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Nordson (NDSN) EVP Subramanian receives 519 shares, 149 withheld for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Nordson Corporation Executive Vice President Srinivas Subramanian reported routine equity compensation activity. On 01/05/2026, he acquired 519 Nordson common shares at $245.89 per share, earned under Performance Share Unit awards for the 2023-2025 period. On the same date, 149 shares at $245.89 were withheld to cover taxes due on this PSU settlement.

After these transactions, he directly owned 7,607 Nordson shares and had an additional 1,609 shares held indirectly through the Company Savings Plan. These holdings reflect compensation and tax withholding rather than an open-market purchase or discretionary sale.

Positive

  • None.

Negative

  • None.
Insider Subramanian Srinivas
Role Executive Vice President
Type Security Shares Price Value
Grant/Award NDSN 519 $245.89 $128K
Tax Withholding NDSN 149 $245.89 $37K
holding NDSN -- -- --
Holdings After Transaction: NDSN — 7,756 shares (Direct); NDSN — 1,609 shares (Indirect, Company Savings Plan)
Footnotes (1)
  1. Represents the number of shares earned, based upon achievement of performance measures, under the Performance Share Unit ("PSU") Awards made by the Company for the performance period 2023-2025. Shares withheld to cover withholding taxes due upon settlement of the PSU award for the performance period 2023-2025. Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c).
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*
Subramanian Srinivas
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026
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 01/05/2026 A 519(1) A $245.89 7,756 D
NDSN 01/05/2026 F 149(2) D $245.89 7,607 D
NDSN 1,609(3) I Company Savings Plan
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. Represents the number of shares earned, based upon achievement of performance measures, under the Performance Share Unit ("PSU") Awards made by the Company for the performance period 2023-2025.
2. Shares withheld to cover withholding taxes due upon settlement of the PSU award for the performance period 2023-2025.
3. Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c).
Remarks:
Jennifer L. McDonough on behalf of Srinivas Subramanian 01/07/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did NDSN report for Srinivas Subramanian?

Nordson Executive Vice President Srinivas Subramanian reported equity compensation activity on 01/05/2026, including shares earned from Performance Share Unit awards and shares withheld for taxes.

How many Nordson (NDSN) shares did the EVP receive from PSUs?

He received 519 Nordson common shares, representing the number of shares earned based on performance under the 2023-2025 Performance Share Unit awards.

How many NDSN shares were withheld for taxes in this Form 4?

A total of 149 Nordson shares were withheld to cover withholding taxes due upon settlement of the Performance Share Unit award for the 2023-2025 performance period.

What is Srinivas Subramanian’s direct Nordson share ownership after these transactions?

Following the reported transactions, he directly owned 7,607 Nordson shares.

Does Srinivas Subramanian hold additional Nordson shares indirectly?

Yes. He had 1,609 Nordson shares attributable to his participation in the Company Savings Plan, reported as indirect ownership and exempt pursuant to Rule 16b-3(c).

Were these Nordson transactions open-market buys or sells?

No. The 519 shares represent stock earned under Performance Share Unit awards, and the 149 shares were withheld for taxes, rather than being open-market purchases or discretionary sales.