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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 | ||||||||
Restricted Share Units (2) | (2) | 11/01/2013 | A | 1,532 | (2) | (2) | Common Shares | 1,532 | $ 0 | 5,492 | D | ||||
Share Equivalent Units | (3) | 11/01/2013 | J | 54 (4) | (3) | (3) | Common Shares | 54 | (3) | 1,931 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
RICHEY VICTOR L JR 28601 CLEMENS ROAD WESTLAKE, OH 44145 |
Robert E. Veillette, Attorney-In-Fact | 11/04/2013 | |
**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 December 31, 2012, the reporting person disposed of 924 shares of Common Stock in a transaction exempted from Section 16. |
(2) | Grant to reporting person of restricted share units ("RSUs") pursuant to the 2012 Stock Incentive and Award Plan. RSUs vest one year after the grant date. When receipt is deferred under the Directors Deferred Compensation Sub-Plan, RSUs convert to an equal number of share equivalent units on the vesting date. When receipt is not deferred, RSUs convert to unrestricted Nordson Common Shares on a one-for-one basis on the vesting date. |
(3) | Share equivalent units accrued through Nordson's Directors' Deferred Compensation Sub-Plan. At time of distribution, share equivalent units convert to common shares on a one-for-one basis. Distribution is not permissible until participant ceases to be a director. |
(4) | Share equivalent units accrued through dividend payments. |