NORDSON CORP — Director's Dealing 2020

Nov 25, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORDSON CORP (NDSN)
CIK: 0000072331
Period of Report: 2020-11-23

Reporting Person: Beredo Gina A. (Exec. VP, Gen. Counsel & Sec.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-11-23	Common Stock	A	600	$201.50	Acquired	7981	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-11-23	Employee Stock Options (right to buy)	$201.50	A	5200	Acquired	2030-11-23	Common Stock (5200)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	285	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Options (right to buy)	$71.75	2023-11-25	Common Stock (600)	600	Direct
Employee Stock Options (right to buy)	$79.66	2024-11-24	Common Stock (1400)	1400	Direct
Employee Stock Options (right to buy)	$70.91	2025-11-23	Common Stock (2100)	2100	Direct
Employee Stock Options (right to buy)	$107.65	2026-11-21	Common Stock (1900)	1900	Direct
Employee Stock Options (right to buy)	$127.67	2027-11-20	Common Stock (4400)	4400	Direct
Employee Stock Options (right to buy)	$124.90	2028-11-26	Common Stock (5100)	5100	Direct
Employee Stock Options (right to buy)	$165.21	2029-11-25	Common Stock (6175)	6175	Direct

Footnotes

F1: On November 23, 2020, the Company awarded 600 restricted share units the Company's Amended and Restated 2012 Stock Incentive and Award Plan. One-third of the restricted share units will vest on each November 30, 2021, 2022, and 2023, unless, with certain exceptions, the reporting person ceases to be an employee prior to the vesting date.

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

F3: All such options have fully vested.

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.

F6: The options vest in 4 equal annual installments beginning on November 25, 2020.

F7: On November 23, 2020, the Company awarded 5,200 stock options under the Company's Amended and Restated Nordson Corporation 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 23, 2021. The vested portions of such options will become exercisable upon vesting.

F8: The options vest in 4 equal annual installments beginning on November 23, 2021.