0000946275-19-000016.txt : 20190314 0000946275-19-000016.hdr.sgml : 20190314 20190314083626 ACCESSION NUMBER: 0000946275-19-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190314 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190314 DATE AS OF CHANGE: 20190314 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: 19679814 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_031419-0160.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)
March 14, 2019
  
     

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 March 14, 2019, the Registrant announced that its Board of Directors had declared a quarterly cash dividend of $0.24 per share payable on May 1, 2019 to shareholders of record as of April 15, 2019. For further information, reference is made to the Registrant’s press release, dated March 14, 2019, 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:
March 14, 2019
  
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 MARCH 14, 2019
Exhibit 99.1



NORWOOD FINANCIAL CORP
ANNOUNCES CASH DIVIDEND

HONESDALE, PENNSYLVANIA – MARCH 14, 2019


Lewis J. Critelli, President and Chief Executive Officer of Norwood Financial Corp (NASDAQ: NWFL) and its subsidiary Wayne Bank announced that the Board of Directors declared a $.24 per share quarterly dividend payable May 1, 2019 to shareholders of record as of April 15, 2019.  The $.24 per share equals the per share dividend declared in the prior quarter and represents a 9.1% increase over the cash dividend declared in the first quarter of 2018.

Mr. Critelli commented, “The Board is extremely pleased to provide our shareholders with this quarterly dividend.  It reflects the Company’s financial strength and strong capital position which has contributed to solid performance.”

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 December 31, 2018, the Company had total assets of $1.2 billion, loans outstanding of $850.2 million, total deposits of $946.8 million and total stockholders’ equity of $122.3 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