{"success":true,"data":{"pressRelease":{"id":"9027","rtpr_id":"nGNXbqbJyW","ticker":"NWFL","exchange":"NASDAQ","all_tickers":["NWFL"],"title":"Norwood Financial Corp announces First Quarter Financial Results","author":"Globe Newswire","published_at":"2026-04-27T12:15:00.496Z","article_body":"Quarterly Highlights:\n* Successfully closed acquisition of Presence Bancshares.\n* Completed core system conversion April 13, 2026.\n* Total assets $2.9 billion.\n* Record Net Interest Income of $24.6 million.\n* Tangible Book Value per share $22.43.\nHONESDALE, Pa., April 27, 2026 (GLOBE NEWSWIRE) -- Norwood Financial Corp (the\n“Company”) (Nasdaq Global Market-NWFL) the holding company of Wayne Bank,\nannounced results for the first quarter ended March 31, 2026.\n\nJim Donnelly, President and Chief Executive Officer, stated, “We are pleased\nto announce our first quarter results as they reflect the underlying strength\nof our franchise and the progress we are making in a challenging operating\nenvironment. On an adjusted basis, we delivered solid pre-provision net\nrevenue growth, expanded our net interest spread and margin, and improved\nreturns on both assets and tangible equity year over year. While reported\nresults were impacted by merger-related and restructuring expenses this\nquarter, we remain focused on disciplined execution, expense management, and\nlong-term value creation for our shareholders, especially with the strength of\nour recently integrated teams.”\n\n (dollars in thousands, except per share data) Year-Over Year Linked Quarter \n 3 Months 3 \n Ended Months \n Ended \n Mar-26 Mar-25 Change Dec-25 Cha \n nge \n Net interest income $ 24,554 $ 17,857 $ 6,697 $ 20,944 $ 3,610 \n Net interest spread (fte) (1) 3.04 % 2.61 % 43 bps 2.93 % 11 bp \n Net interest margin (fte) (1) 3.68 % 3.30 % 38 bps 3.60 % 8 bps \n Pre Provision Net Revenue (PPNR) (1) $ 6,279 $ 8,144 $ (1,865 ) $ 9,836 $ (3,557 ) \n Net income (loss) $ 3,730 $ 5,773 $ (2,043 ) $ 7,442 $ (3,712 ) \n Diluted earnings per share $ 0.35 $ 0.63 $ (0.28 ) $ 0.81 $ (0.46 ) \n Return on average assets 0.53 % 1.01 % -48 bps 1.21 % -68 bps \n Return on average tangible equity 6.04 % 12.40 % -636 bps 14.01 % -797 bps \n 1 - Non GAAP ratio. See Non-GAAP Reconciliation \n\n\n\n Excluding merger-related expenses and 2026 BOLI Restructuring Fees (see Non-GAAP reconciliations) \n (dollars in thousands, except per share data) Year-Over Year Linked Quarter \n 3 Months 3 \n Ended Months \n Ended \n Mar-26 Mar-25 Change Dec-25 Cha \n nge \n Pre Provision Net Revenue (PPNR) $ 11,445 $ 8,144 $ 3,301 $ 10,356 $ 1,089 \n Net income (loss) $ 7,811 $ 5,773 $ 2,038 $ 7,853 $ (42 ) \n Diluted earnings per share $ 0.72 $ 0.63 $ 0.09 $ 0.85 $ (0.13 ) \n Return on average assets 1.10 % 1.01 % 9 bps 1.28 % -18 bps \n Return on average tangible equity 12.65 % 12.40 % 25 bps 14.78 % -213 bps \n \n\nDiscussion of financial results for the three months ended March 31, 2026 (all\ncomparison year-Q1 2026 to Q1 2025, unless otherwise noted): \n* Net income of $3.7 million, a decrease of $2.0 million.\n* Net interest income increased mostly due to the addition of the Presence\nBancshares balance sheet on January 5, 2026.\n* Net interest margin (NIM) was 3.68% compared to 3.30%. On a linked quarter\nbasis the NIM increased 8 basis points from 3.60%.\n* Non-interest income increased $204 thousand on a linked quarter basis.\n* Total assets were $2.917 billion, compared to $2.376 billion, an increase of\n22.8%.\n* Loans receivable were $2.238 billion, compared to $1.771 billion, an\nincrease of 26.4%.\n* Total deposits were $2.507 billion, compared to $2.004 billion, an increase\nof 25.1%.\n* Tangible Common Equity as a percent of Tangible Assets was 8.49%, versus\n8.15%.\n* Tangible Book Value (TBV) per share was $22.43 compared to $20.66 an\nincrease of $1.77. TBV per share decreased $0.47 or 2.1% on a linked quarter\nbasis due to the acquisition of PB Bancshares (see below), payment of our\ncommon dividend, and a decrease in the value of our available-for-sale\nportfolio as reflected in Other Comprehensive Income (OCI).\nDiscussion of Merger and Purchase Accounting Impacts\n\nThe acquisition of PB Bancshares closed on January 5, 2026 (the “Closing\nDate”). The following are some relevant statistics regarding the impact of\nPurchase Accounting adjustments as well as Merger Related Charges that were\ncalculated as of the Closing Date.\n* * At closing, but before any merger adjustments, PB Bancshares had: * Loans\n- $356 million\n* Investments – $20.8 million\n* Deposits - $358 million\n* Borrowings - $42 million\n \n* Tangible Book Value (TBV) per share as of the Closing Date was calculated to\nbe $22.38/share. At December 31, 2025 the TBV/share for Norwood was\n$22.90/share. This implies a TBV/share dilution of $0.52 or 2.24%. The\nestimated TBV/share dilution at announcement was $0.92 or 4.20%.\n* Subsequent declines in TBV/Share through March 31, 2026 were due to negative\nAOCI marks on the investment portfolio and common dividends declared.\n* The Core Deposit Intangible (CDI) was calculated to be $3.3 million at\nclosing. At announcement the estimated CDI was $4.9 million.\n* The estimate for merger related expenses was $7.1 million versus $6.1\nmillion incurred to date.\n* The net Goodwill created as a result of the transaction was $7.1 million.\n* The Pre-Tax impact of purchase accounting accretion during the quarter was a\npositive $435 thousand.