NORWOOD FINANCIAL CORP·4

Mar 13, 12:47 PM ET

Gifford Jeffrey S 4

4 · NORWOOD FINANCIAL CORP · Filed Mar 13, 2026

Research Summary

AI-generated summary of this filing

Updated

Norwood Financial (NWFL) Director Jeffrey S. Gifford Receives Award

What Happened

  • Jeffrey S. Gifford, a director of Norwood Financial Corp (NWFL), received a grant/acquisition of 46 shares on March 11, 2026. The shares were valued at $29.40 each, for a total reported value of $1,352. This transaction is an award of director retainer shares (compensation), not an open-market purchase or sale.

Key Details

  • Transaction date and type: 2026-03-11 — Award/Grant (code A) of 46 shares at $29.40/share; total value $1,352.
  • Filing: Reported on Form 4 filed 2026-03-13 (timely within the usual 2-business-day reporting window).
  • Shares owned after transaction: Not specified in the provided data.
  • Footnotes: F1 states these are Director Retainer Shares issued under the 2024 Equity Incentive Plan. Other footnotes (F2–F6) describe multi-year vesting schedules (installments beginning Dec 2022–Dec 2026 for various awards) that may apply to director/employer/emeritus service conditions.

Context

  • Retainer shares are compensation for board service and are typically subject to vesting/restrictions, so they do not necessarily reflect a personal market-driven purchase decision. Because this is a compensatory award (not a market buy or sale), it should be interpreted primarily as director pay rather than a direct signal of the director’s view on the company’s stock price.

Insider Transaction Report

Form 4
Period: 2026-03-11
Transactions
  • Award

    Common Stock

    [F1]
    2026-03-11$29.40/sh+46$1,35226,592 total
Holdings
  • Common Stock

    (indirect: By Spouse)
    76,082
  • Common Stock

    (indirect: By Custodian Abigail Lockwood)
    2,487
  • Common Stock

    (indirect: By Custodian Ryan Lockwood)
    2,487
  • Common Stock

    (indirect: By IRA)
    35,746
  • Common Stock

    (indirect: By Spouse)
    6,920
  • Common Stock

    [F2]
    (indirect: Restricted Stock)
    40
  • Common Stock

    [F3]
    (indirect: Restricted Stock)
    280
  • Common Stock

    [F4]
    (indirect: Restricted Stock)
    420
  • Common Stock

    [F5]
    (indirect: Restricted Stock)
    550
  • Common Stock

    [F5]
    (indirect: Restricted Stock)
    82
  • Common Stock

    [F6]
    (indirect: Restricted Stock)
    825
Footnotes (6)
  • [F1]Director Retainer Shares issued under the 2024 Equity Incentive Plan.
  • [F2]Award vests in five equal installments beginning on December 14, 2022 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.
  • [F3]Award vests in five equal installments beginning on December 13, 2023 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.
  • [F4]Award vests in five equal installments beginning on December 12, 2024 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.
  • [F5]Award vests in three equal installments beginning on December 15, 2025 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.
  • [F6]Award vests in three equal installments beginning on December 15, 2026 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.
Signature
/s/ Jeffrey S. Gifford by John McCaffery, Power of Attorney|2026-03-13

Documents

1 file
  • 4
    ownership.xmlPrimary

    4