Mark J. Tritton - May 20, 2025 Form 4 Insider Report for NORDSTROM INC (JWN)

Role: Director
Signature: Brian B. DeFoe, Attorney-in-Fact for Mark J. Tritton
Stock symbol: JWN
Transactions as of: May 20, 2025
Transactions value $: $0
Form type: 4
Date filed: 5/20/2025, 04:56 PM
Previous filing: Jun 4, 2024
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Tritton Mark J	Director	C/O NORDSTROM, INC., 1617 SIXTH AVENUE, SEATTLE	Brian B. DeFoe, Attorney-in-Fact for Mark J. Tritton	2025-05-20	0001470335

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	JWN	Common Stock	Disposed to Issuer		-34.7K	-100%		0	May 20, 2025	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Mark J. Tritton is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On May 20, 2025 pursuant to the Agreement and Plan of Merger ("Merger Agreement"), dated as of December 22, 2024, by and among Nordstrom, Inc. ("Company"), Nordstrom Holdings, Inc. (formerly Norse Holdings, Inc.) ("Parent"), and Navy Acquisition Co. Inc. ("Acquisition Sub"), Acquisition Sub merged with and into the Company (the "Merger"), with the Company surviving as a wholly owned subsidiary of Parent. As a result of the consummation of the Merger, the Common Stock will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
F2	Represents shares of Common Stock which, at the Effective Time, were cancelled and converted into the right to receive $24.25 per share in cash, without interest and less any required tax withholdings.

Content

On May 20, 2025 pursuant to the Agreement and Plan of Merger ("Merger Agreement"), dated as of December 22, 2024, by and among Nordstrom, Inc. ("Company"), Nordstrom Holdings, Inc. (formerly Norse Holdings, Inc.) ("Parent"), and Navy Acquisition Co. Inc. ("Acquisition Sub"), Acquisition Sub merged with and into the Company (the "Merger"), with the Company surviving as a wholly owned subsidiary of Parent. As a result of the consummation of the Merger, the Common Stock will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934, as amended (the "Exchange Act").

Represents shares of Common Stock which, at the Effective Time, were cancelled and converted into the right to receive $24.25 per share in cash, without interest and less any required tax withholdings.

Remarks:

As of May 20, 2025, in connection with the closing of the Merger Agreement, the Reporting Person has resigned from the Board of Directors of Nordstrom, Inc. As a result, the Reporting Person is no longer subject to Section 16 in connection with transactions in securities of Nordstrom, Inc.