NORDSON CORP — Director's Dealing 2022

Nov 25, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORDSON CORP (NDSN)
CIK: 0000072331
Period of Report: 2022-11-22

Reporting Person: NAGARAJAN SUNDARAM (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-11-22	NDSN	F	562	$233.59	Disposed	23710	Direct
2022-11-23	NDSN	F	607	$234.40	Disposed	23103	Direct
2022-11-23	NDSN	M	5095	$234.40	Acquired	28198	Direct
2022-11-23	NDSN	F	2260	$234.40	Disposed	25938	Direct

Footnotes

F1: On November 22, 2021 the Company awarded 3,800 restricted share units under the Company's stock plan. One-third of the restricted share units vest on each November 22, 2022, 2023 and 2024. 562 of the 1,266 share units that vested November 22, 2022 were withheld to cover withholding taxes due upon vesting.

F2: The total holdings include 34 shares accrued from dividend payments through participation in the Company's Amended and Restated 2005 Deferred Compensation Plan.

F3: On November 26, 2018, the Company awarded 5,567 performance shares under the Company's Incentive and Award Plan, contingent upon the achievement of performance measures over a 3-year performance period with settlement in January 2022. The Company did not reach the threshold performance measure and therefore the total holdings reflect a decrease of 5,567 shares.

F4: On November 23, 2020 the Company awarded 4,100 restricted share units under the Company's stock plan. One-third of the restricted share units vest on each November 23, 2021, 2022, and 2023. 607 of the 1,367 share units that vested on November 23, 2022 were withheld to cover withholding taxes due upon vesting.

F5: On November 24, 2020, the Company awarded 5,095 restricted share units under the Company's Stock Plan with all restricted share units vesting on November 23, 2022. 2,260 of the 5,095 restricted share units that vested November 23, 2020 were withheld to cover withholding taxes due upon vesting.