04/20/2026 | Press release | Distributed by Public on 04/20/2026 09:44
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 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) | ||
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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 | ||||||||
| NDSN | $107.65 | 11/21/2017(6) | 11/21/2026 | NDSN | 6,600 | 6,600(7) | D | ||||||||
| NDSN | $127.67 | 11/20/2018(6) | 11/20/2027 | NDSN | 6,500 | 6,500(7) | D | ||||||||
| NDSN | $124.9 | 11/26/2019(6) | 11/26/2028 | NDSN | 6,100 | 6,100(7) | D | ||||||||
| NDSN | $165.21 | 11/25/2020(6) | 11/25/2029 | NDSN | 6,175 | 6,175(7) | D | ||||||||
| NDSN | $201.5 | 11/23/2021(6) | 11/23/2030 | NDSN | 5,200 | 5,200(7) | D | ||||||||
| NDSN | $267.51 | 11/22/2022(6) | 11/22/2031 | NDSN | 4,476 | 4,476(7) | D | ||||||||
| NDSN | $240.01 | 12/01/2023(6) | 12/01/2032 | NDSN | 4,093 | 4,093(7) | D | ||||||||
| NDSN | $238.8 | 12/01/2024(6) | 12/01/2033 | NDSN | 2,962 | 2,962(7) | D | ||||||||
| NDSN | $209.73 | 12/20/2025(6) | 12/20/2034 | NDSN | 2,836 | 2,836(7) | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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DeVries James E 28601 CLEMENS ROAD WESTLAKE, OH 44145 |
Executive Vice President | |||
| Jennifer L. McDonough on behalf of James E. DeVries | 04/20/2026 | |
| **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) | The reporting person inadvertently failed to report this bona fide gift within the time period required under Section 16(a) of the Securities Exchange Act of 1934. The gift is being reported in this Form 4 as part of the reporting person's final Section 16 filing following retirement. |
| (2) | On December 1, 2023, the Company granted 716 restricted share units vesting in equal one-third installments over three years. Upon the reporting person's retirement, all unvested restricted share units accelerated and vested on April 16, 2026. 71 of the restricted share units were withheld to cover withholding taxes due upon vesting. |
| (3) | On December 20, 2024, the Company granted 641 restricted share units vesting in equal one-third installments over three years. Upon the reporting person's retirement, all unvested restricted share units accelerated and vested on April 16, 2026. 127 of the restricted share units were withheld to cover withholding taxes due upon vesting. |
| (4) | The change in holdings reflects an internal, non-cash reallocation within the reporting person's exempt company savings plan from a lower-priced fund to a higher-priced fund; no securities were sold. |
| (5) | Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c). |
| (6) | Expiration date of stock options did not change upon retirement of the reporting person from the Company. |
| (7) | Represents the number of derivative securities beneficially owned by reporting person following his retirement from the Company. |