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NORDSON CORP — Director's Dealing 2019
Apr 4, 2019
30481_dirs_2019-04-04_26183ff7-4654-4216-b214-a07527680ad2.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: 2019-04-02
Reporting Person: Hilton Michael F (Director, President, CEO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2019-04-02 | Common Stock | F | 1102 | $136.45 | Disposed | 232437 | Direct |
| 2019-04-02 | Common Stock | F | 1982 | $136.45 | Disposed | 230455 | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Employee Stock Options (right to buy) | $61.59 | 2022-11-28 | Common Stock (43000) | 43000 | Direct |
| 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 21, 2016, the Company awarded 7,450 restricted stock under the Amended and Restated Nordson Corporation 2012 Stock Incentive and Award Plan. The shares will fully vest on November 21, 2019. In February 2019, the Compensation Committee approved the lapse of restrictions with respect to 1,102 of such shares in order for the reporting person to satisfy tax obligations for restricted shares that are no longer subject to forfeiture under IRC 83(a) due to retirement eligibility under the Amended and Restated Nordson Corporation 2012 Stock Incentive and Award Plan and Grant Notice. The remaining shares will continue to be subject to the restrictions until vesting per the Grant Notice.
F2: The total holdings include 364 shares accrued from dividend payments through participation in the Company's Amended and Restated 2005 Deferred Compensation Plan.
F3: On November 20, 2017, the Company awarded 6,700 restricted stock under the Amended and Restated Nordson Corporation 2012 Stock Incentive and Award Plan. The shares will fully vest on November 20, 2020. In February 2019, the Compensation Committee approved the lapse of restrictions with respect to 1,982 of such shares in order for the reporting person to satisfy tax obligations for restricted shares that are no longer subject to forfeiture under IRC 83(a) due to retirement eligibility under the Amended and Restated Nordson Corporation 2012 Stock Incentive and Award Plan and Grant Notice. The remaining shares will continue to be subject to the restrictions until vesting per the Grant Notice.
F4: All such options have fully vested.
F5: The options vest in 4 equal annual installments beginning on November 23, 2016.
F6: The options vest in 4 equal annual installments beginning on November 21, 2017.
F7: The options vest in 4 equal annual installments beginning on November 20, 2018.
F8: The options vest in 4 equal annual installments beginning on November 26, 2019.