Stephen Lovass - Dec 1, 2023 Form 4 Insider Report for NORDSON CORP (NDSN)

Role
Executive Vice President
Signature
Jennifer L. McDonough on behalf of Stephen P. Lovass
Stock symbol
NDSN
Transactions as of
Dec 1, 2023
Transactions value $
$873,813
Form type
4
Date filed
12/5/2023, 03:24 PM
Previous filing
Nov 27, 2023
Next filing
Jan 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NDSN NDSN Tax liability -$26.5K -111 -1.25% $238.80 8.76K Dec 1, 2023 Direct F1
transaction NDSN NDSN Award $182K +761 +8.69% $238.80 9.52K Dec 1, 2023 Direct F2
transaction NDSN NDSN Sale -$32.9K -139 -1.46% $236.77 9.38K Dec 4, 2023 Direct F3
holding NDSN NDSN 191 Dec 1, 2023 Company Savings Plan F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NDSN NDSN Award $752K +3.15K +11.6% $238.80 30.3K Dec 1, 2023 NDSN 3.15K $238.80 Direct F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 On December 1, 2022 the Company awarded 752 restricted share units under the Company's stock plan vesting in 1/3 increments over a 3-year period. 111 of the restricted share units were withheld to cover withholding taxes due upon vesting.
F2 On December 1, 2023 the Company awarded 761 restricted share units under the Company's stock plan. One-third of the restricted share units vest on each December 1, 2024, 2025 and 2026.
F3 The sale reported on this Form 4 was made pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on June 30, 2023.
F4 Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c).
F5 On December 1, 2023, the Company awarded 3,147 stock options under the Company's stock plan. The options vest in 4 equal annual installments beginning on December 1, 2024. The vested portions of such options will become exercisable upon vesting.
F6 Represents the comprehensive total of derivative securities beneficially owned by reporting person following this transaction.