies. Dividend income, if any, is recognized on the ex-dividend date.

D) EXPENSES Each Portfolio is charged for those expenses that are directly attributable to the Portfolio. Certain expenses arising in connection with a class of shares are charged to that class of shares. Expenses incurred that do not specifically relate to an individual Portfolio generally are allocated among all the portfolios in the Trust in proportion to each portfolio’s relative net assets. Expenses are recognized on an accrual basis.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   23   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

NOTES TO THE FINANCIAL STATEMENTS continued

 

E) DISTRIBUTIONS TO SHAREHOLDERS Distribution of dividends from net investment income are declared daily and paid monthly. Distributions of net realized capital gains, if any, are declared and paid at least annually. Distributions to shareholders are recorded on the ex-dividend date.

The timing and character of distributions determined in accordance with federal income tax regulations may differ from financial statement amounts determined in accordance with U.S. GAAP due to differences in the treatment and recognition of investment income and realized gains and losses. These differences are primarily related to the capital loss carryforwards. Inherent differences in the recognition of income and capital gains for federal income tax purposes, which are permanent, may result in periodic reclassifications in the Portfolios’ capital accounts. These reclassifications may relate to net operating losses and distribution reclassifications. These reclassifications have no impact on the net assets or the NAVs per share of the Portfolios.

At November 30, 2021, the following reclassifications were recorded:

 

Amounts in thousands  

UNDISTRIBUTED

NET INVESTMENT
INCOME (LOSS)

   

ACCUMULATED

UNDISTRIBUTED

NET REALIZED

GAINS (LOSSES)

 

Treasury

    $1,477       $(1,477)  

U.S. Government

    520       (520

U.S. Government Select

    1,427       (1,427

F) FEDERAL INCOME TAXES No provision for federal income taxes has been made since each Portfolio’s policy is to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies and to distribute, each year, substantially all of its taxable income and tax-exempt income to its shareholders.

The Regulated Investment Company Modernization Act of 2010 (the “Act”) allows capital losses to be carried forward for an unlimited period and to retain their character as either short-term or long-term. The Portfolios’ ability to utilize capital loss carryforwards in the future may be limited under the Code and related regulations based on the results of future transactions.

There were no unused capital loss carryforwards in the Portfolios as of November 30, 2021.

At November 30, 2021, the tax components of undistributed net investment income and realized gains, including amounts declared but not yet paid for federal income tax purposes, were as follows:

 

    UNDISTRIBUTED  
Amounts in thousands  

ORDINARY

INCOME

(LOSS)*

   

LONG-TERM

CAPITAL GAINS

(LOSSES)

 

Treasury

    $1,788       $78  

U.S. Government

    205        

U.S. Government Select

    1,899       6  

 

*

Ordinary income includes taxable market discount income and short-term capital gains, if any.

The tax character of distributions paid during the fiscal year ended November 30, 2021, was as follows:

 

    DISTRIBUTIONS FROM  
Amounts in thousands  

ORDINARY

INCOME

(LOSS)*

   

LONG-TERM

CAPITAL GAINS
(LOSSES)

 

Treasury

    $7,876       $–  

U.S. Government

    3,422        

U.S. Government Select

    12,021        

 

*

Ordinary income includes taxable market discount income and short-term capital gains, if any.

The tax character of distributions paid during the fiscal year ended November 30, 2020, was as follows:

 

    DISTRIBUTIONS FROM  
Amounts in thousands  

ORDINARY

INCOME

(LOSS)*

   

LONG-TERM

CAPITAL GAINS

(LOSSES)

 

Treasury

    $370,222       $–  

U.S. Government

    96,959        

U.S. Government Select

    196,566        

 

*

Ordinary income includes taxable market discount income and short-term capital gains, if any.

As of November 30, 2021, no Portfolio had uncertain tax positions that would require financial statement recognition or disclosure. The Portfolios’ federal tax returns remain subject to examination by the Internal Revenue Service for three years after they are filed. Any interest or penalties incurred, if any, on future unknown, uncertain tax positions taken by the Portfolios will be recorded as Interest expense and Other expenses, respectively, on the Statements of Operations.

3. BANK BORROWINGS

The Trust and the Northern Funds, a registered investment company also advised by NTI, jointly entered into a $250,000,000 senior unsecured revolving credit facility on November 15, 2021,

 

MONEY MARKET PORTFOLIOS   24   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

MAY 31, 2022 (UNAUDITED)

 

which is administered by Citibank, N.A., for liquidity and other purposes (the “Credit Facility”). The interest rate charged under the Credit Facility is equal to the sum of (i) the Federal Funds Rate plus (ii) if Adjusted Term Secured Overnight Financing Rate (“SOFR”) (but in no event less than 0 percent) on the date of borrowing exceeds such Federal Funds Rate, the amount by which it so exceeds, plus (iii) 1.00 percent. In addition, there is an annual commitment fee of 0.15 percent on the unused portion of the credit line under the Credit Facility, payable quarterly in arrears, which is included in Other expenses on the Statements of Operations. The Credit Facility will expire on November 14, 2022, unless renewed.

The Portfolios did not have any borrowings or incur any interest expense for the six months ended May 31, 2022. There were no outstanding loan amounts at May 31, 2022.

4. MANAGEMENT AND OTHER AGREEMENTS

As compensation for advisory and administration services and the assumption of related expenses, NTI is entitled to a management fee, computed daily and payable monthly, at the annual rates set forth in the table below (expressed as a percentage of each Portfolio’s average daily net assets).

NTI has contractually agreed to reimburse a portion of the operating expenses of each Portfolio (other than certain excepted expenses, i.e., acquired fund fees and expenses, service fees, the compensation paid to each independent Trustee of the Trust, expenses of third-party consultants engaged by the Board, membership dues paid to the Investment Company Institute and Mutual Fund Directors Forum, expenses in connection with the negotiation and renewal of the revolving credit facility, extraordinary expenses and interest) as shown on the accompanying Statements of Operations, to the extent the total annual portfolio operating expenses exceed the expense limitations set forth below. The total annual portfolio operating expenses after expense reimbursement for each Portfolio may be higher than the contractual limitation as a result of certain excepted expenses that are not reimbursed. The amount of the reimbursement is included in Less expenses reimbursed by investment adviser as a reduction to Total Expenses in the Statements of Operations. The contractual expense reimbursement receivables at May 31, 2022 were approximately $215,000, $82,000 and $199,000 for the Treasury, U.S. Government and U.S. Government Select Portfolios, respectively, and are shown as part of Receivable from investment adviser in the Statements of Assets and Liabilities. Any such reimbursement is paid monthly to the Portfolios by NTI.

At May 31, 2022, the annual management fees and contractual expense limitations for the Portfolios were based on the following annual rates as set forth in the table below.

 

    CONTRACTUAL  
     ANNUAL
MANAGEMENT FEES
    EXPENSE
LIMITATIONS
 

Treasury

    0.13     0.15

U.S. Government

    0.23     0.25

U.S. Government Select

    0.18     0.20

The contractual expense reimbursement arrangements described above are expected to continue until at least April 1, 2023. The contractual expense reimbursement arrangements will continue automatically for periods of one-year (each such one-year period, a “Renewal Year”). The arrangements may be terminated, as to any succeeding Renewal Year, by NTI or a Portfolio upon 60 days’ written notice prior to the end of the current Renewal Year. The Board may terminate the contractual arrangements at any time with respect to a Portfolio if it determines that it is in the best interest of the Portfolio and its shareholders.

In addition, during the six months ended May 31, 2022, NTI reimbursed certain additional expenses that may be excepted expenses.

NTI may reimburse additional expenses or waive all or a portion of the management fees of the Portfolios, including, from time to time to avoid a negative yield. Any such additional expense reimbursement or waiver would be voluntary and could be implemented, increased or decreased or discontinued at any time. There is no guarantee that a Portfolio will be able to avoid a negative yield. During the six months ended May 31, 2022, NTI reimbursed additional expenses in order to avoid a negative yield for the Portfolios. Portfolio level expenses reimbursed by NTI were allocated among the share classes in proportion to the relative net assets of each class. The amounts reimbursed by NTI are shown as Less expenses voluntarily reimbursed by investment adviser in the Statements of Operations. The voluntary expense reimbursement receivables at May 31, 2022 was approximately $2,666,000 for the U.S. Government Select Portfolio and is included as part of Receivable from investment adviser in the Statements of Assets and Liabilities. Any such reimbursement is paid monthly to the Portfolios by NTI.

As compensation for services rendered as transfer agent, including the assumption by Northern Trust of the expenses related thereto, Northern Trust receives a fee, accrued daily and payable monthly, at an annual rate of 0.015 percent of the average daily net assets for all share classes of each Portfolio.

NTI has entered into a sub-administration agreement with Northern Trust, pursuant to which Northern Trust performs certain administrative services for the Portfolios. NTI pays Northern Trust for its sub-administration services out of NTI’s management fees.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   25   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

NOTES TO THE FINANCIAL STATEMENTS continued

 

For compensation as custodian, Northern Trust receives an amount based on a pre-determined schedule of charges approved by the Board. The Portfolios have entered into an expense offset arrangement with the custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Portfolios’ custodian expenses, unless such uninvested cash balances receive a separate type of return. Custodian credits, if any, are shown as Less custodian credits in the Portfolios’ Statements of Operations.

Northern Funds Distributors, LLC, the distributor for the Portfolios, received no compensation from the Portfolios under its distribution agreement. However, it received compensation from NTI for its services as distributor pursuant to a separate letter agreement between it and NTI.

Under the Service Plan for Premier Shares, the Trust has entered into a servicing agreement with Northern Trust under which Northern Trust has agreed to provide certain shareholder account, administrative and other service functions to the shareholders of the Premier Shares of the Treasury Portfolio. In exchange for these services, Northern Trust, as servicing agent, receives a fee, accrued daily and payable monthly, at an annual rate of 0.05 percent of the average daily net assets of the Premier Shares of the Treasury Portfolio.

Certain officers of the Trust are also officers of Northern Trust and NTI. All officers serve without compensation from the Portfolios. The Trust provided a deferred compensation plan for its Trustees who are not officers of Northern Trust or NTI. Prior to August 22, 2013, under the deferred compensation plan, Trustees may have elected to defer all or a portion of their compensation. Effective August 22, 2013, the Trustees may no longer defer their compensation. Any amounts deferred and invested under the plan shall remain invested pursuant to the terms of the plan. Each Trustee’s account shall be deemed to be invested in shares of the U.S. Government Portfolio of the Trust and/or the Global Tactical Asset Allocation Fund of Northern Funds and/or at the discretion of the Trust, another money market fund selected by the Trust that complies with the provisions of Rule 2a-7 under the 1940 Act or one or more short-term fixed income instruments selected by the Trust that are “eligible securities” as defined by that rule. The net investment income, gains and losses achieved by such deemed investment shall be credited to the Trustee’s account as provided in the plan.

5. RELATED PARTY TRANSACTIONS

The Portfolios are permitted to purchase and sell securities from or to certain affiliated funds or portfolios under specified conditions outlined in Rule 17a-7 Procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by a Portfolio from or to another fund or portfolio that is or could be considered an affiliate by virtue of having a common investment adviser (or affiliated investment advisers), common trustees and/or common officers complies with Rule 17a-7 of the 1940 Act. Further, as defined under these procedures, each transaction is effected at the current market price as defined in the Rule 17a-7 Procedures. For the six months ended May 31, 2022, the Portfolios did not have any purchases and/or sales of securities from an affiliated entity.

Certain uninvested cash balances of the Portfolios may receive a return from Northern Trust based on a market return it receives less an administrative fee. These amounts, if any, are shown on the Portfolios’ Statements of Operations as Income from affiliates.

