Screener / SEC EDGAR /CIK 0000072331 /10-K filed Dec 17, 2025, compared with Dec 18, 2024 /Numbers from the XBRL of the 10-Ks
Nasdaq Industrials · Industrial Machinery

Nordson Corporation NDSN

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The 10-K against last year's

59 changes: 9 added, 14 removed, 35 reworded, 1 quiet changes

10-K Dec 17, 2025 vs Dec 18, 2024

10-K 0000072331-25-000144 (Dec 17, 2025) vs 10-K 0000072331-24-000177 (Dec 18, 2024)

Every paragraph, and how much of it changed

One bar per paragraph, in the order of the 10-K. Height and colour show the share of its words not in the closest paragraph a year earlier; the tallest bars are new paragraphs.

Risk Factors

81 paragraphs · 4 new · 27 reworded · 1 gone · 10-K Dec 17, 2025 against Dec 18, 2024
New paragraph Reworded (5% of its words or more) Same or nearly
Paragraph 69 · 48% changed Every version of it
Many governments, regulators, investors, employees, customers and other stakeholders are increasingly focused on ESG environmental, social and governance considerations relating to businesses, including climate change and greenhouse gas emissions, emissions and human capital capital. Any new climate-change regulations could result in additional compliance costs for the Company and diversity, equity and inclusion. We our suppliers, negatively impacting profits. In addition, we make statements about our ESG goals environmental, social and initiatives through information provided on our website, press statements and other communications, including through our ESG Report. Responding to these ESG considerations and implementation of these goals and initiatives involves risks and uncertainties, requires investments and are impacted by factors that may be outside our control. In addition, some stakeholders may disagree with our goals and initiatives and the focus of
Paragraph 78 · 45% changed Every version of it
Any period of interest rate increases may adversely affect our profitability. As of October 31, 2024, we had $2,223,928 of total debt outstanding, of which $538,286 was priced at interest rates that float with the market. As of October 31, 2024, a one percentage point increase in the interest rate on the floating rate debt would result in approximately $5,383 of additional annual interest expense. A higher level of floating rate debt would increase the exposure to changes in interest rates. For additional detail related to this risk, see Part II, Item 7A, Quantitative "Quantitative and Qualitative Disclosures About Market Risk. Risk."
Paragraph 13 · 40% changed Every version of it
A significant portion of our consolidated revenues in 2024 2025 were generated in currencies other than the United States U.S. dollar, which is our reporting currency. We recognize foreign currency transaction gains and losses arising from our operations in the period incurred. As a result, currency fluctuations between the United States U.S. dollar and the currencies in which we do business have caused and may continue to cause foreign currency transaction and translation movements, which historically have been material and could continue to be material. We cannot predict the effects of exchange rate fluctuations upon our future operating results because of the number of currencies involved, the variability of currency exposures and the potential volatility of currency exchange rates. We take actions to manage our foreign currency exposure, such as entering into hedging transactions, where applicable, but we cannot assure that our strategies will adequately protect our consolidated operating results from the effects of exchange rate fluctuations. For example, the impact of conflicts in Europe and the Middle East, changes in monetary policies and the effects of the departure of the United Kingdom from the European Union ("Brexit") have caused increased volatility in global currency exchange rates that have resulted in the strengthening of the United States dollar against the foreign currencies in which we conduct business. Future adverse consequences arising from the conflicts in Europe and the Middle East and Brexit may include continued volatility in exchange rates. Any significant fluctuation in exchange rates may be harmful to our financial condition and results of operations. We also face risks arising from the imposition of exchange controls and currency devaluations. Exchange controls may limit our ability to convert foreign currencies into United States dollars or to remit dividends and other payments by our foreign subsidiaries or customers located in or conducting business in a country imposing controls. Currency devaluations diminish the United States dollar value of the currency of the country instituting the devaluation and, if they occur or continue for significant periods, could adversely affect our earnings or cash flow.
Paragraph 9 · 40% changed Every version of it
Changes to trade policies, tariffs, and other import/export regulations of the U.S. and other nations may create uncertainty in United States the global market and international tax laws may have a material adverse effect on our business, financial condition condition, and results of operations.
Paragraph 23 · 28% changed Every version of it
