Gifford Jeffrey S 4

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.