NORDSON CORP — Director's Dealing 2021

Jan 7, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORDSON CORP (NDSN)
CIK: 0000072331
Period of Report: 2021-01-05

Reporting Person: NAGARAJAN SUNDARAM (President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-05	Common Stock	F	66	$199.29	Disposed	27095	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Options (right to buy)	$165.21	2029-11-25	Common Stock (41800)	41800	Direct
Employee Stock Options (right to buy)	$201.50	2030-11-23	Common Stock (35100)	35100	Direct

Footnotes

F1: Shares withheld to cover withholding taxes due upon settlement of the performance award for period 2018-2020.

F2: The balance has been reduced by 2,198 shares to reflect the over-reporting of target/award performance shares in January 2020. The balance has been further reduced by 2,670 shares to reflect the adjusted amount from the target opportunity reported on August 5, 2019 to the settlement of the performance award based upon achievement of performance measures for period 2018-2020. The reporting
person elected to defer receipt of 90% of such shares, resulting in the accrual to his deferral account of 1,157 share units. Each share unit is the economic
equivalent of one share of Nordson common stock.

F3: The options vest in 4 equal annual installments beginning on November 25, 2020.

F4: The options vest in 4 equal annual installments beginning on November 23, 2021.