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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): July 27, 2026

_____________________________

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)

(I.R.S. Employer
Identification Number)

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 (see General Instruction A.2. below):

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 class

Trading
symbol

Name of 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 

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 8 – Other Events

Item 7.01 Other Events.

Regulation FD Disclosure

The Company is furnishing materials included as Exhibit 99.1 to this report.  These materials will be utilized by the Company during presentations made by the Company. The Company is not undertaking to update these materials. The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This report will not be deemed an admission as to the materiality of any information herein (including Exhibit 99.1).

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d)The following exhibits are furnished with this report:

Exhibit
No.

  

Description

99.1

  

Investor Presentation dated July 27, 2026.

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

 

 

 

NORWOOD FINANCIAL CORP

DATE: July 27, 2026

 

 

By:

 

/s/ John M. McCaffery

 

 

 

John M. McCaffery

 

 

 

Executive Vice President and Chief Executive Officer

(Duly Authorized Representative)


ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

EX-99.1

EX-101.SCH

EX-101.LAB

EX-101.PRE

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