8-K - NORDSON CORP (0000072331) (Filer)
SEC · EDGAR 财务披露 · October 23, 2026 at 8:31 AM ET
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 23, 2026
NORDSON CORPORATION
(Exact Name of Registrant as Specified in its Charter)
| Ohio | 000-07977 | 34-0590250 | ||||||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||
28601 Clemens Road Westlake, Ohio 44145 (Address of Principal Executive Offices, including Zip Code) | ||
Registrant’s Telephone Number, including Area Code: 440-892-1580
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange On Which Registered | ||||||||||||
| Common Shares, without par value | NDSN | Nasdaq Stock Market LLC | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On October 23, 2026, Nordson Corporation (the “Company”) issued a press release announcing the completion of the Acquisition (as defined below). The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 8.01 Other Events.
On October 23, 2026, Nordson London Limited, a wholly-owned subsidiary of the Company, completed its acquisition of Contrinex Holding SA, a stock corporation incorporated under the laws of Switzerland (“Contrinex”), pursuant to the Share Purchase Agreement, dated as of October 23, 2026 (the “Purchase Agreement”), by and between Nordson London Limited and Annette Heimlicher (the “Seller”). Pursuant to the Purchase Agreement, among other things, on the terms and subject to the conditions set forth in the Purchase Agreement, Nordson London Limited purchased all of the issued and outstanding equity interests of Contrinex from the Seller for an enterprise value of approximately $168 million USD. Contrinex is a manufacturer of inductive position sensors, photoelectric position sensors, and smart measurement sensors with integrated logic.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Number | Exhibits | |||||||
Press release of Nordson Corporation dated October 23, 2026. | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document). | |||||||
SIGNATURE
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, hereunto duly authorized.
| NORDSON CORPORATION | |||||||||||
| Date: | October 23, 2026 | By: | /s/ Jennifer L. McDonough | ||||||||
| Jennifer L. McDonough | |||||||||||
Executive Vice President, General Counsel | |||||||||||