SEC Form 4 · accession 0001209191-19-002571
NORDSON CORP · NDSN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael F Hilton
Officer — President, CEO · Director
Period of report
Jan 3, 2019
Accepted (ET)
Jan 7, 2019 · 4:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000072331
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 3, 2019 | A | 34,095 | $0.00 | A | 251,916 | D | |
| Common StockF2 | Jan 3, 2019 | F | 15,179 | $112.76 | D | 236,737 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (right to buy)F3 | $61.59 | holding | — | — | — | — | Nov 28, 2022 | Common Stock | 43,000 | 43,000 | D |
| Employee Stock Options (right to buy)F3 | $71.75 | holding | — | — | — | — | Nov 25, 2023 | Common Stock | 42,700 | 42,700 | D |
| Employee Stock Options (right to buy)F3 | $79.66 | holding | — | — | — | — | Nov 24, 2024 | Common Stock | 49,100 | 49,100 | D |
| Employee Stock Options (right to buy)F4 | $70.91 | holding | — | — | — | — | Nov 23, 2025 | Common Stock | 72,800 | 72,800 | D |
| Employee Stock Options (right to buy)F5 | $107.65 | holding | — | — | — | — | Nov 21, 2026 | Common Stock | 60,400 | 60,400 | D |
| Employee Stock Options (right to buy)F6 | $127.67 | holding | — | — | — | — | Nov 20, 2027 | Common Stock | 55,800 | 55,800 | D |
| Employee Stock Options (right to buy)F7 | $124.90 | holding | — | — | — | — | Nov 26, 2028 | Common Stock | 51,400 | 51,400 | D |
Explanation of responses
- F1Shares issued in connection with settlement of performance award based upon achievement of performance measures for period 2016-2018.
- F2Shares withheld to cover withholding taxes due upon settlement of the performance award for period 2016-2018.
- F3All such options have fully vested.
- F4The options vest in 4 equal annual installments beginning on November 23, 2016.
- F5The options vest in 4 equal annual installments beginning on November 21, 2017.
- F6The options vest in 4 equal annual installments beginning on November 20, 2018.
- F7The options vest in 4 equal annual installments beginning on November 26, 2019.