Welcome to our dedicated page for Norwood Finl SEC filings (Ticker: NWFL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Norwood Financial Corp filings document the public-company disclosures of a bank holding company for Wayne Bank. Its Form 8-K reports furnish earnings releases, earnings-call materials, annual-meeting presentations, dividend announcements, and other material-event disclosures tied to operating results, financial condition, shareholder distributions, and business strategy.
The company’s proxy and annual-meeting filings cover director elections, auditor ratification, advisory executive-compensation votes, and final voting results. Norwood’s filings also identify its Nasdaq-listed common stock, capital-structure terms, governance matters, exhibits, and Regulation FD materials associated with its regional banking operations and completed bank acquisition activity.
Marissa S. Nacinovich filed an initial Form 3 reporting beneficial ownership in Norwood Financial Corp (NWFL). The filing shows 200 shares of common stock held in a direct ownership form. The event requiring the statement is dated 09/16/2025 and the form was signed on 09/30/2025 by an attorney-in-fact. The filing identifies Ms. Nacinovich as a Director of the issuer and indicates this is a filing by one reporting person. No derivatives or convertible securities are reported.
Norwood Financial Corp. (NWFL) is filing an S-4 to effect a business combination with PB Bankshares, Inc., including an Agreement and Plan of Merger dated July 7, 2025. The proxy/prospectus describes consideration mechanics (stock or cash elections, 20% aggregate cash limit and treatment of "non-election shares") and related governance and compensation arrangements for PB Bankshares executives and directors. Norwood reported balance-sheet trends through Dec 31, 2024 and June 30, 2025: commercial real estate loans rose from $205.2 million to $226.8 million; gross loans increased to $358.4 million at June 30, 2025; cash and cash equivalents rose to $55.9 million; debt securities available-for-sale declined to $35.6 million. Net interest margin improved to 2.88% for Q2 2025 (up 34 bps year-over-year) and net interest rate spread widened to 2.40%. Nonperforming assets were 0.25% at Dec 31, 2024. Provision for credit losses for Q2 2025 was $40,000 versus $17,000 in Q2 2024. The filing discloses transaction multiples and precedent deal metrics and warns of potential non-recurring integration charges and liquidity/credit risks.
Norwood Financial Corp. (NWFL) is filing an S-4 to effect a business combination with PB Bankshares, Inc., including an Agreement and Plan of Merger dated July 7, 2025. The proxy/prospectus describes consideration mechanics (stock or cash elections, 20% aggregate cash limit and treatment of "non-election shares") and related governance and compensation arrangements for PB Bankshares executives and directors. Norwood reported balance-sheet trends through Dec 31, 2024 and June 30, 2025: commercial real estate loans rose from $205.2 million to $226.8 million; gross loans increased to $358.4 million at June 30, 2025; cash and cash equivalents rose to $55.9 million; debt securities available-for-sale declined to $35.6 million. Net interest margin improved to 2.88% for Q2 2025 (up 34 bps year-over-year) and net interest rate spread widened to 2.40%. Nonperforming assets were 0.25% at Dec 31, 2024. Provision for credit losses for Q2 2025 was $40,000 versus $17,000 in Q2 2024. The filing discloses transaction multiples and precedent deal metrics and warns of potential non-recurring integration charges and liquidity/credit risks.
NORWOOD FINANCIAL CORP (NWFL) filed an 8-K reporting two press releases dated Sept 17, 2025: one announcing changes to the board and another announcing a dividend. The filing also discloses that during the fiscal year ended December 31, 2024, the largest aggregate outstanding principal balance of all such loans was $32,983. The submission is signed by James O. Donnelly and includes an interactive Inline XBRL cover page. The filing gives the event dates and a loan balance figure but provides no further details about the board changes or the dividend amount.
NORWOOD FINANCIAL CORP (NWFL) filed an 8-K reporting two press releases dated Sept 17, 2025: one announcing changes to the board and another announcing a dividend. The filing also discloses that during the fiscal year ended December 31, 2024, the largest aggregate outstanding principal balance of all such loans was $32,983. The submission is signed by James O. Donnelly and includes an interactive Inline XBRL cover page. The filing gives the event dates and a loan balance figure but provides no further details about the board changes or the dividend amount.
Norwood Financial Corp (NWFL) – Q2 2025 10-Q snapshot
- Net income rose 47% YoY to $6.2 m; EPS $0.67 vs $0.52. Six-month earnings up 39% to $12.0 m ($1.30/share).
- Net interest income +28% to $19.1 m as loans expanded 4.5% to $1.77 bn; securities portfolio steady at $402 m.
- Provision for credit losses increased to $0.95 m (Q2) lifting the allowance to $20.9 m, or 1.17% of loans.
- Funding mix: Deposits grew 7.5% to $1.998 bn, allowing short-term borrowings to fall 77% to $26.5 m.
- Capital: Stockholders’ equity improved 5.6% to $225 m as AOCI loss narrowed to –$27.5 m. Shares outstanding 9.26 m.
- Cash flow & returns: Operating cash flow $15.9 m; $0.62/share dividends paid YTD; $0.35 m in buybacks.
Higher loan yields and disciplined expenses drove profit growth despite a larger credit provision. Non-performing assets remain low at $8.1 m (0.45% of loans) with no loans 90+ days past due, supporting a stable risk profile.
James O. Donnelly, reporting person and the President & CEO and a director of Norwood Financial Corp (NWFL), reported a purchase transaction on the Form 4 filed for transactions dated 08/06/2025. The filing shows a purchase of 200 shares of common stock at a reported price of $23.90, resulting in 8,663 shares beneficially owned directly following the transaction. The form was signed by attorney-in-fact John M. McCaffery on 08/06/2025.
The filing also discloses indirect beneficial ownership of restricted stock reported as 300, 1,500, 5,157, and 5,923 shares, each subject to the vesting schedules described in the form: one award with a 70% vest at the one-year anniversary of May 10, 2022 and 10% annually thereafter, and three awards vesting in five equal annual installments beginning on 12/13/2023, 12/12/2024, and 12/15/2025, respectively.
Filing: Form 4 filed for Ronald R. Schmalzle, Director of Norwood Financial Corp (NWFL), reporting transactions dated 08/05/2025.
Transactions: Reporting person acquired 600 shares of common stock at a reported price of $24.35. Following the reported transaction, beneficial ownership is reported as 8,715 shares direct. Additional reported holdings include 26,468 shares held in an IRA (indirect) and 825 restricted shares (indirect).
Other details: Relationship to issuer: Director. Explanation states the restricted award vests in three equal installments beginning December 15, 2025, annually thereafter during continued service. Form signed on 08/05/2025 by attorney-in-fact John M. McCaffery.
Norwood Financial Corp (NWFL) – Form 4 insider activity: EVP & CFO John M. McCaffery, Jr. reported an open-market purchase of 500 common shares on 08/01/2025 at $24.10 per share (transaction code P). The purchase was made through his IRA, lifting that account’s stake to 3,000 shares.
After the transaction, McCaffery’s total beneficial ownership is 6,504 shares, comprising 1,200 directly held shares, 3,000 indirect IRA shares, and two unvested restricted-stock awards (804 shares vesting 200/201/201 beginning 06/24/2025; 1,500 shares vesting in five equal annual installments starting 12/15/2025). No derivative securities were reported. The ~$12k incremental purchase indicates incremental insider confidence but is small relative to NWFL’s market capitalization.