false 0001013272 0001013272 2023-08-23 2023-08-23

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) August 23, 2023

 

 

Norwood Financial Corp

(Exact name of registrant as specified in its charter)

 

 

 

Pennsylvania   0-28364   23-2828306

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

717 Main Street, Honesdale, Pennsylvania   18431
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (570) 253-1455

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading

symbol(s)

  

Name of each exchange

on which registered

Common Stock, par value $0.10 per share   NWFL   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

NORWOOD FINANCIAL CORP

INFORMATION TO BE INCLUDED IN THE REPORT

Section 7 - Regulation FD

 

Item 7.01

Regulation FD Disclosure.

On August 23, 2023, Norwood Financial Corp (the “Company”) issued a press release announcing that its wholly-owned bank subsidiary, Wayne Bank, was recently ranked as one of the top 25 best banks in the country and ranked tenth in the country for banks in the $1B-$5B asset size category. A copy of the press release is furnished with this report as exhibit 99.1 hereto and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

 

Item 9.01

Financial Statements and Exhibits.

 

  (d)

The following exhibits are furnished with this report.

 

Number

   

Description

99.1    Press Release dated August 23, 2023.
104    The cover page for this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      NORWOOD FINANCIAL CORP
Date: August 23, 2023     By:  

/s/ William S. Lance

      William S. Lance
      Executive Vice President and Chief Financial Officer
      (Duly Authorized Representative)

Exhibit 99.1

 

LOGO

For Immediate Release

Contact: Kristen E. Lancia, CFMP, Vice President

Email: kristen.lancia@waynebank.com

Phone: (570) 253-8594

Wayne Bank Ranks Amongst Top Banks in Country

Honesdale, PA – August 23, 2023 – Wayne Bank, a subsidiary of Norwood Financial Corp (Nasdaq Global Market – NWFL), was recently ranked by Bank Director magazine as one of the top 25 best banks in the country in their Ranking Banking, The Best US Banks 2023 publication. Wayne Bank was also ranked number ten (#10) in the country for banks in the $1B-$5B asset size category.

Bank Director applied a consistent set of metrics to determine the best banks, based on calendar year 2022 results. Wayne Bank was evaluated on its profitability, capital adequacy, asset quality, and total shareholder return. For this 2023 study, Bank Director identified The Best U.S. Banks 2023: those that balance growth and profitability, deliver long-term shareholder value, and execute their goals in a safe and sound manner. They also examined factors that drive performance, including growth, leadership, board oversight, and technological innovation.

President and Chief Executive Officer, James O. Donnelly, stated, “We are delighted and honored to be on both prestigious lists of The Best U.S. Banks 2023. Our inclusion in the Top 25 Banks in the Country overall is an accomplishment we have never before achieved. Last year, Wayne Bank was ranked at number seventy-one for banks in our asset size. This year we are proud to say that our dedication and commitment to shareholders, employees, customers, and our communities has helped us rise to number ten in our asset size. This is a testament to the dedication of our employees and to executing our strategic vision.”

Wayne Bank is a subsidiary of Norwood Financial Corp., Member FDIC, and is located in Honesdale, Pennsylvania. The Bank has 29 Community Offices serving Wayne, Pike, Monroe, Lackawanna, and Luzerne Counties in Pennsylvania, along with Delaware, Sullivan, Otsego, Ontario, and Yates Counties in New York, including those offices operating under the Bank of Cooperstown and Bank of the Finger Lakes brands. The stock trades on the NASDAQ Global Market under the symbol— NWFL

###

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Aug. 23, 2023
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Entity Central Index Key 0001013272
Document Type 8-K
Document Period End Date Aug. 23, 2023
Entity Registrant Name Norwood Financial Corp
Entity Incorporation State Country Code PA
Entity File Number 0-28364
Entity Tax Identification Number 23-2828306
Entity Address, Address Line One 717 Main Street
Entity Address, City or Town Honesdale
Entity Address, State or Province PA
Entity Address, Postal Zip Code 18431
City Area Code (570)
Local Phone Number 253-1455
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Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.10 per share
Trading Symbol NWFL
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
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