SEC Form 4 · accession 0001214659-18-007494
NORDSON CORP · NDSN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gina A. Beredo
Officer — Executive Vice President
Period of report
Nov 30, 2018
Accepted (ET)
Dec 4, 2018 · 6:30 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 | Nov 30, 2018 | F | 49 | $120.41 | A | 4,879 | D | |
| Common StockF2 | holding | — | — | — | 281 | 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)F3 | $71.75 | holding | — | — | — | — | Nov 25, 2023 | Common Stock | 1,300 | 1,300 | D |
| Employee Stock Options (right to buy)F4 | $79.66 | holding | — | — | — | — | Nov 24, 2024 | Common Stock | 1,400 | 1,400 | D |
| Employee Stock Options (right to buy)F5 | $70.91 | holding | — | — | — | — | Nov 23, 2025 | Common Stock | 2,100 | 2,100 | D |
| Employee Stock Options (right to buy)F6 | $107.65 | holding | — | — | — | — | Nov 21, 2026 | Common Stock | 1,900 | 1,900 | D |
| Employee Stock Options (right to buy)F7 | $127.67 | holding | — | — | — | — | Nov 20, 2027 | Common Stock | 4,400 | 4,400 | D |
| Employee Stock Options (rightF8 | $124.90 | holding | — | — | — | — | Nov 26, 2028 | Common Stock | 5,100 | 5,100 | D |
Explanation of responses
- F1On November 20, 2017, the Company awarded 500 restricted shares under the Company's 2012 Stock Incentive and Award Plan. One-third of the restricted shares vested on November 30, 2018, and one-third will vest on each of November 30, 2019 and 2020. 49 of the 166 shares that vested November 30, 2018 were withheld to cover withholding taxes due upon vesting. The holdings are net of shares previously withheld or sold to cover withholding taxes.
- F2Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c).
- F3All such options have fully vested.
- F4On November 24, 2014, the Company awarded 1,400 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.
- F5On November 23, 2015, the Company awarded 2,100 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.
- F6On November 21, 2016, the Company awarded 1,900 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 21, 2017. The vested portions of such options will become exercisable upon vesting.
- F7On November 20, 2017, the Company awarded 4,400 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 20, 2018. The vested portions of such options will become exercisable upon vesting.
- F8On November 26, 2018, the Company awarded 5,100 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 26, 2019. The vested portion of such options will become exercisable upon vesting.