8-K 1 f8k_052606-0160.txt FORM ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 26, 2006 ------------ Norwood Financial Corp. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 0-28364 23-2828306 ---------------------------- ---------------- ------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 717 Main Street, Honesdale, Pennsylvania 18431 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (570) 253-1455 -------------- Not Applicable -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below) [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). ================================================================================ NORWOOD FINANCIAL CORP. INFORMATION TO BE INCLUDED IN REPORT ------------------------------------ Item 5.02. Departure of Directors or Principal Officers; Election of Directors, -------------------------------------------------------------------------------- Appointment of Principal Officers --------------------------------- On May 26, 2006, the Registrant announced that Ms. Susan Gumble-Cottell had been appointed to the Boards of Directors of the Registrant and its principal subsidiary, Wayne Bank, effective as of June 1, 2006. Ms. Gumble-Cottell is expected to serve on the Audit Committee of the Registrant and as a rotating member of the Loan Committee of Wayne Bank. For further information, reference is made to the Registrant's press release, dated May 26, 2006, which is filed as Exhibit 99.1 hereto. Item 9.01. Financial Statements and Exhibits ---------------------------------------------- (c) The following exhibits are filed with this report. Number Description ------ ----------- 99.1 Press Release, dated May 26, 2006 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NORWOOD FINANCIAL CORP. Date: May 26, 2006 By: /s/William W. Davis, Jr. -------------------------------------- William W. Davis, Jr. President and Chief Executive Officer (Duly Authorized Representative)