Director adds Norwood (NWFL) shares through IRA open-market buy

Rhea-AI Filing Summary

NORWOOD FINANCIAL CORP director Joseph W. Carroll reported an open-market purchase of 180 shares of Common Stock at $29.61 per share, held indirectly through an IRA. After this transaction, that IRA holding increased to 904 shares. As of the same date, he also reported 724 shares held through his spouse’s IRA, 7,247 shares held by his spouse, and 41,594 shares held directly in his name, underscoring a sizable combined ownership position across direct and indirect accounts.

Insider Trade Summary

Net Buyer: 180 shares ($5,330)

Net Buy 4 txns

Insider Carroll Joseph W

Role null

Bought 180 shs ($5K)

Type	Security	Shares	Price	Value
Purchase	Common Stock	180	$29.61	$5K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 904 shares (Indirect, By IRA); Common Stock — 41,594 shares (Direct, null)

Footnotes (1)

Key Figures

Open-market purchase size: 180 shares Purchase price: $29.61 per share IRA holdings after transaction: 904 shares +3 more

6 metrics

Open-market purchase size 180 shares Common Stock bought on May 1, 2026

Purchase price $29.61 per share Price paid for 180-share buy

IRA holdings after transaction 904 shares Total shares held indirectly by IRA after purchase

Spouse’s IRA holdings 724 shares Indirect holdings via spouse’s IRA as of May 1, 2026

Spouse holdings 7,247 shares Indirect holdings by spouse as of May 1, 2026

Direct holdings 41,594 shares Shares held directly by Joseph W. Carroll as of May 1, 2026

Key Terms

open-market purchase, indirect ownership, IRA, Common Stock

4 terms

open-market purchase financial

"reported an open-market purchase of 180 shares of Common Stock at $29.61"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

indirect ownership financial

"held indirectly through an IRA and additional indirect holdings via spouse accounts"

IRA financial

"shares of Common Stock at $29.61 per share, held indirectly through an IRA"

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

Common Stock financial

"open-market purchase of 180 shares of Common Stock at $29.61 per share"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Carroll Joseph W

(Last) (First) (Middle)

717 MAIN ST

(Street)

HONESDALE PENNSYLVANIA 18431

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NORWOOD FINANCIAL CORP [ NWFL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								41,594	D
Common Stock								7,247	I	By Spouse
Common Stock	05/01/2026		P		180	A	$29.61	904	I	By IRA
Common Stock								724	I	By Spouse's IRA

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

	/s/ Mackenzie Jackson, pursuant to power of attorney	05/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Joseph W. Carroll report for NWFL?

Joseph W. Carroll reported buying 180 shares of NORWOOD FINANCIAL CORP Common Stock in an open-market transaction at $29.61 per share. The newly acquired shares are held indirectly through his IRA, slightly increasing his overall indirect ownership position in the company.

At what price did the NWFL director purchase shares on this Form 4?

The director purchased NORWOOD FINANCIAL CORP Common Stock at $29.61 per share. This price applies to all 180 shares acquired in the open-market transaction reported, providing a clear view of the cost basis for this incremental addition to his IRA-held stake.

How many NWFL shares does Joseph W. Carroll now hold in his IRA?

Following the 180-share open-market purchase, Joseph W. Carroll’s IRA holds 904 shares of NORWOOD FINANCIAL CORP Common Stock. This figure reflects the total IRA position after the reported trade and helps illustrate part of his indirect ownership in the company.

What other NWFL share holdings associated with Joseph W. Carroll are disclosed?

In addition to his IRA position, the filing shows 724 shares held through his spouse’s IRA, 7,247 shares held by his spouse, and 41,594 shares held directly. Together, these entries outline a substantial combined direct and indirect interest in NORWOOD FINANCIAL CORP.

Is the NWFL share purchase by Joseph W. Carroll a buy or sell transaction?

The reported transaction is a buy. Joseph W. Carroll executed an open-market purchase of 180 NORWOOD FINANCIAL CORP shares at $29.61 per share, increasing the number of shares held indirectly through his IRA according to the Form 4 disclosure.