6. INVESTMENT TRANSACTIONS

At May 31, 2022, for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation, net unrealized appreciation (depreciation) on investments and the cost basis of investments were as follows:

 

Amounts in
thousands
  UNREALIZED
APPRECIATION
    UNREALIZED
DEPRECIATION
    NET
APPRECIATION
(DEPRECIATION)
   

COST

BASIS OF

INVESTMENTS

 

Treasury

    $–       $–       $–       $79,946,320  

U.S. Government

                      20,303,793  

U.S. Government Select

                      36,049,988  

7. CAPITAL SHARE TRANSACTIONS

Transactions in Shares for the six months ended May 31, 2022, were as follows:

 

Amounts in thousands*  

PROCEEDS

FROM

SHARES SOLD

   

REINVESTMENTS

OF

DIVIDENDS

    PAYMENTS
FOR SHARES
REDEEMED
    NET INCREASE
(DECREASE)
IN NET ASSETS
 

Treasury

    $83,568,448       $3,107       $(86,295,281     $(2,723,726

U.S. Government

    130,459,548       21       (132,847,952     (2,388,383

U.S. Government Select

    190,281,826       1,014       (199,333,877     (9,051,037

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

Transactions in Shares for the fiscal year ended November 30, 2021, were as follows:

 

Amounts in thousands*  

PROCEEDS

FROM

SHARES SOLD

   

REINVESTMENTS
OF

DIVIDENDS

    PAYMENTS
FOR SHARES
REDEEMED
    NET INCREASE
(DECREASE)
IN NET ASSETS
 

Treasury

    $118,678,928       $1,189       $(125,779,401     $(7,099,284

U.S. Government

    260,305,550       14       (254,447,871     5,857,693  

U.S. Government Select

    349,485,667       741       (346,825,946     2,660,462  

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

 

MONEY MARKET PORTFOLIOS   26   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

MAY 31, 2022 (UNAUDITED)

 

Transactions in Service Shares for the six months ended May 31, 2022, were as follows:

 

Amounts in

thousands*

 

PROCEEDS

FROM

SHARES SOLD

   

REINVESTMENT

OF

DIVIDENDS

   

PAYMENTS

FOR SHARES

REDEEMED

   

NET INCREASE

DECREASE

IN NET ASSETS

 

U.S. Government Select

    $224,987       $3       $(307,349)       $(82,359)  

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

Transactions in Service Shares for the fiscal year ended November 30, 2021, were as follows:

 

Amounts in

thousands*

 

PROCEEDS

FROM

SHARES SOLD

   

REINVESTMENT

OF

DIVIDENDS

   

PAYMENTS

FOR SHARES

REDEEMED

   

NET INCREASE

DECREASE

IN NET ASSETS

 

U.S. Government

    $        –       $–       $        (1     $        (1

U.S. Government Select

    334,117             (268,481     65,636  

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

Transactions in Premier Shares for the six months ended May 31, 2022, were as follows:

 

Amounts in

thousands*

 

PROCEEDS

FROM

SHARES SOLD

   

REINVESTMENT

OF

DIVIDENDS

   

PAYMENTS

FOR SHARES

REDEEMED

   

NET INCREASE

(DECREASE)

IN NET ASSETS

 

Treasury

    $361,602,051       $–       $(364,080,954     $(2,478,903

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

Transactions in Premier Shares for the fiscal year ended November 30, 2021, were as follows:

 

Amounts in

thousands*

 

PROCEEDS

FROM

SHARES SOLD

   

REINVESTMENT

OF

DIVIDENDS

   

PAYMENTS

FOR SHARES

REDEEMED

   

NET INCREASE

(DECREASE)

IN NET ASSETS

 

Treasury

    $618,662,893       $–       $(604,515,925)       $14,146,968  

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

Transactions in Siebert Williams Shank Shares for the six months ended May 31, 2022, were as follows:

 

Amounts in

thousands*

 

PROCEEDS

FROM

SHARES SOLD

   

REINVESTMENT

OF

DIVIDENDS

   

PAYMENTS

FOR SHARES

REDEEMED

   

NET INCREASE

(DECREASE)

IN NET ASSETS

 

Treasury

    $2,321,701       $26       $(2,202,761)       $118,966  

U.S. Government Select

    29,327,812       1,400       (37,773,674     (8,444,462

 

*

The number of shares sold, reinvested and redeemed

 

  

approximates the dollar amount of transactions.

Transactions in Siebert Williams Shank Shares for the fiscal year ended November 30, 2021, were as follows:

 

Amounts in

thousands*

 

PROCEEDS

FROM

SHARES SOLD

   

REINVESTMENT

OF

DIVIDENDS

   

PAYMENTS

FOR SHARES

REDEEMED

   

NET INCREASE

(DECREASE)

IN NET ASSETS

 

U.S. Government Select

    $51,129,320       $760       $(40,492,246)       $10,637,834  

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

8. INDEMNIFICATIONS AND WARRANTIES

In the ordinary course of their business, the Portfolios may enter into contracts or agreements that contain indemnifications or warranties. Future events could occur that lead to the execution of these provisions against the Portfolios. The maximum exposure to the Portfolios under these provisions is unknown, as this would involve future claims that have not yet occurred. However, the Portfolios have not had prior claims or losses pursuant to these contracts and believe the risk of loss to be remote.

9. NEW ACCOUNTING PRONOUNCEMENTS

In March 2020, the FASB issued Accounting Standards Update (ASU) 2020-04, Reference Rate Reform (Topic 848) “Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the LIBOR and other interbank-offered based reference rates as of the end of 2021. The new guidance is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022, and the adoption of ASU 2020-04 is elective. Management does not believe this update has a material impact on the Portfolios’ financial statements and disclosures.

In December 2020, Rule 2a-5 under the 1940 Act was adopted by the SEC and establishes requirements for determining fair value in good faith for purposes of the 1940 Act. The effective date for compliance with Rule 2a-5 is September 8, 2022. Management is evaluating the impact of the adoption of Rule 2a-5 on the financial statements.

10. LIBOR TRANSITION

Certain of the Portfolios’ investments, payment obligations and financing terms may be based on floating rates, such as LIBOR, Euro Interbank Offered Rate and other similar types of reference rates (each, a “Reference Rate”). On July 27, 2017, the Chief Executive of the UK Financial Conduct Authority (“FCA”), which regulates LIBOR, announced that the FCA will no longer persuade nor compel banks to submit rates for the calculation of LIBOR

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   27   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

NOTES TO THE FINANCIAL STATEMENTS continued    MAY 31, 2022 (UNAUDITED)

 

and certain other Reference Rates after 2021. Most LIBOR settings ceased to be published after December 31, 2021 and a majority of U.S. dollar LIBOR settings will cease publication after June 30, 2023. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing the SOFR that is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Uncertainty related to the liquidity impact of the change in rates, and how to appropriately adjust these rates at the time of transition, poses risks for the Portfolios. The effect of any changes to, or discontinuation of, LIBOR on the Portfolios will depend on, among other things, (1) existing fallback or termination provisions in individual contracts, and (2) whether, how, and when industry participants develop and adopt new reference rates and fallbacks for both legacy and new instruments and contracts. The expected discontinuation of LIBOR could have a significant impact on the financial markets in general and may also present heightened risk to market participants, including public companies, investment advisers, investment companies, and broker-dealers. The risks associated with this discontinuation and transition will be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Accordingly, it is difficult to predict the full impact of the transition away from LIBOR on the Portfolios until new reference rates and fallbacks for both legacy and new instruments and contracts are commercially accepted and market practices become settled.

11. CORONAVIRUS (COVID-19) PANDEMIC

The outbreak of respiratory disease caused by a novel coronavirus was first detected in December 2019 and has spread internationally. The outbreak and efforts to contain its spread have resulted in closing borders and quarantines, restricting international and domestic travel, enhanced health screenings, cancellations, disrupted supply chains and customer activity, responses by businesses (including changes to operations and reducing staff), and have produced general concern and uncertainty. The impact of the coronavirus pandemic, and other epidemics and pandemics that may arise in the future, could adversely affect national and global economies, individual companies and the market in general in a manner and for a period of time that cannot be foreseen at the present time. Health crises caused by the recent outbreak may heighten other preexisting political, social and economic risks in a country or region. Governmental authorities and regulators throughout the world, such as the U.S. Federal Reserve, have in the past responded to major economic disruptions with changes to fiscal and monetary policy, including but not limited to, direct capital infusions, new monetary programs, and dramatically lower interest rates. Certain of those policy changes are being implemented or considered in response to the coronavirus outbreak. Such policy changes may adversely affect the value, volatility and liquidity of dividend and

interest paying securities. In certain cases, an exchange or market may close or issue trading halts on either specific securities or even the entire market, which may result in a Portfolio being, among other things, unable to buy or sell certain securities or financial instruments or to accurately price its investments. In the event of a pandemic or an outbreak, there can be no assurance that a Portfolio and its service providers will be able to maintain normal business operations for an extended period of time or will not lose the services of key personnel on a temporary or long-term basis due to illness or other reasons. A pandemic or disease could also impair the information technology and other operational systems upon which the Portfolios’ investment adviser rely, and could otherwise disrupt the ability of the Portfolios’ service providers to perform essential tasks. Although multiple asset classes may be affected by a market disruption, the duration and effects may not be the same for all types of assets. To the extent a Portfolio may overweight its investments in certain countries, companies, industries or market sectors, such position will increase a Portfolio’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors. These conditions could result in a Portfolio’s inability to achieve its investment objectives, cause the postponement of reconstitution or rebalance dates for benchmark indices, adversely affect the prices and liquidity of the securities and other instruments in which a Portfolio invests, negatively impact a Portfolio’s performance, and cause losses on your investment in a Portfolio. Management is monitoring the development of the pandemic, which was ongoing as of the date of the financial statements, and is evaluating its impact on the financial position and operating results of the Portfolios.

12. SUBSEQUENT EVENTS

Management has evaluated subsequent events for the Portfolios through the date the financial statements were issued, and has concluded that there are no recognized or non-recognized subsequent events relevant for financial statement disclosure.

 

MONEY MARKET PORTFOLIOS   28   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

FUND EXPENSES    MAY 31, 2022 (UNAUDITED)

 

As a shareholder of the Portfolios, you incur ongoing costs, including management fees and other fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolios and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, December 1, 2021 through May 31, 2022.

ACTUAL EXPENSES

The first line of the tables below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled Expenses Paid 12/1/2021 - 5/31/2022 to estimate the expenses you paid on your account during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second line in the tables below provides information about hypothetical account values and hypothetical expenses based on the Portfolios’ actual expense ratios and an assumed rate of return of 5 percent per year before expenses, which is not the Portfolios’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolios and other funds. To do so, compare this 5 percent hypothetical example with the 5 percent hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. Therefore, the hypothetical information is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

TREASURY

 

SHARES   

EXPENSE

RATIO

    

BEGINNING

ACCOUNT

VALUE

12/1/2021

    

ENDING

ACCOUNT

VALUE

5/31/2022

    

EXPENSES

PAID*

12/1/2021-

5/31/2022

 

Actual

     0.12%      $ 1,000.00      $ 1,000.70      $ 0.60  

Hypothetical (5%

           

return before

           

expenses)

     0.12%      $ 1,000.00      $ 1,024.33      $ 0.61  

PREMIER SHARES

                                   

Actual

     0.14%      $ 1,000.00      $ 1,000.60      $ 0.70  

Hypothetical (5%

           

return before

           

expenses)

     0.14%      $ 1,000.00      $ 1,024.23      $ 0.71  
SIEBERT WILLIAMS SHANK SHARES                                    

Actual

     0.14%      $ 1,000.00      $ 1,000.70      $ 0.70  

Hypothetical (5%

           

return before

           

expenses)

     0.14%      $ 1,000.00      $ 1,024.23      $ 0.71  

U.S. GOVERNMENT

 

SHARES   

EXPENSE

RATIO

    

BEGINNING

ACCOUNT

VALUE

12/1/2021

    

ENDING

ACCOUNT

VALUE

5/31/2022

    

EXPENSES

PAID*

12/1/2021-

5/31/2022

 

Actual

     0.16%      $ 1,000.00      $ 1,000.50      $ 0.80  

Hypothetical (5%

           

return before

           

expenses)

     0.16%      $ 1,000.00      $ 1,024.13      $ 0.81  

 

*

Expenses are calculated using the Portfolios’ annualized expense ratios, which represent ongoing expenses as a percentage of net assets for the six months ended May 31, 2022. Expenses are equal to the Portfolios’ annualized expense ratio for the period December 1, 2021 through May 31, 2022, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   29   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

FUND EXPENSES continued    MAY 31, 2022 (UNAUDITED)

 

U.S. GOVERNMENT SELECT

 

SHARES   

EXPENSE

RATIO

    

BEGINNING

ACCOUNT

VALUE

12/1/2021

    

ENDING

ACCOUNT

VALUE

5/31/2022

    

EXPENSES

PAID*

12/1/2021-

5/31/2022

 

Actual

     0.09%      $ 1,000.00      $ 1,000.80      $ 0.45  

Hypothetical (5% return before expenses)

     0.09%      $ 1,000.00      $ 1,024.48      $ 0.45  

SERVICE SHARES

                                   

Actual

     0.09%      $ 1,000.00      $ 1,000.80      $ 0.45  

Hypothetical (5% return before expenses)

     0.09%      $ 1,000.00      $ 1,024.48      $ 0.45  

SIEBERT WILLIAMS SHANK SHARES

                                   

Actual

     0.09%      $ 1,000.00      $ 1,000.80      $ 0.45  

Hypothetical (5% return before expenses)

     0.09%      $  1,000.00      $  1,024.48      $ 0.45  

 

*

Expenses are calculated using the Portfolios’ annualized expense ratios, which represent ongoing expenses as a percentage of net assets for the six months ended May 31, 2022. Expenses are equal to the Portfolios’ annualized expense ratio for the period December 1, 2021 through May 31, 2022, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

    

 

MONEY MARKET PORTFOLIOS   30   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

APPROVAL OF MANAGEMENT AGREEMENT     MAY 31, 2022 (UNAUDITED)

 

At an in-person meeting held on May 18-19, 2022 (the “Annual Contract Meeting”), the Board of Trustees (the “Board” or the “Trustees”) of Northern Institutional Funds (the “Trust”), including all of the Trustees who are not “interested persons” as defined in the Investment Company Act of 1940 (“Independent Trustees”) voting separately, reviewed and approved the continuance of the investment management agreements (collectively, the “Management Agreement”) between Northern Trust Investments, Inc. (“Northern”) and the Trust, on behalf of the Treasury Portfolio, U.S. Government Portfolio, and U.S. Government Select Portfolio (each, a “Portfolio” and collectively, the “Portfolios”) for an additional one-year period.

