If You Invested in Penns Woods Bancorp Inc (PWOD)

Penns Woods Bancorp, Inc. (historically traded on the NASDAQ Global Select Market under the symbol PWOD) was a bank holding company in the commercial banking industry within the finance and insurance sector. According to company disclosures and transaction announcements, Penns Woods served as the multi-bank holding company for Jersey Shore State Bank and Luzerne Bank, with operations focused on North Central and Northeastern Pennsylvania. The company’s common stock represented ownership in this regional banking organization until its acquisition by Northwest Bancshares, Inc.

Public filings and press releases describe Penns Woods as providing financial services through its subsidiary banks and related entities. As stated in multiple earnings releases, Penns Woods Bancorp, Inc. was the parent company of Jersey Shore State Bank, which operated sixteen branch offices providing financial services in Lycoming, Clinton, Centre, Montour, Union, and Blair Counties, and Luzerne Bank, which operated eight branch offices providing financial services in Luzerne County. In addition, United Insurance Solutions, LLC offered insurance products, and investment and insurance products were offered through Jersey Shore State Bank’s subsidiary, The M Group, Inc. d/b/a The Comprehensive Financial Group.

In transaction-related disclosures, Penns Woods is described as a multi-bank holding company whose banks served customers through retail banking, commercial banking, mortgage services, and financial services divisions. Headquartered in Williamsport, Pennsylvania, Penns Woods reported consolidated financial results that reflected its activities in areas such as commercial loan growth, indirect auto lending, deposit gathering, and management of an investment securities portfolio, as detailed in its quarterly and annual earnings releases.

Corporate transformation and acquisition by Northwest Bancshares, Inc.

Penns Woods underwent a significant corporate change through a merger with Northwest Bancshares, Inc. (NASDAQ: NWBI), the bank holding company for Northwest Bank. According to joint press releases and a Form 8-K filed with the U.S. Securities and Exchange Commission, Northwest and Penns Woods entered into an Agreement and Plan of Merger dated December 16, 2024, under which Northwest agreed to acquire Penns Woods in an all-stock transaction.

The Form 8-K filed by Penns Woods states that, pursuant to the Merger Agreement, on July 25, 2025 Penns Woods merged with and into Northwest, with Northwest continuing as the surviving corporation. Immediately following the effective time of the merger, each of Penns Woods’ wholly owned banking subsidiaries, Jersey Shore State Bank and Luzerne Bank, merged with and into Northwest’s wholly owned banking subsidiary, Northwest Bank, with Northwest Bank as the surviving bank. As a result of these mergers, Penns Woods ceased to exist as a separate legal entity and its banking operations became part of Northwest Bank.

Under the terms described in the Form 8-K and related merger announcements, each share of Penns Woods common stock outstanding immediately prior to the effective time of the merger was converted into the right to receive 2.385 shares of Northwest common stock, subject to cash in lieu of fractional shares. The 8-K further notes that, at the effective time, holders of Penns Woods common stock ceased to have rights in the former PWOD shares other than the right to receive the merger consideration described in the Merger Agreement.

Delisting and deregistration of PWOD common stock

The company’s change in status is documented in both exchange and SEC filings. A Form 8-K reports that on July 24, 2025, NASDAQ was notified that the merger and related bank mergers would be effective as of July 25, 2025, and that Penns Woods requested NASDAQ to suspend trading of Penns Woods common stock, withdraw PWOD from listing on NASDAQ at the close of trading on July 25, 2025, and file a notification of delisting under Section 12(b) of the Securities Exchange Act of 1934. The filing states that, as a result, Penns Woods common stock would no longer be listed on NASDAQ.

A separate Form 25 (25-NSE) filed on July 28, 2025, by Nasdaq Stock Market LLC identifies PENNS WOODS BANCORP INC as the issuer and confirms the removal of its common stock from listing and/or registration under Section 12(b) of the Exchange Act. The Form 25 specifies the class of securities as common stock and reflects the exchange’s action to strike the class from listing.

