NORDSON CORP — Director's Dealing 2019

Dec 4, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORDSON CORP (NDSN)
CIK: 0000072331
Period of Report: 2019-11-30

Reporting Person: Hilton Michael F (Director, Senior Advisor)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-30	Common Stock	F	946	$165.83	Disposed	198685	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Options (right to buy)	$71.75	2023-11-25	Common Stock (42700)	42700	Direct
Employee Stock Options (right to buy)	$79.66	2024-11-24	Common Stock (49100)	49100	Direct
Employee Stock Options (right to buy)	$70.91	2025-11-23	Common Stock (72800)	72800	Direct
Employee Stock Options (right to buy)	$107.65	2026-11-21	Common Stock (60400)	60400	Direct
Employee Stock Options (right to buy)	$127.67	2027-11-20	Common Stock (55800)	55800	Direct
Employee Stock Options (right to buy)	$124.90	2028-11-26	Common Stock (51400)	51400	Direct

Footnotes

F1: On November 26, 2018, the Company awarded 6,400 restricted shared under the Company's Amended and Restated 2012 Stock Incentive and Award Plan. One-third of the restricted shared vest on each November 30, 2019, November 30, 2020, and November 30, 2021. 946 of the 2,133 shares that vested November 30, 2019 were withheld to cover withholding taxes due upon vesting. The holdings are net of shares previously withheld or sold to cover withholding taxes.

F2: All such options have fully vested.

F3: The options vest in 4 equal annual installments beginning on November 21, 2017.

F4: The options vest in 4 equal annual installments beginning on November 20, 2018.

F5: The options vest in 4 equal annual installments beginning on November 26, 2019.