Schmalzle Ronald R 4

What Happened

• Ronald R. Schmalzle, a director of Norwood Financial Corp (NWFL), was granted 45 shares (transaction code A — award/grant) on June 10, 2026 at $30.19 per share, a total value of approximately $1,359. This issuance is described as director retainer shares under the company's 2024 Equity Incentive Plan.

Key Details

• Transaction date and price: June 10, 2026 — 45 shares @ $30.19 each (total ≈ $1,359).
• Shares owned after the transaction: Not disclosed in the provided filing.
• Footnotes from the filing:
  • F1: Shares issued as director retainer shares under the 2024 Equity Incentive Plan.
  • F2 & F3: Vesting provisions — awards vest in three equal installments beginning Dec 15, 2025 (and a related award beginning Dec 15, 2026) and annually thereafter during continued service.
• Filing/timeliness: Form 4 was filed June 12, 2026 (two days after the transaction), which is within the typical 2-business-day reporting window.

Context

• This was a compensation award for board service (not an open-market purchase or sale). Such grants are common for outside directors and are often subject to vesting, so the shares may not be fully transferable or sellable immediately. The award alone is a routine corporate compensation event and does not, by itself, indicate the director’s view of the company’s stock.