Our international operations also depend upon favorable trade relations between the United States and those foreign countries in which our customers, subcontractors and materials suppliers have operations. A protectionist trade environment in either the United States or those foreign countries in which we do business, such as changes in the tariff structures, export compliance or other trade policies, may materially and adversely affect our ability to sell our products in foreign markets. The incoming current U.S. presidential administration has criticized existing trade agreements, and while it remains unclear what actions the current or future administration may continue to take with respect to existing and proposed trade agreements, or restrictions on trade generally, more stringent export and import controls may be ultimately imposed in the future.
Paragraph 47 · 21% changed Every version of it
Our recent historical growth has depended, and our future growth is likely to continue to depend, in part on our acquisition strategy and the successful integration of acquired businesses into our existing operations. We intend to continue to seek additional acquisition opportunities both to expand into new markets and to enhance our position in existing markets throughout the world. We cannot assure we will be able to successfully identify suitable acquisition opportunities, prevail against competing potential acquirers, negotiate appropriate acquisition terms, obtain financing that may be needed to consummate such acquisitions, complete proposed acquisitions, successfully integrate acquired businesses into our existing operations or expand into new markets. In addition, we cannot assure that any acquisition, including the recent acquisitions of Atrion, the ARAG Group ("ARAG") and CyberOptics Corporation ("CyberOptics"), once successfully integrated, will perform as planned, be accretive to earnings, or prove to be beneficial to our operations and cash flow. The success of our acquisition strategy is subject to other risks and uncertainties, including:
Paragraph 70 · 18% changed Every version of it
governance goals and initiatives through information provided on our website, press statements and other communications. Responding to these environmental, social and governance considerations and implementation of these goals and initiatives involves risks and uncertainties, requires investments and are impacted by factors that may be outside our control. In addition, some stakeholders may disagree with our goals and initiatives, and the focus of stakeholders may change and evolve over time. Stakeholders also may have very different views on where ESG environmental, social and governance focus should be placed, including differing views of regulators in various jurisdictions in which we operate. Any failure, or perceived failure, by us to achieve our goals, further our initiatives, adhere to our public statements, comply with federal, state or international ESG environmental, social and governance laws and regulations, or meet evolving and varied stakeholder expectations and standards could result in legal and regulatory proceedings against us and materially adversely affect our business, reputation, results of operations, financial condition and stock price.
Paragraph 14 · 15% changed Every version of it
A significant portion of our consolidated revenues in 2024 were generated in currencies other than the United States dollar, which is our reporting currency. We recognize foreign currency transaction gains and losses arising from our operations in the period incurred. As a result, currency fluctuations between the United States dollar and the currencies in which we do business have caused and may continue to cause foreign currency transaction and translation movements, which historically have been material and could continue to be material. We cannot predict the effects of exchange rate fluctuations upon our future operating results because of the number of currencies involved, the variability of currency exposures and the potential volatility of currency exchange rates. We take actions to manage our foreign currency exposure, such as entering into hedging transactions, where applicable, but we cannot assure that our strategies will adequately protect our consolidated operating results from the effects of exchange rate fluctuations. For example, the impact of conflicts in Europe and the Middle East, changes in monetary policies and the effects of the departure of the United Kingdom from the European Union ("Brexit") have caused increased volatility in global currency exchange rates that have resulted in the strengthening of the United States dollar against the foreign currencies in which we conduct business. rates. Future adverse consequences arising from the conflicts in Europe and the Middle East and Brexit may include continued volatility in exchange rates. Any significant fluctuation in exchange rates may be harmful to our financial condition and results of operations. We also face risks arising from the imposition of exchange controls and currency devaluations. Exchange controls may limit our ability to convert foreign currencies into United States U.S. dollars or to remit dividends and other payments by our foreign subsidiaries or customers located in or conducting business in a country imposing controls. Currency devaluations diminish the United States U.S. dollar value of the currency of the country instituting the devaluation and, if they occur or continue for significant periods, could adversely affect our earnings or cash flow.

