Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
THAXTON GREGORY A
  2. Issuer Name and Ticker or Trading Symbol
NORDSON CORP [NDSN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President, CFO
(Last)
(First)
(Middle)
28601 CLEMENS ROAD
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2019
(Street)

WESTLAKE, OH 44145
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/02/2019   M   11,250 A $ 27.26 64,017 D  
Common Stock 01/02/2019   S   11,250 D $ 117.22 (1) 52,767 D (2)  
Common Stock               7,246 I By Company Savings Plan (3)
Common Stock               1,400 I By Company ESOP Plan (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (right to buy) $ 27.26 01/02/2019   M     11,250   (5) 12/03/2019 Common Stock 11,250 $ 0 0 D  
Employee Stock Options (right to buy) $ 43.32               (5) 12/07/2020 Common Stock 11,400   11,400 D  
Employee Stock Options (right to buy) $ 43.73               (5) 11/28/2021 Common Stock 13,000   13,000 D  
Employee Stock Options (right to buy) $ 61.59               (5) 11/28/2022 Common Stock 11,000   11,000 D  
Employee Stock Options (right to buy) $ 71.75               (5) 11/25/2023 Common Stock 11,000   11,000 D  
Employee Stock Options (right to buy) $ 79.66               (5) 11/24/2024 Common Stock 12,200   12,200 D  
Employee Stock Options (right to buy) $ 70.91               (6) 11/23/2025 Common Stock 17,200   17,200 D  
Employee Stock Options (right to buy) $ 107.65               (7) 11/21/2026 Common Stock 14,000   14,000 D  
Employee Stock Options (right to buy) $ 127.67               (8) 11/20/2027 Common Stock 12,500   12,500 D  
Employee Stock Options (right to buy) $ 124.9               (9) 11/26/2028 Common Stock 11,800   11,800 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
THAXTON GREGORY A
28601 CLEMENS ROAD
WESTLAKE, OH 44145
      Executive Vice President, CFO  

Signatures

 Gina A. Beredo   01/04/2019
**Signature of Reporting Person Date

Explanation of Responses:

* 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) Price reflected is the weighted-average sale price for shares sold. The shares were sold in multiple transactions, and the range of sale prices for the transactions reported was $117.02 to $117.43. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or any staff member of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each separate price.
(2) Exercise of reporting person's stock options that otherwise expire December 3, 2019, of which shares were sold to pay the exercise price, to cover withholding taxes, and to pay broker fees and commissions, pursuant to a broker-assisted cashless exercise. The holdings are net of shares previously withheld or sold to cover withholding taxes.
(3) Represents the number of shares attributable to the reporting person's participation in the Company Savings Plan, exempt pursuant to Rule 16b-3(c).
(4) Represents the number of shares attributable to the reporting person's participation in the Company's Employee Stock Ownership Plan, exempt pursuant to Rule 16b-3(c).
(5) All such options have fully vested.
(6) The options vest in 4 equal annual installments beginning on November 23, 2016.
(7) The options vest in 4 equal annual installments beginning on November 21, 2017.
(8) The options vest in 4 equal annual installments beginning on November 20, 2018.
(9) The options vest in 4 equal annual installments beginning on November 26, 2019.

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