Filing Details
- Accession Number:
- 0001209191-20-033168
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2020-06-01 15:32:02
- Reporting Period:
- 2020-05-28
- Accepted Time:
- 2020-06-01 15:32:02
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 72331 | Nordson Corp | NDSN | General Industrial Machinery & Equipment, Nec (3569) | 340590250 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1261762 | J John Keane | 28601 Clemens Road Westlake OH 44145 | Executive Vice President | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2020-05-28 | 11,500 | $71.75 | 67,531 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2020-05-28 | 12,500 | $79.66 | 80,031 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2020-05-28 | 17,200 | $70.91 | 97,231 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2020-05-28 | 41,200 | $182.87 | 56,031 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Employee Stock Options (right to buy) | Disposition | 2020-05-28 | 11,500 | $182.87 | 11,500 | $71.75 |
| Common Stock | Employee Stock Options (right to buy) | Disposition | 2020-05-28 | 12,500 | $182.87 | 12,500 | $79.66 |
| Common Stock | Employee Stock Options (right to buy) | Disposition | 2020-02-28 | 17,200 | $182.87 | 17,200 | $70.91 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2023-11-25 | No | 4 | M | Direct | |
| 0 | 2024-11-24 | No | 4 | M | Direct | |
| 0 | 2025-11-23 | No | 4 | M | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 911 | Indirect | By Company ESOP Plan |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | Employee Stock Options (right to buy) | $107.65 | 2026-11-21 | 14,000 | 14,000 | Direct | |
| Common Stock | Employee Stock Options (right to buy) | $127.67 | 2027-11-20 | 12,500 | 12,500 | Direct | |
| Common Stock | Employee Stock Options (right to buy) | $124.90 | 2028-11-26 | 11,700 | 11,700 | Direct | |
| Common Stock | Employee Stock Options (right to buy) | $165.21 | 2029-11-25 | 11,900 | 11,900 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 2026-11-21 | 14,000 | 14,000 | Direct |
| 2027-11-20 | 12,500 | 12,500 | Direct |
| 2028-11-26 | 11,700 | 11,700 | Direct |
| 2029-11-25 | 11,900 | 11,900 | Direct |
Footnotes
- Exercise of reporting person's stock options that would otherwise expire November 25, 2023, 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.
- The total holdings include 56 shares accrued from dividend payments through participation in the Company's Amended and Restated 2005 Deferred Compensation Plan.
- The balance has been reduced by 3,600 shares to reflect over-reporting of target/award performance shares in January 2020.
- Exercise of reporting person's stock options that would otherwise expire November 24, 2024, 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.
- Exercise of reporting person's stock options that would otherwise expire November 25, 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.
- Price reflected is the weighted-average sale price for shares sold. The shares were sold in multiple transactions, and the range of sale prices for the transactions reported was $181.00 to $185.22. The reporting person undertakes to provide to 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 shares sold at each separate price.
- Represents the number of shares attributable to the reporting person's participation in the Company's Amended and Restated Non-Union Employee Stock Ownership Plan and Trust, exempt pursuant to Rule 16b-3(c).
- All such options have fully vested.
- The options vest in 4 equal annual installments beginning on November 21, 2017.
- The options vest in 4 equal annual installments beginning on November 20, 2018.
- The options vest in 4 equal annual installments beginning on November 26, 2019.
- The options vest in 4 equal annual installments beginning on November 25, 2020.
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