MD&A

56 paragraphs · 5 new · 24 reworded · 13 gone · 10-K Dec 17, 2025 against Dec 18, 2024
New paragraph Reworded (5% of its words or more) Same or nearly
Paragraph 39 · 49% changed
Consolidated operating margin decreased by 50 basis points primarily driven by costs related to the first-year effect of acquisitions, which more than offset favorable product mix. Gross margins improved 1.0 percentage point reflecting the impact of favorable product mix and lower incremental inventory step-up amortization related to acquisitions of $7,703 in 2024 versus $8,862 in 2023, while the increase in selling and administrative expenses was primarily driven by acquisitions. Segment EBITDA for IPS operating profit declined 140 20 basis points due to an unfavorable the impact of the ARAG acquisition offset by the impact and severance costs. of higher organic sales. Segment EBITDA for MFS operating margin declined 170 30 basis points due to $10,761 in fees, severance, and non-cash inventory charges associated with the impact of the Atrion acquisition which offset by improvements in operating efficiencies. efficiencies on flat sales. Segment EBITDA for ATS operating margin improved by 90 10 basis points on lower sales volumes due to cost reduction actions and favorable mix.
Paragraph 48 · 49% changed
(1)Refer •Debt and related interest – Refer to Note 8 9 to the Consolidated Financial Statements for further discussion. detail of the Company’s debt and timing of expected future principal payments.
Paragraph 35 · 46% changed
Consolidated financial results Segment EBITDA for the IPS, MFS and ATS segments and a reconciliation to consolidated operating profit were as follows for the fiscal years ended October 31, 2024, 2023 2025 and 2022 were as follows: October 31, 2024:
Paragraph 38 · 46% changed
Consolidated financial results Segment EBITDA for the IPS, MFS and ATS segments and a reconciliation to consolidated operating profit were as follows for the fiscal years ended October 31, 2024, 2023 2024 and 2022 were as follows: October 31, 2023:
Paragraph 49 · 46% changed
(1)Refer •Payments for leases - Refer to Note 8 10 to the Consolidated Financial Statements for further discussion. detail of our obligations and the timing of expected future payments.
Paragraph 50 · 46% changed
(1)Refer •Pension and postretirement plan contributions - Refer to Note 8 7 to the Consolidated Financial Statements for further discussion. detail of our obligations and expected contributions.
Paragraph 34 · 38% changed
Consolidated operating margin decreased by 50 basis points primarily driven by costs related to the first-year effect of acquisitions, which more than offset favorable product mix. 2024 versus 2023: Gross margins improved 1.0 percentage point 100 basis points reflecting the impact of favorable product mix and lower incremental inventory step-up amortization related to acquisitions of $7,703 in 2024 versus $8,862 in 2023, while the increase in selling and administrative expenses was primarily driven by acquisitions. IPS operating profit declined 140 basis points due to an unfavorable acquisition impact and severance costs. MFS operating margin declined 170 basis points due to $10,761 in fees, severance, and non-cash inventory charges associated with the Atrion acquisition which offset improvements in operating efficiencies. ATS operating margin improved by 90 basis points on lower sales volumes due to cost reduction actions and favorable mix.
Paragraph 46 · 36% changed
We have a $1,150,000 unsecured multi-currency credit facility with a group of banks that provides for 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 $850,000, maturing in June 2028. In anticipation of the ARAG acquisition, the Company entered into a €760,000 senior unsecured term loan facility with a group of banks in August 2023 (the "364-Day Term Loan Facility"). On September 13, 2023, the Company completed an underwritten public offering of $350,000 aggregate principal amount of the Company’s 5.600% Notes due 2028 (the “2028 Notes”) and $500,000 aggregate principal amount of the Company’s 5.800% Notes due 2033 (together with the 2028 Notes, the “Notes"). The Company used the net proceeds from the sale of the Notes to repay its borrowings under the 364-Day Term Loan Facility. At October 31, 2024, 2025, we had $280,000 $265,000 outstanding on the term loan facility and $240,000 $135,000 outstanding on the revolving credit facility.

A paragraph is matched with the one last year that shares the most of its words; under half in common makes it new. The paragraphs shown are the 8 reworded the most in each section.

The paragraph that changed most in each section

The redline

Marked against last year's 10-K: cut words struck through, new words highlighted.