\nAbout Norwood Financial Corp \nNorwood Financial Corp, through its subsidiary, Wayne Bank operates 33\nCommunity Offices serving Wayne, Pike, Monroe, Lackawanna, Luzerne, Chester,\nCumberland, and Lancaster Counties in Pennsylvania, along with Delaware,\nSullivan, Otsego, Ontario, and Yates Counties in New York. The Company\nhas total assets of $2.9 billion. The Company’s stock is traded on the\nNasdaq Global Market under the symbol “NWFL”. For more information,\nvisit wayne.bank. \n\nForward-Looking Statements\n\nIn addition to historical information, this earnings release may contain\nforward-looking statements within the meaning of the Private Securities\nLitigation Reform Act of 1995, which describes the future plans, strategies\nand expectations of the Company. Forward-looking statements can be identified\nby the use of words such as “estimate,” “project,” “believe,”\n“intend,” “anticipate,” “assume,” “plan,” “seek,”\n“expect,” “will,” “may,” “should,” “indicate,”\n“would,” “contemplate,” “continue,” “target” and words of\nsimilar meaning. Forward-looking statements are based on our current beliefs\nand expectations and are inherently subject to significant business, economic\nand competitive uncertainties and contingencies, many of which are beyond our\ncontrol. In addition, these forward-looking statements are subject to\nassumptions with respect to future business strategies and decisions that are\nsubject to change. Accordingly, you should not place undue reliance on such\nstatements. We are under no duty to and do not take any obligation to update\nany forward-looking statements after the date of this report. Those risks and\nuncertainties include, among other things, changes in federal and state laws,\nchanges in interest rates, our ability to maintain strong credit quality\nmetrics, our ability to have future performance, our ability to control core\noperating expenses and costs, demand for real estate, government fiscal and\ntrade policies, cybersecurity and general economic conditions. The Company\nundertakes no obligation to publicly release the results of any revisions to\nthose forward-looking statements which may be made to reflect events or\ncircumstances after the date hereof or to reflect the occurrence of\nunanticipated events.\n\nNon-GAAP Measures\n\nIn addition to presenting information in conformity with accounting principles\ngenerally accepted in the United States of America (GAAP), this news release\ncontains financial information determined by methods other than GAAP\n(non-GAAP). The following measures used in this release, which are commonly\nutilized by financial institutions, have not been specifically exempted by the\nSecurities and Exchange Commission (\"SEC\") and may constitute \"non-GAAP\nfinancial measures\" within the meaning of the SEC's rules.\n\nThe Company has provided in this news release supplemental disclosures for the\ncalculation of Return on Average Assets, Return on Average Tangible\nShareholders’ Equity, Basic Earnings per Share, Diluted Earnings per Share,\nTangible Book Value and Pre Provision Net Revenue. Management believes that\nthe non-GAAP financial measures disclosed by the Company from time to time are\nuseful in evaluating the Company’s performance and that such information\nshould be considered as supplemental in nature and not as a substitute for or\nsuperior to the related financial information prepared in accordance with\nGAAP. Our non-GAAP financial measures may differ from similar measures\npresented by other companies.\n\n Contact: John M. McCaffery Executive Vice President & Chief Financial Officer NORWOOD FINANCIAL CORP 272-304-3003 www.waynebank.com \n \n\n\n\n NORWOOD FINANCIAL CORP \n Consolidated Balance Sheets \n (dollars in thousands, except share and per share data) \n (unaudited) \n March 31 \n 2026 2025 \n ASSETS \n Cash and due from banks $ 25,480 $ 31,729 \n Interest-bearing deposits with banks 75,258 43,678 \n Fed funds sold 1,835 0 \n Cash and cash equivalents 102,573 75,407 \n \n Securities available for sale 431,204 408,742 \n Loans receivable 2,238,657 1,771,269 \n Less: Allowance for credit losses 24,350 20,442 \n Net loans receivable 2,214,307 1,750,827 \n Regulatory stock, at cost 7,161 7,616 \n Bank premises and equipment, net 25,299 20,273 \n Bank owned life insurance 55,078 46,914 \n Foreclosed real estate owned 771 - \n Accrued interest receivable 10,815 8,587 \n Deferred tax assets, net 19,728 17,859 \n Goodwill 36,375 29,266 \n Other intangible assets 3,318 136 \n Other assets 10,625 10,417 \n TOTAL ASSETS $ 2,917,254 $ 2,376,044 \n \n LIABILITIES \n Deposits: \n Non-interest bearing demand $ 470,706 $ 391,377 \n Interest-bearing 2,035,992 1,613,071 \n Total deposits 2,506,698 2,004,448 \n Other borrowings 88,268 118,590 \n Accrued interest payable 9,692 13,864 \n Other liabilities 28,658 18,435 \n TOTAL LIABILITIES 2,633,316 2,155,337 \n \n STOCKHOLDERS' EQUITY \n Preferred Stock, no par value per share, authorized 5,000,000 shares - - \n Common Stock, $.10 par value per share, authorized: 20,000,000 shares, issued: 2025: 11,181,491 shares, 2024: 9,489,398 shares 1,118 949 \n Surplus 174,078 126,785 \n Retained earnings 140,843 127,865 \n Treasury stock, at cost: 2025: 291,325 shares, 2024: 229,979 shares (7,970 ) (6,208 ) \n Accumulated other comprehensive loss (24,131 ) (28,684 ) \n TOTAL STOCKHOLDERS' EQUITY 283,938 220,707 \n \n TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,917,254 $ 2,376,044 \n \n\n\n\n NORWOOD FINANCIAL CORP \n Consolidated Statements of Income \n (dollars in thousands, except per share data) \n (unaudited) \n Three Months Ended March 31, \n 2026 2025 \n INTEREST INCOME \n Loans receivable, including fees $ 33,873 $ 25,988 \n Securities 4,110 3,870 \n Other 400 226 \n Total Interest income 38,383 30,084 \n \n INTEREST EXPENSE \n Deposits 12,787 10,748 \n Short-term borrowings 60 458 \n Other borrowings 982 1,021 \n Total Interest expense 13,829 12,227 \n NET INTEREST INCOME 24,554 17,857 \n PROVISION FOR CREDIT LOSSES $ 1,459 $ 857 \n NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES 23,095 17,000 \n \n \n OTHER INCOME \n Service charges and fees 1,755 1,513 \n Income from fiduciary activities 238 325 \n Gains on sales of loans, net 76 47 \n Earnings and proceeds on life insurance policies 314 286 \n Other 332 180 \n Total other income 2,715 2,351 \n \n OTHER EXPENSES \n Salaries and employee benefits 8,549 6,472 \n Occupancy, furniture and equipment 1,725 1,378 \n Data processing and related operations 1,435 1,085 \n Taxes, other than income 202 192 \n Professional fees 826 659 \n FDIC Insurance assessment 507 406 \n Foreclosed real estate 36 4 \n Amortization of intangibles 165 15 \n Merger 4,941 0 \n Other 2,604 1,853 \n Total other expenses 20,990 12,064 \n \n INCOME BEFORE TAX EXPENSE 4,820 7,287 \n INCOME TAX EXPENSE 1,090 1,514 \n NET INCOME $ 3,730 $ 5,773 \n \n Basic earnings per share $ 0.35 $ 0.63 \n \n Diluted earnings per share $ 0.35 $ 0.63 \n \n\n\n\n NORWOOD FINANCIAL CORP \n NET INTEREST MARGIN ANALYSIS \n (dollars in thousands) \n \n For the Quarter Ended \n March 31, 2026 December 31, 2025 March 31, 2025 \n Average Average Average Average Average Average \n Balance Interest Rate Balance Interest Rate Balance Interest Rate \n (2) (1) (3) (2) (1) (3) (2) (1) (3) \n Assets \n Interest-earning assets: \n Fed funds sold $ 933 11 4.78 % $ % $ % \n Interest-bearing deposits with banks 72,896 $ 389 2.16 46,766 $ 474 4.02 20,802 $ 226 4.41 \n Securities available for sale: \n Taxable 415,567 3,859 3.77 400,094 3,656 3.63 408,427 3,623 3.60 \n Tax-exempt (1) 44,634 318 2.89 44,700 316 2.80 44,242 312 2.86 \n Total securities available for sale (1) 460,201 4,177 3.68 444,794 3,972 3.54 452,669 3,935 3.53 \n Loans receivable (1) (4) (5) 2,195,033 33,999 6.28 1,835,902 28,786 6.22 1,743,572 26,120 6.08 \n Total interest-earning assets 2,729,063 38,576 5.73 2,327,462 33,232 5.66 2,217,043 30,281 5.54 \n Non-interest earning assets: \n Cash and due from banks 30,663 31,388 28,705 \n Allowance for credit losses (23,391 ) (20,070 ) (20,154 ) \n Other assets 131,739 102,792 93,131 \n Total non-interest earning assets 139,011 114,110 101,682 \n Total Assets $ 2,868,074 $ 2,441,572 $ 2,318,725 \n Liabilities and Stockholders' Equity \n Interest-bearing liabilities: \n Interest-bearing demand and money market $ 723,966 $ 3,462 1.94 $ 640,265 $ 3,324 2.06 $ 546,884 $ 2,801 2.08 \n Savings 218,829 137 0.25 198,463 106 0.21 211,905 142 0.27 \n Time 1,040,656 9,188 3.58 848,216 7,904 3.70 793,803 7,805 3.99 \n Total interest-bearing deposits 1,983,451 12,787 2.61 1,686,944 11,334 2.67 1,552,592 10,748 2.81 \n Short-term borrowings 6,358 60 3.83 2,461 25 4.03 44,297 458 4.19 \n Other borrowings 95,152 982 4.19 68,025 743 4.33 93,549 1,021 4.43 \n Total interest-bearing liabilities 2,084,961 13,829 2.69 1,757,430 12,102 2.73 1,690,438 12,227 2.93 \n Non-interest bearing liabilities: \n Demand deposits 458,126 413,238 380,544 \n Other liabilities 35,188 30,781 29,549 \n Total non-interest bearing liabilities 493,314 444,019 410,093 \n Stockholders' equity 289,799 240,123 218,194 \n Total Liabilities and Stockholders' Equity $ 2,868,074 $ 2,441,572 $ 2,318,725 \n Net interest income/spread (tax equivalent basis) 24,747 3.04 % 21,130 2.93 % 18,054 2.61 % \n Tax-equivalent basis adjustment (193 ) (186 ) (197 ) \n Net interest income $ 24,554 $ 20,944 $ 17,857 \n Net interest margin (tax equivalent basis) 3.68 % 3.60 % 3.30 % \n \n (1) Interest and yields are presented on a tax-equivalent basis using a marginal tax rate of 21%. \n (2) Average balances have been calculated based on daily balances. \n (3) Annualized \n (4) Loan balances include non-accrual loans and are net of unearned income. \n (5) Loan yields include the effect of amortization of deferred fees, net of costs. \n \n\n\n\n NORWOOD FINANCIAL CORP \n Financial Highlights (Unaudited) \n (dollars in thousands, except per share data) \n \n For the Three Months Ended March 31 2026 2025 \n \n Net interest income $ 24,554 $ 17,857 \n Net income 3,730 5,773 \n \n Net interest spread (fully taxable equivalent) 3.04 % 2.61% \n Net interest margin (fully taxable equivalent) 3.68 % 3.30% \n Return on average assets 0.53 % 1.01% \n Return on average equity 5.22 % 10.73% \n Return on average tangible equity 6.04 % 12.40% \n Basic earnings per share $ 0.35 $ 0.63 \n Diluted earnings per share $ 0.35 $ 0.63 \n \n As of March 31 2026 2025 \n \n Total assets $ 2,917,254 $ 2,376,044 \n Total loans receivable 2,238,657 1,771,269 \n Allowance for credit losses 24,350 20,442 \n Total deposits 2,506,698 2,004,448 \n Stockholders' equity 283,938 220,707 \n Trust assets under management 213,318 198,761 \n \n Book value per share $ 26.07 $ 23.84 \n Tangible book value per share $ 22.43 $ 20.66 \n Equity to total assets 9.73 % 9.29% \n Allowance to total loans receivable 1.09 % 1.15% \n Nonperforming