Cover and table of contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2026

OR

☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 0-7977

____________________________________________________

NORDSON CORPORATION

(Exact name of registrant as specified in its charter)

___________________________________________________

Ohio

(State or other jurisdiction of incorporation or organization)

28601 Clemens Road

Westlake, Ohio

(Address of principal executive offices)

34-0590250

(I.R.S. Employer Identification No.)

44145

(Zip Code)

(440) 892-1580

(Registrant's Telephone Number, Including Area Code)

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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes x No o

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer			☒						Accelerated filer			☐
Non-accelerated filer			☐						Smaller reporting company			☐
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. o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: Common Shares, without par value as of August 18, 2026: 55,699,366

Table of Contents

PART I – FINANCIAL INFORMATION			3
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)			3
Condensed Consolidated Statements of Income			3
Consolidated Statements of Comprehensive Income			3
Consolidated Balance Sheets			4
Consolidated Statements of Shareholders' Equity			5
Condensed Consolidated Statements of Cash Flows			7
Notes to Condensed Consolidated Financial Statements			8
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			21
Overview			21
Critical Accounting Policies and Estimates			21
Results of Operations			21
Financial Condition			26
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			27
ITEM 4. CONTROLS AND PROCEDURES			27
PART II – OTHER INFORMATION			28
ITEM 1. LEGAL PROCEEDINGS			28
ITEM 1A. RISK FACTORS			28
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS			28
ITEM 5. OTHER INFORMATION			29
ITEM 6. EXHIBITS			29
SIGNATURE			30

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Part I – FINANCIAL INFORMATION

ITEM 1.			FINANCIAL STATEMENTS (UNAUDITED)

Condensed Consolidated Statements of Income

						Three Months Ended												Nine Months Ended
(In thousands, except for per share data)						July 31, 2026						July 31, 2025						July 31, 2026						July 31, 2025
Sales						$	817,667					$	741,509					$	2,227,975					$	2,039,867
Cost of sales						363,935						334,992						1,004,044						923,550
Selling and administrative expenses						230,640						206,539						637,231						606,642
Divestiture and related charges						—						12,211						—						12,211
Operating profit						223,092						187,767						586,700						497,464
Interest expense						(20,823)						(26,258)						(65,896)						(79,389)
Pension settlement charge						—						—						(24,049)						—
Interest and investment income						464						560						1,216						2,054
Other expense - net						(16,794)						(2,945)						(6,357)						(5,380)
Income before income taxes						185,939						159,124						491,614						414,749
Income tax expense						33,093						33,340						88,070						81,909
Net income						$	152,846					$	125,784					$	403,544					$	332,840
Average common shares						55,714						56,438						55,766						56,784
Incremental common shares attributable to equity compensation						313						290						318						300
Average common shares and common share equivalents						56,027						56,728						56,084						57,084
Basic earnings per share						$	2.74					$	2.23					$	7.24					$	5.86
Diluted earnings per share						$	2.73					$	2.22					$	7.20					$	5.83

See accompanying notes.

Consolidated Statements of Comprehensive Income

						Three Months Ended												Nine Months Ended
(In thousands)						July 31, 2026						July 31, 2025						July 31, 2026						July 31, 2025
Net income						$	152,846					$	125,784					$	403,544					$	332,840
Components of other comprehensive income (loss), net of tax:
Foreign currency translation and related hedging adjustments						(23,339)						4,973						22,085						48,899
Pension and postretirement benefit plans						(61)						290						29,380						382
Total other comprehensive income (loss)						(23,400)						5,263						51,465						49,281
Total comprehensive income						$	129,446					$	131,047					$	455,009					$	382,121

See accompanying notes.

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Consolidated Balance Sheets

(In thousands)
Assets
Current assets:						July 31, 2026						October 31, 2025
Cash and cash equivalents						$	113,431					$	108,442
Receivables - net						648,827						587,843
Inventories - net						469,310						444,814
Prepaid expenses and other current assets						96,300						101,752
Total current assets						1,327,868						1,242,851
Goodwill						3,315,820						3,304,685
Intangible assets - net						626,343						681,587
Property, plant and equipment - net						517,012						516,914
Operating right of use lease assets						65,363						77,478
Deferred income taxes						11,758						11,246
Other assets						83,756						82,920
						$	5,947,920					$	5,917,681
Liabilities and shareholders' equity
Current liabilities:
Short-term debt						$	192,000					$	—
Current maturities of long-term debt and notes payable						10,000						315,000
Accrued liabilities						232,665						229,095
Accounts payable						154,632						121,006
Customer advanced payments						69,618						44,009
Income taxes payable						44,469						25,856
Operating lease liability - current						15,168						17,402
Finance lease liability - current						9,920						5,892
Total current liabilities						728,472						758,260
Long-term debt						1,529,005						1,681,254
Deferred income taxes						191,117						192,186
Operating lease liability - noncurrent						53,361						64,451
Postretirement obligations						43,737						43,786
Pension obligations						41,538						43,205
Finance lease liability - noncurrent						8,758						8,359
Other long-term liabilities						82,873						82,609
Shareholders' equity:
Common shares						12,253						12,253
Capital in excess of stated value						801,948						740,789
Retained earnings						4,866,764						4,600,604
Accumulated other comprehensive loss						(48,992)						(100,457)
Common shares in treasury, at cost						(2,362,914)						(2,209,618)
Total shareholders' equity						3,269,059						3,043,571
						$	5,947,920					$	5,917,681

See accompanying notes.