In advance of, and at the Annual Contract Meeting, the Trustees received, considered and discussed a variety of information relating to the Management Agreement and Northern and its affiliates. This information included written materials and verbal presentations at a Board meeting held via videoconference and telephonically on February 16-17, 2022 and an executive session held on April 7, 2022 (the “February and April Meetings”) and in person at the Annual Contract Meeting. At the Annual Contract Meeting, the Trustees considered these reports and presentations and discussed the information that had been provided. Throughout the process, the Trustees also asked questions of and requested additional information from management. In connection with their deliberations, the Independent Trustees met separately with and were advised by their independent legal counsel and received a memorandum from their independent legal counsel regarding their responsibilities under applicable law. They also met in executive sessions at the Annual Contract Meeting, and each of the other Board meetings, with their independent legal counsel without employees of Northern present.

In evaluating the Management Agreement, the Trustees discussed with independent legal counsel Northern’s reports, presentations and other information that had been provided to them at the February and April Meetings and at the Annual Contract Meeting, as well as their interactions with Northern throughout the year and in past years at various meetings. The Trustees noted that the evaluation process with respect to Northern and the Management Agreement was an on-going one throughout the year.

The Trustees reviewed and assessed, among other things: (a) the nature, extent and quality of the services provided by Northern; (b) the Portfolios’ investment performance over different time periods, including in comparison to the investment performance of mutual fund peer groups and categories selected by an independent third-party provider of mutual fund data; (c) the contractual and actual management fees and total expenses (before and after expense reimbursements and waivers) of the Portfolios, including in comparison to those borne by mutual fund peer expense groups and categories selected by the independent third-party provider of mutual fund data; (d) the cost of the services and profits realized by Northern and its affiliates from their relationship with the Funds; (e) the existence and sharing of potential economies of scale; (f) any fall-out benefits to Northern and its affiliates as a result of Northern’s relationship with the Portfolios; and (g) other factors deemed relevant by the Trustees.

The materials reviewed by the Board included, without limitation: (i) information on the investment performance of the Portfolios in comparison to other mutual funds and performance benchmarks; (ii) compliance reports; (iii) information about Northern’s and its affiliates’ risk management processes, stress testing, credit research, business continuity and cyber-security programs; (iv) fees charged to and expenses borne by the Portfolios; (v) the qualifications of Northern and its affiliates to provide services to the Portfolios, including Northern’s staffing for the Portfolios and the experience of the portfolio managers, credit research and other personnel as well as Northern’s financial resources and its ability to attract and retain portfolio management talent; (vi) Northern’s investments in technology to benefit the Portfolios; (vii) information regarding purchases and redemptions of each Portfolio’s shares; (viii) policies adopted by Northern regarding brokerage, including soft dollars, trade allocations and other matters; and (ix) the nature of the Portfolios’ shareholders.

The Trustees were provided with a description of the methodology the independent third-party data provider used to determine the similarity of the Portfolios with the funds included in their respective peer expense groups and peer expense and performance universes. The Trustees also considered the Portfolios’ relationship to other mutual funds advised and offered by Northern and other factors (including conditions and trends prevailing generally in the economy, the securities markets, and the industry). In evaluating the Management Agreement for each of the Portfolios, the Trustees gave weight to various factors including those discussed below, but did not identify any single factor as controlling their decision, and each Trustee may have attributed different weight to different factors. The Trustees considered the information provided to it about the Portfolios together and with respect to each Portfolio separately as the Board deemed appropriate.

Nature, Extent and Quality of Services

The Trustees considered, as part of their review, the nature, extent and quality of the services provided by Northern. In this regard, they considered both the investment advisory services, and separately the administrative and other non-advisory services that are provided to the Portfolios by Northern and its affiliates. These services include acting as the Portfolios’ administrator and sub-administrator, custodian and transfer agent and providing other services necessary for the operation of the Portfolios and the Trust. The Trustees understood that the Management Agreement encompassed both the advisory and administrative functions being rendered by Northern and its affiliates. They considered the quality of Northern’s communications with and services to shareholders, as well as the expenditures made by Northern and

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   31   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

APPROVAL OF MANAGEMENT AGREEMENT continued

 

its affiliates to improve the quality and scope of their services to the Portfolios. The Trustees considered the strength of Northern’s and its affiliates’ risk management processes, including with respect to the Portfolios’ regular reporting on stress testing. The Trustees also reviewed the compliance and administrative services provided to the Portfolios by Northern and its affiliates, including its oversight of the Portfolios’ day-to-day operations and fund accounting. The Trustees also noted that on a regular basis they received and reviewed information from the Trust’s Chief Compliance Officer regarding the Portfolios’ compliance policies and procedures pursuant to Rule 38a-1 under the 1940 Act, including related to compliance with Rule 2a-7. They also considered the quality of Northern’s compliance oversight program with respect to all of the Portfolios’ service providers, as well as Northern’s responses to any compliance or operational matters raised during the year. The Trustees also took into account that the scope of services provided by Northern, and the undertakings required of Northern in connection with those services, including maintaining and monitoring its own and the Portfolios’ compliance programs, had expanded over time as a result of regulatory, market and other developments. In this regard, the Trustees also noted Northern’s initiatives undertaken in the past few years with respect to the Portfolios and their shareholders, including to address additional regulatory and reporting requirements and initiatives. The Trustees took into account that each Portfolio is a “government money market fund” regulated under Rule 2a-7 that seeks to maintain a stable net asset value.

The Trustees also considered the qualifications, background and responsibilities of Northern’s senior management and investment personnel. They also noted Northern’s recruitment and retention plans for attracting high quality investment professionals, as well as its portfolio management compensation structure, and the consistency of investment approach with respect to the Portfolios. The Trustees also considered Northern’s and its affiliates’ strong financial position and stability.

Following consideration of such information, the Board was satisfied with the nature, extent and quality of services provided by Northern and its affiliates to the Portfolios and their shareholders.

Performance

The Trustees considered the investment performance of each Portfolio, including whether it had operated within its respective investment objectives, as well as its compliance with its investment restrictions. The Trustees also took into account the changing interest rate environment in which the Portfolios had been and were operating and any actions taken by Northern with respect to the

Portfolios to prevent negative yields this year and in past years. The Trustees received information on the Portfolios’ investment performance for one-, two-, three-, four-, five- and ten-years ended January 31, 2022, as well as performance for the month, quarter and year-to-date ended January 31, 2022. They compared the investment performance of the Portfolios to the performance of other registered funds and to rankings issued by the independent third-party mutual fund data provider. The Portfolios were ranked by the data provider in quintiles, ranging from first to fifth, where first is the best quintile position and fifth is the worst. The Trustees also reviewed the Portfolios’ performance relative to their performance benchmarks.

The Trustees noted the following regarding each Portfolio’s performance relative to its performance universe:

Performance of the Treasury Portfolio (Shares and Premier) was in the first quintile for the one-, three-, and five-year periods ended January 31, 2022.

Performance of the U.S. Government Select Portfolio was in the first quintile for the one- and three-year periods and in the second quintile for the five-year period ended January 31, 2022.

Performance of the U.S. Government Portfolio was in the third quintile for the one-year period and in the second quintile for the three- and five-year periods ended January 31, 2022.

The Trustees took into account senior management’s and portfolio manager’s discussion of the Portfolios’ performance and explanation for differences in investment parameters of certain Portfolios and their peers. They also considered the Portfolios’ investment performance relative to the investor base the Portfolios are intended to serve. The Trustees noted the potential impact on performance of the relative risk parameters of the different Portfolios. Specifically, they took into consideration Northern’s investment strategies. In addition, the Trustees reviewed the consistency of Northern’s investment approach for the Portfolios and processes to address performance issues, if any.

The Trustees concluded, based on the information received, that the Portfolios’ performance was satisfactory.

Fee Rates, Costs of Services and Profitability

The Trustees also evaluated the Portfolios’ contractual management fee rate and actual management fee rate (i.e., the management fee rate after expense reimbursements, if any); the Portfolios’ total operating expense ratios; Northern’s contractual commitments to continue expense reimbursements for at least one year with respect to the Portfolios; and whether a consistent methodology was in place for determining the fees and expenses of the Portfolios. They also noted that Northern had voluntarily waived fees and/or reimbursed expenses for each of the Portfolios in the past year to avoid negative yield. In addition, the Trustees considered actions taken in past years to reduce Portfolio expenses, such as other voluntary expense reimbursements.

 

MONEY MARKET PORTFOLIOS   32   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

MAY 31, 2022 (UNAUDITED)

 

The Trustees reviewed information on the fee rates paid by the Portfolios under the Management Agreement and the Portfolios’ total operating expense ratios compared to similar information for mutual funds advised by unaffiliated investment management firms, as prepared by the independent third-party mutual fund data provider. The independent third-party report compared the expenses of each Portfolio against its respective peer expense group and expense universe as determined by the independent third-party data provider. In comparing the Portfolios’ contractual and actual management fees to those of comparable funds, the Trustees noted that the Portfolios’ management fees include both advisory and administrative costs. Among other data, the Trustees considered that for all of the Portfolios, the total operating expense ratios after reimbursement of expenses were below their respective peer expense universe medians. The Trustees also noted the following:

The Treasury Portfolio’s actual management fee for all classes was below its peer expense group and expense universe medians, and its total expense ratio after reimbursement of expenses was in the first quintile of its peer expense group and expense universe with respect to the Shares class. The total expense ratio after reimbursement of expenses of the Premier Shares class was in the second quintile of its peer expense group and expense universe.

The U.S. Government Portfolio’s actual management fee was below its peer expense group and expense universe medians, and its total expense ratio after reimbursement of expenses was in the second quintile of its peer expense group and expense universe.

The U.S. Government Select Portfolio’s actual management fee was below its peer expense group and expense universe medians, and its total expense ratio after reimbursement of expenses was in the first quintile of its peer expense group and expense universe.

The Trustees took into account Northern’s discussion of the Portfolios’ expenses and that Northern had reimbursed expenses and/or waived fees for each of the Portfolios. They also reviewed information comparing the Portfolios’ fee rates to the fee rates charged by Northern to similarly managed, comparable private institutional accounts. The Trustees considered the difference in, and level of complexity of, services provided by Northern with regard to the private institutional accounts, as well as regulatory, operational and compliance differences, board and committee support provided by Northern to the Portfolios and other differences. The Trustees considered the fee comparisons in light of the differences in management of these different kinds of accounts. These comparisons assisted the Trustees in evaluating the reasonableness of the management fees paid by the Portfolios. Following these comparisons and upon further consideration and discussion of the foregoing, the Trustees concluded that the compensation payable by each Portfolio under the Management Agreement was fair and reasonable in light of the services provided.

In addition, the Trustees considered the amount of assets in the Portfolios; the information provided by Northern relating to the costs of the services provided by it and its affiliates; and the profits realized by them through their relationship on a Portfolio-by-Portfolio basis and on an overall Trust basis and both before and after distribution and certain non-distribution costs. The Trustees considered Northern’s assumptions and methodology for allocating costs to each Portfolio, recognizing that cost allocation methodologies are inherently subjective and not audited.

