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NORDSON CORP Director's Dealing 2010

Feb 26, 2010

30481_dirs_2010-02-26_6a6dffd8-3454-42ec-bc79-1ae38cba71af.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORDSON CORP (NDSN)
CIK: 0000072331
Period of Report: 2010-02-25

Reporting Person: HARDIS STEPHEN R (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-02-25 Common Shares M 3808 $29.61 Acquired 50811 Direct
2010-02-25 Common Shares M 2552 $24.22 Acquired 53363 Direct
2010-02-25 Common Shares M 2500 $27.71 Acquired 55863 Direct
2010-02-25 Common Shares M 2500 $37.11 Acquired 58363 Direct
2010-02-25 Common Shares M 2500 $38.99 Acquired 60863 Direct
2010-02-25 Common Shares F 6565 $66.17 Disposed 54298 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-02-25 Employee Stock Option (right to buy) $29.61 M 3808 Disposed 2012-03-07 Common Shares (3808) Direct
2010-02-25 Employee Stock Option (right to buy) $24.22 M 2552 Disposed 2013-03-06 Common Shares (2552) Direct
2010-02-25 Employee Stock Option (right to buy) $27.71 M 2500 Disposed 2013-11-03 Common Shares (2500) Direct
2010-02-25 Employee Stock Option (right to buy) $37.11 M 2500 Disposed 2014-11-08 Common Shares (2500) Direct
2010-02-25 Employee Stock Option (right to buy) $38.99 M 2500 Disposed 2015-11-14 Common Shares (2500) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Shares 8000 Indirect
Common Shares 200 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $ Common Shares () 2436 Direct
Share Equivalent Units $ Common Shares () 42041 Direct

Footnotes

F1: Reporting person disclaims beneficial ownership of these securities.

F2: Security acquired through deferral of grant of restricted stock under Directors' Deferred Compensation Plan and converts to share equivalent units on a one-for one- basis upon lapse of restriction period - 2 years following grant.

F3: Share Equivalent Units accrued through Nordson's Directors' Deferred Compensation Plan. At time of distribution, share equivalent units convert to common shares on a one-for-one basis. Distribution is not permissible until participant ceases to be a Director.