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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Options (right to buy) | $ 14.37 | (5) | 12/04/2018 | Common Stock | 17,000 | 17,000 | D | ||||||||
Employee Stock Options (right to buy) | $ 27.26 | (5) | 12/03/2019 | Common Stock | 8,000 | 8,000 | D | ||||||||
Employee Stock Options (right to buy) | $ 43.32 | (5) | 12/07/2020 | Common Stock | 6,400 | 6,400 | D | ||||||||
Employee Stock Options (right to buy) | $ 43.73 | (5) | 11/28/2021 | Common Stock | 8,800 | 8,800 | D | ||||||||
Employee Stock Options (right to buy) | $ 61.59 | (5) | 11/28/2022 | Common Stock | 7,100 | 7,100 | D | ||||||||
Employee Stock Options (right to buy) | $ 71.75 | (5) | 11/25/2023 | Common Stock | 6,900 | 6,900 | D | ||||||||
Employee Stock Options (right to buy) | $ 79.66 | (6) | 11/24/2024 | Common Stock | 7,600 | 7,600 | D | ||||||||
Employee Stock Options (right to buy) | $ 70.91 | (7) | 11/23/2025 | Common Stock | 11,000 | 11,000 | D | ||||||||
Employee Stock Options (right to buy) | $ 107.65 | (8) | 11/21/2026 | Common Stock | 8,600 | 8,600 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
VEILLETTE ROBERT E 28601 CLEMENS ROAD WESTLAKE, OH 44145 |
Former VP, GC & Secretary |
Gina A. Beredo, Attorney-in-Fact | 01/03/2018 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | On November 21, 2016, the Company awarded 1,100 restricted shares under the Company's 2012 Stock Incentive and Award Plan. One-third of the restricted shares vested on November 30, 2017, and one-third were to vest on each of November 30, 2018 and 2019. The reporting person retired effective December 31, 2017. Vesting of 734 restricted shares was accelerated as a result of retirement. 238 of the 734 shares that vested were withheld to cover withholding taxes due upon vesting. The holdings are net of shares previously withheld or sold to cover withholding taxes. |
(2) | On November 23, 2015, the Company awarded 1,400 restricted shares under the Company's 2012 Stock Incentive and Award Plan. One-third of the restricted shares vested on each of November 23, 2016 and 2017, and one-third were to vest on November 23, 2018. The reporting person retired effective December 31, 2017. Vesting of 468 restricted shares was accelerated as a result of retirement. 152 of the 468 shares that vested were withheld to cover withholding taxes due upon vesting. The holdings are net of shares previously withheld or sold to cover withholding taxes. |
(3) | Represents the number of shares attributable to the reporting person's participation in the Company Stock Fund of the Nordson Employee Stock Ownership Plan, exempt pursuant to Rule 16b-3(c). |
(4) | Represents the number of shares attributable to the reporting person's participation in the Company's Savings Plan, exempt pursuant to Rule 16b-3(c). |
(5) | All such options have fully vested. |
(6) | On November 24, 2014, the Company awarded 7,600 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 24, 2015. The vested portions of such options will become exercisable upon vesting. |
(7) | On November 23, 2015, the Company awarded 11,000 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 23, 2016. The vested portions of such options will become exercisable upon vesting. |
(8) | On November 21, 2016, the Company awarded 8,600 stock options under the Company's 2012 Stock Incentive and Award Plan. The options vest in 4 equal annual installments beginning on November 21, 2017. The vested portions of such options will become exercisable upon vesting. |