Nordson Corp (NDSN) director gets 84 stock units in pay deferral

Rhea-AI Filing Summary

DeFord John A reported acquisition or exercise transactions in this Form 4 filing.

Nordson Corp director John A. DeFord elected to defer his quarterly cash retainer, receiving 84 stock equivalent units tied to NDSN common stock at $297.78 per unit on July 31, 2026 under the company's Directors' Deferred Compensation Sub-Plan.

After this award, DeFord directly holds 5,902 shares, including 16 stock equivalent and/or restricted share units accrued from dividend payments.

Insider Trade Summary

Net Buyer: 84 shares

Net Buy 1 txn

Insider DeFord John A

Role Director

Type	Security	Shares	Price	Value
Grant/Award	NDSN F1, F2	84	$297.78	$25K

Holdings After Transaction: NDSN — 5,902 shares (Direct)

Footnotes (2)

1. F1. 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. F2. The total holdings include 16 Stock Equivalent Units and/or Restricted Share Units accrued from dividend payments pursuant to the Company's Stock Incentive and Award Plan.

Key Figures

Stock equivalent units acquired: 84 shares Reference price per unit: $297.78 per share Total direct holdings after transaction: 5,902 shares +1 more

4 metrics

Stock equivalent units acquired 84 shares Quarterly cash retainer deferred into stock equivalent units on July 31, 2026

Reference price per unit $297.78 per share Price per stock equivalent unit for the July 31, 2026 deferral

Total direct holdings after transaction 5,902 shares Nordson shares directly held by John A. DeFord after the award

Dividend-related units/RSUs 16 units Stock Equivalent Units and/or Restricted Share Units accrued from dividend payments

Key Terms

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

4 terms

Directors' Deferred Compensation Sub-Plan financial

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

Stock Equivalent Units financial

"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.

Restricted Share Units financial

"include 16 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"

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

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Available on EDGAR 08/03/2026 - 09:28 AM Accepted by SEC EDGAR 08/03/2026 - 09:28 AM Learn about SEC filing dates

FAQ

What did Nordson (NDSN) director John A. DeFord receive in this insider transaction?

John A. DeFord received 84 stock equivalent units tied to Nordson common stock at $297.78 per unit. This resulted from deferring his quarterly cash retainer into shares under the company’s Directors' Deferred Compensation Sub-Plan instead of taking the payment in cash.

How many Nordson (NDSN) shares does John A. DeFord hold after this award?

Following the reported award, John A. DeFord directly holds 5,902 shares of Nordson stock. This total includes 16 stock equivalent units and/or restricted share units that accrued from dividend payments under Nordson’s Stock Incentive and Award Plan.

What is Nordson (NDSN)'s Directors' Deferred Compensation Sub-Plan referenced here?

The Directors' Deferred Compensation Sub-Plan lets Nordson directors elect to defer their quarterly cash retainers into stock equivalent units. At distribution, these stock equivalent units convert into Nordson common shares on a one-for-one basis, aligning director compensation with shareholder value.

Was John A. DeFord’s Nordson (NDSN) transaction made under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not checked, and there is no footnote describing a trading plan. This indicates the reported deferral into 84 stock equivalent units was not affirmatively reported as executed under a Rule 10b5-1 plan.

How are Nordson (NDSN) dividends reflected in John A. DeFord’s reported holdings?

DeFord’s total of 5,902 shares includes 16 stock equivalent units and/or restricted share units earned from dividend payments. These arose pursuant to Nordson’s Stock Incentive and Award Plan, which credits additional units or RSUs when dividends are paid.

Is John A. DeFord’s Nordson (NDSN) transaction an open-market stock purchase?

No. The reported acquisition of 84 stock equivalent units reflects a grant/award acquisition via deferral of his quarterly cash retainer. It is not described as an open-market purchase but as participation in the Directors' Deferred Compensation Sub-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

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)
07/31/2026

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	07/31/2026		A		84(1)	A	$297.78	5,902(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 16 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	08/03/2026
	** 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.
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)