The Trustees also discussed information provided by the independent third-party provider of mutual fund data with respect to Northern’s profitability compared to other publicly traded advisers. They considered that comparisons of advisory agreement profitability across fund families are difficult and may be impacted by numerous factors, including the types of funds managed, business mix, cost allocation methodologies and other factors. The Trustees also considered Northern’s expense reimbursements during the year. They also took into account the nature of the Portfolios and the high quality of the services provided by Northern and that Northern appeared to have the resources necessary to fulfill its obligations under its management and other agreements with the Portfolios. Based upon its consideration of all these factors, the Trustees concluded that Northern’s profitability was not excessive in view of the nature, extent and quality of services provided to each Portfolio.

Economies of Scale

The Trustees considered the extent to which economies of scale would be realized as the Portfolios grow and whether fee levels reflected these economies of scale for the benefit of shareholders. The Trustees noted that the management fee of each Portfolio did not have breakpoints. They took into account management’s discussion of the Portfolios’ management fee structure and considered Northern’s view that the Portfolios were sharing in economies of scale through the level at which the Portfolios’ management fees are set and through Northern’s contractual expense reimbursements that limit the expenses for the Portfolios to specific levels. They agreed that breakpoints were not necessary with respect to the Portfolios at this time based on the level of management fees and the contractual expense reimbursements. The Trustees also considered the voluntary fee waivers and/or expense reimbursements made by Northern to the Portfolios to prevent negative yields this year and in past years.

The Trustees determined, on the basis of the foregoing, that the Portfolios’ current management fee structures were reasonable.

Fall Out and Other Benefits to Northern

The Trustees also reviewed other benefits accruing to Northern and its affiliates as a result of their relationship with the Portfolios. Those benefits included fees received by the affiliates for transfer agency, custodial and sub-administrative functions, as well as shareholder servicing fees from the Premier Shares of the Treasury

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   33   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

APPROVAL OF MANAGEMENT AGREEMENT continued    MAY 31, 2022 (UNAUDITED)

 

Portfolio. The Trustees also considered that many of the Portfolios’ shareholders had other client relationships with Northern’s affiliates. In addition, the Trustees considered that the scale of the Portfolios provided opportunities to Northern to obtain securities trading advantages for its other advisory clients and that Northern and its affiliates benefit from their ability to leverage resources over a larger asset base.

Conclusion

After deliberation and based on its review, including consideration of each of the factors referenced above, the Board determined, in the exercise of its reasonable business judgment, that the compensation payable under the Management Agreement is fair and reasonable in light of the services provided and such other matters as the Board considered relevant in the exercise of reasonable business judgment. After full consideration of the above factors as well as other factors, the Board, including the Independent Trustees, unanimously approved the continuance of the Management Agreement on behalf of each Portfolio.

    

 

MONEY MARKET PORTFOLIOS   34   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


MONEY MARKET PORTFOLIOS

 

    

THIS PAGE INTENTIONALLY LEFT BLANK

 

 

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   35   MONEY MARKET PORTFOLIOS


MONEY MARKET PORTFOLIOS

 

FOR MORE INFORMATION   

 

PORTFOLIO HOLDINGS

Northern Institutional Funds files detailed month-end portfolio holdings information on Form N-MFP with the U.S. Securities and Exchange Commission (“SEC”) each month and posts their complete schedules of portfolio holdings on the Northern Institutional Funds’ web site at northerntrust.com/institutional as of the last business day of each month for the previous six months. The Portfolios’ Forms N-MFP are available electronically on the SEC’s web site at sec.gov.

PROXY VOTING

Northern Institutional Funds’ Proxy Voting Policies and Procedures and each Portfolio’s portfolio securities voting record for the 12-month period ended June 30 are available upon request and without charge by visiting Northern Institutional Funds’ web site at northerntrust.com/institutional or the SEC’s web site at sec.gov or by calling the Northern Institutional Funds Center at 800-637-1380.

    

 

MONEY MARKET PORTFOLIOS   36   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


50 SOUTH LASALLE STREET

P.O. BOX 75986

CHICAGO, ILLINOIS 60675-5986

800-637-1380

NORTHERNTRUST.COM/INSTITUTIONAL

 

 

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NORTHERN INSTITUTIONAL FUNDS

 

    
    

LIQUID ASSETS PORTFOLIO

 

    
     
     SEMI-ANNUAL REPORT     
     
     MAY 31, 2022     
           
    

 

LOGO

    
    

 

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LIQUID ASSETS PORTFOLIO

 

TABLE OF CONTENTS

 

  2    

STATEMENT OF ASSETS AND LIABILITIES

  3    

STATEMENT OF OPERATIONS

  4    

STATEMENT OF CHANGES IN NET ASSETS

  5    

FINANCIAL HIGHLIGHTS

  6    

SCHEDULE OF INVESTMENTS

  6    

LIQUID ASSETS PORTFOLIO

  9    

NOTES TO THE FINANCIAL STATEMENTS

  15    

FUND EXPENSES

  16    

APPROVAL OF MANAGEMENT AGREEMENT

  20    

FOR MORE INFORMATION

This report has been prepared for the general information of Northern Institutional Funds Liquid Assets Portfolio shareholders. It is not authorized for distribution to prospective investors unless accompanied or preceded by a current Northern Institutional Funds Liquid Assets Portfolio prospectus, which contains more complete information about the Northern Institutional Funds Liquid Assets Portfolio’s investment objectives, risks, fees and expenses. Investors are reminded to read a summary prospectus or prospectus carefully before investing or sending money.

 

 

You could lose money by investing in the Portfolio. Although the Portfolio seeks to preserve the value of your investment at $1.00 per share, the Portfolio cannot guarantee it will do so. An investment in the Portfolio is not a deposit of any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation (“FDIC”), any other government agency, or The Northern Trust Company, its affiliates, subsidiaries or any other bank. The Portfolio’s sponsor has no legal obligation to provide financial support to the Portfolio, and you should not expect that the sponsor will provide financial support to the Portfolio at any time.

Northern Institutional Funds are distributed by Northern Funds Distributors, LLC, Three Canal Plaza, Suite 100, Portland, Maine 04101, not affiliated with Northern Trust.

 

NOT FDIC INSURED

 

May lose value / No bank guarantee

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   1   LIQUID ASSETS PORTFOLIO


LIQUID ASSETS PORTFOLIO

 

STATEMENT OF ASSETS AND LIABILITIES

MAY 31, 2022 (UNAUDITED)

 

Amounts in thousands, except per share data    LIQUID
ASSETS
PORTFOLIO
 

ASSETS:

  

Investments, at amortized cost, which approximates fair value

     $390,274  

Repurchase agreements, at cost, which approximates fair value

     1,094,121  

Cash

     2,098  

Interest income receivable

     478  

Receivable from investment adviser

     128  

Prepaid and other assets

     8  

Total Assets

     1,487,107  

LIABILITIES:

  

Distributions payable to shareholders

     883  

Payable to affiliates:

  

Management fees

     130  

Custody fees

     2  

Transfer agent fees

     36  

Accrued Trustee fees

     12  

Accrued other liabilities

     64  

Total Liabilities

     1,127  

Net Assets

     $1,485,980  

ANALYSIS OF NET ASSETS:

  

Capital stock

     $1,485,989  

Distributable loss

     (9

Net Assets

     $1,485,980  

Total Shares Outstanding (no par value, unlimited shares authorized)

     1,485,988  

Net Asset Value, Redemption and Offering Price Per Share

     $1.00  

 

See Notes to the Financial Statements.

 

LIQUID ASSETS PORTFOLIO   2   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


LIQUID ASSETS PORTFOLIO

 

STATEMENT OF OPERATIONS

FOR THE SIX MONTHS ENDED MAY 31, 2022 (UNAUDITED)

 

Amounts in thousands    LIQUID
ASSETS
PORTFOLIO
 

INVESTMENT INCOME:

  

Interest income

     $1,815  

Income from affiliates (Note 5)

     6  

Total Investment Income

     1,821  

EXPENSES:

  

Management fees

     667  

Custody fees

     40  

Transfer agent fees

     100  

Printing fees

     2  

Professional fees

     51  

Trustee fees

     6  

Other

     13  

Total Expenses

     879  

Less expenses contractually reimbursed by investment adviser

     (670

Net Expenses

     209  

Net Investment Income

     1,612  

NET REALIZED GAINS:

  

Net realized gains on:

  

Investments

     2  

Net Gains

     2  

Net Increase in Net Assets Resulting from Operations

     $1,614  

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   3   LIQUID ASSETS PORTFOLIO


LIQUID ASSETS PORTFOLIO

 

STATEMENT OF CHANGES IN NET ASSETS

FOR THE SIX MONTHS ENDED MAY 31, 2022, (UNAUDITED)

OR THE FISCAL YEAR ENDED NOVEMBER 30, 2021

 

    

LIQUID

ASSETS

PORTFOLIO

 
Amounts in thousands    2022      2021  

OPERATIONS:

     

Net investment income

     $1,612        $393  

Net realized gains

     2        2  

Net Increase in Net Assets Resulting from Operations

     1,614        395  

CAPITAL SHARE TRANSACTIONS:(1)

     

Net increase in net assets resulting from capital share transactions

     416,672        261,476  

Net Increase in Net Assets Resulting from Capital Share Transactions

     416,672        261,476  

DISTRIBUTIONS PAID:

     

Distributable earnings

     (1,625      (395

Total Distributions Paid

     (1,625      (395

Total Increase in Net Assets

     416,661        261,476  

NET ASSETS:

     

Beginning of period

     1,069,319        807,843  

End of period

     $1,485,980        $1,069,319  

 

(1)

The number of shares approximates the dollar amount of transactions.

 

See Notes to the Financial Statements.

 

LIQUID ASSETS PORTFOLIO   4   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


LIQUID ASSETS PORTFOLIO

 

FINANCIAL HIGHLIGHTS

FOR THE SIX MONTHS ENDED MAY 31, 2022 (UNAUDITED)

OR THE FISCAL YEARS ENDED NOVEMBER 30,

 

LIQUID ASSETS PORTFOLIO                                         
Selected per share data    2022      2021     2020      2019      2018      2017  

Net Asset Value, Beginning of Period

     $1.00        $1.00       $1.00        $1.00        $1.00        $1.00  

INCOME FROM INVESTMENT OPERATIONS:

                

Net investment income

     (1)       (1)      0.01        0.02        0.02        0.01  

Net realized gains (losses)(1)

                                        

Total from Investment Operations

                  0.01        0.02        0.02        0.01  

LESS DISTRIBUTIONS PAID:

                

From net investment income

     (1)       (1)      (0.01      (0.02      (0.02      (0.01

Total Distributions Paid

                  (0.01      (0.02      (0.02      (0.01

Net Asset Value, End of Period

     $1.00        $1.00       $1.00        $1.00        $1.00        $1.00  

Total Return(2)

     0.11      0.04 %(3),(4)      0.65      2.27      1.78      0.85

SUPPLEMENTAL DATA AND RATIOS:

                

Net assets, in thousands, end of period

     $1,485,980        $1,069,319       $807,843        $796,197        $769,479        $1,305,022  

Ratio to average net assets of:(5)

                

Expenses, net of waivers, reimbursements and credits

     0.03      0.03     0.03      0.03      0.03      0.03

Expenses, before waivers, reimbursements and credits

     0.13      0.14     0.14      0.15      0.14      0.14

Net investment income, net of waivers, reimbursements and credits

     0.24      0.04 %(3)       0.70      2.28      1.72      0.80

Net investment income (loss), before waivers, reimbursements and credits

     0.14      (0.07 )%(3)       0.59      2.16      1.61      0.69

 

(1)

Per share amounts from net investment income, net realized gains (losses) and distributions paid from net investment income were less than $0.01 per share.

(2)

Assumes investment at net asset value at the beginning of the period, reinvestment of all dividends and distributions, and a complete redemption of the investment at net asset value at the end of the period. The total return is not annualized for periods less than one year..

(3)

During the fiscal year ended November 30, 2021, the Portfolio received monies related to certain nonrecurring litigation proceeds that had no effect on the Portfolio’s total return. If these monies were not received, the net investment income ratio and gross investment income ratio would have been 0.03% and -0.08%, respectively.

(4)

Northern Trust Investments, Inc. voluntarily reimbursed expenses of the Portfolio in the amount of less than $1,000 and had no effect on the Portfolio’s total return. (see Note 4)

(5)

Annualized for periods less than one year.