Risk Factors228 words changed in this paragraph; it is 50% similar to last year's version.
A significant portion of our consolidated revenues in 2024 2025 were generated in currencies other than the United States U.S. dollar, which is our reporting currency. We recognize foreign currency transaction gains and losses arising from our operations in the period incurred. As a result, currency fluctuations between the United States U.S. dollar and the currencies in which we do business have caused and may continue to cause foreign currency transaction and translation movements, which historically have been material and could continue to be material. We cannot predict the effects of exchange rate fluctuations upon our future operating results because of the number of currencies involved, the variability of currency exposures and the potential volatility of currency exchange rates. We take actions to manage our foreign currency exposure, such as entering into hedging transactions, where applicable, but we cannot assure that our strategies will adequately protect our consolidated operating results from the effects of exchange rate fluctuations. For example, the impact of conflicts in Europe and the Middle East, changes in monetary policies and the effects of the departure of the United Kingdom from the European Union ("Brexit") have caused increased volatility in global currency exchange rates that have resulted in the strengthening of the United States dollar against the foreign currencies in which we conduct business. Future adverse consequences arising from the conflicts in Europe and the Middle East and Brexit may include continued volatility in exchange rates. Any significant fluctuation in exchange rates may be harmful to our financial condition and results of operations. We also face risks arising from the imposition of exchange controls and currency devaluations. Exchange controls may limit our ability to convert foreign currencies into United States dollars or to remit dividends and other payments by our foreign subsidiaries or customers located in or conducting business in a country imposing controls. Currency devaluations diminish the United States dollar value of the currency of the country instituting the devaluation and, if they occur or continue for significant periods, could adversely affect our earnings or cash flow.

Source: Item 1A, 10-K 0000072331-25-000144 vs Item 1A, 10-K 0000072331-24-000177

Accounting Policies112 words changed in this paragraph; it is 41% similar to last year's version.
Cumulative Pension and Accumulated translation postretirement benefit other comprehensive adjustments loss and related hedging instruments plan adjustments loss Balance at October 31, 2022 (1) $ (160,046) $ (47,736) $ (207,782) Other comprehensive (loss) income before reclassification adjustments 31,409 (19,804) 11,605 Reclassifications from AOCI to Statement of Income (2) — (308) (308) Tax impact (4,643) 4,687 44 Balance at October 31, 2023 $ (1) (133,280) $ (63,161) $ (196,441) Pension and postretirement plan changes, net Other comprehensive (loss) income before reclassification adjustments 11,024 (6,129) 4,895 Reclassifications from AOCI to Statement of tax of $1,716 Income (2) — (4,789) (4,789) Currency translation losses 16,390 — 16,390 (419) (419) Tax impact 5,366 1,759 7,125 Balance at October 31, 2024 (1) (116,890) (67,950) (184,840) Other comprehensive (loss) income before reclassification adjustments 57,857 22,953 80,810 Reclassifications from AOCI to Statement of Income (2) — 1,060 1,060 Tax impact 8,515 (6,002) 2,513 Balance at October 31, 2025 (1) $ (116,890) (50,518) $ (67,950) (49,939) $ (184,840) (100,457)

Source: Item 8, Note 1 – Significant accounting policies, 10-K 0000072331-25-000144 vs Item 8, Note 1 – Significant accounting policies, 10-K 0000072331-24-000177

MD&A97 words changed in this paragraph; it is 59% similar to last year's version.
We have a $1,150,000 unsecured multi-currency credit facility with a group of banks that provides for 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 $850,000, maturing in June 2028. In anticipation of the ARAG acquisition, the Company entered into a €760,000 senior unsecured term loan facility with a group of banks in August 2023 (the "364-Day Term Loan Facility"). On September 13, 2023, the Company completed an underwritten public offering of $350,000 aggregate principal amount of the Company’s 5.600% Notes due 2028 (the “2028 Notes”) and $500,000 aggregate principal amount of the Company’s 5.800% Notes due 2033 (together with the 2028 Notes, the “Notes"). The Company used the net proceeds from the sale of the Notes to repay its borrowings under the 364-Day Term Loan Facility. At October 31, 2024, 2025, we had $280,000 $265,000 outstanding on the term loan facility and $240,000 $135,000 outstanding on the revolving credit facility.

Source: Item 7, 10-K 0000072331-25-000144 vs Item 7, 10-K 0000072331-24-000177

Legal Proceedings50 words changed in this paragraph; it is 60% similar to last year's version.
How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s goodwill impairment process whereby the Company develops assumptions that are used as inputs to the annual goodwill impairment tests. process. This included controls over management's review of the valuation models methodology and models, including sensitivities performed on the assumptions, described above. related inputs, such as revenue growth rates, operating margins and discount rates, to understand their impact on the related fair value estimates.