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Consolidated Statements of Shareholders’ Equity

						Nine Months Ended July 31, 2026
(In thousands, except for share and per share data)						Common Shares						Additional Paid-in Capital						Retained Earnings						Accumulated Other Comprehensive Income (Loss)						Common Shares in Treasury, at cost						TOTAL
November 1, 2025						$	12,253					$	740,789					$	4,600,604					$	(100,457)					$	(2,209,618)					$	3,043,571
Shares issued under company stock and employee benefit plans						—						16,457						—						—						2,338						18,795
Stock-based compensation						—						4,891						—						—						—						4,891
Purchase of treasury shares						—						—						—						—						(86,001)						(86,001)
Dividends declared ($0.82 per share)						—						—						(45,786)						—						—						(45,786)
Net income						—						—						133,382						—						—						133,382
Other comprehensive income						—						—						—						43,254						—						43,254
January 31, 2026						$	12,253					$	762,137					$	4,688,200					$	(57,203)					$	(2,293,281)					$	3,112,106
Shares issued under company stock and employee benefit plans						—						21,841						—						—						2,372						24,213
Stock-based compensation						—						6,147						—						—						—						6,147
Purchase of treasury shares						—						—						—						—						(43,302)						(43,302)
Dividends declared ($0.82 per share)						—						—						(45,856)						—						—						(45,856)
Net income						—						—						117,316						—						—						117,316
Other comprehensive income						—						—						—						31,611						—						31,611
April 30, 2026						$	12,253					$	790,125					$	4,759,660					$	(25,592)					$	(2,334,211)					$	3,202,235
Shares issued under company stock and employee benefit plans						—						5,349						—						—						786						6,135
Stock-based compensation						—						6,474						—						—						—						6,474
Purchase of treasury shares						—						—						—						—						(29,489)						(29,489)
Dividends declared ($0.82 per share)						—						—						(45,742)						—						—						(45,742)
Net income						—						—						152,846						—						—						152,846
Other comprehensive income (loss)						—						—						—						(23,400)						—						(23,400)
July 31, 2026						$	12,253					$	801,948					$	4,866,764					$	(48,992)					$	(2,362,914)					$	3,269,059

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						Nine Months Ended July 31, 2025
(In thousands, except for share and per share data)						Common Shares						Additional Paid-in Capital						Retained Earnings						Accumulated Other Comprehensive Income (Loss)						Common Shares in Treasury, at cost						TOTAL
November 1, 2024						$	12,253					$	714,091					$	4,295,199					$	(184,840)					$	(1,904,511)					$	2,932,192
Shares issued under company stock and employee benefit plans						—						349						—						—						652						1,001
Stock-based compensation						—						4,633						—						—						—						4,633
Purchase of treasury shares						—						—						—						—						(60,098)						(60,098)
Dividends declared ($0.78 per share)						—						—						(44,602)						—						—						(44,602)
Net income						—						—						94,652						—						—						94,652
Other comprehensive loss						—						—						—						(51,167)						—						(51,167)
January 31, 2025						$	12,253					$	719,073					$	4,345,249					$	(236,007)					$	(1,963,957)					$	2,876,611
Shares issued under company stock and employee benefit plans						—						1,554						—						—						248						1,802
Stock-based compensation						—						4,791						—						—						—						4,791
Purchase of treasury shares						—						—						—						—						(86,154)						(86,154)
Dividends declared ($0.78 per share)						—						—						(44,335)						—						—						(44,335)
Net income						—						—						112,404						—						—						112,404
Other comprehensive income						—						—						—						95,185						—						95,185
April 30, 2025						$	12,253					$	725,418					$	4,413,318					$	(140,822)					$	(2,049,863)					$	2,960,304
Shares issued under company stock and employee benefit plans						—						2,666						—						—						(50)						2,616
Stock-based compensation						—						3,831						—						—						—						3,831
Purchase of treasury shares						—						—						—						—						(71,942)						(71,942)
Dividends declared ($0.78 per share)						—						—						(44,071)						—						—						(44,071)
Net income						—						—						125,784						—						—						125,784
Other comprehensive income (loss)						—						—						—						5,263						—						5,263
July 31, 2025						$	12,253					$	731,915					$	4,495,031					$	(135,559)					$	(2,121,855)					$	2,981,785

See accompanying notes.

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Condensed Consolidated Statements of Cash Flows

(In thousands)						Nine Months Ended
Cash flows from operating activities:						July 31, 2026						July 31, 2025
Net income						$	403,544					$	332,840
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization						109,446						112,454
Pension settlement charge						24,049						—
Non-cash stock compensation						17,512						13,255
Deferred income taxes						(8,647)						(3,303)
Other non-cash expense						6,167						2,009
(Gain) loss on sale of property, plant and equipment						(247)						193
Divestiture and related charges						—						12,211
Changes in operating assets and liabilities and other						18,649						46,605
Net cash provided by operating activities						570,473						516,264
Cash flows from investing activities:
Additions to property, plant and equipment						(40,313)						(49,002)
Proceeds from sale of property, plant and equipment						1,107						305
Other						(4,620)						3,967
Acquisition of business, net of cash acquired						(11,643)						—
Net cash used in investing activities						(55,469)						(44,730)
Cash flows from financing activities:
Proceeds from issuance of debt						269,380						24,952
Proceeds from (repayment of) short-term debt - net						192,000						—
Repayment of debt						(719,405)						(119,616)
Repayment of finance lease obligations						(5,633)						(4,083)
Issuance of common shares						49,143						5,419
Purchase of treasury shares						(158,792)						(218,194)
Dividends paid						(137,384)						(133,008)
Net cash used in financing activities						(510,691)						(444,530)
Effect of exchange rate changes on cash						676						4,832
Increase in cash and cash equivalents						4,989						31,836
Cash and cash equivalents at beginning of period						108,442						115,952
Cash and cash equivalents at end of period						$	113,431					$	147,788

See accompanying notes.

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Notes to Condensed Consolidated Financial Statements

July 31, 2026

NOTE REGARDING AMOUNTS AND FISCAL YEAR REFERENCES

In this Quarterly Report on Form 10-Q, all amounts related to U.S. dollars and foreign currency and to the number of Nordson Corporation’s common shares, except for per share earnings and dividend amounts, are expressed in thousands. Unless the context otherwise indicates, all references to “we” or the “Company” mean Nordson Corporation.

Unless otherwise noted, all references to years relate to our fiscal year ending October 31.