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   5   LIQUID ASSETS PORTFOLIO


SCHEDULE OF INVESTMENTS

 

LIQUID ASSETS PORTFOLIO

 

    

PRINCIPAL

AMOUNT

(000S)

     VALUE
(000S)
 
U.S. GOVERNMENT AGENCIES – 11.0% (1)         

Federal Farm Credit Bank – 8.7%

     

FFCB Notes,

     

(Floating, U.S. SOFR +
0.05%), 0.10%, 6/1/22(2)

     $10,000        $10,000  

(Floating, U.S. SOFR +
0.05%) , 0.10%, 6/1/22(2)

     5,000        5,002  

(Floating, U.S. SOFR +
0.04%) , 0.31%, 6/1/22(2)

     17,000        17,001  

(Floating, U.S. SOFR +
0.03%), 0.33%, 6/1/22(2)

     5,000        4,999  

(Floating, U.S. SOFR +
0.32%) , 0.36%, 6/1/22(2)

     4,000        4,012  

(Floating, U.S. SOFR +
0.02%), 0.80%, 6/1/22(2)

     15,000        14,999  

(Floating, U.S. SOFR +
0.04%), 0.82%, 6/1/22(2)

     10,000        10,000  

(Floating, U.S. SOFR +
0.04%) , 0.82%, 6/1/22(2)

     5,000        5,000  

(Floating, U.S. SOFR +
0.04%), 0.82%, 6/1/22(2)

     5,000        5,000  

(Floating, U.S. SOFR +
0.04%) , 0.82%, 6/1/22(2)

     5,000        5,000  

(Floating, U.S. SOFR +
0.04%), 0.83%, 6/1/22(2)

     10,000        10,000  

(Floating, U.S. SOFR +
0.05%), 0.83%, 6/1/22(2)

     5,000        5,000  

(Floating, U.S. SOFR +
0.06%), 0.84%, 6/1/22(2)

     5,000        5,000  

(Floating, U.S. Federal Funds +
0.02%), 0.85%, 6/1/22(2)

     10,000        10,000  

(Floating, U.S. SOFR + 0.08%),
0.86%, 6/1/22(2)

     640        640  

(Floating, U.S. SOFR + 0.08%),
0.86%, 6/1/22(2)

     1,000        1,000  

(Floating, U.S. Federal Funds +
0.06%), 0.89%, 6/1/22(2)

     10,000        10,000  

(Floating, U.S. SOFR + 0.19%),
0.97%, 6/1/22(2)

     7,000        7,000  
                129,653  

Federal Home Loan Bank – 2.3%

     

FHLB Notes,

     

(Floating, U.S. SOFR +
0.06%), 0.10%, 6/1/22(2)

     15,000        15,000  

(Floating, U.S. SOFR +
0.08%), 0.86%, 6/1/22(2)

     10,000        10,000  

 

    

PRINCIPAL

AMOUNT

(000S)

     VALUE
(000S)
 
U.S. GOVERNMENT AGENCIES – 11.0% (1) continued  

Federal Home Loan Bank – 2.3% continued

 

(Floating, U.S. SOFR + 0.08%),
0.86%, 6/1/22(2)

     $5,000        $5,000  

(Floating, U.S. SOFR + 0.08%),
0.86%, 6/1/22(2)

     4,000        4,000  
                34,000  

Total U.S. Government Agencies

                 

(Cost $163,653)

              163,653  
     
U.S. GOVERNMENT OBLIGATIONS – 15.3%         

U.S. Treasury Bills – 1.4%

     

0.10%, 10/6/22(3)

     5,000        4,998  

0.16%, 11/3/22(3)

     10,000        9,993  

0.64%, 1/26/23(3)

     5,000        4,979  
                19,970  

U.S. Treasury Floating Rate Notes – 7.0%

 

  

(Floating, U.S. Treasury 3M Bill MMY +
0.03%), 0.08%, 6/6/22(2)

     22,000        22,001  

(Floating, U.S. Treasury 3M Bill MMY +
0.05%), 0.09%, 6/6/22(2)

     7,000        7,001  

(Floating, U.S. Treasury 3M Bill MMY +
0.06%), 0.10%, 6/6/22(2)

     55,000        55,003  

(Floating, U.S. Treasury 3M Bill MMY +
0.06%), 0.10%, 6/6/22(2)

     20,000        20,003  
                104,008  

U.S. Treasury Notes – 6.9%

     

1.75%, 6/15/22

     7,000        7,004  

1.88%, 9/30/22

     15,000        15,080  

0.13%, 10/31/22

     30,240        30,242  

2.00%, 10/31/22

     15,000        15,118  

1.63%, 11/15/22

     5,000        5,034  

0.13%, 11/30/22

     10,000        9,999  

2.00%, 11/30/22

     10,000        10,090  

1.63%, 12/15/22

     10,000        10,076  
                102,643  

Total U.S. Government Obligations

                 

(Cost $226,621)

              226,621  
     

Investments, at Amortized Cost

                 

( $390,274)

              390,274  

 

See Notes to the Financial Statements.

 

LIQUID ASSETS PORTFOLIO   6   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

MAY 31, 2022 (UNAUDITED)

 

     PRINCIPAL
AMOUNT
(000S)
    

VALUE

(000S)

 
REPURCHASE AGREEMENTS – 73.6% (4)         

Bank of America Securities LLC, dated 5/31/22, repurchase price $190,004,
0.80%, 6/1/22

     $190,000        $190,000  

Barclays Capital, Inc., dated 5/31/22, repurchase price $200,004,
0.80%, 6/1/22

     200,000        200,000  

Citigroup Global Markets, Inc., dated 5/31/22, repurchase price $104,123,
0.81%, 6/1/22

     104,121        104,121  

Goldman Sachs & Co., dated 5/31/22, repurchase price $150,003,
0.80%, 6/1/22

     150,000        150,000  

JPMorgan Securities LLC, dated 5/31/22, repurchase price $15,009,
0.80%, 9/3/22

     15,000        15,000  

JPMorgan Securities LLC, dated 5/31/22, repurchase price $225,005,
0.80%, 6/1/22

     225,000        225,000  

Societe Generale S.A., dated 5/31/22, repurchase price $210,005,
0.80%, 6/1/22

     210,000        210,000  
                1,094,121  

Total Repurchase Agreements

                 

(Cost $1,094,121)

              1,094,121  
     

Total Investments – 99.9%

                 

(Cost $1,484,395)

              1,484,395  

Other Assets less Liabilities – 0.1%

              1,585  

NET ASSETS – 100.0%

              $1,485,980  

 

(1)

The obligations of certain U.S. government-sponsored entities are neither issued nor guaranteed by the United States Treasury.

(2)

Variable or floating rate security. Rate as of May 31, 2022 is disclosed. Maturity date represents the date when principal payments may be due, taking into account any call options exercised and any permissible maturity shortening features.

(3)

Discount rate at the time of purchase.

(4)

The nature and terms of the collateral received for the repurchase agreements are as follows:

 

NAME  

FAIR

VALUE

(000S)

   

COUPON

RATES

 

MATURITY

DATES

FNMA

    $7,351     2.50% – 3.97%   11/1/28 – 3/1/52

GNMA

    $358,299     1.63% – 8.00%   10/20/26 – 5/15/61

U.S. Treasury Bill

    $10,202     0%   8/11/22 – 9/20/22

U.S. Treasury Bonds

    $500,374     1.13% – 6.25%   8/15/23 – 5/15/50

U.S. Treasury Note

    $243,328     0.13% – 3.00%   7/15/22 – 1/15/32

Total

    $1,119,554          

EXPLANATION OF ABBREVIATIONS AND ACRONYMS USED THROUGHOUT THE SCHEDULE OF INVESTMENTS:

3M – 3 Month

FFCB – Federal Farm Credit Bank

FHLB – Federal Home Loan Bank

FNMA – Federal National Mortgage Association

GNMA – Government National Mortgage Association

MMY – Money Market Yield

SOFR – Secured Overnight Financing Rate

Percentages shown are based on Net Assets.

At May 31, 2022, the security types for the Portfolio were:

 

SECURITY TYPE (1)    % OF NET ASSETS  

U.S. Government Agencies

     11.0

U.S. Government Obligations

     15.3

Repurchase Agreements

     73.6

 

(1)

Figures in the above table may not sum to 100% due to the exclusion of other assets and liabilities.

At May 31, 2022, the maturity analysis for the Portfolio as a percentage of investments was:

 

MATURITY (1)    %  

OVERNIGHT (1 BUSINESS DAY)

     83.7

2 - 15 DAYS

     7.5  

61 - 97 DAYS

     1.0  

98 - 180 DAYS

     5.4  

181 - 270 DAYS

     2.4  

 

(1)

The number of days to maturity of each holding is determined in accordance with the provisions of Rule 2a-7 under the Investment Company Act of 1940.

 

See Notes to the Financial Statements.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   7   LIQUID ASSETS PORTFOLIO


SCHEDULE OF INVESTMENTS

 

LIQUID ASSETS PORTFOLIO continued

MAY 31, 2022 (UNAUDITED)

 

Various inputs are used in determining the value of the Portfolio’s investments. These inputs are summarized in three levels listed below:

Level 1 – Unadjusted quoted market prices in active markets for identical securities on the measurement date.

Level 2 – Other observable inputs (e.g., quoted prices in active markets for similar securities, securities valuations based on commonly quoted benchmark interest rates and yield curves, maturities, ratings and/or securities indices).

Level 3 – Significant unobservable inputs (e.g., information about assumptions, including risk, market participants would use in pricing a security).

The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities and other financial instruments, if any. The following table summarizes the valuations of the Portfolio’s investments, which are carried at amortized cost, or at cost for repurchase agreements, which approximates fair value, by the above fair value hierarchy as of May 31, 2022:

 

    LEVEL 1
(000S)
    LEVEL 2
(000S)
    LEVEL 3
(000S)
   

TOTAL

(000S)

 

Investments held by Liquid Assets Portfolio(1)

    $–       $1,484,395       $–       $1,484,395  

 

(1)

Classifications as defined in the Schedule of Investments.

 

See Notes to the Financial Statements.

 

LIQUID ASSETS PORTFOLIO   8   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


LIQUID ASSETS PORTFOLIO

 

NOTES TO THE FINANCIAL STATEMENTS

MAY 31, 2022 (UNAUDITED)

 

1. ORGANIZATION

Northern Institutional Funds (the “Trust”) is a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust includes 5 portfolios as of May 31, 2022, each with its own investment objective (e.g., income consistent with preservation of capital).

Northern Trust Investments, Inc. (“NTI”), an indirect subsidiary of Northern Trust Corporation, serves as the investment adviser for the Liquid Assets Portfolio (the “Portfolio”). The Northern Trust Company (“Northern Trust”), an affiliate of NTI, serves as transfer agent, custodian and sub-administrator to the Portfolio. Northern Funds Distributors, LLC, not an affiliate of NTI, is the Trust’s distributor.

The Portfolio operates as a “government money market fund” as defined under Rule 2a-7 of the 1940 Act.

2. SIGNIFICANT ACCOUNTING POLICIES

The Trust, which is an investment company, follows accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services-Investment Companies.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates.

A) VALUATION OF SECURITIES The investments held by the Portfolio are valued at amortized cost, which generally approximates fair value in accordance with Rule 2a-7 under the 1940 Act. Under this method, investments purchased at a discount or premium are valued by accreting or amortizing the difference between the original purchase price and maturity value of the issue over the period to effective maturity. Where the Trust’s Board of Trustees (“Board”) believes the extent of any deviation from a Portfolio’s amortized cost price per share may result in material dilution or other unfair results to investors or existing shareholders, the Board will consider what action should be initiated, which may include fair valuing securities in accordance with policies and procedures established by, and subject to oversight of, the Board.

The use of fair valuation involves the risk that the values used by the Portfolio to price its investments may be higher or lower than the values used by other unaffiliated investment companies and investors to price the same investments.

B) REPURCHASE AGREEMENTS The Portfolio may enter into repurchase agreements under the terms of a master repurchase agreement by which the Portfolio purchases securities for cash from a seller and agrees to resell those securities to the same seller at a specific price within a specified time or with an indefinite life and liquidity feature, which allows the Portfolio to resell the securities quarterly. The interest rate on such repurchase agreements resets daily. During the term of a repurchase agreement, the fair value of the underlying collateral, including accrued interest, is required to equal or exceed the fair value of the repurchase agreement. The underlying collateral for tri-party repurchase agreements is held in accounts for Northern Trust or NTI (and is not reflected in the assets of the Portfolio) as agent of the Portfolio, at The Bank of New York Mellon, State Street Bank and Trust Company or JPMorgan Chase which, in turn, holds securities through the book-entry system at the Federal Reserve Bank of New York. The underlying collateral for other repurchase agreements is held in a customer-only account for Northern Trust, as custodian for the Portfolio, at the Federal Reserve Bank of Chicago. The Portfolio is subject to credit risk on repurchase agreements to the extent that the counterparty fails to perform under the agreement and the value of the collateral received falls below the agreed repurchase price. If the seller defaults and the value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of collateral by the Portfolio may be delayed or limited. The Portfolio has entered into such repurchase agreements, as reflected in its accompanying Schedule of Investments, as of May 31, 2022.

