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NORDSON CORP Director's Dealing 2018

Jan 29, 2018

30481_dirs_2018-01-29_39b05044-6aa0-41bf-9d3e-4f6e41aad776.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: NORDSON CORP (NDSN)
CIK: 0000072331
Period of Report: 2017-11-20

Reporting Person: MERK GREGORY P (N/A)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-08-28 Common Stock G 20 Disposed 49710 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 364 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Options (right to buy) $27.26 2019-12-03 Common Stock (12200) 12200 Direct
Employee Stock Options (right to buy) $43.32 2020-12-07 Common Stock (9000) 9000 Direct
Employee Stock Options (right to buy) $43.73 2021-11-28 Common Stock (10000) 10000 Direct
Employee Stock Options (right to buy) $61.59 2022-11-28 Common Stock (7600) 7600 Direct
Employee Stock Options (right to buy) $71.75 2023-11-25 Common Stock (7600) 7600 Direct
Employee Stock Options (right to buy) $79.66 2024-11-24 Common Stock (8300) 8300 Direct
Employee Stock Options (right to buy) $70.91 2025-11-23 Common Stock (13400) 13400 Direct
Employee Stock Options (right to buy) $107.65 2026-11-21 Common Stock (10000) 10000 Direct
Employee Stock Options (right to buy) $127.67 2027-11-20 Common Stock (9000) 9000 Direct

Footnotes

F1: A gift of shares was omitted from the reporting person's original Form 4 filed on November 22, 2017, and also omitted from the three Forms 4 filed by the reporting person thereafter, resulting in the net holdings balance in column 5 to be overstated by 20 shares. On August 28, 2017, the reporting person gifted a total of 20 shares. For tax purposes, the value date of the shares delivered is the date a gift was made.

F2: Represents the number of shares attributable to the reporting person's participation in the Company's Savings Plan, exempt pursuant to Rule 16b-3(c).

F3: All such options have fully vested.

F4: On November 25, 2013, the Company awarded 7,600 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 25, 2014. The vested portions of such options will become exercisable upon vesting.

F5: On November 24, 2014, the Company awarded 8,300 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 24, 2015. The vested portions of such options will become exercisable upon vesting.

F6: On November 23, 2015, the Company awarded 13,400 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 23, 2016. The vested portions of such options will become exercisable upon vesting.

F7: On November 21, 2016, the Company awarded 10,000 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 21, 2017. The vested portions of such options will become exercisable upon vesting.

F8: On November 20, 2017, the Company awarded 9,000 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 20, 2018. The vested portions of such options will become exercisable upon vesting.