Significant accounting policies

Basis of presentation. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles in the United States ("U.S. GAAP") for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended July 31, 2026 are not necessarily indicative of the results that may be expected for the full year. For further information, refer to the Consolidated Financial Statements and notes included in our Annual Report on Form 10-K for the year ended October 31, 2025.

Consolidation. The Condensed Consolidated Financial Statements include the accounts of Nordson Corporation and its 100%-owned and controlled subsidiaries. Investments in affiliates and joint ventures in which our ownership is 50% or less or in which we do not have control but have the ability to exercise significant influence are accounted for under the equity method. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements. Actual amounts could differ from these estimates.

Revenue recognition. A contract exists when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration is probable. Revenue is recognized when performance obligations under the terms of the contract with a customer are satisfied. Generally, our revenue results from short-term, fixed-price contracts and primarily is recognized as of a point in time when the product is shipped or at a later point when the control of the product transfers to the customer. For products in which control transfers upon delivery, revenue is deferred for undelivered items and included within Accrued liabilities in our Consolidated Balance Sheets. Revenues deferred as of July 31, 2026 and October 31, 2025 were not material.

For certain contracts related to the sale of customer-specific products, revenue is recognized over time as we satisfy performance obligations because of the continuous transfer of control to the customer. The continuous transfer of control to the customer occurs as we enhance assets that are customer controlled, and we are contractually entitled to payment for work performed to date plus a reasonable margin.

As control transfers over time for these products or services, revenue is recognized based on progress toward completion of the performance obligations. The selection method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. We have elected to use the input method – costs incurred for these contracts because it best depicts the transfer of products or services to the customer based on incurring costs on the contract. Under this method, revenues are recorded proportionally as costs are incurred. Contract assets recognized are recorded in Prepaid expenses and other current assets and contract liabilities are recorded in Accrued liabilities in our Consolidated Balance Sheets and were not material as of July 31, 2026 and October 31, 2025. Revenue recognized over time represented approximately less than ten percent of our overall consolidated revenues for the periods ended July 31, 2026 and October 31, 2025.

Revenue is measured as the amount of consideration we expect to be entitled to in exchange for transferring products or services. Taxes, including sales and value add, that we collect concurrently with revenue-producing activities are excluded from revenue. As a practical expedient, we may exclude the assessment of whether goods or services are performance obligations, if they are immaterial in the context of the contract, and combine these with other performance obligations. While payment terms and conditions vary by contract type, we have determined that our contracts generally do not include a significant financing component. We have elected to apply the practical expedient to treat all shipping and handling costs as fulfillment costs, as a significant portion of these costs are incurred prior to transfer of control to the customer. We have also elected to apply the practical expedient to expense sales commissions as they are incurred, as the amortization period resulting from capitalizing the

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costs is one year or less. These costs are recorded within Selling and administrative expenses in our Condensed Consolidated Statements of Income.

We offer assurance-type warranties on our products as well as separately sold warranty contracts. Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term and is not material. Certain arrangements may include installation, installation supervision, training, and spare parts, which tend to be completed in a short period of time, at an insignificant cost, and utilizing skills not unique to us, and therefore, these items are typically regarded as inconsequential or not material.

We disclose disaggregated revenues by operating segment and geography in accordance with the revenue standard and on the same basis used internally by the chief operating decision maker for evaluating performance of operating segments and for allocating resources. Refer to Operating segments note for details.

Earnings per share. Basic earnings per share are computed based on the weighted-average number of common shares outstanding during each year, while diluted earnings per share are based on the weighted-average number of common shares and common share equivalents outstanding. Common share equivalents consist of shares issuable upon exercise of stock options computed using the treasury stock method, as well as restricted shares and deferred stock-based compensation. Options whose exercise price is higher than the average market price are excluded from the calculation of diluted earnings per share because the effect would be anti-dilutive. There were zero options and options for 190 common shares excluded from the calculation of diluted earnings per share for the three months ended July 31, 2026 and 2025, respectively, because their effect would have been anti-dilutive. Options for 24 and 240 common shares were excluded from the calculation of diluted earnings per share for the nine months ended July 31, 2026 and 2025, respectively, because their effect would have been anti-dilutive. Under the 2021 Stock Incentive and Award Plan, executive officers and selected other key employees receive common share awards based on corporate performance measures over three-year performance periods. Awards for which performance measures have not been met were excluded from the calculation of diluted earnings per share.

Recently issued accounting standards

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 requires enhanced disclosures about significant segment expenses and enhanced disclosures in interim periods. The guidance in ASU 2023-07 is to be applied retrospectively and is effective for annual reporting periods in fiscal years beginning after December 15, 2023 and interim reporting periods in fiscal years beginning after December 31, 2024, with early adoption permitted. The Company adopted the guidance of ASU 2023-07 during the fourth quarter of 2025. See Operating segments note.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 is intended to improve income tax disclosure requirements by requiring specific disclosure in the rate reconciliation and additional information for reconciling items that meet a quantitative threshold. The guidance in ASU 2023-09 will be effective for annual reporting periods in fiscal years beginning after December 15, 2024. The Company will adopt the standard in its Annual Report on Form 10-K for the year ending October 31, 2026. The Company is currently evaluating the impact of the adoption of ASU 2023-09 and expects the adoption of the standard will only impact its disclosures with no material impact on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement (Topic 220): Reporting Comprehensive Income. ASU 2024-03 does not change or remove current expense presentation requirements within the Consolidated Statements of Income. However, the amendments require disclosure, on an annual and interim basis, of disaggregated information about certain income statement expense line items within the notes to the consolidated financial statements. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company is currently evaluating the impact that the adoption of ASU 2024-03 will have on its consolidated financial statements and disclosures and anticipates adoption in fiscal 2028.

In September 2025, the FASB issued ASU 2025-06, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) Targeted Improvements to the Accounting for Internal-Use Software (ASU 2025-06). This accounting standard changes when software project costs should be capitalized by removing all references to development stages and requiring costs to be capitalized when (1) the Company authorizes and commits to funding the software project and (2) it is probable the software project will be completed. The standard also requires additional annual and interim disclosures, including the capitalized software balance and accumulated amortization. ASU 2025-06 is effective for annual reporting periods, including interim reporting periods within those annual periods, beginning after December 15, 2027, with early adoption permitted and may be applied prospectively, retrospectively, or using a modified prospective transition approach. The Company is evaluating the impact of ASU 2025-06 to its consolidated financial statements and related disclosures.

