UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: The following table summarizes common shares repurchased by the Company during the three months ended January 31, 2023:
+Added: The following table summarizes common shares repurchased by the Company during the three months ended April 30, 2023:
(In whole shares) Total Number
10 unchanged sentences
or Programs (2)
−Removed: November 1, 2022 to November 30, 2022 14,351 $ 234.07 — $ 631,782
−Removed: December 1, 2022 to December 31, 2022 1,180 $ 236.43 — $ 631,782
−Removed: January 1, 2023 to January 31, 2023 331 $ 237.94 — $ 631,782
+Added: February 1, 2023 to February 28, 2023 4,893 $ 214.44 4,691 $ 630,782
+Added: March 1, 2023 to March 31, 2023 131,692 $ 208.87 130,966 $ 603,431
+Added: April 1, 2023 to April 30, 2023 85,510 $ 215.96 85,276 $ 585,015
Total 222,095 220,933
4 unchanged sentences
In September 2022, the board of directors authorized the repurchase of up to an additional $500,000 of the Company's common shares.
−Removed: Approximately $631,782 of the total $1,500,000 authorized remained available for share repurchases at January 31, 2023.
+Added: Approximately $585,015 of the total $1,500,000 authorized remained available for share repurchases at April 30, 2023.
Uses for repurchased shares include the funding of benefit programs including stock options and restricted stock.
2 unchanged sentences
The repurchase program does not have an expiration date.
−Removed: Nordson Corporation
−Removed: Term Loan Agreement, dated as of January 18, 2023, by and among Nordson Corporation and Nordson Engineering GmbH, as Borrowers, and the Lenders party thereto and PNC Bank, as Administrative Agent, and PNC Capital Markets LLC, as Sole Lead Arranger and Sole Bookrunner (incorporated herein by reference to Exhibit 4.1 to Registrant’s Form 8-K dated January 23, 2023)
−Removed: Nordson Corporation 2021 Stock Incentive and Award Plan, Form of Notice of Stock Options Award
−Removed: Nordson Corporation 2021 Stock Incentive and Award Plan, Form of Notice of Restricted Share Units Award
−Removed: Nordson Corporation 2021 Stock Incentive and Award Plan, Form of Notice of Performance Share Units Award
+Added: First Amendment, dated April 17, 2023, to the Third Amended and Restated Credit Agreement, dated April 30, 2019, among Nordson Corporation, various financial institutions named therein, and KeyBank National Association, as administrative agent (incorporated herein by reference to Exhibit 4.1 to Registrant’s Form 8-K dated April 21, 2023)
Certification pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 by the Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
4 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
−Removed: 101 The following financial information from Nordson Corporation’s Quarterly Report on Form 10-Q for the three months ended January 31, 2023 formatted in inline Extensible Business Reporting Language (iXBRL):
−Removed: (i) the Condensed Consolidated Statements of Income for the three months ended January 31, 2023 and 2022, (ii) the Consolidated Statements of Comprehensive Income for the three months ended January 31, 2023 and 2022, (iii) the Consolidated Balance Sheets at January 31, 2023 and October 31, 2022, (iv) the Consolidated Statements of Shareholders’ Equity for the three months ended January 31, 2023 and 2022, (v) the Condensed Consolidated Statements of Cash Flows for the three months ended January 31, 2023 and 2022, and (vi) the Notes to Condensed Consolidated Financial Statements.
−Removed: 104 The cover page from Nordson Corporation’s Quarterly Report on Form 10-Q for the quarter ended January 31, 2023, formatted in inline Extensible Business Reporting Language (iXBRL) (included in Exhibit 101).
+Added: 101 The following financial information from Nordson Corporation’s Quarterly Report on Form 10-Q for the three and six months ended April 30, 2023 formatted in inline Extensible Business Reporting Language (iXBRL):
+Added: (i) the Condensed Consolidated Statements of Income for the three and six months ended April 30, 2023 and 2022, (ii) the Consolidated Statements of Comprehensive Income for the three and six months ended April 30, 2023 and 2022, (iii) the Consolidated Balance Sheets at April 30, 2023 and October 31, 2022, (iv) the Consolidated Statements of Shareholders’ Equity for the three and six months ended April 30, 2023 and 2022, (v) the Condensed Consolidated Statements of Cash Flows for the six months ended April 30, 2023 and 2022, and (vi) the Notes to Condensed Consolidated Financial Statements.
+Added: 104 The cover page from Nordson Corporation’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2023, formatted in inline Extensible Business Reporting Language (iXBRL) (included in Exhibit 101).
Nordson Corporation
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: February 23, 2023
Nordson Corporation
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.