Pursuant to exemptive relief granted by the U.S. Securities and Exchange Commission (“SEC”), the Portfolio and certain other money market portfolios advised by NTI and Northern Trust may enter into joint repurchase agreements with non-affiliated counterparties through a master repurchase agreement. NTI administers and manages these joint repurchase agreements in accordance with and as part of its duties under its management agreement with the Portfolio and does not collect any additional fees from the Portfolio for such services. The Portfolio has entered into such joint repurchase agreements, during the period. There were no outstanding joint repurchase agreements at May 31, 2022.

The Portfolio may enter into transactions subject to enforceable netting arrangements (“Netting Arrangements”) under a repurchase agreement. Generally, Netting Arrangements allow the Portfolio to offset any exposure to a specific counterparty with any collateral received from or delivered to that counterparty. In addition, Netting Arrangements provide the right for the non-defaulting party to liquidate the collateral and calculate the net exposure to the defaulting party or request additional collateral. Generally, the Portfolio manages its cash collateral and securities collateral on a counterparty basis. As of May 31, 2022,

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   9   LIQUID ASSETS PORTFOLIO


 

LIQUID ASSETS PORTFOLIO

 

NOTES TO THE FINANCIAL STATEMENTS continued

 

the Portfolio was not invested in any portfolio securities other than the repurchase agreements described below, with gross exposures on the Statement of Assets and Liabilities, that could be netted subject to Netting Arrangements.

The following table presents the repurchase agreements, which are subject to Netting Arrangements, as well as the collateral delivered related to those repurchase agreements.

 

 

 

                  

GROSS AMOUNTS NOT OFFSET IN THE

STATEMENT OF ASSETS AND LIABILITIES

 
Amounts in thousands   COUNTERPARTY   

GROSS AMOUNTS OF ASSETS

PRESENTED IN STATEMENT OF

ASSETS AND LIABILITIES

     FINANCIAL INSTRUMENTS     

NET

AMOUNT*

 

Liquid Assets

  Bank of America    $ 190,000      $ (190,000)        $  
 

Barclays Capital

     200,000        (200,000)           
 

Citigroup

     104,121        (104,121)           
 

Goldman Sachs

     150,000        (150,000)           
 

JPMorgan

     240,000        (240,000)           
 

Societe Generale

     210,000        (210,000)           
    Total    $ 1,094,121      $ (1,094,121)        $   –  

 

*

Collateral received is reflected up to the fair value of the repurchase agreement. Refer to the Schedules of Investments.

 

C) INVESTMENT TRANSACTIONS AND INCOME Investment transactions are recorded as of the trade date. The Portfolio determines the gain or loss realized from investment transactions by using an identified cost basis method. Interest income, if any, is recognized on an accrual basis and includes amortization of premiums and accretion of discounts.

D) EXPENSES The Portfolio is charged for those expenses that are directly attributable to the Portfolio. Expenses incurred that do not specifically relate to an individual Portfolio generally are allocated among all the portfolios in the Trust in proportion to each portfolio’s relative net assets. Expenses are recognized on an accrual basis.

E) DISTRIBUTIONS TO SHAREHOLDERS Distribution of dividends from net investment income are declared daily and paid monthly. Distributions of net realized capital gains, if any, are declared and paid at least annually. Distributions to shareholders are recorded on the ex-dividend date.

The timing and character of distributions determined in accordance with federal income tax regulations may differ from financial statement amounts determined in accordance with U.S. GAAP due to differences in the treatment and recognition of investment income and realized gains and losses. These differences are primarily related to the capital loss carryforwards. Inherent differences in the recognition of income and capital gains for federal income tax purposes, which are permanent, may result in periodic reclassifications in the Portfolio’s capital accounts. These reclassifications may relate to net operating losses and distribution reclassifications. These reclassifications have no impact on the net assets or the net asset value (“NAV”) per share of the Portfolio.

At November 30, 2021, the following reclassifications were recorded:

 

Amounts in thousands  

UNDISTRIBUTED

NET INVESTMENT

INCOME (LOSS)

   

ACCUMULATED

UNDISTRIBUTED

NET REALIZED
GAINS (LOSSES)

 

Liquid Assets

    $2       $(2)  

F) FEDERAL INCOME TAXES No provision for federal income taxes has been made since the Portfolio’s policy is to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies and to distribute, each year, substantially all of its taxable income and tax-exempt income to its shareholders.

The Regulated Investment Company Modernization Act of 2010 (the “Act”) allows capital losses to be carried forward for an unlimited period and to retain their character as either short-term or long-term. The Portfolio’s ability to utilize capital loss carryforwards in the future may be limited under the Code and related regulations based on the results of future transactions.

There were no unused capital loss carryforwards in the Portfolio as of November 30, 2021.

 

 

LIQUID ASSETS PORTFOLIO   10   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


LIQUID ASSETS PORTFOLIO

 

 

MAY 31, 2022 (UNAUDITED)

 

At November 30, 2021, the tax component of undistributed net investment income and realized gains, including amounts declared but not yet paid for federal income tax purposes, was as follows:

 

    UNDISTRIBUTED  
Amounts in thousands  

ORDINARY

INCOME

(LOSS)*

   

LONG-TERM

CAPITAL GAINS

(LOSSES)

 

Liquid Assets

    $50       $ –  

 

*

Ordinary income includes taxable market discount income and short-term capital gains, if any.

The tax character of distributions paid during the fiscal year ended November 30, 2021, was as follows:

 

     DISTRIBUTIONS FROM  
Amounts in thousands    ORDINARY
INCOME
(LOSS)*
     LONG-TERM
CAPITAL GAINS
(LOSSES)
 

Liquid Assets

     $408        $ –  

 

*

Ordinary income includes taxable market discount income and short-term capital gains, if any.

The tax character of distributions paid during the fiscal year ended November 30, 2020, was as follows:

 

    DISTRIBUTIONS FROM  
Amounts in thousands   ORDINARY
INCOME
(LOSS)*
    LONG-TERM
CAPITAL GAINS
(LOSSES)
 

Liquid Assets

    $6,171       $ –  

 

*

Ordinary income includes taxable market discount income and short-term capital gains, if any.

As of November 30, 2021, the Portfolio had no uncertain tax positions that would require financial statement recognition or disclosure. The Portfolio’s federal tax returns remain subject to examination by the Internal Revenue Service for three years after they are filed. Any interest or penalties incurred, if any, on future unknown, uncertain tax positions taken by the Portfolio will be recorded as Interest expense and Other expenses, respectively, on the Statement of Operations.

3. BANK BORROWINGS

The Trust and the Northern Funds, a registered investment company also advised by NTI, jointly entered into a $250,000,000 senior unsecured revolving credit facility on November 15, 2021, which is administered by Citibank, N.A., for liquidity and other purposes (the “Credit Facility”). The interest rate charged under the Credit Facility is equal to the sum of (i) the Federal Funds Rate plus (ii) if Adjusted Term Secured Overnight Financing Rate (“SOFR”) (but in no event less than 0 percent) on the date of borrowing exceeds such Federal Funds Rate, the amount by which it so exceeds, plus (iii) 1.00 percent. In addition, there is an annual commitment fee of 0.15 percent on the unused portion of the credit line under the Credit Facility, payable quarterly in arrears, which is included in Other expenses on the Statement of Operations. The Credit Facility will expire on November 14, 2022, unless renewed.

The Portfolio did not have any borrowings or incur any interest expense for the six months ended May 31, 2022. There were no outstanding loan amounts at May 31, 2022

4. MANAGEMENT AND OTHER AGREEMENTS

As compensation for advisory and administration services and the assumption of related expenses, NTI is entitled to a management fee, computed daily and payable monthly, at the annual rate of 0.10 percent of the Portfolio’s average daily net assets.

NTI has contractually agreed to reimburse a portion of the operating expenses of the Portfolio (other than certain excepted expenses, i.e., acquired fund fees and expenses, the compensation paid to each independent Trustee of the Trust, expenses of third-party consultants engaged by the Board, membership dues paid to the Investment Company Institute and Mutual Fund Directors Forum, expenses in connection with the negotiation and renewal of the revolving credit facility, extraordinary expenses and interest) as shown on the accompanying Statement of Operations, to the extent the total annual portfolio operating expenses of the Portfolio exceed 0.03 percent of the Portfolio’s average daily net assets. The total annual portfolio operating expenses after expense reimbursement for the Portfolio may be higher than the contractual limitation as a result of certain excepted expenses that are not reimbursed. The amount of the reimbursement is included in Less expenses reimbursed by investment adviser as a reduction to Total Expenses in the Statement of Operations. The contractual expense reimbursement receivable at May 31, 2022 is shown as Receivable from investment adviser in the Statement of Assets and Liabilities. Any such reimbursement is paid monthly to the Portfolio by NTI.

The contractual expense reimbursement arrangement described above is expected to continue until at least April 1, 2023. The contractual expense reimbursement arrangement will continue automatically for periods of one-year (each such one-year period, a “Renewal Year”). The arrangement may be terminated, as to any succeeding Renewal Year, by NTI or the Portfolio upon 60 days’ written notice prior to the end of the current Renewal Year. The Board may terminate the contractual arrangement at any time with respect to the Portfolio if it determines that it is in the best interest of the Portfolio and its shareholders.

In addition during the six months ended May 31, 2022, NTI reimbursed certain additional expenses that may be excepted expenses.

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   11   LIQUID ASSETS PORTFOLIO


LIQUID ASSETS PORTFOLIO

 

NOTES TO THE FINANCIAL STATEMENTS continued

 

NTI may reimburse additional expenses or waive all or a portion of the management fees of the Portfolio, including, from time to time to avoid a negative yield. Any such additional expense reimbursement or waiver would be voluntary and could be implemented, increased or decreased or discontinued at any time. There is no guarantee that the Portfolio will be able to avoid a negative yield. Any such reimbursement is paid monthly to the Portfolio by NTI.

During the six months ended May 31, 2022, NTI did not voluntarily reimburse any additional expenses of the Portfolio.

As compensation for services rendered as transfer agent, including the assumption by Northern Trust of the expenses related thereto, Northern Trust receives a fee, accrued daily and payable monthly, at an annual rate of 0.015 percent of the average daily net assets of the Portfolio.

NTI has entered into a sub-administration agreement with Northern Trust, pursuant to which Northern Trust performs certain administrative services for the Portfolio. NTI pays Northern Trust for its sub-administration services out of NTI’s management fees.

For compensation as custodian, Northern Trust receives an amount based on a pre-determined schedule of charges approved by the Board. The Portfolio has entered into an expense offset arrangement with the custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Portfolio’s custodian expenses, unless such uninvested cash balances receive a separate type of return. Custodian credits, if any, are shown as Less custodian credits in the Portfolio’s Statement of Operations.

Northern Funds Distributors, LLC, the placement agent for the Portfolio, received no compensation from the Portfolio under the placement agency agreement. However, it received compensation from NTI for its services as placement agent pursuant to a separate letter agreement between it and NTI.

Certain officers of the Trust are also officers of Northern Trust and NTI. All officers serve without compensation from the Portfolio. The Trust provided a deferred compensation plan for its Trustees who are not officers of Northern Trust or NTI. Prior to August 22, 2013, under the deferred compensation plan, Trustees may have elected to defer all or a portion of their compensation. Effective August 22, 2013, the Trustees may no longer defer their compensation. Any amounts deferred and invested under the plan shall remain invested pursuant to the terms of the plan. Each Trustee’s account shall be deemed to be invested in shares of the U.S. Government Portfolio of the Trust and/or the Global Tactical Asset Allocation Fund of Northern Funds and/or at the discretion of the Trust, another money market fund selected by the Trust that complies with the provisions of Rule 2a-7 under the 1940 Act or one or more short-term fixed-income instruments selected by the Trust that are “eligible securities” as defined by that rule. The net investment income, gains and losses achieved by such deemed investment shall be credited to the Trustee’s account as provided in the plan.

