NORDSON CORP — Director's Dealing 2023

Feb 14, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NORDSON CORP (NDSN)
CIK: 0000072331
Period of Report: 2023-02-13

Reporting Person: Pembroke Jeffrey A (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-13	NDSN	M	1800	$79.66	Acquired	19400	Direct
2023-02-13	NDSN	S	1800	$243.45	Disposed	17600	Direct
2023-02-13	NDSN	M	3200	$70.91	Acquired	20800	Direct
2023-02-13	NDSN	S	3200	$243.49	Disposed	17600	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-13	NDSN	$79.66	M	1800	Disposed	2024-11-24	NDSN (1800.0)	Direct
2023-02-13	NDSN	$70.91	M	3200	Disposed	2025-11-23	NDSN (3200.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
NDSN	145	Indirect

Footnotes

F1: The transactions reported on this FORM 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on January 11, 2023.

F2: Exercise of reporting person's stock options that would otherwise expire November 24, 2024, of which share units 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 and sale.

F3: The total holdings include 6 shares accrued from dividend payments through participation in the Company's Dividend Reinvestment Plan.

F4: Price reflected is the weighted-average sale price for share units sold. The share units were sold in multiple transactions, and the range of sale prices for the transactions reported was $241.50 to $244.10. The reporting person undertakes to provide 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 share units sold at each separate price.

F5: Exercise of reporting person's stock options that would otherwise expire November 23, 2025, 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 and sale.

F6: Price reflected is the weighted-average sale price for share units sold. The share units were sold in multiple transactions, and the range of sale prices for the transactions reported was $241.50 to $244.17. The reporting person undertakes to provide 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 share units sold at each separate price.

F7: Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c).

F8: Represents the comprehensive total of derivative securities beneficially owned by reporting person following this transaction.