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NORDSON CORP — Director's Dealing 2019
Jan 4, 2019
30481_dirs_2019-01-04_7613033a-f181-4c33-9a9c-29f048d0ab66.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: 2019-01-02
Reporting Person: THAXTON GREGORY A (Executive Vice President, CFO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2019-01-02 | Common Stock | M | 11250 | $27.26 | Acquired | 64017 | Direct |
| 2019-01-02 | Common Stock | S | 11250 | $117.22 | Disposed | 52767 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2019-01-02 | Employee Stock Options (right to buy) | $27.26 | M | 11250 | Disposed | 2019-12-03 | Common Stock (11250) | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 7246 | Indirect |
| Common Stock | 1400 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Employee Stock Options (right to buy) | $43.32 | 2020-12-07 | Common Stock (11400) | 11400 | Direct |
| Employee Stock Options (right to buy) | $43.73 | 2021-11-28 | Common Stock (13000) | 13000 | Direct |
| Employee Stock Options (right to buy) | $61.59 | 2022-11-28 | Common Stock (11000) | 11000 | Direct |
| Employee Stock Options (right to buy) | $71.75 | 2023-11-25 | Common Stock (11000) | 11000 | Direct |
| Employee Stock Options (right to buy) | $79.66 | 2024-11-24 | Common Stock (12200) | 12200 | Direct |
| Employee Stock Options (right to buy) | $70.91 | 2025-11-23 | Common Stock (17200) | 17200 | Direct |
| Employee Stock Options (right to buy) | $107.65 | 2026-11-21 | Common Stock (14000) | 14000 | Direct |
| Employee Stock Options (right to buy) | $127.67 | 2027-11-20 | Common Stock (12500) | 12500 | Direct |
| Employee Stock Options (right to buy) | $124.90 | 2028-11-26 | Common Stock (11800) | 11800 | Direct |
Footnotes
F1: Price reflected is the weighted-average sale price for shares sold. The shares were sold in multiple transactions, and the range of sale prices for the transactions reported was $117.02 to $117.43. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or any staff member of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each separate price.
F2: Exercise of reporting person's stock options that otherwise expire December 3, 2019, of which shares were sold to pay the exercise price, to cover withholding taxes, and to pay broker fees and commissions, pursuant to a broker-assisted cashless exercise. The holdings are net of shares previously withheld or sold to cover withholding taxes.
F3: Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c).
F4: Represents the number of shares attributable to the reporting person's participation in the Company's Employee Stock Ownership Plan, exempt pursuant to Rule 16b-3(c).
F5: All such options have fully vested.
F6: The options vest in 4 equal annual installments beginning on November 23, 2016.
F7: The options vest in 4 equal annual installments beginning on November 21, 2017.
F8: The options vest in 4 equal annual installments beginning on November 20, 2018.
F9: The options vest in 4 equal annual installments beginning on November 26, 2019.