loans to total loans 0.46 % 0.45% \n Nonperforming assets to total assets 0.38 % 0.33% \n \n\n\n\n NORWOOD FINANCIAL CORP \n Consolidated Balance Sheets (unaudited) \n (dollars in thousands) \n March 31 December 31 September 30 June 30 March 31 \n 2026 2025 2025 2025 2025 \n ASSETS \n Cash and due from banks $ 25,480 $ 32,118 $ 50,348 $ 32,052 $ 31,729 \n Interest-bearing deposits with banks 75,258 12,318 24,382 20,993 43,678 \n Fed Funds Sold 1,835 \n Cash and cash equivalents 102,573 44,436 74,730 53,045 75,407 \n \n Securities available for sale 431,204 408,782 403,989 402,460 408,742 \n Loans receivable 2,238,657 1,853,422 1,814,682 1,790,574 1,771,269 \n Less: Allowance for credit losses 24,350 19,882 19,911 20,908 20,442 \n Net loans receivable 2,214,307 1,833,540 1,794,771 1,769,666 1,750,827 \n Regulatory stock, at cost 7,161 6,623 6,163 7,538 7,616 \n Bank owned life insurance 55,078 46,089 45,821 46,099 46,914 \n Bank premises and equipment, net 25,299 22,971 22,292 21,608 20,273 \n Foreclosed real estate owned 771 771 - - - \n Goodwill and other intangibles 39,693 29,364 29,375 29,387 29,402 \n Other assets 41,168 32,266 34,810 35,547 36,863 \n TOTAL ASSETS $ 2,917,254 $ 2,424,842 $ 2,411,951 $ 2,365,350 $ 2,376,044 \n \n LIABILITIES \n Deposits: \n Non-interest bearing demand $ 470,706 $ 419,597 $ 424,027 $ 406,358 $ 391,377 \n Interest-bearing deposits 2,035,992 1,659,048 1,649,941 1,591,476 1,613,071 \n Total deposits 2,506,698 2,078,645 2,073,968 1,997,834 2,004,448 \n Borrowings 88,268 74,133 72,071 111,850 118,590 \n Other liabilities 38,350 29,907 31,007 30,241 32,299 \n TOTAL LIABILITIES 2,633,316 2,182,685 2,177,046 2,139,925 2,155,337 \n \n STOCKHOLDERS' EQUITY 283,938 242,157 234,905 225,425 220,707 \n \n TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,917,254 $ 2,424,842 $ 2,411,951 $ 2,365,350 $ 2,376,044 \n \n\n\n\n NORWOOD FINANCIAL CORP \n Consolidated Statements of Income (unaudited) \n (dollars in thousands, except per share data) \n March 31 December 31 September 30 June 30 March 31 \n Three months ended 2026 2025 2025 2025 2025 \n INTEREST INCOME \n Loans receivable, including fees $ 33,873 $ 28,666 $ 28,141 $ 27,115 $ 25,988 \n Securities 4,110 3,906 3,907 3,871 3,870 \n Other 400 474 144 220 226 \n Total interest income 38,383 33,046 32,192 31,206 30,084 \n \n INTEREST EXPENSE \n Deposits 12,787 11,334 10,730 10,869 10,748 \n Borrowings 1,042 768 1,004 1,272 1,479 \n Total interest expense 13,829 12,102 11,734 12,141 12,227 \n NET INTEREST INCOME 24,554 20,944 20,458 19,065 17,857 \n PROVISION FOR (RELEASE OF) CREDIT LOSSES 1,459 468 (502 ) 950 857 \n NET INTEREST INCOME AFTER (RELEASE OF) PROVISION \n FOR CREDIT LOSSES 23,095 20,476 20,960 18,115 17,000 \n \n OTHER INCOME \n Service charges and fees 1,755 1,734 1,660 1,514 1,513 \n Income from fiduciary activities 238 228 254 226 325 \n Net realized (losses) gains on sales of securities - - - - - \n Gains on sales of loans, net 76 83 130 65 47 \n Gains on sales of foreclosed real estate owned - - - - - \n Earnings and proceeds on life insurance policies 314 268 268 266 286 \n Other 332 198 193 177 180 \n Total other income 2,715 2,511 2,505 2,248 2,351 \n \n OTHER EXPENSES \n Salaries and employee benefits 8,549 7,155 6,696 6,605 6,472 \n Occupancy, furniture and equipment, net 1,725 1,390 1,361 2,538 1,378 \n Foreclosed real estate 36 - 1 137 4 \n FDIC insurance assessment 507 423 368 355 406 \n Other 10,173 4,651 4,508 2,896 3,804 \n Total other expenses 20,990 13,619 12,934 12,531 12,064 \n \n INCOME BEFORE TAX EXPENSE 4,820 9,368 10,531 7,832 7,287 \n INCOME TAX EXPENSE 1,090 1,926 2,197 1,627 1,514 \n NET INCOME $ 3,730 $ 7,442 $ 8,334 $ 6,205 $ 5,773 \n \n Basic earnings per share $ 0.35 $ 0.81 $ 0.89 $ 0.67 $ 0.63 \n \n Diluted earnings per share $ 0.35 $ 0.81 $ 0.89 $ 0.67 $ 0.63 \n \n Book Value per share $ 26.07 $ 26.06 $ 25.36 $ 24.34 $ 23.84 \n Tangible Book Value per share 22.43 22.90 22.19 21.17 20.66 \n \n Return on average assets (annualized) 0.53% 1.21% 1.40% 1.06% 1.01% \n Return on average equity (annualized) 5.22% 12.30% 14.58% 11.14% 10.73% \n Return on average tangible equity (annualized) 6.04% 14.01% 16.76% 12.83% 12.40% \n \n Net interest spread (fte) 3.04% 2.93% 2.94% 2.75% 2.61% \n Net interest margin (fte) 3.68% 3.60% 3.63% 3.43% 3.30% \n \n Allowance for credit losses to total loans 1.09% 1.07% 1.10% 1.17% 1.15% \n Net charge-offs to average loans (annualized) 0.09% 0.13% 0.13% 0.08% 0.07% \n Nonperforming loans to total loans 0.46% 0.34% 0.36% 0.45% 0.45% \n Nonperforming assets to total assets 0.38% 0.29% 0.31% 0.34% 0.33% \n \n\n\n\n NORWOOD FINANCIAL CORP \n Reconciliation of Non-GAAP Adjustments for Merger-Related Expenses and BOLI Restructuring Fee \n \n \n Adjusted Return on Average Assets \n (Dollars in thousands) \n Three Months Ended Three Months Ended Three Months Ended \n March 31, December 31, March 31, \n 2025 2025 2026 \n Net income $ 5,773 $ 7,442 3,730 \n Average assets 2,318,725 2,441,572 2,868,074 \n Return on average assets (annualized) 1.01 % 1.21 % 0.53 % \n Net income 5,773 7,442 3,730 \n Merger-related expenses 0 520 4,941 \n Boli restructuring fee 0 0 225 \n Tax effect at 21% 0 (109 ) (1,085 ) \n Adjusted Net Income (Non-GAAP) 5,773 7,853 7,811 \n Average assets 2,318,725 2,441,572 2,868,074 \n Adjusted return on average assets (annualized) \n (Non-GAAP) 1.01 % 1.28 % 1.10 % \n \n \n \n Adjusted Return on Average Tangible Shareholders' Equity \n (Dollars in thousands) \n Three Months Ended Three Months Ended Three Months Ended \n March 31, December 31, March 31, \n 2025 2025 2026 \n Net income $ 5,773 $ 7,442 3,730 \n Average shareholders' equity 218,194 240,123 289,799 \n Average intangible assets (29,424 ) (29,369 ) (39,334 ) \n Average tangible shareholders' equity 188,770 210,754 250,465 \n Return on average tangible shareholders' equity (annualized) 12.40 % 14.01 % 6.04 % \n Net income 5,773 7,442 3,730 \n Merger-related expenses 0 520 4,941 \n Boli restructuring fee 0 0 225 \n Tax effect at 21% 0 (109 ) (1,085 ) \n Adjusted Net Income (Non-GAAP) 5,773 7,853 7,811 \n Average tangible shareholders' equity 188,770 210,754 250,465 \n Adjusted return on average shareholders' equity (annualized) \n (Non-GAAP) 12.40 % 14.78 % 12.65 % \n \n \n \n Adjusted Earnings Per Share \n (Dollars in thousands) \n Three Months Ended Three Months Ended Three Months Ended \n March 31, December 31, March 31, \n 2025 2025 2026 \n GAAP-Based Earnings Per Share, Basic $ 0.63 $ 0.81 $ 0.35 \n GAAP-Based Earnings Per Share, Diluted $ 0.63 $ 0.81 $ 0.35 \n Net Income 5,773 7,442 3,730 \n Merger-related expenses 0 520 4,941 \n Boli restructuring fee 0 0 225 \n Tax effect at 21% 0 (109 ) (1,085 ) \n Adjusted Net Income (Non-GAAP) 5,773 7,853 7,811 \n Adjusted Earnings per Share, Basic (Non-GAAP) $ 0.63 $ 0.85 $ 0.73 \n Adjusted Earnings per Share, Diluted (Non-GAAP) $ 0.63 $ 0.85 $ 0.72 \n \n \n \n Tangible Book Value \n (Dollars in thousands) \n \n December 31, March 31, \n 2025 2026 \n Total shareholders' equity 242,157 283,938 \n Adjustments: \n Goodwill (29,266 ) (36,375 ) \n Other intangible assets (98 ) (3,319 ) \n Tangible common equity (Non-GAAP) 212,793 244,244 \n Common shares outstanding 9,293,858 10,890,166 \n Book value per common share 26.06 26.07 \n Tangible book value per common share (Non-GAAP) 22.90 22.43 \n \n\n\n\n NORWOOD FINANCIAL CORP \n Reconciliation of Non-GAAP Adjustments for Merger-Related Expenses and BOLI Restructuring Fee \n \n Pre Provision Net Revenue \n (Dollars in thousands) \n \n Three Months Ended March 31, \n 2026 2025 \n Income before tax expense (GAAP) $ 4,820 $ 7,287 \n Provision for credit losses 1,459 857 \n Pre provision net revenue (PPNR) (Non-GAAP) 6,279 8,144 \n Merger-related expenses 4,941 0 \n BOLI restructuring fee 225 0 \n PPNR adjusted for one time expenses (Non-GAAP) 11,445 8,144 \n \n \n \n Three Months Ended December 31, \n 2025 \n Income before tax expense (GAAP) $ 9,368 \n Provision for credit losses 468 \n Pre provision net revenue (PPNR) (Non-GAAP) 9,836 \n Merger-related expenses 520 \n PPNR adjusted for one time expenses (Non-GAAP) 10,356 \n \n\n\n\n(https://www.globenewswire.com/NewsRoom/AttachmentNg/95c98766-0ec4-4ff7-8b36-f753e603442c)\n\n\n\nGlobeNewswire, Inc. 2026","article_body_html":"","raw_payload":{"data":{"id":"nGNXbqbJyW","title":"Norwood Financial Corp announces First Quarter Financial Results","author":"Globe Newswire","ticker":"NWFL","created":"2026-04-27T12:15:00.496Z","tickers":["NWFL"],"exchange":"NASDAQ","article_body":"Quarterly Highlights:\n* Successfully closed acquisition of Presence Bancshares.\n* Completed core system conversion April 13, 2026.\n* Total assets $2.9 billion.\n* Record Net Interest Income of $24.6 million.\n* Tangible Book Value per share $22.43.\nHONESDALE, Pa., April 27, 2026 (GLOBE NEWSWIRE) -- Norwood Financial Corp (the\n“Company”) (Nasdaq Global Market-NWFL) the holding company of Wayne Bank,\nannounced results for the first quarter ended March 31, 2026.\n\nJim Donnelly, President and Chief Executive Officer, stated, “We are pleased\nto announce our first quarter results as they reflect the underlying strength\nof our franchise and the progress we are making in a challenging operating\nenvironment. On an adjusted basis, we delivered solid pre-provision net\nrevenue growth, expanded our net interest spread and margin, and improved\nreturns on both assets and tangible equity year over year. While reported\nresults were impacted by merger-related and restructuring expenses this\nquarter, we remain focused on disciplined execution, expense management, and\nlong-term value creation for our shareholders, especially with the strength of\nour recently integrated teams.”\n\n (dollars in thousands, except per share data) Year-Over Year Linked Quarter \n 3 Months 3 \n Ended Months \n Ended \n Mar-26 Mar-25 Change Dec-25 Cha \n nge \n Net interest income $ 24,554 $ 17,857 $ 6,697 $ 20,944 $ 3,610 \n Net interest spread (fte) (1) 3.04 % 2.61 % 43 bps 2.93 % 11 bp \n Net interest margin (fte) (1) 3.68 % 3.30 % 38 bps 3.60 % 8 bps \n Pre Provision Net Revenue (PPNR) (1) $ 6,279 $ 8,144 $ (1,865 ) $ 9,836 $ (3,557 ) \n Net income (loss) $ 3,730 $ 5,773 $ (2,043 ) $ 7,442 $ (3,712 ) \n Diluted earnings per share $ 0.35 $ 0.63 $ (0.28 ) $ 0.81 $ (0.46 ) \n Return on average assets 0.53 % 1.01 % -48 bps 1.21 % -68 bps \n Return on average tangible equity 6.04 % 12.40 % -636 bps 14.01 % -797 bps \n 1 - Non GAAP ratio. See Non-GAAP Reconciliation \n\n\n\n Excluding merger-related expenses and 2026 BOLI Restructuring Fees (see Non-GAAP reconciliations) \n (dollars in thousands, except per share data) Year-Over Year Linked Quarter \n 3 Months 3 \n Ended Months \n Ended \n Mar-26 Mar-25 Change Dec-25 Cha \n nge \n Pre Provision Net Revenue (PPNR) $ 11,445 $ 8,144 $ 3,301 $ 10,356 $ 1,089 \n Net income (loss) $ 7,811 $ 5,773 $ 2,038 $ 7,853 $ (42 ) \n Diluted earnings per share $ 0.72 $ 0.63 $ 0.09 $ 0.85 $ (0.13 ) \n Return on average assets 1.10 % 1.01 % 9 bps 1.28 % -18 bps \n Return on average tangible equity 12.65 % 12.40 % 25 bps 14.78 % -213 bps \n \n\nDiscussion of financial results for the three months ended March 31, 2026 (all\ncomparison year-Q1 2026 to Q1 2025, unless otherwise noted): \n* Net income of $3.7 million, a decrease of $2.0 million.