Gifford Jeffrey S 4

4 · NORWOOD FINANCIAL CORP · Filed Jul 14, 2026

AI-generated summary of this filing

Updated Jul 14, 2026

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

What Happened

Jeffrey S. Gifford, a director of Norwood Financial Corp. (NWFL), received a grant/award of 43 shares on 2026-07-10. The reported per-share price is $31.88, for a total reported value of approximately $1,371. This was an award (not a market purchase or sale).

Key Details

Transaction date: 2026-07-10; reported filing date: 2026-07-14 (timely filing).
Transaction type/code: Award/Grant (A).
Price: $31.88 per share; total value ≈ $1,371.
Shares owned after transaction: not disclosed in the filing.
Footnotes: F1 indicates these are Director Retainer Shares issued under the 2024 Equity Incentive Plan. Additional footnotes (F2–F6) describe multi-year vesting schedules (varying 3–5 equal annual installments beginning between Dec 2022 and Dec 2026).
No indication of tax withholding, 10b5-1 plan, or sale of shares in this filing.

Context

This was a compensation award (retainer shares) — common for directors to align interests and retain service; such grants are not the same as an open-market purchase and are a neutral/compensation-related disclosure rather than a clear bullish signal. The vesting footnotes show the shares are subject to multi-year vesting, tying them to continued service.

Form 4

Period: 2026-07-10

Director

Transactions

Holdings

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 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 Mackenzie Jackson, Power of Attorney|2026-07-14

1 file