SEC Form 4 · accession 0001214659-18-007502
NORDSON CORP · NDSN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen Lovass
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 | 65 | $120.41 | D | 5,620 | D | |
| Common StockF2 | Nov 30, 2018 | F | 76 | $120.41 | D | 5,544 | D | |
| Common StockF3 | holding | — | — | — | 124 | 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 | $108.43 | holding | — | — | — | — | Nov 28, 2026 | Common Stock | 4,880 | 4,880 | D |
| Employee Stock Options (right to buy)F5 | $127.67 | holding | — | — | — | — | Nov 21, 2027 | Common Stock | 5,000 | 5,000 | D |
| Employee Stock Option (right to buy)F6 | $124.90 | holding | — | — | — | — | Dec 26, 2028 | Common Stock | 5,000 | 5,000 | D |
Explanation of responses
- F1On November 21, 2016, the Company awarded 600 restricted shares under the Company's 2012 Stock Incentive and Award Plan. One-third of the restricted shares vested on each of November 30, 2017 and 2018, and one-third will vest on November 30, 2019. 65 of the 200 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.
- F2On November 20, 2017, the Company awarded 700 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. 76 of the 233 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.
- 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).
- F4On November 28, 2016, the Company awarded 4,880 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 28, 2017. The vested portions of such options will become exercisable upon vesting.
- F5On November 20, 2017, the Company awarded 5,000 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.
- F6On November 26,2018, the Company awarded 5,000 stock options under the Company's 2012 Stock Incentive Award Plan. The options vest in 4 equal annual installments beginning on November 26, 2019. The vested portions of such options will become exercisable upon vesting.