Director at Nordson (NDSN) adds stock through compensation plan

Rhea-AI Filing Summary

Nordson Corporation director Christopher L. Mapes reported acquiring 45 Nordson (NDSN) shares on January 30, 2026 at $274.53 per share. This acquisition came through the company’s Directors’ Deferred Compensation Sub-Plan, where a portion of his quarterly cash retainer was deferred into stock equivalent units that convert to common shares on a one-for-one basis at distribution.

Following this transaction, Mapes beneficially owned 2,923 Nordson shares directly. His total holdings include 9 stock equivalent units and/or restricted share units accrued from dividend payments under Nordson’s Stock Incentive and Award Plan.

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

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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^*

MAPES CHRISTOPHER L

(Last) (First) (Middle)

28601 CLEMENS ROAD

(Street)

WESTLAKE OH 44145

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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

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

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

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	01/30/2026		A		45(1)	A	$274.53	2,923(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 a portion of 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 9 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 Christopher L. Mapes	02/03/2026
	** 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.
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FAQ

What did Nordson (NDSN) director Christopher L. Mapes report in this Form 4 filing?

Christopher L. Mapes reported acquiring 45 Nordson shares on January 30, 2026, at $274.53 per share. The shares came from deferring part of his quarterly director cash retainer into stock equivalent units that convert into common shares on a one-for-one basis at distribution.

How many Nordson (NDSN) shares does Christopher L. Mapes own after this transaction?

After the reported transaction, Christopher L. Mapes beneficially owned 2,923 Nordson shares directly. This total also reflects 9 stock equivalent units and/or restricted share units that accrued from dividend payments under Nordson’s Stock Incentive and Award Plan, as described in the filing footnotes.

What was the price paid per Nordson (NDSN) share in the director’s January 30, 2026 acquisition?

The acquisition price was $274.53 per Nordson share for the 45 shares reported. The transaction was coded as an acquisition (Code “A”) and resulted from deferring a portion of the director’s quarterly cash retainer into stock equivalent units under a company compensation sub-plan.

How did the Nordson (NDSN) director acquire these additional shares?

The director elected to defer part of his quarterly cash retainer into stock equivalent units under Nordson’s Directors’ Deferred Compensation Sub-Plan. At distribution, these stock equivalent units convert into common shares on a one-for-one basis, which led to the reported acquisition of 45 shares.

What do the 9 stock equivalent or restricted share units mean in the Nordson (NDSN) filing?

The filing notes that total holdings include 9 stock equivalent units and/or restricted share units. These units were accrued from dividend payments pursuant to Nordson’s Stock Incentive and Award Plan and form part of the director’s overall beneficial ownership position in the company.