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

April 25, 2025

Date of Report (Date of earliest event reported)

PENNS WOODS BANCORP, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania

000-17077

23-2226454

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Ident. No.)


300 Market Street	P.O. Box 967	17703-0967
Williamsport	Pennsylvania	(Zip Code)
(Address of principal executive offices)


			(570)			322-1111
			Registrant's telephone number, including area code


N/A
(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 Exchange Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, $5.55 par value

PWOD

The Nasdaq Global Select Market

Indicated 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) ☐

If an emerging growth company, indicate by check mark if 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 ☐

Item 2.02 Results of Operation and Financial Condition.

On April 25, 2025, Penns Woods Bancorp, Inc. (the “Company”) distributed a press release announcing its earnings for the period ended March 31, 2025. The press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

99.1 Press release, dated April 25, 2025, of Penns Woods Bancorp, Inc. announcing earnings for the period ended March 31, 2025.

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.


		PENNS WOODS BANCORP, INC.

Dated:	April 25, 2025

		By:	/s/ Brian L. Knepp
			Brian L. Knepp
			President and Chief Financial Officer

EXHIBIT INDEX


Exhibit Number						Description
99.1						Press release, dated April 25, 2025, of Penns Woods Bancorp, Inc. announcing earnings for the period ended March 31, 2025.
104						Cover page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

PENNS WOODS BANCORP INC 8-K