Nordson (NDSN) director John DeFord defers cash retainer into 87 share units

Rhea-AI Filing Summary

Nordson Corp director John A. DeFord reported an acquisition of company equity through compensation. On the reported date, he received 87 shares of NDSN at a reference value of $288.45 per share as a grant/award, bringing his direct holdings to 5,802 shares.

Footnotes explain that he elected to defer his quarterly cash retainer into Stock Equivalent Units under the Directors' Deferred Compensation Sub-Plan, which convert into common shares on a one-for-one basis at distribution. His total holdings also include 18 Stock Equivalent Units and/or Restricted Share Units accrued from dividend payments under the company’s Stock Incentive and Award Plan.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DeFord John A

Role null

Type	Security	Shares	Price	Value
Grant/Award	NDSN	87	$288.45	$25K

Holdings After Transaction: NDSN — 5,802 shares (Direct, null)

Footnotes (1)

1. Pursuant to the terms of the Company's Directors' Deferred Compensation Sub-Plan, the reporting person elected to defer his quarterly cash retainer payment into Stock Equivalent Units. At the time of distribution, stock equivalent units convert to common shares on a one-for-one basis The total holdings include 18 Stock Equivalent Units and/or Restricted Share Units accrued from dividend payments pursuant to the Company's Stock Incentive and Award Plan.

Key Figures

Shares acquired: 87 shares Reference price per share: $288.45 per share Total shares after transaction: 5,802 shares +1 more

4 metrics

Shares acquired 87 shares Grant/award on reported transaction date

Reference price per share $288.45 per share Value assigned to the 87-share award

Total shares after transaction 5,802 shares Direct holdings following the award

Dividend-related units 18 units Stock Equivalent Units/RSUs from dividend payments

Key Terms

Stock Equivalent Units, Directors' Deferred Compensation Sub-Plan, Restricted Share Units, Stock Incentive and Award Plan

4 terms

Stock Equivalent Units financial

"the reporting person elected to defer his quarterly cash retainer payment into Stock Equivalent Units"

Stock equivalent units are financial claims or instruments that are treated as if they were actual shares for purposes like calculating ownership, dilution, and earnings per share. Think of them as promises or placeholders for future slices of company pie—options, restricted units, or convertible securities—that don’t yet sit on the table but will reduce each existing slice when converted. Investors track them because they change how much of a company each share really represents and can affect valuation and voting power.

Directors' Deferred Compensation Sub-Plan financial

"Pursuant to the terms of the Company's Directors' Deferred Compensation Sub-Plan"

Restricted Share Units financial

"include 18 Stock Equivalent Units and/or Restricted Share Units accrued from dividend payments"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

Stock Incentive and Award Plan financial

"pursuant to the Company's Stock Incentive and Award Plan"

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DeFord John A

(Last) (First) (Middle)

28601 CLEMENS ROAD

(Street)

WESTLAKE OHIO 44145

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NORDSON CORP [ NDSN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
NDSN	04/30/2026		A		87(1)	A	$288.45	5,802(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the terms of the Company's Directors' Deferred Compensation Sub-Plan, the reporting person elected to defer his quarterly cash retainer payment into Stock Equivalent Units. At the time of distribution, stock equivalent units convert to common shares on a one-for-one basis

2. The total holdings include 18 Stock Equivalent Units and/or Restricted Share Units accrued from dividend payments pursuant to the Company's Stock Incentive and Award Plan.

Remarks:

	Jennifer L. McDonough on behalf of John A. DeFord	05/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did NORDSON CORP (NDSN) director John A. DeFord report?

John A. DeFord reported acquiring 87 NDSN shares as a grant/award. The transaction reflects deferred director compensation converted into Stock Equivalent Units that are treated like share-based compensation rather than an open-market purchase or sale.

At what price were the 87 NORDSON CORP (NDSN) shares recorded in the Form 4?

The 87 NDSN shares were recorded at $288.45 per share. This figure represents the reference price used in the award transaction and does not indicate an open-market trade, but rather the value assigned to the deferred compensation grant.

How many NORDSON CORP (NDSN) shares does John A. DeFord hold after this transaction?

After the reported grant, John A. DeFord directly holds 5,802 NDSN shares. This total includes equity accumulated through compensation programs, providing context for the size of this award relative to his overall reported holdings.

What is the Directors' Deferred Compensation Sub-Plan mentioned in the NDSN Form 4?

Under the Directors' Deferred Compensation Sub-Plan, directors may defer quarterly cash retainers into Stock Equivalent Units. These units mirror NDSN shares in value and convert into common shares on a one-for-one basis at distribution, aligning director compensation with shareholder interests.

How do dividend-related Stock Equivalent Units affect John A. DeFord’s NDSN holdings?

DeFord’s total holdings include 18 Stock Equivalent Units or Restricted Share Units from dividend payments. These arise under Nordson’s Stock Incentive and Award Plan, incrementally increasing his equity exposure as dividends are credited in share-equivalent form rather than solely cash.