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NORDSON CORP Major Shareholding Notification 2011

Feb 11, 2011

30481_mrq_2011-02-11_e1cce9a0-99cd-433b-b340-e81a71002431.zip

Major Shareholding Notification

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SC 13G/A 1 l41848bsc13gza.htm SC 13G/A sc13gza PAGEBREAK

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13G/A

(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 (Amendment No. 3)*

NORDSON CORPORATION

(Name of Issuer)

COMMON SHARES, WITHOUT PAR VALUE

(Title of Class of Securities)

655663 10 2

(CUSIP Number)

December 31, 2010

(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)

þ Rule 13d-1(c)

o Rule 13d-1(d)

  • The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in 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 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes ).

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CUSIP No. 655663 10 2 13G/A Page 2 of 5 Pages

1 NAMES OF REPORTING PERSONS Jane B. 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
5 SOLE VOTING POWER
NUMBER OF 1,299,565
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 881,268
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 1,299,565
WITH 8 SHARED DISPOSITIVE POWER
881,268
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,180,833
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.4%
12 TYPE OF REPORTING PERSON
IN

2

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CUSIP No. 655663 10 2 13G/A Page 3 of 5 pages

SCHEDULE 13G/A

Item 1(a). — Item 1(b). Name of Issuer: Nordson Corporation — Address of Issuer’s Principal Executive Offices:
28601 Clemens Road
Westlake, Ohio 44145
Item 2(a). Name of Person Filing: Jane B. Nord
Item 2(b). Address of Principal Business Office or, if none, Residence:
P.O. Box 457
Oberlin, Ohio 44074
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. If this statement is filed pursuant to Rule 13d-1(b) or Rule 13d-2(b) or (c), check whether the person filing is a:
(a) ¨ Broker or dealer registered under Section 15 of the Act;
(b) ¨ Bank as defined in Section 3(a)(6) of the Act;
(c) ¨ Insurance company as defined in Section 3(a)(19) of the Act;
(d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940;
(e) ¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) ¨ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
(g) ¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
(h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
(i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
(j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
(k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify
the type of institution:

Folio 3 /Folio

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CUSIP No. 655663 10 2 13G/A Page 4 of 5 pages

Item 4. Ownership: — (a) Amount beneficially owned:
(b) Percent of class: 6.4% (Calculated based upon 34,117,936 Common Shares issued and
outstanding as of January 3, 2011, as set forth in the Issuer’s Proxy Statement filed with the
Securities and Exchange Commission on January 21, 2010.)
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 1,299,565
(ii) Shared power to vote or to direct the vote: 881,268
(iii) Sole power to dispose or to direct the disposition of: 1,299,565
(iv) Shared power to dispose or to direct the disposition of: 881,268
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:
Jane B. Nord and Jennifer A. Savage serve as co-trustees of the Eric T. Nord Main
Trust dated 04/1/03 with respect to 881,268 of the Common Shares covered by this
Schedule and 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:
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the issuer of the securities
and were not acquired and are not held in connection with or as a participant in any
transaction having that purpose or effect.

Folio 4 /Folio

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CUSIP No. 655663 10 2 13G/A Page 5 of 5 pages

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 9 , 2011
Date
/s/ Jane B. Nord
Signature
Jane B. Nord
Name and Title

Folio 5 /Folio