5. RELATED PARTY TRANSACTIONS

The Portfolio is permitted to purchase and sell securities from or to certain affiliated funds or portfolios under specified conditions outlined in Rule 17a-7 Procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Portfolio from or to another fund or portfolio that is or could be considered an affiliate by virtue of having a common investment adviser (or affiliated investment advisers), common trustees and/or common officers complies with Rule 17a-7 of the 1940 Act. Further, as defined under these procedures, each transaction is effected at the current market price as defined in the Rule 17a-7 Procedures. For the six months ended May 31, 2022, the Portfolio did not have any purchases and/or sales of securities from an affiliated entity.

Certain uninvested cash balances of the Portfolio may receive a return from Northern Trust based on a market return it receives less an administrative fee. These amounts (if any) are shown on the Portfolio’s Statement of Operations as Income from affiliates.

6. INVESTMENT TRANSACTIONS

At May 31, 2022, for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation, net unrealized appreciation (depreciation) on investments and the cost basis of investments were as follows:

 

Amounts in
thousands
  UNREALIZED
APPRECIATION
    UNREALIZED
DEPRECIATION
    NET
APPRECIATION
(DEPRECIATION)
   

COST

BASIS OF
INVESTMENTS

 

Liquid Assets

  $  –     $  –     $  –     $ 1,484,395  

7. CAPITAL SHARE TRANSACTIONS

Transactions in capital shares for the six months ended May 31, 2022, were as follows:

 

Amounts in
thousands*
   PROCEEDS
FROM
SHARES SOLD
    

REINVESTMENTS
OF

DIVIDENDS

     PAYMENTS
FOR SHARES
REDEEMED
     NET INCREASE
(DECREASE)
IN NET ASSETS
 

Liquid Assets

   $ 10,034,965      $  –      $ (9,618,293)      $ 416,672  

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

 

LIQUID ASSETS PORTFOLIO   12   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


LIQUID ASSETS PORTFOLIO

 

 

MAY 31, 2022 (UNAUDITED)

 

Transactions in capital shares for the fiscal year ended November 30, 2021, were as follows:

 

Amounts in
thousands*
   PROCEEDS
FROM
SHARES SOLD
    

REINVESTMENTS
OF

DIVIDENDS

     PAYMENTS
FOR SHARES
REDEEMED
     NET INCREASE
(DECREASE)
IN NET ASSETS
 

Liquid Assets

   $ 13,356,244      $  –      $ (13,094,768)      $ 261,476  

 

*

The number of shares sold, reinvested and redeemed approximates the dollar amount of transactions.

8. INDEMNIFICATIONS AND WARRANTIES

In the ordinary course of its business, the Portfolio may enter into contracts or agreements that contain indemnifications or warranties. Future events could occur that lead to the execution of these provisions against the Portfolio. The maximum exposure to the Portfolio under these provisions is unknown, as this would involve future claims that have not yet occurred. However, the Portfolio has not had prior claims or losses pursuant to these contracts and believes the risk of loss to be remote.

9. NEW ACCOUNTING PRONOUNCEMENTS

In March 2020, the FASB issued Accounting Standards Update (ASU) 2020-04, Reference Rate Reform (Topic 848) “Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the LIBOR and other interbank-offered based reference rates as of the end of 2021. The new guidance is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022, and the adoption of ASU 2020-04 is elective. Management does not believe this update has a material impact on the Portfolio’s financial statements and disclosures.

In December 2020, Rule 2a-5 under the 1940 Act was adopted by the SEC and establishes requirements for determining fair value in good faith for purposes of the 1940 Act. The effective date for compliance with Rule 2a-5 is September 8, 2022. Management is evaluating the impact of the adoption of Rule 2a-5 on the financial statements.

10. LIBOR TRANSITION

Certain of the Portfolio’s investments, payment obligations and financing terms may be based on floating rates, such as LIBOR, Euro Interbank Offered Rate and other similar types of reference rates (each, a “Reference Rate”). On July 27, 2017, the Chief Executive of the UK Financial Conduct Authority (“FCA”), which regulates LIBOR, announced that the FCA will no longer persuade nor compel banks to submit rates for the calculation of LIBOR and certain other Reference Rates after 2021. Most LIBOR settings ceased to be published after December 31, 2021 and a majority of U.S. dollar LIBOR settings will cease publication after June 30, 2023. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing the SOFR that is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Uncertainty related to the liquidity impact of the change in rates, and how to appropriately adjust these rates at the time of transition, poses risks for the Portfolio. The effect of any changes to, or discontinuation of, LIBOR on the Portfolio will depend on, among other things, (1) existing fallback or termination provisions in individual contracts, and (2) whether, how, and when industry participants develop and adopt new reference rates and fallbacks for both legacy and new instruments and contracts. The expected discontinuation of LIBOR could have a significant impact on the financial markets in general and may also present heightened risk to market participants, including public companies, investment advisers, investment companies, and broker-dealers. The risks associated with this discontinuation and transition will be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Accordingly, it is difficult to predict the full impact of the transition away from LIBOR on the Portfolio until new reference rates and fallbacks for both legacy and new instruments and contracts are commercially accepted and market practices become settled.

11. CORONAVIRUS (COVID-19) PANDEMIC

The outbreak of respiratory disease caused by a novel coronavirus was first detected in December 2019 and has spread internationally. The outbreak and efforts to contain its spread have resulted in closing borders and quarantines, restricting international and domestic travel, enhanced health screenings, cancellations, disrupted supply chains and customer activity, responses by businesses (including changes to operations and reducing staff), and have produced general concern and uncertainty. The impact of the coronavirus pandemic, and other epidemics and pandemics that may arise in the future, could adversely affect national and global economies, individual companies and the market in general in a manner and for a period of time that cannot be foreseen at the present time. Health crises caused by the recent outbreak may heighten other preexisting political, social and economic risks in a country or region. Governmental authorities and regulators throughout the world, such as the U.S. Federal Reserve, have in the past responded to major economic disruptions with changes to fiscal and monetary policy, including but not limited to, direct capital infusions, new monetary programs, and dramatically lower interest rates. Certain of those policy changes are being implemented or considered in response to the coronavirus outbreak. Such policy changes may adversely affect the value, volatility and liquidity of dividend and interest paying securities. In certain cases, an exchange or market may close or issue trading halts on either specific securities or

 

NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT   13   LIQUID ASSETS PORTFOLIO


LIQUID ASSETS PORTFOLIO

 

NOTES TO THE FINANCIAL STATEMENTS continued

MAY 31, 2022 (UNAUDITED)

 

even the entire market, which may result in the Portfolio being, among other things, unable to buy or sell certain securities or financial instruments or to accurately price its investments. In the event of a pandemic or an outbreak, there can be no assurance that the Portfolio and its service providers will be able to maintain normal business operations for an extended period of time or will not lose the services of key personnel on a temporary or long-term basis due to illness or other reasons. A pandemic or disease could also impair the information technology and other operational systems upon which the Portfolio’s investment adviser rely, and could otherwise disrupt the ability of the Portfolio’s service providers to perform essential tasks. Although multiple asset classes may be affected by a market disruption, the duration and effects may not be the same for all types of assets. To the extent the Portfolio may overweight its investments in certain countries, companies, industries or market sectors, such position will increase the Portfolio’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors. These conditions could result in the Portfolio’s inability to achieve its investment objectives, cause the postponement of reconstitution or rebalance dates for benchmark indices, adversely affect the prices and liquidity of the securities and other instruments in which the Portfolio invests, negatively impact the Portfolio’s performance, and cause losses on your investment in the Portfolio. Management is monitoring the development of the pandemic, which was ongoing as of the date of the financial statements, and is evaluating its impact on the financial position and operating results of the Portfolio.

12. SUBSEQUENT EVENTS

Management has evaluated subsequent events for the Portfolio through the date the financial statements were issued, and has concluded that there are no recognized or non-recognized subsequent events relevant for financial statement disclosure.

    

 

LIQUID ASSETS PORTFOLIO   14   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


LIQUID ASSETS PORTFOLIO

 

FUND EXPENSES

MAY 31, 2022 (UNAUDITED)

 

As a shareholder of the Portfolio, you incur ongoing costs, including management fees and other fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, December 1, 2021 through May 31, 2022.

ACTUAL EXPENSES

The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled Expenses Paid 12/1/2021 - 5/31/2022 to estimate the expenses you paid on your account during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second line in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5 percent per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5 percent hypothetical example with the 5 percent hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. Therefore, the hypothetical information is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

LIQUID ASSETS

 

SHARES    EXPENSE
RATIO
     BEGINNING
ACCOUNT
VALUE
12/1/2021
     ENDING
ACCOUNT
VALUE
5/31/2022
     EXPENSES
PAID*
12/1/2021-
5/31/2022
 

Actual

     0.03%      $ 1,000.00      $  1,001.10      $ 0.15  

Hypothetical (5% return before expenses)

     0.03%      $ 1,000.00      $  1,024.78      $ 0.15  

 

*

Expenses are calculated using the Portfolio’s annualized expense ratios, which represent ongoing expenses as a percentage of net assets for the six months ended May 31, 2022. Expenses are equal to the Portfolio’s annualized expense ratio for the period December 1, 2021 through May 31, 2022, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

 

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LIQUID ASSETS PORTFOLIO

 

APPROVAL OF MANAGEMENT AGREEMENT

 

At an in-person meeting held on May 18-19, 2022 (the “Annual Contract Meeting”), the Board of Trustees (the “Board” or the “Trustees”) of Northern Institutional Funds (the “Trust”), including all of the Trustees who are not “interested persons” as defined in the Investment Company Act of 1940 (“Independent Trustees”) voting separately, reviewed and approved the continuance of the investment management agreement (the “Management Agreement”) between Northern Trust Investments, Inc. (“Northern”) and the Trust, on behalf of the Liquid Assets Portfolio (the “Portfolio”) for an additional one-year period.

In advance of, and at the Annual Contract Meeting, the Trustees received, considered and discussed a variety of information relating to the Management Agreement and Northern and its affiliates. This information included written materials and verbal presentations at a Board meeting held via videoconference and telephonically on February 16-17, 2022 and an executive session held on April 7, 2022 (the “February and April Meetings”) and in person at the Annual Contract Meeting. At the Annual Contract Meeting, the Trustees considered these reports and presentations and discussed the information that had been provided. Throughout the process, the Trustees also asked questions of and requested additional information from management. In connection with their deliberations, the Independent Trustees met separately with and were advised by their independent legal counsel and received a memorandum from their independent legal counsel regarding their responsibilities under applicable law. They also met in executive sessions at the Annual Contract Meeting, and each of the other Board meetings, with their independent legal counsel without employees of Northern present.

In evaluating the Management Agreement, the Trustees discussed with independent legal counsel Northern’s reports, presentations and other information that had been provided to them at the February and April Meetings and at the Annual Contract Meeting, as well as their interactions with Northern throughout the year and in past years at various meetings. The Trustees noted that the evaluation process with respect to Northern and the Management Agreement was an on-going one throughout the year.

The Trustees reviewed and assessed, among other things: (a) the nature, extent and quality of the services provided by Northern; (b) the Portfolio’s investment performance over different time periods, including in comparison to the investment performance of mutual fund peer groups and categories selected by an independent third-party provider of mutual fund data; (c) the contractual and actual management fees and total expenses (before and after expense reimbursements and waivers) of the Portfolio, including in comparison to those borne by mutual fund peer expense groups and categories selected by the independent third-party provider of mutual fund data; (d) the cost of the services and profits realized by Northern and its affiliates from their relationship with the Portfolio; (e) the existence and sharing of potential economies of scale; (f) any fall-out benefits to Northern and its affiliates as a result of Northern’s relationship with the Portfolio; and (g) other factors deemed relevant by the Trustees.

The materials reviewed by the Board included, without limitation: (i) information on the investment performance of the Portfolio in comparison to other mutual funds and performance benchmarks; (ii) compliance reports; (iii) information about Northern’s and its affiliates’ risk management processes, stress testing, credit research, business continuity and cyber-security programs; (iv) fees charged to and expenses borne by the Portfolio; (v) the qualifications of Northern and its affiliates to provide services to the Portfolio, including (v) Northern’s staffing for the Portfolio and the experience of the portfolio managers, credit research and other personnel as well as Northern’s financial resources and its ability to attract and retain portfolio management talent; (vi) Northern’s investments in technology to benefit the Portfolio; (vii) information regarding purchases and redemptions of the Portfolio’s shares; (viii) policies adopted by Northern regarding brokerage, including soft dollars, trade allocations and other matters; and (ix) the nature of the Portfolio’s shareholders.

