Form 4: Nordson CFO Daniel Hopgood Reports Routine Restricted Stock Unit Vesting and Tax Withholding

Nordson Corporation's EVP and CFO, Daniel Roy Hopgood, reported the vesting of restricted share units and the subsequent withholding of shares to cover tax obligations.

Summary

• Daniel Roy Hopgood, Executive Vice President and Chief Financial Officer of Nordson Corp (NDSN), reported a transaction on June 1, 2025.
• The transaction involved the disposition of 152 shares of NDSN common stock at a price of $211.99 per share.
• These shares were withheld by the company to cover withholding taxes due upon the vesting of a portion of his restricted share units (RSUs).
• The original award consisted of 1,545 restricted share units granted on June 1, 2024, which are scheduled to vest in one-third increments over a three-year period.
• Following this reported transaction, Daniel Roy Hopgood beneficially owns 2,594 shares directly.

Sentiment

Score: 6

Explanation: The filing is neutral to slightly positive as it reports a routine and expected executive compensation event (RSU vesting and tax withholding). It contains no negative surprises or significant strategic implications.

Positives

• The transaction signifies the vesting of previously awarded restricted share units, representing earned compensation for the executive.
• The withholding of shares for tax purposes is a standard and expected procedure for equity compensation, indicating proper compliance.

Negatives

• The disposition of 152 shares, even for tax purposes, results in a minor reduction in the executive's direct share ownership.

Future Outlook

This document is a factual report of a past insider transaction and does not contain any forward-looking statements or guidance regarding the company's future performance or strategic outlook.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction related to executive compensation. Such filings are common across all industries for publicly traded companies where executives receive equity-based compensation, and they do not typically provide specific industry-wide insights.

Comparison to Industry Standards

• The vesting of restricted share units and the subsequent withholding of shares for tax purposes is a standard practice in executive compensation across publicly traded companies globally.
• This transaction aligns with common equity compensation structures designed to align executive interests with shareholder value over time.

Related Party Transactions

• The transaction involves the company's EVP and CFO, Daniel Roy Hopgood, and the company itself, as part of an established equity compensation plan. This is a common form of related-party transaction in the context of executive compensation.

Stakeholder Impact

• Shareholders: The transaction is a routine part of executive compensation and does not indicate any significant new dilution or direct impact on share price. It reflects the ongoing cost of equity-based compensation.
• Employees: No direct impact on general employees is indicated by this filing.

Next Steps

• The remaining portions of the 1,545 restricted share units awarded on June 1, 2024, are expected to vest in future 1/3 increments over the three-year vesting period.

Key Dates

Recommendation

Keywords

Nordson Corp, NDSN, Form 4, SEC Filing, Insider Transaction, Restricted Stock Units, RSU Vesting, Tax Withholding, Executive Compensation, Daniel Roy Hopgood