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.
PHILLIPS KENNETH A reported acquisition or exercise transactions in this Form 4 filing.
NORWOOD FINANCIAL CORP director Kenneth A. Phillips reported an equity award of common stock. On August 10, 2026, he received 40 shares of common stock as Director Retainer Shares issued under the 2024 Equity Incentive Plan at a reported value of $34.02 per share, bringing his directly held common stock position to 15,933 shares. Additional indirect holdings are reported as restricted stock awards that vest in scheduled installments over future years, contingent on continued service.
Schmalzle Ronald R reported acquisition or exercise transactions in this Form 4 filing.
NORWOOD FINANCIAL CORP director Ronald R. Schmalzle received an equity award of 40 shares of common stock on August 10, 2026 at a value of $34.02 per share. The award consists of Director Retainer Shares issued under the 2024 Equity Incentive Plan, increasing his directly held shares to 8,918, with additional indirect holdings through an IRA and restricted stock awards that vest in future installments.
Shook James reported acquisition or exercise transactions in this Form 4 filing.
NORWOOD FINANCIAL CORP director James Shook received a grant of 40 shares of Common Stock on 2026-08-10 as Director Retainer Shares issued under the 2024 Equity Incentive Plan at a reference value of $34.02 per share. Following this award, he directly holds 12,626 Common shares. In addition, he has an indirect holding of 825 restricted shares, which are scheduled to vest in three equal installments beginning on December 15, 2026 and annually thereafter, subject to continued service.
Norwood Financial Corp reported stronger results for the quarter ended June 30, 2026. Net income for the quarter was $9,328 thousand, up from $6,205 thousand a year earlier, with basic and diluted earnings per share rising to $0.86 from $0.67. Net interest income increased to $26,839 thousand, driven by higher interest income on loans and securities, partially offset by higher deposit and borrowing costs and a higher provision for credit losses.
For the first six months of 2026, net income was $13,058 thousand versus $11,978 thousand in 2025, while basic earnings per share were $1.21 compared with $1.30, reflecting a larger share count. Total assets reached $2,907,914 thousand, loans receivable (net) were $2,237,181 thousand, and deposits totaled $2,514,297 thousand, reflecting growth that includes the acquisition of PB Bankshares, Inc. during the period. The company recorded other comprehensive loss of $3,200 thousand for the six months, mainly from unrealized losses on available-for-sale securities, reducing comprehensive income to $9,858 thousand.
Norwood Financial Corp director James Shook purchased 3,100 shares of Common Stock on July 28, 2026 at $34.55 per share. After this open-market or private transaction, he directly owns 12,586 shares and indirectly holds 825 shares of restricted stock vesting in three equal installments beginning December 15, 2026.
Norwood Financial Corp released a Q2 2026 investor presentation outlining strong community banking performance and its growth strategy. For the quarter ended June 30, 2026, net interest income was $26,839K, up 41% year-over-year, and adjusted net income was $9,370K, up 48%, producing record net interest income and record net income. Adjusted diluted EPS was $0.86, with adjusted return on average assets of 1.29% and adjusted return on average tangible equity of 15.11%.
Total assets reached 2,908 ($M), with total loans of 2,263 ($M) and deposits of 2,514 ($M), and a loans-to-deposits ratio of 90.0%. Noninterest income grew to 10,257K with higher debit card fees, and management targets more than 6% annual asset growth to over $5B and expanding noninterest income toward 20% of revenue.
The presentation updates the Presence Bank merger, noting tangible book value dilution of 2.24% versus 4.2% expected and earnback of 0.5 years versus 2.5 years expected, along with lower core deposit intangible and transaction expenses. Credit metrics included non-performing loans of 1.23% of loans and an allowance for credit losses of 1.13% of loans, supported by capital ratios above well-capitalized levels and 34 consecutive years of dividend increases.
Norwood Financial Corp reported higher Q2 2026 results, with net interest income of $26,839 thousand versus $19,065 thousand a year earlier and net income of $9,328 thousand versus $6,205 thousand. Diluted earnings per share were $0.86, up from $0.67. Net interest margin on a fully taxable-equivalent basis widened to 3.90% from 3.43%, and return on average assets improved to 1.28% from 1.06%. Excluding merger-related expenses and 2026 BOLI restructuring fees, Q2 Pre Provision Net Revenue was $13,626 thousand and net income $9,370 thousand, both higher than in Q2 2025.
Total assets reached $2,907,914 thousand at June 30, 2026, with loans of $2,262,813 thousand and deposits of $2,514,297 thousand. Book value per share rose to $26.59 and tangible book value to $22.96. Credit costs increased, with provision for credit losses of $1,944 thousand compared with $950 thousand a year earlier and annualized net charge-offs of 0.24%, up from 0.08%. This included a $729 thousand charge-off related to a borrower relationship with approximately $22 million of exposure that entered Chapter 11. Nonperforming loans rose to 1.21% of total loans and nonperforming assets to 0.97% of total assets.
Andress Spencer J reported acquisition or exercise transactions in this Form 4 filing.
Norwood Financial Corp director Spencer J. Andress received a grant of 43 shares of Common Stock on July 10, 2026, as Director Retainer Shares under the 2024 Equity Incentive Plan at $31.88 per share. After this award, he holds 8,413 shares directly and 7,247 shares indirectly through Comprehensive Planner Ltd.
Carroll Joseph W reported acquisition or exercise transactions in this Form 4 filing.
NORWOOD FINANCIAL CORP director Joseph W. Carroll reported compensation-related activity in Common Stock. On 2026-07-10 he received a grant of 43 shares at 31.8800 per share as Director Retainer Shares under the 2024 Equity Incentive Plan, increasing his direct holdings to 41827.0000 shares. The filing also lists indirect holdings of Common Stock held through a spouse, an IRA, and a spouse IRA.
FORTE ANDREW reported acquisition or exercise transactions in this Form 4 filing.
Director Andrew Forte of Norwood Financial Corp reported receiving a grant of 52 shares of Common Stock on July 10, 2026 at $31.8800 per share as Director Retainer Shares under the 2024 Equity Incentive Plan.
After the award, he directly holds 12,279 shares and also reports several indirect positions, including restricted stock and shares held through Forte, Inc. and an IRA, with individual account balances ranging from 40 to 7,944 shares.