Subsequently, a Form 15 (15-12G) dated August 8, 2025, was filed under the name Penns Woods Bancorp, Inc. This filing is a certification and notice of termination of registration under Section 12(g) of the Exchange Act and suspension of the duty to file reports under Sections 13 and 15(d). The Form 15 indicates that the approximate number of holders of record as of the certification date was one and confirms that the issuer was relying on specified rules to terminate or suspend its reporting obligations. Together, these filings document that PWOD common stock was delisted and deregistered following completion of the merger.

Business activities and financial reporting prior to the merger

Prior to its acquisition, Penns Woods regularly reported financial results through earnings releases and SEC filings. These disclosures describe a balance sheet that included loans, investment debt securities, investment equity securities, restricted investment in bank stock, deposits, and borrowings. The company’s communications emphasized areas such as net interest margin, provisions for credit losses, non-performing loans, deposit mix (including core deposits, time deposits, and brokered deposits), and shareholders’ equity.

Earnings releases note that Penns Woods placed continued emphasis on commercial loan growth and indirect auto lending, and that its deposit gathering efforts focused on increasing utilization of electronic (internet and mobile) deposit banking by customers. The company also discussed the use of brokered deposits to supplement funding for loan portfolio growth and to reduce reliance on higher-cost short-term borrowings. These operational details illustrate how the holding company and its banks managed their lending and funding activities within their Pennsylvania markets.

In addition to banking operations, Penns Woods’ disclosures highlight its insurance and investment-related activities. United Insurance Solutions, LLC is described as offering insurance products, while The M Group, Inc. d/b/a The Comprehensive Financial Group is identified as the entity through which investment and insurance products are offered. These activities were conducted through subsidiaries of Jersey Shore State Bank, as stated in multiple earnings releases.

Historical context for investors researching PWOD

For investors and researchers examining the historical PWOD ticker, it is important to recognize that Penns Woods Bancorp, Inc. no longer trades as an independent public company. As documented in the July 28, 2025 Form 8-K, Penns Woods was merged with and into Northwest Bancshares, Inc., and the former PWOD shares were converted into shares of Northwest common stock according to the agreed exchange ratio. The NASDAQ delisting recorded in the Form 25 and the deregistration reflected in the Form 15 confirm that PWOD ceased to be a listed and reporting company following the merger.

Historically, Penns Woods functioned as a regional bank holding company headquartered in Williamsport, Pennsylvania, overseeing Jersey Shore State Bank and Luzerne Bank and related financial services entities. Its operations and financial performance are documented in its prior SEC filings and press releases, including quarterly and annual earnings reports, dividend announcements, and merger-related communications. Those documents provide the primary source of information on the company’s legacy business, geographic footprint within Pennsylvania, and the steps leading to its combination with Northwest Bancshares, Inc.

Key points about Penns Woods Bancorp, Inc. (historical PWOD)

• Bank holding company in the commercial banking industry within the finance and insurance sector.
• Headquartered in Williamsport, Pennsylvania, according to company press releases and SEC filings.
• Parent of Jersey Shore State Bank and Luzerne Bank, serving North Central and Northeastern Pennsylvania.
• Associated entities included United Insurance Solutions, LLC and The M Group, Inc. d/b/a The Comprehensive Financial Group.
• Common stock previously listed on the NASDAQ Global Select Market under the symbol PWOD.
• Acquired by Northwest Bancshares, Inc. pursuant to a merger agreement dated December 16, 2024.
• Merger completed on July 25, 2025, with Penns Woods merging into Northwest and its banks merging into Northwest Bank.
• PWOD common stock delisted from NASDAQ as documented in a Form 25 filed July 28, 2025.
• Registration of PWOD common stock terminated and reporting obligations suspended via Form 15 filed August 8, 2025.