SEC Form 4 · accession 0001214659-15-008071

NORDSON CORP · NDSN

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Shelly Peet

Officer — Vice President

Period of report

Nov 25, 2015

Accepted (ET)

Nov 30, 2015 · 4:12 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 Stock^F1	Nov 25, 2015	F	98	$72.29	D	30,599	D
Common Stock^F2	holding	—	—		—	4	I	By Company ESOP Plan
Common Stock^F3	holding	—	—		—	1,431	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)^F4	$26.46	holding	—	—	—	—	Dec 5, 2017	Common Stock	3,200	3,200	D
Employee Stock Options (right to buy)^F4	$14.37	holding	—	—	—	—	Dec 4, 2018	Common Stock	2,800	2,800	D
Employee Stock Options (right to buy)^F4	$27.26	holding	—	—	—	—	Dec 3, 2019	Common Stock	5,250	5,250	D
Employee Stock Options (right to buy)^F4	$43.32	holding	—	—	—	—	Dec 7, 2020	Common Stock	5,600	5,600	D
Employee Stock Options (right to buy)^F4	$43.73	holding	—	—	—	—	Nov 28, 2021	Common Stock	6,000	6,000	D
Employee Stock Options (right to buy)^F5	$61.59	holding	—	—	—	—	Nov 28, 2022	Common Stock	5,000	5,000	D
Employee Stock Options (right to buy)^F6	$71.75	holding	—	—	—	—	Nov 25, 2023	Common Stock	5,200	5,200	D
Employee Stock Options (right to buy)^F7	$79.66	holding	—	—	—	—	Nov 24, 2024	Common Stock	5,800	5,800	D
Employee Stock Options (right to buy)^F8	$70.91	holding	—	—	—	—	Nov 23, 2025	Common Stock	9,100	9,100	D

Explanation of responses

F1On November 25, 2013, the Company awarded 900 restricted shares under the Company's 2012 Stock Incentive and Award Plan. One-third of the restricted shares vested on each of November 25, 2014 and 2015, and one-third will vest November 25, 2016. 98 of the 300 shares that vested November 25, 2015 were withheld to cover withholding taxes due upon vesting. The holdings include 548 shares acquired through participation in the Company's Dividend Reinvestment Plan, and are net of shares previously withheld, or sold under a Rule 10b5-1 trading plan, to cover withholding taxes.
F2Represents 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). The reporting person disclaims beneficial ownership of these securities.
F3Represents the number of shares attributable to the reporting person's participation in the Company's Savings Plan, exempt pursuant to Rule 16b-3(c). The reporting person disclaims beneficial ownership of these securities.
F4All such options have fully vested.
F5On November 28, 2012, the Company awarded 11,000 stock options under the Company's Long-Term Performance Plan. The options vest in 4 equal annual installments beginning on November 28, 2013. The vested portions of such options will become exercisable upon vesting.
F6On November 25, 2013, the Company awarded 5,200 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 25, 2014. The vested portions of such options will become exercisable upon vesting.
F7On November 24, 2014, the Company awarded 12,200 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 24, 2015. The vested portions of such options will become exercisable upon vesting.
F8On November 23, 2015, the Company awarded 17,200 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 23, 2016. The vested portions of such options will become exercisable upon vesting.