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Acquisitions

In March 2026, the Company acquired CapstanAG to expand its North America precision agriculture business; the acquisition was not material to consolidated financial results. Business acquisitions have been accounted for using the acquisition method, with the acquired assets and liabilities recorded at estimated fair value on the dates of acquisition. The cost in excess of the net assets of the business acquired is included in goodwill. Operating results since the respective dates of acquisitions are included in the Condensed Consolidated Statements of Income.

Receivables

Our primary allowance for credit losses is the allowance for doubtful accounts, which is principally determined based on aging of receivables. Receivables are exposed to credit risk based on the customers' ability to pay which is influenced by, among other factors, their financial liquidity. We perform ongoing customer credit evaluation to maintain sufficient allowances for potential credit losses. Our segments perform credit evaluation and monitoring to estimate and manage credit risk through the review of customer information, credit ratings, approval and monitoring of customer credit limits and assessment of market conditions. We may also require prepayments or bank guarantees from customers to mitigate credit risk. Our receivables are generally short-term in nature with a majority of receivables outstanding less than 90 days. Accounts receivable balances are written-off against the allowance if deemed uncollectible.

Accounts receivable are net of an allowance for credit losses of $5,871 and $7,408 on July 31, 2026 and October 31, 2025, respectively. Provision for losses on receivables was $306 and $196 for the three and nine months ended July 31, 2026, respectively, compared to provision income of $161 and $805 for the same periods last year, respectively. The remaining change in the allowance for credit losses is principally related to the write-off of uncollectible accounts.

Inventories

Components of inventories were as follows:

						July 31, 2026						October 31, 2025
Finished goods						$	252,352					$	234,710
Raw materials and component parts						241,270						230,907
Work-in-process						60,173						57,306
						553,795						522,923
Obsolescence and other reserves						(84,485)						(78,109)
						$	469,310					$	444,814

Property, plant and equipment

Components of property, plant and equipment were as follows:

			July 31, 2026						October 31, 2025
Land			$	37,906					$	32,579
Land improvements			4,927						4,914
Buildings			368,277						360,038
Machinery and equipment			705,324						682,093
Enterprise management system			53,710						53,694
Construction-in-progress			34,632						29,522
Leased property under finance leases			33,132						27,680
			1,237,908						1,190,520
Accumulated depreciation			(720,896)						(673,606)
			$	517,012					$	516,914

Depreciation expense was $17,201 and $17,754 for the three months ended July 31, 2026 and 2025, respectively. Depreciation expense was $51,126 and $53,355 for the nine months ended July 31, 2026 and 2025, respectively.

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Nordson Corporation

Goodwill and other intangible assets

Our reporting units are the same as our reportable operating segments, Industrial Precision Solutions ("IPS"), Medical and Fluid Solutions ("MFS"), and the Advanced Technology Solutions ("ATS") segments. Changes in the carrying amount of goodwill for the nine months ended July 31, 2026 by operating segment:

						IPS						MFS						ATS						Total
Balance at October 31, 2025						$	1,210,366					$	1,647,468					$	446,851					$	3,304,685
Currency effect						9,736						(34)						1,433						11,135
Balance at July 31, 2026						$	1,220,102					$	1,647,434					$	448,284					$	3,315,820

Information regarding intangible assets subject to amortization:

						July 31, 2026
						Carrying Amount						Accumulated Amortization						Net Book Value
Customer relationships						$	902,320					$	425,531					$	476,789
Patent/technology costs						235,713						170,483						65,230
Trade name						169,271						84,947						84,324
Total						$	1,307,304					$	680,961					$	626,343
						October 31, 2025
						Carrying Amount						Accumulated Amortization						Net Book Value
Customer relationships						$	899,402					$	390,751					$	508,651
Patent/technology costs						235,255						155,865						79,390
Trade name						169,127						75,581						93,546
Non-compete agreements						8,596						8,596						—
Other						929						929						—
Total						$	1,313,309					$	631,722					$	681,587

Amortization expense for the three months ended July 31, 2026 and 2025 was $19,345 and $20,092, respectively. Amortization expense for the nine months ended July 31, 2026 and 2025 was $58,320 and $59,099, respectively.

Pension and other postretirement plans

During the second quarter of 2026, we completed a partial plan settlement transaction in regards to our U.S. pension plan in which plan assets amounting to $104,148 were used to purchase a group annuity contract from RGA Life and Annuity Insurance Company ("RGA"). The settlement resulted in a loss of $24,049 as shown on the Condensed Consolidated Statements of Income. This transaction relieved the Company of its responsibility for the pension obligation related to certain retired employees and transferred the obligation and payment responsibility to RGA for retirement benefits owed to approximately 1,000 retirees and other beneficiaries. The annuity contract covers retirees who commenced receiving benefits on or before February 1, 2026. The monthly retirement benefit payment amounts currently received by retirees and their beneficiaries did not change as a result of this transaction. Plan participants not included in the transaction remain in the plans and responsibility for payment of the retirement benefits remains with the Company.

