Director adds 672 Norwood Financial (NWFL) shares in open-market buys

Rhea-AI Filing Summary

NORWOOD FINANCIAL CORP director Joseph W. Carroll reported multiple open-market purchases of Common Stock on 2026-05-05. He bought a total of 672 shares at prices between $29.42 and $29.46 per share, through both direct holdings and indirect accounts including his spouse and IRAs. Following these transactions, he holds over 41,000 shares directly, plus additional indirect holdings such as 7,247 shares reported as owned by his spouse.

Insider Trade Summary

Net Buyer: 672 shares ($19,790)

Net Buy 7 txns

Insider Carroll Joseph W

Role null

Bought 672 shs ($20K)

Type	Security	Shares	Price	Value
Purchase	Common Stock	76	$29.46	$2K
Purchase	Common Stock	24	$29.43	$706.32
Purchase	Common Stock	100	$29.44	$3K
Purchase	Common Stock	96	$29.46	$3K
Purchase	Common Stock	100	$29.42	$3K
Purchase	Common Stock	276	$29.46	$8K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 41,670 shares (Direct, null); Common Stock — 1,004 shares (Indirect, By IRA)

Footnotes (1)

Key Figures

Total shares bought: 672 shares Purchase lot: 276 shares at $29.46 Purchase lot: 100 shares at $29.42 +5 more

8 metrics

Total shares bought 672 shares Open-market purchases on 2026-05-05

Purchase lot 276 shares at $29.46 Indirect, by Spouse IRA, 2026-05-05

Purchase lot 100 shares at $29.42 Indirect, by Spouse IRA, 2026-05-05

Purchase lot 96 shares at $29.46 Indirect, by IRA, 2026-05-05

Purchase lot 100 shares at $29.44 Indirect, by IRA, 2026-05-05

Direct purchase 24 shares at $29.43 Direct ownership, 41,694 shares after trade

Direct purchase 76 shares at $29.46 Direct ownership, 41,670 shares after trade

Spouse holding 7,247 shares Indirect ownership by spouse, holding entry

Key Terms

open-market purchase, indirect ownership, Common Stock, IRA, +1 more

5 terms

open-market purchase financial

"transaction_action is described as "open-market purchase" for several trades"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

indirect ownership financial

"ownership_type is "indirect" for spouse and IRA holdings"

Common Stock financial

"security_title is listed as "Common Stock" in each transaction"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

IRA financial

"nature_of_ownership fields include "By IRA" and "By Sposue IRA""

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

net-buy financial

"transactionSummary shows netBuySellDirection as "net-buy""

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^*

Carroll Joseph W

(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)
05/05/2026

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	05/05/2026		P		76	A	$29.46	41,670	D
Common Stock	05/05/2026		P		24	A	$29.43	41,694	D
Common Stock								7,247	I	By Spouse
Common Stock	05/05/2026		P		100	A	$29.44	1,004	I	By IRA
Common Stock	05/05/2026		P		96	A	$29.46	1,100	I	By IRA
Common Stock	05/05/2026		P		100	A	$29.42	824	I	By Sposue IRA
Common Stock	05/05/2026		P		276	A	$29.46	1,100	I	By Sposue IRA

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:

	/s/ Joseph W. Carroll By: Joseph Castrogiovanni, Power of Attorney	05/06/2026
	** 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 activity did NWFL director Joseph W. Carroll report?

Director Joseph W. Carroll reported buying 672 shares of Norwood Financial Corp common stock in open-market trades. These purchases were made across his direct account and indirect accounts including his spouse and IRAs, indicating increased overall exposure to NWFL shares.

At what prices did Joseph W. Carroll buy NWFL shares?

Joseph W. Carroll purchased Norwood Financial Corp common shares at prices between $29.42 and $29.46 per share. The filing lists several separate trades on 2026-05-05, each with its own exact price within that narrow range.

How many NWFL shares did Joseph W. Carroll buy in total?

He bought a total of 672 Norwood Financial Corp common shares. This total comes from six separate open-market purchase entries reported in the Form 4, covering both his direct holdings and indirect accounts such as his spouse’s IRA and his own IRA.

What are Joseph W. Carroll’s direct NWFL holdings after these trades?

After the reported transactions, Joseph W. Carroll’s direct Norwood Financial Corp holdings exceed 41,000 common shares. The Form 4 lists post-transaction direct share balances of 41,670 and 41,694 in the respective direct purchase entries on 2026-05-05.

What indirect NWFL holdings related to Joseph W. Carroll are disclosed?

The filing shows indirect ownership through his spouse and IRAs, including 7,247 shares reported as held by his spouse. Additional indirect balances of 1,100 and 1,004 shares are reported in accounts labeled as spouse IRA and IRA, all classified as indirect ownership in the Form 4.

Does the Form 4 show any NWFL share sales by Joseph W. Carroll?

No sales are reported in this Form 4. The transaction summary shows six open-market purchases totaling 672 shares and no sales transactions, resulting in a net-buy position for Joseph W. Carroll on 2026-05-05 in Norwood Financial Corp stock.