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
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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