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Nordson Corporation

The components of net periodic pension costs for the three and nine months ended July 31, 2026 and 2025 were:

						U.S.												International
Three Months Ended						2026						2025						2026						2025
Service cost						$	1,830					$	2,531					$	132					$	250
Interest cost						3,373						4,691						601						675
Expected return on plan assets						(4,768)						(6,609)						(549)						(683)
Amortization of prior service credit						—						—						(2)						(2)
Amortization of net actuarial (gain) loss						338						474						(86)						(72)
Total benefit cost						$	773					$	1,087					$	96					$	168
						U.S.												International
Nine Months Ended						2026						2025						2026						2025
Service cost						$	5,876					$	7,592					$	397					$	721
Interest cost						12,130						14,074						1,812						1,937
Expected return on plan assets						(17,433)						(19,827)						(1,647)						(1,972)
Amortization of prior service credit						—						—						(6)						(6)
Amortization of net actuarial (gain) loss						2,203						1,421						(258)						(208)
Settlement loss						24,049						—						—						—
Total benefit cost						$	26,825					$	3,260					$	298					$	472

The components of other postretirement benefit costs, for plans in the United States, for the three and nine months ended July 31, 2026 and 2025:

Three Months Ended						2026						2025
Service cost						$	35					$	59
Interest cost						522						657
Amortization of net actuarial gain						(413)						(127)
Total benefit cost						$	144					$	589
Nine Months Ended						2026						2025
Service cost						$	105					$	176
Interest cost						1,568						1,951
Amortization of net actuarial gain						(1,240)						(377)
Total benefit cost						$	433					$	1,750

The components of net periodic pension and other postretirement cost, other than service cost, are included in Other income (expense) – net and Pension settlement charge in our Condensed Consolidated Statements of Income.

Income taxes

We record our interim provision for income taxes based on our estimated annual effective tax rate, as well as certain items discrete to the current period. The effective tax rate for the three months ended July 31, 2026 and 2025 was 17.8% and 21.0%, respectively. The effective tax rate for the nine months ended July 31, 2026 and 2025 was 17.9% and 19.7%, respectively. The effective tax rate for the three and nine months ended July 31, 2026 was lower than the U.S. tax rate of 21% primarily due to the foreign-derived intangible income deduction.

The Company continues to assess the impact of the One Big Beautiful Bill Act ("OBBBA"), enacted on July 4, 2025 and taking effect during the Company’s fiscal year ending October 31, 2026. There is no material impact from OBBBA on the effective tax rate or consolidated financial statements for the quarter or nine months ended July 31, 2026.

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Nordson Corporation

Accumulated other comprehensive income (loss)

Changes in accumulated other comprehensive income (loss) (AOCI) consisted of:

						Cumulative translation and related hedging instruments						Pension and postretirement benefit plan adjustments						Accumulated other comprehensive income (loss)
Balance at October 31, 2025 (1)						$	(50,518)					$	(49,939)					$	(100,457)
Other comprehensive income before reclassification adjustments						20,313						13,443						33,756
Reclassifications from AOCI to Statement of Income (2)						—						24,700						24,700
Tax impact						1,772						(8,763)						(6,991)
Balance at July 31, 2026 (1)						$	(28,433)					$	(20,559)					$	(48,992)

(1) Amounts net of tax.

(2) Included in the computation of net periodic cost (benefit) which is included in Other income (expense) - net and Pension settlement charge in our Consolidated Statements of Income. See Pension and other postretirement plans Note.

Warranties

We offer warranties to our customers depending on the specific product and terms of the customer purchase agreement. A typical warranty program requires that we repair or replace defective products within a specified time period (generally one year) measured from the date of delivery or first use. We record an estimate for future warranty-related costs based on actual historical return rates. Based on analysis of return rates and other factors, the adequacy of our warranty provisions is adjusted as necessary. The liability for warranty costs is included in Accrued liabilities in the Consolidated Balance Sheets.

Following is a reconciliation of the product warranty liability for the nine months ended July 31, 2026 and 2025:

						2026						2025
Beginning balance at October 31						$	13,900					$	13,538
Accruals for warranties						9,895						9,796
Warranty payments						(8,158)						(8,482)
Currency adjustments						(207)						290
Ending balance						$	15,430					$	15,142

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Nordson Corporation

Operating segments

We conduct business in three primary operating segments:

Industrial Precision Solutions: This segment focuses on delivering proprietary dispensing and processing technology, both standard and highly customized equipment, to diverse end markets. Product lines commonly reduce material consumption, increase line efficiency through precision dispensing and enhance product brand and appearance. Components are used for dispensing adhesives, coatings, paint, finishes, sealants and other materials. This segment primarily serves the industrial, agricultural, consumer durables and non-durables markets.

Medical and Fluid Solutions: This segment includes the Company’s fluid management solutions for medical, high-tech industrial and other diverse end markets. Related plastic tubing, balloons, catheters, syringes, cartridges, tips and fluid connection components are used to dispense or control fluids within customers’ medical devices or products, as well as production processes.

Advanced Technology Solutions: This segment focuses on products serving electronics and consumer non-durable end markets. Advanced Technology Solutions products integrate our proprietary product technologies found in progressive stages of an electronics customer’s production and measurement and control processes, such as surface treatment, precisely controlled dispensing of material and test and inspection to ensure quality and reliability. Applications include, but are not limited to, semiconductors, printed circuit boards, electronic components and automotive electronics, in-line measurement sensors, gauges and analyzers.

The composition of segments and measure of segment profitability is consistent with that used by our chief operating decision maker ("CODM"), our President and Chief Executive Officer. The primary measure used by our CODM for purposes of making decisions about allocating resources to the segments and assessing performance is segment EBITDA, which equals sales less adjusted cost of sales and adjusted selling and administrative expenses plus depreciation. Cost of sales and selling and administrative expenses are adjusted for certain special items such as non-recurring cost reduction activities and acquisition related costs, including intangible asset amortization. The CODM uses segment EBITDA in the annual budgeting and forecasting processes and regularly evaluates segment EBITDA results versus budget, forecast and prior year when making allocation of capital, financial and employee resource decisions.

The accounting policies of the segments are the same as those described in our Significant accounting policies Note. There are no intersegment sales. Certain expenses are maintained at the corporate level and not allocated to the segments. These expenses include executive compensation, charitable donations, corporate facilities, and other items that are of a corporate or functional governance nature. Interest expense-net and Other income (expense) - net are excluded from the measure of segment profitability reviewed by our CODM and are not presented by operating segment.

