Norwood Financial (NWFL) director granted 45 common shares

Rhea-AI Filing Summary

LAMONT KEVIN M reported acquisition or exercise transactions in this Form 4 filing.

NORWOOD FINANCIAL CORP director Kevin M. Lamont received a stock award rather than making an open-market trade. On April 10, 2026, he was granted 45 shares of common stock at $30.39 per share as Director Retainer Shares under the 2024 Equity Incentive Plan.

Following this grant, Lamont directly holds 135,915 common shares, with additional indirect holdings listed for his spouse and several restricted stock awards that vest over time in equal annual installments beginning on specified December dates.

Insider Trade Summary

8 transactions reported

Mixed 8 txns

Insider LAMONT KEVIN M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	45	$30.39	$1K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 135,915 shares (Direct); Common Stock — 463 shares (Indirect, Spouse)

Footnotes (1)

1. Director Retainer Shares issued under the 2024 Equity Incentive Plan. Award vests in five equal installments beginning on December 14, 2022 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable. Award vests in five equal installments beginning on December 13, 2023 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable. Award vests in five equal installments beginning on December 12, 2024 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable. Award vests in three equal installments beginning on December 15, 2025 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable. Award vests in three equal installments beginning on December 15, 2026 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

Key Figures

Director stock grant: 45 shares Grant valuation price: $30.39 per share Direct holdings after grant: 135,915 shares +4 more

7 metrics

Director stock grant 45 shares Common Stock grant on April 10, 2026

Grant valuation price $30.39 per share Value used for Director Retainer Shares

Direct holdings after grant 135,915 shares Common Stock directly owned by Kevin M. Lamont after transaction

Spouse indirect holdings 463 shares Common Stock held indirectly via spouse

Restricted stock holding example 825 shares Common Stock listed as indirect Restricted Stock holding

Five-installment vesting start December 14, 2022 Footnote: award vests in five equal annual installments

Later three-installment vesting start December 15, 2025 Footnote: award vests in three equal annual installments

Key Terms

Director Retainer Shares, 2024 Equity Incentive Plan, Restricted Stock, Outside Director, +1 more

5 terms

Director Retainer Shares financial

"Director Retainer Shares issued under the 2024 Equity Incentive Plan."

2024 Equity Incentive Plan financial

"Director Retainer Shares issued under the 2024 Equity Incentive Plan."

Restricted Stock financial

"nature_of_ownership": "Restricted Stock""

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Outside Director financial

"during such periods of continued service as an Employee, Outside Director or Director Emeritus"

Director Emeritus financial

"during such periods of continued service as an Employee, Outside Director or Director Emeritus"

Form 4 Insider Transactions: What Each Field Means →

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LAMONT KEVIN M

(Last) (First) (Middle)

717 MAIN STREET

(Street)

HONESDALE PENNSYLVANIA 18431

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NORWOOD FINANCIAL CORP [ NWFL ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026

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

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

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

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
Common Stock	04/10/2026		A		45(1)	A	$30.39	135,915	D
Common Stock								463	I	Spouse
Common Stock								40(2)	I	Restricted Stock
Common Stock								280(3)	I	Restricted Stock
Common Stock								420(4)	I	Restricted Stock
Common Stock								550(5)	I	Restricted Stock
Common Stock								82(5)	I	Restricted Stock
Common Stock								825(6)	I	Restricted Stock

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. Director Retainer Shares issued under the 2024 Equity Incentive Plan.

2. Award vests in five equal installments beginning on December 14, 2022 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

3. Award vests in five equal installments beginning on December 13, 2023 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

4. Award vests in five equal installments beginning on December 12, 2024 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

5. Award vests in three equal installments beginning on December 15, 2025 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

6. Award vests in three equal installments beginning on December 15, 2026 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

	/s/ Kevin M. Lamont By: Mackenzie Jackson, Power of Attorney	04/14/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did NORWOOD FINANCIAL CORP (NWFL) report for Kevin M. Lamont?

NORWOOD FINANCIAL CORP reported that director Kevin M. Lamont received a grant of common stock. On April 10, 2026, he was awarded 45 Director Retainer Shares as part of his board compensation, rather than buying shares in the open market.

How many NORWOOD FINANCIAL (NWFL) shares did Kevin M. Lamont receive and at what price?

Kevin M. Lamont received 45 shares of NORWOOD FINANCIAL common stock. The grant is recorded at a price of $30.39 per share, reflecting the value used in the Form 4, consistent with a routine equity-based retainer for board service.

What are Kevin M. Lamont’s NORWOOD FINANCIAL (NWFL) direct share holdings after this grant?

After the April 10, 2026 grant, Kevin M. Lamont directly holds 135,915 shares of NORWOOD FINANCIAL common stock. This figure reflects only his direct ownership; the Form 4 also lists additional indirect holdings through his spouse and various restricted stock awards.

How are Kevin M. Lamont’s NORWOOD FINANCIAL (NWFL) restricted stock awards structured?

His restricted stock awards vest in equal annual installments. Footnotes state some awards vest in five equal parts beginning on December 14, 2022, December 13, 2023, and December 12, 2024, while others vest in three equal parts beginning December 15, 2025 and December 15, 2026.

What does the 2024 Equity Incentive Plan mean for NORWOOD FINANCIAL (NWFL) directors?

The 2024 Equity Incentive Plan provides for equity-based compensation such as Director Retainer Shares. In this filing, Kevin M. Lamont’s 45-share grant is described as Director Retainer Shares issued under that plan, aligning director compensation partly with the company’s common stock.

Does Kevin M. Lamont have indirect or spouse-related holdings in NORWOOD FINANCIAL (NWFL)?

Yes. The Form 4 shows 463 common shares held indirectly through his spouse, plus several indirect restricted stock positions. These indirect entries are labeled with ownership type “I” and nature of ownership such as “Spouse” or “Restricted Stock” for clarity on how the shares are held.