0000946275-18-000072.txt : 20181214 0000946275-18-000072.hdr.sgml : 20181214 20181214084633 ACCESSION NUMBER: 0000946275-18-000072 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181214 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20181214 DATE AS OF CHANGE: 20181214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORWOOD FINANCIAL CORP CENTRAL INDEX KEY: 0001013272 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 232828306 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28364 FILM NUMBER: 181234638 BUSINESS ADDRESS: STREET 1: 717 MAIN ST STREET 2: PO BOX 269 CITY: HONESDALE STATE: PA ZIP: 18431 BUSINESS PHONE: 7172531455 8-K 1 f8k_121418-0160.htm FORM 8-K
 

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)
December 14, 2018
  
     

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)).

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 


NORWOOD FINANCIAL CORP.

INFORMATION TO BE INCLUDED IN THE REPORT

Item 8.01.  Other Events

On December 14, 2018, the Registrant announced that its Board of Directors had declared a quarterly cash dividend of $0.24 per share payable on February 1, 2019 to shareholders of record as of January 15, 2019. For further information, reference is made to the Registrant's press release, dated December 14, 2018, which is furnished as Exhibit 99.1 hereto.

Item 9.01.  Financial Statements and Exhibits

(d)
  
The following exhibits are furnished with this report.
           
   
Number
  
Description
  
           
   
99.1
    


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:
December 14, 2018
  
By:
 /s/ William S. Lance 
       
William S. Lance
       
Executive Vice President and Chief Financial Officer
       
(Duly Authorized Representative)









EX-99.1 2 ex99-1.htm PRESS RELEASE, DATED DECEMBER 14, 2018




Exhibit 99.1
 
 
 

 
NORWOOD FINANCIAL CORP
INCREASES CASH DIVIDEND

HONESDALE, PENNSYLVANIA – DECEMBER 14, 2018

Lewis J. Critelli, President and Chief Executive Officer of Norwood Financial Corp (NASDAQ Global Market - NWFL) and its subsidiary Wayne Bank announced that the Board of Directors declared a $0.24 per share quarterly dividend payable February 1, 2019 to shareholders of record as of January 15, 2019.  The $0.24 per share represents an increase of 9.1% over the cash dividend declared in the prior period and the same period of last year.  During 2018, total cash dividends declared were $0.90 per share compared to the $0.87 declared in 2017 after adjusting for the effect of the 50% stock dividend declared on August 8, 2017.
 
Mr. Critelli commented, "The Board is extremely pleased to provide our shareholders with this 9.1% increase in their quarterly dividend.  It reflects the Company's financial strength and strong capital position which has contributed to our solid performance.  We are also very proud that 2018 marks the twenty-seventh consecutive year of dividend increases for the Company."
 
Norwood Financial Corp, through its subsidiary, Wayne Bank operates fourteen offices in Northeastern Pennsylvania and twelve offices in Delaware and Sullivan Counties, New York.  As of September 30, 2018, the Company had total assets of $1.157 billion, loans outstanding of $819.2 million, total deposits of $939.7 million and total stockholders' equity of $116.7 million.  The Company's stock is traded on the Nasdaq Global Market under the symbol "NWFL".
 
 
 
Forward-Looking Statements. The foregoing material may contain forward-looking statements.  We caution that such statements may be subject to a number of uncertainties and actual results could differ materially and therefore readers should not place undue reliance on any forward looking statements.  Those risks and uncertainties include changes in federal and state laws, changes in the absolute and relative levels of interest rates, the ability to control costs and expenses, demand for real estate, costs associated with cybercrime, general economic conditions and the effectiveness of governmental responses thereto.  Norwood Financial Corp. does not undertake and specifically disclaims any obligation to publicly release the results of any revisions that may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.

CONTACT:                           William Lance
 Executive Vice President and Chief Financial Officer
NORWOOD FINANCIAL CORP
(570) 253-8505
www.waynebank.com