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.
The Norwood Financial Corp (NWFL) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures as a Nasdaq-listed bank holding company and parent of Wayne Bank. Norwood files current reports on Form 8-K to document material events such as earnings announcements, dividend declarations, merger agreements, regulatory approvals, acquisition closings and changes in its board of directors. These filings, together with its periodic reports, form the core record of Norwood’s public reporting as a commercial banking institution.
For investors analyzing Norwood’s financial performance, Form 8-K filings dated July 22, 2025 and October 22, 2025 are notable. In these reports, the company furnishes press releases that present results for the three and six months ended June 30, 2025 and the three and nine months ended September 30, 2025. The attached materials detail net interest income, net interest margin, loan and deposit balances, non-interest income, operating expenses, efficiency ratio, and measures such as return on average assets and return on average tangible equity. Stock Titan’s AI tools can summarize these disclosures to highlight key trends in margins, growth and profitability.
Norwood also uses Form 8-K to report dividend declarations. Filings dated June 18, 2025, September 17, 2025 and December 17, 2025 describe quarterly cash dividends on the company’s common stock, including per-share amounts, record dates and payment dates, and incorporate related press releases by reference. For income-focused investors, these filings document Norwood’s pattern of returning cash to shareholders over time.
A series of Form 8-K filings in July, October and December 2025 detail Norwood’s merger with PB Bankshares, Inc. and Presence Bank. The July 7, 2025 report describes the Agreement and Plan of Merger, the consideration structure, termination provisions and related voting agreements. Subsequent filings report the filing of a registration statement on Form S-4, the mailing of a joint proxy statement/prospectus, receipt of final regulatory approvals, and, in later press releases, completion of the acquisition and the merger of Presence Bank into Wayne Bank. Stock Titan’s AI summaries can help readers quickly understand the transaction terms, integration steps and potential risks outlined in the forward-looking statements sections.
Corporate governance developments are also captured in Norwood’s SEC filings. A September 16, 2025 Form 8-K reports the retirement of the company’s Chairman of the Board, his designation as Chairman Emeritus, the appointment of a new Chairman and Vice Chairman, and the addition of two new directors. The filing also discloses that, in the normal course of business, Wayne Bank has extended business loans to one of the new directors or related business interests on terms comparable to those offered to other customers.
On Stock Titan, Norwood’s SEC filings are updated as new documents are posted to EDGAR, and AI-powered summaries can assist in interpreting complex sections, such as merger agreements, forward-looking statements and detailed financial tables. Investors can use this page to track NWFL’s Form 8-K disclosures and, together with the company’s 10-K and 10-Q filings available from the SEC, build a comprehensive view of Norwood Financial’s regulatory history, financial condition and strategic actions.
Norwood Financial Corp (NWFL): Director Kenneth A. Phillips reported Form 4 transactions dated 10/31/2025. He purchased 100 shares at $26.50 and 50 shares at $26.30, and made gifts of 100 and 50 shares the same day. Following these transactions, he directly owned 14,390 common shares.
He also reports indirect holdings via restricted stock awards, including 140, 80, 420, 560, 825, and 122 shares, which vest over multi‑year schedules beginning on dates from December 2021 through December 2025, contingent on continued service.
Norwood Financial (NWFL) reported insider buying by a director. On 10/27/2025, the director purchased common stock in multiple open‑market trades: 1,563 shares at $26.82, 200 shares at $26.62, 1,937 shares at $26.63, and 100 shares at $26.58. Following these transactions, the director beneficially owned 4,830 shares directly and 409 shares indirectly through Lake Region Supermarket Inc.
Norwood Financial (NWFL) and PB Bankshares (PBBK) announced a merger in which each PB Bankshares share will be converted into either 0.7850 shares of Norwood common stock or $19.75 in cash, subject to allocation procedures designed to deliver an overall mix of 80% stock and 20% cash. The value of the stock consideration will fluctuate with Norwood’s share price; based on closing prices, it equated to $25.77 per PB Bankshares share on July 3, 2025 and $21.17 on October 27, 2025.
A special meeting of PB Bankshares shareholders is set for December 10, 2025 at 10:00 a.m. in Lancaster, PA, to vote on the merger agreement, which requires approval by a majority of outstanding shares entitled to vote. The parties expect to close in the fourth quarter of 2025 or first quarter of 2026, subject to regulatory and other customary conditions. The transaction is expected to be a tax-free reorganization for holders receiving stock. PB Bankshares may terminate if Norwood’s price declines by more than 20% relative to a specified benchmark unless Norwood adjusts consideration; a $2.4 million termination fee may apply in certain scenarios. Following closing, Presence Bank will merge into Wayne Bank and Norwood will remain the surviving corporation.
Norwood Financial Corp (NWFL) reported stronger Q3 2025 results. Net income rose to $8.3 million from $3.8 million a year ago, and diluted EPS increased to $0.89 from $0.48. Net interest income reached $20.5 million, while the fully tax‑equivalent net interest margin improved to 3.63% and net interest spread to 2.94%. Return on average assets was 1.40% and return on average tangible equity was 16.76%. Excluding merger charges, adjusted EPS was $0.94 and adjusted net income was $8.8 million.
For the nine months ended September 30, 2025, net income was $20.3 million and diluted EPS was $2.22. Credit quality remained sound, with nonperforming loans at 0.36% of total loans and the allowance at 1.10% of loans. The company ended the quarter with total assets of $2.41 billion, loans of $1.81 billion, deposits of $2.07 billion, and stockholders’ equity of $234.9 million. Norwood also highlighted its pending merger with PB Bankshares; a Form S‑4 has been filed but not yet declared effective, and PB Bankshares stockholder approval will be sought via joint proxy statement/prospectus.
Norwood Financial Corp (NWFL) furnished materials tied to its latest results. On October 22, 2025, the company issued a press release announcing earnings for the three and nine months ended September 30, 2025, furnished as Exhibit 99.1, and hosted an earnings call supported by an investor presentation furnished as Exhibit 99.2.
The company also referenced its proposed merger with PB Bankshares. Norwood has filed a Form S-4 to register shares to be issued in the transaction; the registration statement has not yet been declared effective, and a joint proxy statement/prospectus will be mailed to PB Bankshares stockholders seeking their approval.
Norwood Financial Corp announced it will release its third quarter 2025 financial results on October 22, 2025, and will host a webcast and conference call the same day to discuss the results.
The company furnished a press release as Exhibit 99.1 in connection with this announcement; it is designated as furnished and not filed under the Exchange Act.
James Shook filed an initial Form 3 reporting beneficial ownership in NORWOOD FINANCIAL CORb (NWFL). The event date reported is
Norwood Financial Corp. filed an amended S-4 registering the proposed merger with PB Bankshares, Inc. and issued a combined proxy statement/prospectus describing transaction mechanics, voting procedures and key financial effects. The document shows a 20-day volume-weighted average price of $25.77 as of
The filing describes the merger as intended to qualify as a tax-free reorganization for U.S. federal income tax purposes, includes executive employment and change-in-control terms, and discloses possible non-recurring integration charges (system conversions, severance, branding) with unspecified timing or amounts. Key banking metrics and balance-sheet changes are shown: commercial real estate loans rose to
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.