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NORDSON CORP Director's Dealing 2013

Jan 8, 2013

30481_dirs_2013-01-08_c25e1fca-4ebe-4f78-88ba-6002c2a70d38.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: 2013-01-04

Reporting Person: KEANE JOHN J (Senior Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-01-04 Common Shares A 16000 Acquired 37018 Direct
2013-01-04 Common Shares F 7512 $65.52 Disposed 29506 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Shares 809 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Share Equivalent Units $ Common Shares () 11140 Direct

Footnotes

F1: Performance units awarded under Amended and Restated 2004 Long Term Performance Plan convert to common shares on a one-for-one basis on settlement date.

F2: Balance as of December 28, 2012.

F3: Share equivalent units acquired through deferral of performance shares awarded under Amended and Restated 2004 Long Term Performance Plan. Deferrals are made to the Nordson Stock Measurement Fund of the Amended and Restated 2005 Deferred Compensation Plan. Share equivalent units are settled in common shares at reporting person's termination of employment or retirement subject to delayed distribution rules of Internal Revenue Code Section 409(A).