Northwest Bancshares, Inc Insider Trading Activity

Insider Trade Summary

Grant/Award: 107,484 shares

Grant/Award 2 txns

Insider Grafmyre Richard A

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Northwest Bancshares, Inc. Common Stock	105,576	$12.63	$1.33M
Grant/Award	Northwest Bancshares, Inc. Common Stock	1,908	$12.63	$24K

Holdings After Transaction: Northwest Bancshares, Inc. Common Stock — 105,576 shares (Direct); Northwest Bancshares, Inc. Common Stock — 1,908 shares (Indirect, Wife)

Footnotes (2)

1. F1. Received in exchange for 44,267 shares of Penns Woods Bancorp, Inc.'s ("PWOD") common stock in connection with the merger of PWOD into Northwest Bancshares, Inc. ("NWBI") on July 25, 2025 (the "Merger"). On the effective date of the Merger, the closing price of PWOD's common stock was $30.00 per share, and the closing price of NWBI's common stock was $12.63 per share.
2. F2. Received in exchange for 800 shares of PWOD common stock in connection with the Merger. On the effective date of the Merger, the closing price of PWOD's common stock was $30.00 per share, and the closing price of NWBI's common stock was $12.63 per share.

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Accepted by SEC EDGAR 07/29/2025 - 09:08 AM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Grafmyre Richard A

(Last) (First) (Middle)

3 EASTON OVAL

SUITE 500

(Street)

COLUMBUS OH 43219

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Northwest Bancshares, Inc. [ NWBI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Northwest Bancshares, Inc. Common Stock	07/25/2025		A		105,576	A	$12.63	105,576(1)	D
Northwest Bancshares, Inc. Common Stock	07/25/2025		A		1,908	A	$12.63	1,908(2)	I	Wife

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Received in exchange for 44,267 shares of Penns Woods Bancorp, Inc.'s ("PWOD") common stock in connection with the merger of PWOD into Northwest Bancshares, Inc. ("NWBI") on July 25, 2025 (the "Merger"). On the effective date of the Merger, the closing price of PWOD's common stock was $30.00 per share, and the closing price of NWBI's common stock was $12.63 per share.

2. Received in exchange for 800 shares of PWOD common stock in connection with the Merger. On the effective date of the Merger, the closing price of PWOD's common stock was $30.00 per share, and the closing price of NWBI's common stock was $12.63 per share.

Remarks:

	/s/ Richard A. Grafmyre by Douglas M. Schosser, Attorney-in-Fact	07/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.