Form 4: Nordson Executive Stephen Lovass Reports Equity Changes Following Separation from Company
Insider Transaction Report
An SEC Form 4 filing reveals that Stephen Lovass, Executive Vice President of Nordson Corp, forfeited restricted share units and stock options upon his separation from the company.
Summary
- Stephen Lovass, Executive Vice President of Nordson Corp (NDSN), reported changes in his beneficial ownership of company securities following his separation from the company.
- On June 1, 2025, Mr. Lovass forfeited 2,602 restricted share units (RSUs) at a price of $211.99 per share, as per the terms of his award agreements.
- Following this transaction, Mr. Lovass directly beneficially owns 4,745 non-derivative securities.
- Additionally, he indirectly holds 200 shares through the Company Savings Plan.
- Several derivative securities (stock options) were also impacted; 2,360 stock options awarded on December 1, 2023, and 3,013 stock options awarded on December 20, 2024, were forfeited upon his separation.
- The expiration dates for certain remaining stock options changed from their original 10th anniversary of the grant date to either the 5th anniversary of his separation date or 90 days after his separation, depending on the specific award agreement.
Sentiment
Score: 5
Explanation: The sentiment is neutral for the company as this is a routine disclosure of an executive's departure and the associated equity adjustments. For the individual, it represents a loss of unvested equity, which is a negative personal financial event.
Negatives
- Stephen Lovass forfeited 2,602 restricted share units valued at $211.99 per share upon his separation from Nordson Corp.
- He also forfeited a total of 5,373 stock options (2,360 from a Dec 2023 award and 3,013 from a Dec 2024 award) due to his separation.
- The expiration dates of several remaining stock options were accelerated, changing from the 10th anniversary of the grant date to either the 5th anniversary of his separation or 90 days post-separation, reducing their potential exercise window.
Future Outlook
This Form 4 filing does not provide any forward-looking statements or guidance regarding Nordson Corp's future outlook.
Industry Context
This filing is specific to an individual executive's equity holdings and separation from Nordson Corp and does not provide broader industry context or trends.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Executive Vice President | Stephen Lovass | NA | 06/01/2025 | Separation of the reporting person from the Company. |
Stakeholder Impact
- Shareholders: The departure of an Executive Vice President could be a minor concern depending on the executive's strategic importance, but the filing itself does not provide context on the impact of this specific departure.
- Stephen Lovass (Reporting Person): Experiences a reduction in beneficial ownership due to forfeiture of unvested equity and acceleration of option expiration dates upon separation.
Key Dates
| Date | Description |
|---|---|
| 11/26/2019 | Grant date for 5,000 stock options with an exercise price of $124.9. |
| 11/25/2020 | Grant date for 5,640 stock options with an exercise price of $165.21. |
| 03/30/2021 | Grant date for 806 stock options with an exercise price of $138.59. |
| 11/23/2021 | Grant date for 5,400 stock options with an exercise price of $201.5. |
| 11/22/2022 | Grant date for 4,649 stock options with an exercise price of $267.51. |
| 08/01/2023 | Grant date for 1,283 stock options with an exercise price of $230.5. |
| 12/01/2023 | Grant date for 4,349 stock options with an exercise price of $240.01. Also, 3,147 stock options were awarded, of which 2,360 were forfeited upon separation. |
| 12/01/2024 | Grant date for 787 stock options with an exercise price of $238.8. |
| 12/20/2024 | Grant date for 3,013 stock options, all of which were forfeited upon separation. |
| 06/01/2025 | Date of earliest transaction, representing the forfeiture of restricted share units and the effective date of separation for Stephen Lovass. |
| 06/03/2025 | Signature date of the reporting person for the SEC Form 4 filing. |
| 09/01/2025 | New expiration date for stock options granted on 12/01/2024, changed to 90 days after separation. |
| 11/26/2028 | Expiration date for stock options granted on 11/26/2019. |
| 11/25/2029 | Expiration date for stock options granted on 11/25/2020. |
| 03/30/2030 | Expiration date for stock options granted on 03/30/2021. |
| 06/01/2030 | New expiration date for stock options granted on 11/23/2021, 11/22/2022, 08/01/2023, and 12/01/2023, changed to the 5th anniversary of separation. |
Keywords
Nordson Corp, NDSN, SEC Form 4, Insider Trading, Executive Departure, Restricted Share Units, Stock Options, Equity Forfeiture, Beneficial Ownership, Corporate Governance
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