Nacinovich Marissa S 4

What Happened Marissa S. Nacinovich, a director of Norwood Financial Corp. (NWFL), received two equity awards (transaction code A) totaling 148 shares. On 2026-01-12 she was issued 105 shares at $28.42 each (value ≈ $2,984) and on 2026-02-11 she was issued 43 shares at $31.62 each (value ≈ $1,360). These were grants (compensation/retainer), not open-market purchases or sales.

Key Details

• Transaction dates and terms:
  • 2026-01-12: 105 shares @ $28.42 — $2,984 (Grant; footnote F1)
  • 2026-02-11: 43 shares @ $31.62 — $1,360 (Grant; footnote F2)
• Total shares received: 148; total reported value ≈ $4,344.
• Shares owned after transaction: Not disclosed in this Form 4.
• Footnotes:
  • F1: Director retainer shares issued under the 2024 Equity Incentive Plan.
  • F2: Award vests in three equal installments beginning December 15, 2026 and annually thereafter while serving as an employee, outside director, or director emeritus.
• Filing timeliness: Form filed 2026-02-13. The Jan 12, 2026 grant appears to have been reported late (filed nearly a month later); the Feb 11, 2026 grant was filed within the same filing date.

Context These transactions are equity awards as part of director compensation (retainer and/or service-based awards) rather than purchases or sales. Awards subject to vesting (see F2) do not necessarily indicate buy/sell sentiment by the insider; they reflect compensation and retention practices.