Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-19-059095
Date:2019-11-25
Issuer: NORDSON CORP (NDSN)
Original Submission Date:

Reporting Person:

STOCKUNAS JOSEPH
28601 CLEMENS ROAD
WESTLAKE, OH 44145

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-11-25 A 800 a $165.21 14,575 direct
COMMON STOCK 2019-11-25 A 1,575 a $165.21 16,150 direct
COMMON STOCK 2019-11-30 F 139 d $165.83 16,011 direct
COMMON STOCK 2019-11-30 F 132 d $165.83 15,879 direct
COMMON STOCK 2019-11-30 F 146 d $165.83 15,733 direct
COMMON STOCK 2019-11-25 0 $0.00 278 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 165.21 2019-11-15 deemed execution date A 7,000 (a) 2029-11-25 common stock 7,000 $165.21 7,000 direct
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 71.75 2019-11-25 deemed execution date 0 ( ) 2023-11-25 common stock 3,200 $71.75 3,200 direct
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 79.66 2019-11-25 deemed execution date 0 ( ) 2024-11-24 common stock 3,800 $79.66 3,800 direct
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 70.91 2019-11-25 deemed execution date 0 ( ) 2025-11-23 common stock 7,200 $70.91 7,200 direct
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 107.65 2019-11-25 deemed execution date 0 ( ) 2026-11-21 common stock 6,500 $107.65 6,500 direct
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 127.67 2019-11-25 deemed execution date 0 ( ) 2027-11-20 common stock 7,500 $127.67 7,500 direct
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 124.9 2019-11-25 deemed execution date 0 ( ) 2028-11-26 common stock 7,100 $124.90 7,100 direct
Footnotes
IDfootnote
f1 on november 25, 2019, the company awarded 800 restricted stock under the company's amended and restated nordson corporation 2012 stock incentive and award plan. such shares will fully vest on november 30, 2022, unless, with certain exceptions, the reporting person ceases to be an employee prior to the vesting date.
f2 the total holdings include 18 shares accrued from dividend payments through participation in the company's amended and restated 2005 deferred compensation plan.
f3 on november 25, 2019, the company awarded 1,575 performance shares under the company's amended and restated nordson corporation 2012 stock incentive and award plan, which represents the right to receive shares contingent upon the achievement of performance measures over a 3-year performance period. shares that are earned upon the attainment of the applicable performance targets settle in january 2023. the actual number of shares earned is subject to adjustment based on actual performance.
f4 on november 21, 2016, the company awarded 840 restricted shared under the company's amended and restated 2012 stock incentive and award plan. one-third of the restricted shared vest on each november 21, 2017 and 2018, and november 30, 2019. 139 of the 280 shares that vested november 30, 2019 were withheld to cover withholding taxes due upon vesting. the holdings are net of shares previously withheld or sold to cover withholding taxes.
f5 on november 20, 2017, the company awarded 850 restricted shared under the company's amended and restated 2012 stock incentive and award plan. one-third of the restricted shared vest on each november 20, 2018, november 30, 2019, and november 30, 2020. 132 of the 283 shares that vested november 30, 2019 were withheld to cover withholding taxes due upon vesting. the holdings are net of shares previously withheld or sold to cover withholding taxes.
f6 on november 26, 2018, the company awarded 900 restricted shared under the company's amended and restated 2012 stock incentive and award plan. one-third of the restricted shared vest on each november 30, 2019, november 30, 2020, and november 30, 2021. 146 of the 300 shares that vested november 30, 2019 were withheld to cover withholding taxes due upon vesting. the holdings are net of shares previously withheld or sold to cover withholding taxes.
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 all such options have fully vested.
f9 the options vest in 4 equal annual installments beginning on november 21, 2017.
f10 the options vest in 4 equal annual installments beginning on november 20, 2018.
f11 the options vest in 4 equal annual installments beginning on november 26, 2019.
f12 on november 25, 2019, the company awarded 7,000 stock options under the company's amended and restated nordson corporation 2012 stock incentive and award plan. the options vest in 4 equal annual installments beginning on november 25, 2020. the vested portions of such options will become exercisable upon vesting.
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