Nordson (NDSN) CFO cashless-exercises options, sells shares

Rhea-AI Filing Summary

NORDSON CORP (NDSN) reported that EVP and CFO Daniel Roy Hopgood exercised stock options and sold the resulting shares. On 2026-08-26, he exercised derivative securities for 1,329 shares of NDSN at an exercise price of $209.73 per share, then sold 1,329 shares of NDSN at $334.29 per share. According to the disclosure, the shares were sold in a broker-assisted cashless exercise and sale, with shares used to pay the exercise price, cover withholding taxes, and pay broker fees and commissions.

Insider Trade Summary

Exercise and Sale: 1,329 shares ($166K approx. pre-tax spread)

Exercise and Sale 3 txns

Insider Hopgood Daniel Roy

Role EVP, CFO

Sold 1,329 shs ($444K)

Approx. gross sale proceeds $444K

Approx. exercise cost $279K

Approx. pre-tax spread $166K

Type	Security	Shares	Price	Value
Exercise	NDSN F2	1,329	$334.29	$444K
Exercise	NDSN F1	1,329	$209.73	$279K
Sale	NDSN	1,329	$334.29	$444K

Holdings After Transaction: NDSN — 20,453 shares (Direct)

Footnotes (2)

1. F1. Exercise of reporting person's stock options that would otherwise expire December 20, 2034, of which shares were sold to pay the exercise price, to cover withholding taxes, and to pay broker fees and commissions, pursuant to a broker-assisted cashless exercise and sale.
2. F2. Represents the comprehensive total of derivative securities beneficially owned by Reporting Person following this transaction.

Key Figures

Shares underlying options exercised: 1,329 shares Option exercise price: $209.73 per share Shares acquired via option exercise: 1,329 shares +3 more

6 metrics

Shares underlying options exercised 1,329 shares Derivative exercise (code M) on 2026-08-26

Option exercise price $209.73 per share Exercise of derivative securities for 1,329 NDSN shares

Shares acquired via option exercise 1,329 shares Non-derivative acquisition (code M) on 2026-08-26

Shares sold 1,329 shares Non-derivative sale (code S) on 2026-08-26

Reported sale price $334.29 per share Sale of 1,329 NDSN shares on 2026-08-26

Derivative exercise code M Exercise or conversion of derivative security

Key Terms

broker-assisted cashless exercise and sale, withholding taxes, derivative securities, Exercise or conversion of derivative security, +1 more

5 terms

broker-assisted cashless exercise and sale financial

"pursuant to a broker-assisted cashless exercise and sale."

withholding taxes financial

"shares were sold to pay the exercise price, to cover withholding taxes,"

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

derivative securities financial

"Represents the comprehensive total of derivative securities beneficially owned"

Financial contracts whose value is tied to the price or performance of another asset, such as a stock, bond, commodity, index, or currency; examples include options, futures and swaps. They matter to investors because they let you protect against price swings, bet on future moves or gain larger exposure with less upfront cash—like using a lever or insurance policy on an investment—so they can amplify gains and losses and help manage portfolio risk.

Exercise or conversion of derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security"

Sale in open market or private transaction financial

"transaction_code_description": "Sale in open market or private transaction"

FAQ

What did NDSN EVP & CFO Daniel Roy Hopgood report in this Form 4?

He reported an exercise-and-sale transaction involving 1,329 shares of NORDSON CORP (NDSN). He exercised stock options and then sold the same number of NDSN shares on 2026-08-26 in a broker-assisted cashless exercise and sale.

How many NORDSON CORP (NDSN) shares did Daniel Roy Hopgood sell?

Daniel Roy Hopgood sold 1,329 shares of NORDSON CORP (NDSN) common stock on 2026-08-26, as reported under transaction code S for a sale in an open market or private transaction.

At what prices were Daniel Roy Hopgood’s NDSN option exercise and sale reported?

The option exercise covered 1,329 shares at an exercise price of $209.73 per share. The subsequent sale of 1,329 shares of NDSN was reported at $334.29 per share on 2026-08-26.

Was the NDSN Form 4 transaction by Daniel Roy Hopgood a cashless exercise?

Yes. A footnote states it was a broker-assisted cashless exercise and sale, with shares sold to pay the option exercise price, to cover withholding taxes, and to pay broker fees and commissions.

Were Daniel Roy Hopgood’s NDSN transactions under a Rule 10b5-1 trading plan?

The Form 4’s Rule 10b5-1 checkbox is not checked, and the footnotes do not state that the transactions were made pursuant to a Rule 10b5-1 trading plan.

Did the Form 4 show Daniel Roy Hopgood’s NDSN share balance after these transactions?

No specific post-transaction NDSN share balance is reported in the non-derivative transaction entries. One footnote states that a figure shown in the derivative section represents the comprehensive total of derivative securities beneficially owned after the transaction, without giving a share count.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/27/2026 - 02:38 PM Accepted by SEC EDGAR 08/27/2026 - 02:37 PM Learn about SEC filing dates

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^*

Hopgood Daniel Roy

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2026

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	08/26/2026		M		1,329(1)	A	$209.73	6,087	D
NDSN	08/26/2026		S		1,329	D	$334.29	4,758	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
NDSN	$209.73	08/26/2026		M			1,329	12/20/2025	12/20/2034	NDSN	1,329	$334.29	15,695(2)	D

Explanation of Responses:

1. Exercise of reporting person's stock options that would otherwise expire December 20, 2034, of which shares were sold to pay the exercise price, to cover withholding taxes, and to pay broker fees and commissions, pursuant to a broker-assisted cashless exercise and sale.

2. Represents the comprehensive total of derivative securities beneficially owned by Reporting Person following this transaction.

Remarks:

	Jennifer L. McDonough on behalf of Daniel Roy Hopgood	08/27/2026
	** 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)