STOCK TITAN

Norwood Financial (NWFL) director receives 46-share stock grant

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Norwood Financial Corp director Alexandra K. Nolan received 46 shares of Common Stock as a stock award on March 11, 2026 at $29.40 per share. This is classified as a grant or other acquisition under a company equity plan, not an open-market purchase.

Following the award, she directly holds 2,716 common shares. The filing also lists significant indirect holdings, including 217,077 shares held through the Michael C. Nolan Trust and 65,306 shares through the Alexandra K. Nolan Trust, plus several smaller restricted stock awards that vest over future years.

Positive

  • None.

Negative

  • None.
Insider Nolan Alexandra K
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 46 $29.40 $1K
holding Common Stock -- -- --
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 — 2,716 shares (Direct); Common Stock — 217,077 shares (Indirect, Michael C. Nolan Trust); Common Stock — 65,306 shares (Indirect, Alexandra K. Nolan Trust); Common Stock — 2,197 shares (Indirect, Restricted Stock)
Footnotes (6)
  1. F1. Director Retainer Shares issued under the 2024 Equity Incentive Plan.
  2. F2. 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. F3. 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. F4. 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. F5. 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. F6. 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.

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FAQ

What did Norwood Financial (NWFL) director Alexandra K. Nolan report in this Form 4?

Director Alexandra K. Nolan reported receiving 46 shares of Norwood Financial Common Stock on March 11, 2026. The shares were granted at $29.40 each as a stock award, categorized as a grant or other acquisition rather than an open-market purchase.

Is the 46-share transaction for NWFL an open-market buy or a stock grant?

The 46-share transaction is a stock grant, not an open-market buy. It is coded as a grant, award, or other acquisition, indicating compensation in shares under an equity plan rather than shares purchased in the open market.

How many Norwood Financial (NWFL) shares does Alexandra K. Nolan hold after this grant?

After the 46-share grant, Alexandra K. Nolan directly holds 2,716 Norwood Financial Common Stock shares. The Form 4 also shows additional indirect holdings through trusts and restricted stock positions, which are reported separately from her direct ownership.

What is the value reference price for the 46-share NWFL grant?

The 46-share grant to Alexandra K. Nolan uses a reference price of $29.40 per share. This price is typically used for reporting and valuation of the award on the Form 4, even though it is a grant rather than a cash purchase transaction.

How do the restricted stock awards for NWFL vest for Alexandra K. Nolan?

Footnotes state the restricted stock awards vest in equal installments over three or five years. Vesting begins on specific December dates between 2022 and 2026, contingent on continued service as an employee, outside director, or director emeritus.
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*
Nolan Alexandra K

(Last) (First) (Middle)
717 MAIN STREET

(Street)
HONESDALE PA 18431

(City) (State) (Zip)
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)
3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026
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
Common Stock 03/11/2026 A 46(1) A $29.4 2,716 D
Common Stock 217,077 I Michael C. Nolan Trust
Common Stock 65,306 I Alexandra K. Nolan Trust
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/ Alexandra K. Nolan by Mackenzie Jackson, Power of Attorney 03/13/2026
** 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.