Source: Item 3, via Note 17 – Contingencies, 10-K 0000072331-25-000144 vs Item 3, via Note 16 – Contingencies, 10-K 0000072331-24-000177

Sentences and paragraphs added, removed or reworded

Every change, by type

Sentences and paragraphs of NDSN's Risk Factors and MD&A, 10-K Dec 17, 2025 against 10-K Dec 18, 2024. Each links to the text at sec.gov.

AddedRisk Factors
Changes in trade policies, tariffs, and other import/export regulations of the U.S. and other nations could change how we transact business, who we trade with, affect our relationships with customers and suppliers, and negatively impact our sales, margins and profitability. As a result, these government trade actions may create significant uncertainty in the global market and may have a material adverse impact on our business, financial condition and results of operations.
Read it in 10-K Dec 17, 2025 at sec.gov
AddedRisk Factors
We may be incorporating artificial intelligence technologies into our products, services and processes. These technologies may present business, compliance and reputational risks.
Read it in 10-K Dec 17, 2025 at sec.gov
AddedRisk Factors
The introduction of artificial intelligence ("AI") and machine-learning technologies, particularly generative AI, into internal processes, third-party services and/or new and existing offerings may result in new or expanded risks and liabilities, including due to enhanced governmental or regulatory scrutiny, litigation, compliance issues, ethical concerns, confidentiality or security risks, as well as other factors that could adversely affect our business, reputation and financial results. In addition, our personnel could, unbeknownst to us, improperly utilize AI and machine learning-technology while carrying out their responsibilities. The use of AI in third-party services and the development of our products and services could also cause loss of intellectual property, as well as subject us to risks related to intellectual property infringement or misappropriation, data privacy and cybersecurity. The use of artificial intelligence can lead to unintended consequences, including generating content that appears correct but is factually inaccurate, misleading or otherwise flawed, or that results in unintended biases and discriminatory outcomes, which could harm our reputation and business and expose us to risks related to inaccuracies or errors in the output of such technologies.
Read it in 10-K Dec 17, 2025 at sec.gov
AddedMD&A
2025 versus 2024: Gross margins were unchanged at 55.2 percent, while the increase in selling and administrative expenses was primarily driven by the full-year impact of the Atrion acquisition, partially offset by lower non-recurring acquisition costs.
Read it in 10-K Dec 17, 2025 at sec.gov
AddedMD&A
Segment EBITDA for IPS decreased 10 basis points due to lower organic sales. Segment EBITDA for MFS increased 40 basis points due to favorable mix from lower organic sales related to the divested contract manufacturing business and controlled spending. Segment EBITDA for ATS increased 180 basis points driven by strong incrementals on organic sales and lower selling and administrative expenses.
Read it in 10-K Dec 17, 2025 at sec.gov
AddedMD&A
Consolidated operating profit increased in 2025 compared to 2024 due to the overall increase in segment EBITDA and lower acquisition and related inventory step-up amortization costs partially offset by an increase in severance and other cost reduction costs, depreciation and amortization from recent acquisitions, and divestiture charges associated with the exit of the medical contract manufacturing business.
Read it in 10-K Dec 17, 2025 at sec.gov
AddedMD&A
The improvement in working capital was principally driven by increases in accounts payable and customer advance payments. During 2025, the Company was able to utilize its strong cashflow generation to repurchase over $300 million in common shares, reduce debt outstanding by approximately $224 million, pay $179 million in dividends, and fund capital projects to drive organic growth.
Read it in 10-K Dec 17, 2025 at sec.gov
Show the other 1
AddedMD&A
•Purchase obligations - The Company enters into purchase orders for materials used in our manufacturing processes in the ordinary course of business. As of October 31, 2025, the Company has purchase obligations to support the operation of its business similar to those included in historical cash flow trends.
Read it in 10-K Dec 17, 2025 at sec.gov

Sources

The two latest 10-Ks on EDGAR, section by section. Each change links to the text at sec.gov.

Also

New risk factors: paragraphs with nothing like them last year, quoted in full.

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