\n* Net interest income increased mostly due to the addition of the Presence\nBancshares balance sheet on January 5, 2026.\n* Net interest margin (NIM) was 3.68% compared to 3.30%. On a linked quarter\nbasis the NIM increased 8 basis points from 3.60%.\n* Non-interest income increased $204 thousand on a linked quarter basis.\n* Total assets were $2.917 billion, compared to $2.376 billion, an increase of\n22.8%.\n* Loans receivable were $2.238 billion, compared to $1.771 billion, an\nincrease of 26.4%.\n* Total deposits were $2.507 billion, compared to $2.004 billion, an increase\nof 25.1%.\n* Tangible Common Equity as a percent of Tangible Assets was 8.49%, versus\n8.15%.\n* Tangible Book Value (TBV) per share was $22.43 compared to $20.66 an\nincrease of $1.77. TBV per share decreased $0.47 or 2.1% on a linked quarter\nbasis due to the acquisition of PB Bancshares (see below), payment of our\ncommon dividend, and a decrease in the value of our available-for-sale\nportfolio as reflected in Other Comprehensive Income (OCI).\nDiscussion of Merger and Purchase Accounting Impacts\n\nThe acquisition of PB Bancshares closed on January 5, 2026 (the “Closing\nDate”). The following are some relevant statistics regarding the impact of\nPurchase Accounting adjustments as well as Merger Related Charges that were\ncalculated as of the Closing Date.\n* * At closing, but before any merger adjustments, PB Bancshares had: * Loans\n- $356 million\n* Investments – $20.8 million\n* Deposits - $358 million\n* Borrowings - $42 million\n \n* Tangible Book Value (TBV) per share as of the Closing Date was calculated to\nbe $22.38/share. At December 31, 2025 the TBV/share for Norwood was\n$22.90/share. This implies a TBV/share dilution of $0.52 or 2.24%. The\nestimated TBV/share dilution at announcement was $0.92 or 4.20%.\n* Subsequent declines in TBV/Share through March 31, 2026 were due to negative\nAOCI marks on the investment portfolio and common dividends declared.\n* The Core Deposit Intangible (CDI) was calculated to be $3.3 million at\nclosing. At announcement the estimated CDI was $4.9 million.\n* The estimate for merger related expenses was $7.1 million versus $6.1\nmillion incurred to date.\n* The net Goodwill created as a result of the transaction was $7.1 million.\n* The Pre-Tax impact of purchase accounting accretion during the quarter was a\npositive $435 thousand.\nAbout Norwood Financial Corp \nNorwood Financial Corp, through its subsidiary, Wayne Bank operates 33\nCommunity Offices serving Wayne, Pike, Monroe, Lackawanna, Luzerne, Chester,\nCumberland, and Lancaster Counties in Pennsylvania, along with Delaware,\nSullivan, Otsego, Ontario, and Yates Counties in New York. The Company\nhas total assets of $2.9 billion. The Company’s stock is traded on the\nNasdaq Global Market under the symbol “NWFL”. For more information,\nvisit wayne.bank. \n\nForward-Looking Statements\n\nIn addition to historical information, this earnings release may contain\nforward-looking statements within the meaning of the Private Securities\nLitigation Reform Act of 1995, which describes the future plans, strategies\nand expectations of the Company. Forward-looking statements can be identified\nby the use of words such as “estimate,” “project,” “believe,”\n“intend,” “anticipate,” “assume,” “plan,” “seek,”\n“expect,” “will,” “may,” “should,” “indicate,”\n“would,” “contemplate,” “continue,” “target” and words of\nsimilar meaning. Forward-looking statements are based on our current beliefs\nand expectations and are inherently subject to significant business, economic\nand competitive uncertainties and contingencies, many of which are beyond our\ncontrol. In addition, these forward-looking statements are subject to\nassumptions with respect to future business strategies and decisions that are\nsubject to change. Accordingly, you should not place undue reliance on such\nstatements. We are under no duty to and do not take any obligation to update\nany forward-looking statements after the date of this report. Those risks and\nuncertainties include, among other things, changes in federal and state laws,\nchanges in interest rates, our ability to maintain strong credit quality\nmetrics, our ability to have future performance, our ability to control core\noperating expenses and costs, demand for real estate, government fiscal and\ntrade policies, cybersecurity and general economic conditions. The Company\nundertakes no obligation to publicly release the results of any revisions to\nthose forward-looking statements which may be made to reflect events or\ncircumstances after the date hereof or to reflect the occurrence of\nunanticipated events.\n\nNon-GAAP Measures\n\nIn addition to presenting information in conformity with accounting principles\ngenerally accepted in the United States of America (GAAP), this news release\ncontains financial information determined by methods other than GAAP\n(non-GAAP). The following measures used in this release, which are commonly\nutilized by financial institutions, have not been specifically exempted by the\nSecurities and Exchange Commission (\"SEC\") and may constitute \"non-GAAP\nfinancial measures\" within the meaning of the SEC's rules.