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Nordson Corporation

The following table presents information about our reportable segments as further reconciled to consolidated GAAP financial results:

						Three Months Ended												Nine Months Ended
						July 31, 2026						July 31, 2025						July 31, 2026						July 31, 2025
Sales
Industrial Precision Solutions						$	367,249					$	350,784					$	1,044,576					$	970,079
Medical and Fluid Solutions						230,538						219,465						636,571						615,883
Advanced Technology Solutions						219,880						171,260						546,828						453,905
Total segment sales						817,667						741,509						2,227,975						2,039,867
Adjusted cost of sales
Industrial Precision Solutions						(288,399)						(267,257)						(423,154)						(380,404)
Medical and Fluid Solutions						(220,876)						(211,813)						(317,431)						(315,182)
Advanced Technology Solutions						(188,027)						(160,936)						(260,056)						(215,795)
Total segment adjusted cost of sales						(697,302)						(640,006)						(1,000,641)						(911,381)
Adjusted selling and administrative expenses
Industrial Precision Solutions						(188,011)						(170,290)						(275,761)						(250,459)
Medical and Fluid Solutions						(70,893)						(67,453)						(105,155)						(102,065)
Advanced Technology Solutions						(98,396)						(93,965)						(144,771)						(139,282)
Total segment adjusted selling and administrative expenses						(357,300)						(331,708)						(525,687)						(491,806)
Depreciation
Industrial Precision Solutions						6,166						5,998						18,128						17,237
Medical and Fluid Solutions						8,032						8,011						23,705						25,387
Advanced Technology Solutions						1,534						1,734						4,621						5,005
Total segment depreciation						15,732						15,743						46,454						47,629
EBITDA
Industrial Precision Solutions						129,900						130,130						363,789						356,453
Medical and Fluid Solutions						88,291						83,153						237,690						224,023
Advanced Technology Solutions						65,695						41,546						146,622						103,833
Total segment EBITDA						283,886						254,829						748,101						684,309
Inventory step-up amortization						(2,269)						—						(3,404)						(3,135)
Acquisition related costs						(576)						(235)						(1,110)						(1,778)
Severance and other						—						(451)						—						(16,725)
Divestiture and related charges						—						(12,211)						—						(12,211)
Depreciation and amortization						(36,546)						(37,847)						(109,446)						(112,454)
Corporate expenses						(21,403)						(16,318)						(47,441)						(40,542)
Interest expense						(20,823)						(26,258)						(65,896)						(79,389)
Interest and investment income						464						560						1,216						2,054
Pension settlement charge						—						—						(24,049)						—
Other - net						(16,794)						(2,945)						(6,357)						(5,380)
Income before taxes						$	185,939					$	159,124					$	491,614					$	414,749

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Nordson Corporation

The following table presents additional information about our reportable segments:

			Industrial Precision Solutions						Medical and Fluid Solutions						Advanced Technology Solutions						Corporate						Total
Three months ended July 31, 2026
Amortization of intangibles			$	7,521					$	9,520					$	2,304					$	—					$	19,345
Property, plant and equipment expenditures			3,157						4,111						4,327						1,025						12,620
Three months ended July 31, 2025
Amortization of intangibles			$	7,412					$	9,674					$	3,006					$	—					$	20,092
Property, plant and equipment expenditures			2,365						7,684						996						518						11,563
Nine months ended July 31, 2026
Amortization of intangibles			22,593						28,724						7,003						—						58,320
Property, plant and equipment expenditures			8,889						14,915						15,329						1,180						40,313
Nine months ended July 31, 2025
Amortization of intangibles			21,240						28,806						9,053						—						59,099
Property, plant and equipment expenditures			15,948						24,865						5,389						2,800						49,002
As of July 31, 2026
Identifiable assets (1)			1,884,140						2,188,585						812,137						1,063,058						5,947,920
As of October 31, 2025
Identifiable assets (1)			1,858,974						2,201,528						738,762						1,118,417						5,917,681

(1) Operating segment identifiable assets include notes and accounts receivable net of allowance for doubtful accounts, inventories net of reserves, property, plant and equipment net of accumulated depreciation and goodwill. Corporate assets are principally cash and cash equivalents, deferred income taxes, leases, headquarter facilities and intangible assets.

We had significant net sales, measured based on their geographic destination, as follows:

			Three Months Ended												Nine Months Ended
			July 31, 2026						July 31, 2025						July 31, 2026						July 31, 2025
Net external sales
Americas			$	331,471					$	314,568					$	901,654					$	874,868
Europe			192,432						186,620						569,351						526,878
Asia Pacific			293,764						240,321						756,970						638,121
Total net external sales			817,667						741,509						2,227,975						2,039,867

Investments

The Company holds minority interests in certain companies that do not have readily determinable fair values. For each qualifying investment, the Company elects the measurement alternative under ASC 321, initially recognizing the investment at cost and subsequently adjusting the carrying amount for (i) impairment and (ii) observable price changes in orderly transactions for an identical or similar investment of the same issuer. Investments subject to the measurement alternative are classified in Other assets on the Consolidated Balance Sheets and were $5,026 and $13,996, at July 31, 2026 and October 31, 2025, respectively. Adjustments (upward or downward) and impairment losses, if any, are recognized in earnings within Other income (expense) - net and were not material for the three and nine months ended July 31, 2026 and 2025. If a readily determinable fair value for the investments subsequently becomes available, we will be required to record the investment at fair value with any unrealized gains or losses being recognized in earnings each period.

In December 2025, one of the Company's minority interest investments was publicly listed on a foreign stock exchange. The fair value of this investment is included in Other assets on the Consolidated Balance Sheets and was $6,636 as of July 31, 2026. The unrealized loss of $14,892 for the three months ended July 31, 2026 and unrealized gain of $2,481 for the nine months ended

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Nordson Corporation

July 31, 2026 was included in Other income (expense) - net in the Condensed Consolidated Statements of Income. Nordson is contractually restricted from selling any shares in this investment until December 2028, and there are no circumstances that could cause this restriction to lapse earlier.

