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NORDSON CORP — Major Shareholding Notification 2004
Feb 11, 2004
30481_mrq_2004-02-11_98a397ec-b642-4750-a77b-9396b85a64be.zip
Major Shareholding Notification
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SC 13G/A 1 l05574asc13gza.htm NORDSON CORPORATION/ERIC NORD SC 13G/A sc13gza PAGEBREAK
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
SCHEDULE 13G (RULE 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 25) (1)
NORDSON CORPORATION
(Name of Issuer)
COMMON SHARES, WITHOUT PAR VALUE
(Title of Class of Securities)
655663 10 2
(Cusip Number)
For the year ended December 31, 2003
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1 (b) o Rule 13d-1 (c) x Rule 13d-1 (d)
(1) The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act.
(Continued on Following Pages)
PAGEBREAK
| 13G — CUSIP No. 655663 10 2 | Page 2 of 5 | |||
|---|---|---|---|---|
| 1. | Name of Reporting Person: I.R.S. Identification | |||
| Nos. of above persons (entities only): ERIC T. NORD | ||||
| 2. | Check the Appropriate Box if a Member | |||
| of a Group: N/A | ||||
| (a) | o | |||
| (b) | o | |||
| 3. | SEC Use Only: | |||
| 4. | Citizenship or Place of Organization: United | |||
| States of America | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With | ||||
| 5. | Sole Voting Power: | 1,490,311 | ||
| 6. | Shared Voting Power: | 2,997,676 | ||
| 7. | Sole Dispositive Power: | 1,490,311 | ||
| 8. | Shared Dispositive Power: | 2,997,676 | ||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person: | 4,487,987 | ||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares: | o | ||
| 11. | Percent of Class Represented by Amount in Row (9): | 12.8% | ||
| 12. | Type of Reporting Person: | IN |
2 PAGEBREAK
SCHEDULE 13G
| Item 1(a). — Item 1(b). | Name of Issuer: Nordson Corporation — Address of Issuers Principal
Executive Offices: | | |
| --- | --- | --- | --- |
| | 28601 Clemens Road | | |
| | Westlake, Ohio 44145 | | |
| Item 2(a). | Name of Person Filing: Eric T.
Nord | | |
| Item 2(b). | Address of Principal Business
Office or, if None, Residence: | | |
| | 28601 Clemens Road | | |
| | Westlake, Ohio 44145 | | |
| Item 2(c). | Citizenship: United States of
America | | |
| Item 2(d). | Title of Class of Securities:
Common Shares, without par value | | |
| Item 2(e). | CUSIP Number: 655663 10 2 | | |
| Item 3. | Rule 13d-1(b), or Rule 13d-2(b)
or (c), Information: Not Applicable | | |
| Item 4. | Ownership | | |
| | (a) | Amount Beneficially Owned: 4,487,987 | |
| | (b) | Percent of Class: 12.8% | |
| | (c) | Number of Shares as to which such person has: | |
| | | (i) | Sole power to vote or to direct
the vote: 1,490,311 |
| | | (ii) | Shared power to vote or to direct
the vote: 2,997,676 |
| | | (iii) | Sole power to dispose or to direct
the disposition of: 1,490,311 |
| | | (iv) | Shared power to dispose or to
direct the disposition of: 2,997,676 |
3 PAGEBREAK
ITEM 5. Ownership of Five Percent or Less of a Class: Not Applicable.
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person:
Eric T. Nord and his brother, Evan W. Nord, hold 2,005,560 of the Common Shares covered by this Schedule as testamentary trustees under the will of Walter G. Nord, the founder of Nordson Corporation. Eric T. Nord and Evan W. Nord are entitled for their lifetimes to receive the net income, and may receive discretionary distributions of principal, from 481,320 and 1,524,240 shares, respectively. Upon their deaths, each has a limited power of appointment over the trust property held for his benefit and, in default of appointment, the trust property would be apportioned among his lineal descendants and subsequently held in trust for their benefit. Eric T. Nord and Evan W. Nord may be deemed to have shared voting power and shared investment power with respect to all of these shares.
Eric T. Nord and William D. Ginn hold 360,000 of the Common Shares covered by this Schedule as trustees of the Eric and Jane Nord Foundation and may be deemed to have shared voting power and shared investment power with respect to all of these shares.
Eric T. Nord and his brother, Evan W. Nord, hold 632,116 of the Common Shares covered by this Schedule as trustees of The Nord Family Foundation. Eric T. Nord and Evan W. Nord may be deemed to have shared voting power and shared investment power with respect to all of these shares.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: Not Applicable.
ITEM 8. Identification and Classification of Members of the Group: Not Applicable.
ITEM 9. Notice of Dissolution of Group: Not Applicable.
ITEM 10. Certifications: Not Applicable.
4 PAGEBREAK
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| February
10, 2004 |
| --- |
| /s/ Eric T. Nord |
| Eric T. Nord |
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