\n\nThe Company has provided in this news release supplemental disclosures for the\ncalculation of Return on Average Assets, Return on Average Tangible\nShareholders’ Equity, Basic Earnings per Share, Diluted Earnings per Share,\nTangible Book Value and Pre Provision Net Revenue. Management believes that\nthe non-GAAP financial measures disclosed by the Company from time to time are\nuseful in evaluating the Company’s performance and that such information\nshould be considered as supplemental in nature and not as a substitute for or\nsuperior to the related financial information prepared in accordance with\nGAAP. Our non-GAAP financial measures may differ from similar measures\npresented by other companies.\n\n Contact: John M. McCaffery Executive Vice President & Chief Financial Officer NORWOOD FINANCIAL CORP 272-304-3003 www.waynebank.com \n \n\n\n\n NORWOOD FINANCIAL CORP \n Consolidated Balance Sheets \n (dollars in thousands, except share and per share data) \n (unaudited) \n March 31 \n 2026 2025 \n ASSETS \n Cash and due from banks $ 25,480 $ 31,729 \n Interest-bearing deposits with banks 75,258 43,678 \n Fed funds sold 1,835 0 \n Cash and cash equivalents 102,573 75,407 \n \n Securities available for sale 431,204 408,742 \n Loans receivable 2,238,657 1,771,269 \n Less: Allowance for credit losses 24,350 20,442 \n Net loans receivable 2,214,307 1,750,827 \n Regulatory stock, at cost 7,161 7,616 \n Bank premises and equipment, net 25,299 20,273 \n Bank owned life insurance 55,078 46,914 \n Foreclosed real estate owned 771 - \n Accrued interest receivable 10,815 8,587 \n Deferred tax assets, net 19,728 17,859 \n Goodwill 36,375 29,266 \n Other intangible assets 3,318 136 \n Other assets 10,625 10,417 \n TOTAL ASSETS $ 2,917,254 $ 2,376,044 \n \n LIABILITIES \n Deposits: \n Non-interest bearing demand $ 470,706 $ 391,377 \n Interest-bearing 2,035,992 1,613,071 \n Total deposits 2,506,698 2,004,448 \n Other borrowings 88,268 118,590 \n Accrued interest payable 9,692 13,864 \n Other liabilities 28,658 18,435 \n TOTAL LIABILITIES 2,633,316 2,155,337 \n \n STOCKHOLDERS' EQUITY \n Preferred Stock, no par value per share, authorized 5,000,000 shares - - \n Common Stock, $.10 par value per share, authorized: 20,000,000 shares, issued: 2025: 11,181,491 shares, 2024: 9,489,398 shares 1,118 949 \n Surplus 174,078 126,785 \n Retained earnings 140,843 127,865 \n Treasury stock, at cost: 2025: 291,325 shares, 2024: 229,979 shares (7,970 ) (6,208 ) \n Accumulated other comprehensive loss (24,131 ) (28,684 ) \n TOTAL STOCKHOLDERS' EQUITY 283,938 220,707 \n \n TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,917,254 $ 2,376,044 \n \n\n\n\n NORWOOD FINANCIAL CORP \n Consolidated Statements of Income \n (dollars in thousands, except per share data) \n (unaudited) \n Three Months Ended March 31, \n 2026 2025 \n INTEREST INCOME \n Loans receivable, including fees $ 33,873 $ 25,988 \n Securities 4,110 3,870 \n Other 400 226 \n Total Interest income 38,383 30,084 \n \n INTEREST EXPENSE \n Deposits 12,787 10,748 \n Short-term borrowings 60 458 \n Other borrowings 982 1,021 \n Total Interest expense 13,829 12,227 \n NET INTEREST INCOME 24,554 17,857 \n PROVISION FOR CREDIT LOSSES $ 1,459 $ 857 \n NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES 23,095 17,000 \n \n \n OTHER INCOME \n Service charges and fees 1,755 1,513 \n Income from fiduciary activities 238 325 \n Gains on sales of loans, net 76 47 \n Earnings and proceeds on life insurance policies 314 286 \n Other 332 180 \n Total other income 2,715 2,351 \n \n OTHER EXPENSES \n Salaries and employee benefits 8,549 6,472 \n Occupancy, furniture and equipment 1,725 1,378 \n Data processing and related operations 1,435 1,085 \n Taxes, other than income 202 192 \n Professional fees 826 659 \n FDIC Insurance assessment 507 406 \n Foreclosed real estate 36 4 \n Amortization of intangibles 165 15 \n Merger 4,941 0 \n Other 2,604 1,853 \n Total other expenses 20,990 12,064 \n \n INCOME BEFORE TAX EXPENSE 4,820 7,287 \n INCOME TAX EXPENSE 1,090 1,514 \n NET INCOME $ 3,730 $ 5,773 \n \n Basic earnings per share $ 0.35 $ 0.63 \n \n Diluted earnings per share $ 0.35 $ 0.63 \n \n\n\n\n NORWOOD FINANCIAL CORP \n NET INTEREST MARGIN ANALYSIS \n (dollars in thousands) \n \n For the Quarter Ended \n March 31, 2026 December 31, 2025 March 31, 2025 \n Average Average Average Average Average Average \n Balance Interest Rate Balance Interest Rate Balance Interest Rate \n (2) (1) (3) (2) (1) (3) (2) (1) (3) \n Assets \n Interest-earning assets: \n Fed funds sold $ 933 11 4.78 % $ % $ % \n Interest-bearing deposits with banks 72,896 $ 389 2.16 46,766 $ 474 4.02 20,802 $ 226 4.41 \n Securities available for sale: \n Taxable 415,567 3,859 3.77 400,094 3,656 3.63 408,427 3,623 3.60 \n Tax-exempt (1) 44,634 318 2.89 44,700 316 2.80 44,242 312 2.86 \n Total securities available for sale (1) 460,201 4,177 3.68 444,794 3,972 3.54 452,669 3,935 3.53 \n Loans receivable (1) (4) (5) 2,195,033 33,999 6.28 1,835,902 28,786 6.22 1,743,572 26,120 6.08 \n Total interest-earning assets 2,729,063 38,576 5.73 2,327,462 33,232 5.66 2,217,043 30,281 5.54 \n Non-interest earning assets: \n Cash and due from banks 30,663 31,388 28,705 \n Allowance for credit losses (23,391 ) (20,070 ) (20,154 ) \n Other assets 131,739 102,792 