Fair value measurements

The inputs to the valuation techniques used to measure fair value are classified into the following categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

The following tables present the classification of our assets and liabilities measured at fair value on a recurring basis:

July 31, 2026						Total						Level 1						Level 2						Level 3
Net derivative contracts (1)						$	(58,344)					$	—					$	(58,344)					$	—
Deferred compensation plans (2)						(14,046)						—						(14,046)						—
Minority interest investment (3)						6,636						6,636						—						—

October 31, 2025						Total						Level 1						Level 2						Level 3
Net derivative contracts (1)						$	(55,367)					$	—					$	(55,367)					$	—
Deferred compensation plans (2)						(11,885)						—						(11,885)						—

(1) Derivative contracts are valued using an industry standard market approach, in which prices and other relevant information is generated by market transactions involving identical or comparable assets or liabilities. Refer to Derivative financial instruments note for balance sheet classification of derivatives.

(2) Executive officers and other highly compensated employees may defer up to 100% of their salary and annual cash incentive compensation and for executive officers, up to 90% of their long-term incentive compensation, into various non-qualified deferred compensation plans. Deferrals can be allocated to various market performance measurement funds. Changes in the value of compensation deferred under these plans are recognized each period based on the fair value of the underlying measurement funds.

(3) Refer to Investments note for additional details.

The carrying amounts and fair values of financial instruments, other than cash and cash equivalents, receivables and accounts payable are shown in the table below. The carrying values of cash and cash equivalents, receivables and accounts payable approximate fair value due to the short-term nature of these instruments.

						July 31, 2026												October 31, 2025
						Carrying Amount						Fair Value						Carrying Amount						Fair Value
Debt (including current portion)						$	1,731,005					$	1,743,471					$	1,996,254					$	2,038,869

Long-term and short-term debt is valued by discounting future cash flows at currently available rates for borrowing arrangements with similar terms and conditions, which are considered to be Level 2 inputs under the fair value hierarchy. The carrying amount of long-term debt is shown net of unamortized debt issuance costs and bond discounts as described in the Debt Note.

Derivative financial instruments

The Company uses derivative instruments to manage foreign currency and interest rate risk as detailed below. The Company does not enter into derivative instruments for trading purposes.

Foreign Currency Forward Contracts

We operate internationally and enter into transactions denominated in foreign currencies. Consequently, we are subject to market risk arising from exchange rate movements between the dates foreign currency transactions occur and the dates they are settled. We regularly use foreign currency forward contracts to reduce our risks related to most of these transactions. These contracts usually have maturities of 90 days or less and generally require us to exchange foreign currencies for U.S. dollars at maturity, at rates stated in the contracts. These contracts are not designated as hedging instruments under U.S. GAAP. The settlement of these contracts is recorded in operating activities on the Consolidated Statement of Cash Flows.

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Nordson Corporation

We are exposed to credit-related losses in the event of nonperformance by counterparties to financial instruments. These financial instruments include cash deposits and foreign currency forward contracts. We periodically monitor the credit ratings of these counterparties in order to minimize our exposure. Our customers represent a wide variety of industries and geographic regions. As of July 31, 2026 and 2025, there were no significant concentrations of credit risk.

Net Investment Hedges

Net assets of our foreign subsidiaries are exposed to volatility in foreign currency exchange rates. We may utilize net investment hedges to offset the translation adjustment arising from re-measuring our investment in foreign subsidiaries.

The Company is a party to various cross currency swaps between the U.S. dollar and Euro, Japanese Yen, Taiwan dollar, Singapore dollar and Chinese Yuan, which were designated as hedges of our net investments in certain foreign subsidiaries to mitigate the foreign exchange risk associated with certain investments in these subsidiaries. Any increases or decreases related to the remeasurement of the effective portion of the hedges are recorded in the currency translation component of Accumulated other comprehensive income (loss) within Shareholders' Equity in the Consolidated Balance Sheets until the sale or substantial liquidation of the underlying investments. The settlement of these hedges is recorded in investing activities on the Consolidated Statement of Cash Flows. The interest component is recorded in operating activities on the Consolidated Statement of Cash Flows.

Fair Value Hedges of Interest Rate Risk

The Company is exposed to changes in the fair value of certain of its fixed-rate liabilities due to changes in benchmark interest rates. The Company uses interest rate swaps to manage its exposure to changes in fair value on these instruments attributable to changes in the designated benchmark interest rate, the Secured Overnight Financing Rate ("SOFR"), with the objective of minimizing the cost of borrowed funds. The Company's interest rate swaps involve the receipt of fixed-rate amounts from a counterparty in exchange for the Company making variable-rate payments without the exchange of the underlying notional amount.

The Company's interest rate swaps are designated and qualify as fair value hedges. As a result, the interest rate swaps are measured at fair value and the carrying value of the hedged debt is adjusted for the change in value related to the exposure being hedged, with both adjustments offset to earnings. Accordingly, the earnings effect of an increase in the fair value of the interest rate swaps will be substantially offset by the earnings effect of the increase in the carrying value of the hedged debt.

The following table provides information regarding the Company's outstanding interest rate derivatives that were used to hedge changes in fair value attributable to interest rate risk:

						Interest rate swaps - notional amount						Cumulative adjustment to long-term debt from application of hedge accounting						Carrying value of hedged debt
Interest rate swaps						$	300,000					$	884					$	300,884

The following table provides information regarding the balance sheet and income statement impacts of the Company's derivatives:

July 31, 2026						Notional Amount $						Prepaid and other current assets						Other assets						Accrued liabilities						Other long-term liabilities			Type of hedge
Derivatives designated as hedges:
Cross-currency swap						$	842,598					$	5,693					$	—					$	4,697					$	60,241		Net investment
Interest rate swap						300,000						493						391						—						—			Fair value
Derivatives not designated as hedges:
Foreign currency forward contracts						1,145,805						5,134						—						5,117						—
Total												$	11,320					$	391					$	9,814					$	60,241

