NDSNNasdaqSEC EDGAREDGAR

NORDSON CORP

General Industrial Machinery & Equipment, NEC·WESTLAKE, OH·FY end 10/31·CIK 72331

Board of Directors

10 members · 9 independent · FY 2025
DirectorRoleTenureAgeCommitteesIndep.Annual fees
Christopher MapesDirector1y64Audit$308,810
Michael Merriman, Jr.Director17y69ExecutiveComp$416,088
Sundaram NagarajanCEO and Director6y63Executive
Frank JaehnertDirector13y68AuditGovernance and Sustainability$327,203
Ginger JonesDirector6y61ExecutiveAuditComp$330,873
Milton MorrisDirector3y56AuditGovernance and Sustainability$288,497
John DeFordDirector5y64CompGovernance and Sustainability$302,474
Jennifer ParmentierDirector5y58ExecutiveCompGovernance and Sustainability$301,089
Victor Richey, Jr.Chair15y68Executive$481,790
Annette ClaytonDirectorAudit$288,208

Risk-factor diff

FY 2025 10-K vs. FY 2024
+27 new28 removed

Net-new paragraphs in the most recent 10-K's Item 1A. Companies rarely add risk language without a real reason — additions here are often a leading signal of management concerns.

NEW · FY 2025

Changes in U.S. or international economic conditions, including declines in the industries we serve, could adversely affect the revenue stream and profitability of any of our operations.

NEW · FY 2025

In 2025, approximately 33 percent of our revenue was generated in the United States, while approximately 67 percent was generated outside the United States. Conflicts in Europe and the Middle East have negatively impacted the global economy and created significant volatility and disruption of financial markets, and may continue to do so in future periods.

NEW · FY 2025

A general sustained slowdown in the global economy or in a particular region or industry or an increase in or continued trade tensions with U.S. trading partners could negatively impact our business, financial condition or liquidity. Our largest markets include consumer non-durable, industrial, medical, electronics, consumer durable and automotive. A slowdown in any of these specific end markets could directly affect our revenue stream and profitability.

NEW · FY 2025

A portion of our product sales is attributable to industries and markets, such as the electronics, polymer processing, agriculture and metal finishing industries, which historically have been cyclical and sensitive to relative changes in supply and demand and general economic conditions. The demand for our products depends, in part, on the general economic conditions of the industries or national economies of our customers. Downward economic cycles in our customers’ industries or markets may reduce sales of some of our products. It is not possible to accurately predict the factors that will af…

NEW · FY 2025

Changes to trade policies, tariffs, and other import/export regulations of the U.S. and other nations may create uncertainty in the global market and have a material adverse effect on our business, financial condition, and results of operations.

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Policies & disclosures

Clawback, anti-hedging, stock ownership, and related-party policies will populate from extracted proxy sections.