SEC Form 4 · accession 0001209191-19-014905
NORDSON CORP · NDSN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey A Pembroke
Officer — Executive Vice President
Period of report
Feb 28, 2019
Accepted (ET)
Mar 1, 2019 · 2:07 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,F2 | Feb 28, 2019 | A | 6,408 | $135.76 | A | 20,901 | D | |
| Common StockF3 | holding | — | — | — | 3 | I | By Company ESOP Plan | |
| Common StockF4 | holding | — | — | — | 139 | I | By Company Savings Plan |
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)F5 | $71.75 | holding | — | — | — | — | Nov 25, 2023 | Common Stock | 3,200 | 3,200 | D |
| Employee Stock Options (right to buy)F5 | $79.66 | holding | — | — | — | — | Nov 24, 2024 | Common Stock | 3,800 | 3,800 | D |
| Employee Stock Options (right to buy)F6 | $70.91 | holding | — | — | — | — | Nov 23, 2025 | Common Stock | 7,200 | 7,200 | D |
| Employee Stock Options (right to buy)F7 | $107.65 | holding | — | — | — | — | Nov 21, 2026 | Common Stock | 6,500 | 6,500 | D |
| Employee Stock Options (right to buy)F8 | $127.67 | holding | — | — | — | — | Nov 20, 2027 | Common Stock | 8,400 | 8,400 | D |
| Employee Stock Options (right to buy)F9 | $124.90 | holding | — | — | — | — | Nov 26, 2028 | Common Stock | 8,300 | 8,300 | D |
Explanation of responses
- F1On February 28, 2019, the Company awarded 6,408 restricted shares under the Company's 2012 Stock Incentive and Award Plan, all of which will vest on February 28, 2021.
- F2The total holdings include 13 shares accrued from dividend payments through participation in the Company's Dividend Reinvestment Plan.
- F3Represents the number of shares attributable to the reporting person's participation in the Company's Employee Stock Ownership Plan, exempt pursuant to Rule 16b-3(c).
- F4Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c).
- F5All such options have fully vested.
- F6The options vest in 4 equal annual installments beginning on November 23, 2016.
- F7The options vest in 4 equal annual installments beginning on November 21, 2017.
- F8The options vest in 4 equal annual installments beginning on November 20, 2018.
- F9The options vest in 4 equal annual installments beginning on November 26, 2019.