The Trustees were provided with a description of the methodology the independent third-party data provider used to determine the similarity of the Portfolio with the funds included in its peer expense group and peer expense and performance universe. The Trustees also considered the Portfolio’s relationship to other mutual funds advised and offered by Northern and other factors (including conditions and trends prevailing generally in the economy, the securities markets, and the industry). In evaluating the Management Agreement for the Portfolio, the Trustees gave weight to various factors including those discussed below, but did not identify any single factor as controlling their decision, and each Trustee may have attributed different weight to different factors.

Nature, Extent and Quality of Services

The Trustees considered, as part of their review, the nature, extent and quality of the services provided by Northern. In this regard, they considered both the investment advisory services, and separately the administrative and other non-advisory services that are provided to the Portfolio by Northern and its affiliates. These services include acting as the Portfolio’s administrator and sub-administrator, custodian and transfer agent and providing other services necessary for the operation of the Portfolio and the Trust. The Trustees understood that the Management Agreement encompassed both the advisory and administrative functions being rendered by Northern and its affiliates. They considered the quality of Northern’s communications with and services to shareholders, as well as the expenditures made by Northern and its affiliates to improve the quality and scope of their services to the Portfolio. The Trustees considered the strength of Northern’s and its affiliates’ risk management processes, including with

 

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LIQUID ASSETS PORTFOLIO

 

 

MAY 31, 2022 (UNAUDITED)

 

respect to the Portfolio’s regular reporting on stress testing. The Trustees also reviewed the compliance and administrative services provided to the Portfolio by Northern and its affiliates, including its oversight of the Portfolio’s day-to-day operations and fund accounting. The Trustees also noted that on a regular basis they received and reviewed information from the Trust’s Chief Compliance Officer regarding the Portfolio’s compliance policies and procedures pursuant to Rule 38a-1 under the 1940 Act, including related compliance with Rule 2a-7. They also considered the quality of Northern’s compliance oversight program with respect to all of the Portfolio’s service providers, as well as Northern’s responses to any compliance or operational matters raised during the year. The Trustees also took into account that the scope of services provided by Northern, and the undertakings required of Northern in connection with those services, including maintaining and monitoring its own and the Portfolio’s compliance programs, had expanded over time as a result of regulatory, market and other developments. In this regard, the Trustees also noted Northern’s initiatives undertaken in the past few years with respect to the Portfolio and its shareholders, including to address additional regulatory and reporting requirements and initiatives. The Trustees took into account that the Portfolio is a “government money market fund” regulated under Rule 2a-7 that seeks to maintain a stable net asset value.

The Trustees also considered the qualifications, background and responsibilities of Northern’s senior management and investment personnel. They also noted Northern’s recruitment and retention plans for attracting high quality investment professionals, as well as its portfolio management compensation structure, and the consistency of investment approach with respect to the Portfolio. The Trustees also considered Northern’s and its affiliates’ strong financial position and stability.

Following consideration of such information, the Board was satisfied with the nature, extent and quality of services provided by Northern and its affiliates to the Portfolio and its shareholders.

Performance

The Trustees considered the investment performance of the Portfolio, including whether it had operated within its investment objective, as well as its compliance with its investment restrictions. The Trustees also took into account the changing interest rate environment in which the Portfolio had been and was operating and any actions taken by Northern with respect to the Portfolio to prevent negative yields this year and in past years. The Trustees received information on the Portfolio’s investment performance for one-, two-, three-, four-, five- and ten-years ended January 31, 2022, as well as performance for the month, quarter and year-to-date ended January 31, 2022. They compared the investment performance of the Portfolio to the performance of other registered funds and to rankings issued by the independent third-party mutual fund data provider. The Portfolio was ranked by the data provider in quintiles, ranging from first to fifth, where first is the best quintile position and fifth is the worst. The Trustees also reviewed the Portfolio’s performance relative to its performance benchmark.

The Trustees noted that the performance of the Portfolio was in the first quintile for the one-, three-, and five-year periods ended January 31, 2022.

The Trustees took into account senior management’s and portfolio manager’s discussion of the Portfolio’s performance and explanation for differences in investment parameters of the Portfolio and its peers. They also considered the Portfolio’s investment performance relative to the investor base the Portfolio is intended to serve. The Trustees noted the potential impact on performance of the relative risk parameters of the Portfolio. Specifically, they took into consideration Northern’s investment strategies. In addition, the Trustees reviewed the consistency of Northern’s investment approach for the Portfolio and processes to address performance issues, if any.

The Trustees concluded, based on the information received, that the Portfolio’s performance was satisfactory.

Fee Rates, Costs of Services and Profitability

The Trustees also evaluated the Portfolio’s contractual management fee rate and actual management fee rate (i.e., the management fee rate after expense reimbursements, if any); the Portfolio’s total operating expense ratio; Northern’s contractual commitments to continue expense reimbursements for at least one year with respect to the Portfolio; and whether a consistent methodology was in place for determining the fees and expenses of the Portfolio. They also noted that Northern had voluntarily waived fees and/or reimbursed expenses of the Portfolio in the past year to avoid negative yield. In addition, the Trustees considered actions taken in past years to reduce Portfolio expenses, such as other voluntary expense reimbursements.

The Trustees reviewed information on the fee rates paid by the Portfolio under the Management Agreement and the Portfolio’s total operating expense ratio compared to similar information for mutual funds advised by unaffiliated investment management firms, as prepared by the independent third-party mutual fund data provider. The independent third-party report compared the expenses of the Portfolio against its peer expense group and expense universe as determined by the independent third-party data provider. In comparing the Portfolio’s contractual and actual management fees to those of comparable funds, the Trustees noted that the Portfolio’s management fee includes both advisory and administrative costs. Among other data, the Trustees considered that the Portfolio’s total operating expense ratio after reimbursement of expenses was below its peer expense group and expense universe medians and was in the first quintile of its peer expense group and expense universe. The Trustees also considered

 

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LIQUID ASSETS PORTFOLIO

 

APPROVAL OF MANAGEMENT AGREEMENT continued

MAY 31, 2022 (UNAUDITED)

 

that the Portfolio’s actual management fee was below its peer expense group and expense universe medians, noting that Northern had waived its entire management fee.

The Trustees took into account Northern’s discussion of the Portfolio’s expenses and that Northern had reimbursed expenses and/or waived fees for the Portfolio. They also reviewed information comparing the Portfolio’s fee rate to the fee rates charged by Northern to similarly managed, comparable private institutional accounts. The Trustees considered the difference in, and level of complexity of, services provided by Northern with regard to the private institutional accounts, as well as regulatory, operational and compliance differences, board and committee support provided by Northern to the Portfolio and other differences. The Trustees considered the fee comparisons in light of the differences in management of these different kinds of accounts. These comparisons assisted the Trustees in evaluating the reasonableness of the management fees paid by the Portfolio. Following these comparisons and upon further consideration and discussion of the foregoing, the Trustees concluded that the compensation payable by the Portfolio under the Management Agreement was fair and reasonable in light of the services provided.

In addition, the Trustees considered the amount of assets in the Portfolio; the information provided by Northern relating to the costs of the services provided by it and its affiliates; and the profits realized by them through their relationship on a portfolio-by-portfolio basis and on an overall Trust basis and both before and after distribution and certain non-distribution costs. The Trustees considered Northern’s assumptions and methodology for allocating costs to the Portfolio, recognizing that cost allocation methodologies are inherently subjective and not audited.

The Trustees also discussed information provided by the independent third-party provider of mutual fund data with respect to Northern’s profitability compared to other publicly traded advisers. They considered that comparisons of advisory agreement profitability across fund families are difficult and may be impacted by numerous factors, including the types of funds managed, business mix, cost allocation methodologies and other factors. The Trustees also considered Northern’s expense reimbursements during the year. They also took into account the nature of the Portfolio and the high quality of the services provided by Northern and that Northern appeared to have the resources necessary to fulfill its obligations under its management and other agreements with the Portfolio. Based upon its consideration of all these factors, the Trustees concluded that Northern’s profitability was not excessive in view of the nature, extent and quality of services provided to the Portfolio.

Economies of Scale

The Trustees considered the extent to which economies of scale would be realized as the Portfolio grows and whether fee levels reflected these economies of scale for the benefit of shareholders.

The Trustees noted that the management fee of the Portfolio did not have breakpoints. They took into account management’s discussion of the Portfolio’s management fee structure and considered Northern’s view that the Portfolio is sharing in economies of scale through the level at which the Portfolio’s management fees are set and through Northern’s contractual expense reimbursements that limit the expenses for the Portfolio to a specific level. They agreed that breakpoints were not necessary with respect to the Portfolio at this time based on the level of management fees and the contractual expense reimbursements. The Trustees also considered the voluntary fee waivers and/or expense reimbursements made by Northern to the Portfolio to prevent negative yields this year and in past years.

The Trustees determined, on the basis of the foregoing, that the Portfolio’s current management fee structure was reasonable.

Fall Out and Other Benefits to Northern

The Trustees also reviewed other benefits accruing to Northern and its affiliates as a result of their relationship with the Portfolio. Those benefits included fees received by the affiliates for transfer agency, custodial and sub-administrative functions. The Trustees also considered that many of the Portfolio’s shareholders had other client relationships with Northern’s affiliates. In addition, the Trustees considered that the scale of the Portfolio provided opportunities to Northern to obtain securities trading advantages for its other advisory clients and that Northern and its affiliates benefit from their ability to leverage resources over a larger asset base.

Conclusion

After deliberation and based on its review, including consideration of each of the factors referenced above, the Board determined, in the exercise of its reasonable business judgment, that the compensation payable under the Management Agreement is fair and reasonable in light of the services provided and such other matters as the Board considered relevant in the exercise of reasonable business judgment. After full consideration of the above factors as well as other factors, the Board, including the Independent Trustees, unanimously approved the continuance of the Management Agreement on behalf of the Portfolio.

 

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LIQUID ASSETS PORTFOLIO

 

FOR MORE INFORMATION

 

PORTFOLIO HOLDINGS

Northern Institutional Funds files detailed month-end portfolio holdings information on Form N-MFP with the U.S. Securities and Exchange Commission (“SEC”) each month and posts their complete schedules of portfolio holdings on the Northern Institutional Funds’ web site at northerntrust.com/liquid-assets-portfolio as of the last business day of each month for the previous six months. The Portfolio’s Forms N-MFP are available electronically on the SEC’s web site at sec.gov.

PROXY VOTING

Northern Institutional Funds’ Proxy Voting Policies and Procedures and the Portfolio’s portfolio securities voting record for the 12-month period ended June 30 are available upon request and without charge by visiting Northern Institutional Funds’ web site at northerntrust.com/institutional or the SEC’s web site at sec.gov or by calling the Northern Institutional Funds Center at 800-637-1380.

    

 

LIQUID ASSETS PORTFOLIO   20   NORTHERN INSTITUTIONAL FUNDS SEMIANNUAL REPORT


 

 

 

 

Northern Funds Distributors, LLC, are not affiliated with Northern Trust.

 

©2022 Northern Institutional Funds

 

LOGO

 

50 SOUTH LASALLE STREET | P.O. BOX 75986 | CHICAGO, ILLINOIS 60675-5986 | 800-637-1380 | northerntrust.com/liquid-assets-portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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(b)

Copy of notice transmitted to stockholders in reliance on Rule 30e-3 under the Act (17 CFR 270.30e-3) that contains disclosures specified by paragraph (c)(3) of that rule.

Not applicable.

Item 2. Code of Ethics.

Not applicable for the reporting period.

Item 3. Audit Committee Financial Expert.

Not applicable for the reporting period.

Item 4. Principal Accountant Fees and Services.

Not applicable for the reporting period.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

 

(a)

The registrant has elected to include the schedule of investments in securities of unaffiliated issuers as part of the reports to shareholders filed under Item 1 of this report on Form N-CSR.

 

(b)

Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.


Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees that would require disclosure herein.

Item 11. Controls and Procedures.

 

(a)

The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act) are effective, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 as of a date within 90 days of the filing date of this report.

 

(b)

There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13. Exhibits.

 

(a)(1)   Not applicable for this reporting period.
(a)(2)   Exhibit 99.CERT: Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002.
(a)(3)   Not applicable.
(a)(4)   There has been no change to the registrant’s independent public accountant during the reporting period.
(b)   Exhibit 99.906 CERT: Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Northern Institutional Funds

 

By:   /s/ Peter K. Ewing
  Peter K. Ewing, President
  (Principal Executive Officer)

Date: August 3, 2022

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:   /s/ Peter K. Ewing
  Peter K. Ewing, President
  (Principal Executive Officer)

Date: August 3, 2022

 

By:   /s/ Randal E. Rein
  Randal E. Rein, Treasurer
  (Principal Financial and Accounting Officer)

Date: August 3, 2022