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October 31, 2025						Notional Amount $						Prepaid and other current assets						Other assets						Accrued liabilities						Other long-term liabilities			Type of hedge
Derivatives designated as hedges:
Cross-currency swap						$	863,904					$	5,937					$	—					$	676					$	61,725		Net investment
Interest rate swap						300,000						1,133						10,353						—						—			Fair value
Derivatives not designated as hedges:
Foreign currency forward contracts						1,137,956						4,961						—						15,350						—
Total												$	12,031					$	10,353					$	16,026					$	61,725

						Gain (Loss) Recognized												Gain (Loss) Recognized												Location
						Three Months Ended												Nine Months Ended
						July 31, 2026						July 31, 2025						July 31, 2026						July 31, 2025
Derivatives designated as hedges:
Interest rate swaps						$	(5,520)					$	3,912					$	(10,882)					$	8,655					Interest expense
Hedged item						$	5,520					$	(3,912)					$	10,882					$	(8,655)					Interest expense
Cross-currency swap - interest component						$	5,372					$	3,552					$	13,698					$	10,830					Interest expense
Cross-currency swap - effective portion						$	9,789					$	(8,919)					$	(7,379)					$	(35,675)					Cumulative translation
Derivatives not designated as hedges
Foreign currency forward contracts						$	(515)					$	(19,609)					$	10,407					$	(1,658)					Other income (expense) - net
Foreign currency balance sheet remeasurement						$	(1,507)					$	16,568					$	(17,109)					$	(4,251)					Other income (expense) - net

Debt

A summary of the Company's debt is as follows:

						July 31, 2026						October 31, 2025
Revolving credit agreement						$	—					$	135,000
Commercial paper						192,000						—
Term loan due 2026						—						265,000
Term loan due 2031						2,698						—
Senior notes, due 2026-2027						10,000						20,000
Senior notes, due 2026-2030						90,000						130,000
5.600% Notes due 2028						350,000						350,000
5.800% Notes due 2033						500,000						500,000
4.500% Notes due 2029						600,000						600,000
						1,744,698						2,000,000
Less current maturities						10,000						315,000
Less short-term debt						192,000						—
Less unamortized debt issuance costs						12,795						13,167
Less bond discounts						1,782						2,065
Plus impact of interest rate swaps						884						11,486
Long-term maturities						$	1,529,005					$	1,681,254

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Nordson Corporation

Revolving credit agreement — In January 2026, we entered into a $1,200,000 senior unsecured multicurrency revolving credit facility with a group of banks, maturing in January 2031 (the “Revolving Credit Agreement”), which amended and restated the Company’s previous unsecured senior credit agreement, dated June 6, 2023, that included a term loan facility in the aggregate principal amount of $300,000, maturing in June 2026, and a multicurrency revolving credit facility in the aggregate principal amount of $922,500, maturing in June 2028. The Company had zero borrowings outstanding under the Revolving Credit Agreement as of July 31, 2026. The Revolving Credit Agreement permits borrowing in U.S. Dollars, Euros, Sterling, Swiss Francs, Singapore Dollars, Japanese Yen, and each other currency approved by the Revolving Agent and the Revolving Credit Banks (each as defined in the Revolving Credit Agreement). Loans under the Revolving Credit Agreement bear interest at the sum of (i) either a base rate or, depending on the currency, a SOFR rate, EURIBOR rate, TIBOR rate, SORA rate, SONIA rate or SARON rate (each as defined in the Revolving Credit Agreement) plus (ii) an applicable margin. The applicable margin is based on either the Company’s Leverage Ratio (as defined in the Revolving Credit Agreement) or then current Debt Rating (as defined in the Revolving Credit Agreement). The weighted-average interest rate at July 31, 2026 was 4.56%.

Commercial paper — In June 2026, we established a new commercial paper program (the “Program”), under which the Company may issue unsecured commercial paper notes (the “Notes”) on a private placement basis up to a maximum aggregate amount outstanding at any time of $1,200,000. A national bank acts as the issuing and paying agent under the Program pursuant to the terms of an issuing and paying agent agreement. Under the Program, the Company may issue Notes from time to time, and the proceeds of the Notes will be used for general corporate purposes.

The maturities of the Notes will vary, but may not exceed 364 days from the date of issue. The face or principal amount of Notes outstanding under the Program at any time may not exceed $1,200,000. The Notes will be sold at a discount from par or, alternatively, will be sold at par and bear interest at rates that will vary based on market conditions at the time of the issuance of the Notes.

Our Revolving Credit Agreement is the liquidity backstop for the repayment of any Notes under the Program. Outstanding borrowings under the Program as of July 31, 2026 were $192 million. The Company’s commercial paper borrowings are classified as short-term debt in the condensed consolidated balance sheets.

Senior notes, due 2026-2027 — These unsecured fixed-rate notes entered into in 2015 with a group of insurance companies have a remaining weighted-average life of 0.99 years. The weighted-average interest rate at July 31, 2026 was 3.19%.

Senior notes, due 2026-2030 — These unsecured fixed-rate notes entered into in 2018 with a group of insurance companies have a remaining weighted-average life of 2.78 years. The weighted-average interest rate at July 31, 2026 was 4.11%.

5.600% Notes, due 2028 and 5.800% Notes, due 2033 — In September 2023, we completed an underwritten public offering of $350,000 aggregate principal amount of 5.60% Notes due 2028 and $500,000 aggregate principal amount of 5.80% Notes due 2033.

4.500% Notes, due 2029 — In September 2024, we completed an underwritten public offering of $600,000 aggregate principal amount of 4.50% Notes due 2029.

Term loan, due 2031— In May 2026, the Company entered into a five-year term loan. As of July 31, 2026, we borrowed and had outstanding $2,698 under the term loan. The weighted-average interest rate at July 31, 2026 was 7.65%.

We were in compliance with all debt covenants at July 31, 2026, and the amount we could borrow would not have been limited by any debt covenants.

Contingencies

We are involved in pending or potential litigation regarding environmental, product liability, patent, contract, employee and other matters arising from the normal course of business. After consultation with legal counsel, we do not believe that losses in excess of the amounts we have accrued would have a material adverse effect on our financial condition, quarterly or annual operating results or cash flows.

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Nordson Corporation