93,131 \n Total non-interest earning assets 139,011 114,110 101,682 \n Total Assets $ 2,868,074 $ 2,441,572 $ 2,318,725 \n Liabilities and Stockholders' Equity \n Interest-bearing liabilities: \n Interest-bearing demand and money market $ 723,966 $ 3,462 1.94 $ 640,265 $ 3,324 2.06 $ 546,884 $ 2,801 2.08 \n Savings 218,829 137 0.25 198,463 106 0.21 211,905 142 0.27 \n Time 1,040,656 9,188 3.58 848,216 7,904 3.70 793,803 7,805 3.99 \n Total interest-bearing deposits 1,983,451 12,787 2.61 1,686,944 11,334 2.67 1,552,592 10,748 2.81 \n Short-term borrowings 6,358 60 3.83 2,461 25 4.03 44,297 458 4.19 \n Other borrowings 95,152 982 4.19 68,025 743 4.33 93,549 1,021 4.43 \n Total interest-bearing liabilities 2,084,961 13,829 2.69 1,757,430 12,102 2.73 1,690,438 12,227 2.93 \n Non-interest bearing liabilities: \n Demand deposits 458,126 413,238 380,544 \n Other liabilities 35,188 30,781 29,549 \n Total non-interest bearing liabilities 493,314 444,019 410,093 \n Stockholders' equity 289,799 240,123 218,194 \n Total Liabilities and Stockholders' Equity $ 2,868,074 $ 2,441,572 $ 2,318,725 \n Net interest income/spread (tax equivalent basis) 24,747 3.04 % 21,130 2.93 % 18,054 2.61 % \n Tax-equivalent basis adjustment (193 ) (186 ) (197 ) \n Net interest income $ 24,554 $ 20,944 $ 17,857 \n Net interest margin (tax equivalent basis) 3.68 % 3.60 % 3.30 % \n \n (1) Interest and yields are presented on a tax-equivalent basis using a marginal tax rate of 21%. \n (2) Average balances have been calculated based on daily balances. \n (3) Annualized \n (4) Loan balances include non-accrual loans and are net of unearned income. \n (5) Loan yields include the effect of amortization of deferred fees, net of costs. \n \n\n\n\n NORWOOD FINANCIAL CORP \n Financial Highlights (Unaudited) \n (dollars in thousands, except per share data) \n \n For the Three Months Ended March 31 2026 2025 \n \n Net interest income $ 24,554 $ 17,857 \n Net income 3,730 5,773 \n \n Net interest spread (fully taxable equivalent) 3.04 % 2.61% \n Net interest margin (fully taxable equivalent) 3.68 % 3.30% \n Return on average assets 0.53 % 1.01% \n Return on average equity 5.22 % 10.73% \n Return on average tangible equity 6.04 % 12.40% \n Basic earnings per share $ 0.35 $ 0.63 \n Diluted earnings per share $ 0.35 $ 0.63 \n \n As of March 31 2026 2025 \n \n Total assets $ 2,917,254 $ 2,376,044 \n Total loans receivable 2,238,657 1,771,269 \n Allowance for credit losses 24,350 20,442 \n Total deposits 2,506,698 2,004,448 \n Stockholders' equity 283,938 220,707 \n Trust assets under management 213,318 198,761 \n \n Book value per share $ 26.07 $ 23.84 \n Tangible book value per share $ 22.43 $ 20.66 \n Equity to total assets 9.73 % 9.29% \n Allowance to total loans receivable 1.09 % 1.15% \n Nonperforming loans to total loans 0.46 % 0.45% \n Nonperforming assets to total assets 0.38 % 0.33% \n \n\n\n\n NORWOOD FINANCIAL CORP \n Consolidated Balance Sheets (unaudited) \n (dollars in thousands) \n March 31 December 31 September 30 June 30 March 31 \n 2026 2025 2025 2025 2025 \n ASSETS \n Cash and due from banks $ 25,480 $ 32,118 $ 50,348 $ 32,052 $ 31,729 \n Interest-bearing deposits with banks 75,258 12,318 24,382 20,993 43,678 \n Fed Funds Sold 1,835 \n Cash and cash equivalents 102,573 44,436 74,730 53,045 75,407 \n \n Securities available for sale 431,204 408,782 403,989 402,460 408,742 \n Loans receivable 2,238,657 1,853,422 1,814,682 1,790,574 1,771,269 \n Less: Allowance for credit losses 24,350 19,882 19,911 20,908 20,442 \n Net loans receivable 2,214,307 1,833,540 1,794,771 1,769,666 1,750,827 \n Regulatory stock, at cost 7,161 6,623 6,163 7,538 7,616 \n Bank owned life insurance 55,078 46,089 45,821 46,099 46,914 \n Bank premises and equipment, net 25,299 22,971 22,292 21,608 20,273 \n Foreclosed real estate owned 771 771 - - - \n Goodwill and other intangibles 39,693 29,364 29,375 29,387 29,402 \n Other assets 41,168 32,266 34,810 35,547 36,863 \n TOTAL ASSETS $ 2,917,254 $ 2,424,842 $ 2,411,951 $ 2,365,350 $ 2,376,044 \n \n LIABILITIES \n Deposits: \n Non-interest bearing demand $ 470,706 $ 419,597 $ 424,027 $ 406,358 $ 391,377 \n Interest-bearing deposits 2,035,992 1,659,048 1,649,941 1,591,476 1,613,071 \n Total deposits 2,506,698 2,078,645 2,073,968 1,997,834 2,004,448 \n Borrowings 88,268 74,133 72,071 111,850 118,590 \n Other liabilities 38,350 29,907 31,007 30,241 32,299 \n TOTAL LIABILITIES 2,633,316 2,182,685 2,177,046 2,139,925 2,155,337 \n \n STOCKHOLDERS' EQUITY 283,938 242,157 234,905 225,425 220,707 \n \n TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,917,254 $ 2,424,842 $ 2,411,951 $ 2,365,350 $ 2,376,044 \n \n\n\n\n NORWOOD FINANCIAL CORP \n Consolidated Statements of Income (unaudited) \n (dollars in thousands, except per share data) \n March 31 December 31 September 30 June 30 March 31 \n Three months ended 2026 2025 2025 2025 2025 \n INTEREST INCOME \n Loans receivable, including fees $ 33,873 $ 28,666 $ 28,141 $ 27,115 $ 25,988 \n Securities 4,110 3,906 3,907 3,871 3,870 \n Other 400 474 144 220 226 \n Total interest income 38,383 33,046 32,192 31,206 30,084 \n \n INTEREST EXPENSE \n Deposits 12,787 11,334 10,730 10,869 10,748 \n Borrowings 1,042 768 1,004 1,272 1,479 \n Total interest expense 13,829 12,102 11,734 12,141 12,227 \n NET INTEREST INCOME 24,554 20,944 20,458 19,065 17,857 \n PROVISION FOR (RELEASE OF) CREDIT LOSSES 1,459 468 (502 ) 950 857 \n NET INTEREST INCOME AFTER (RELEASE OF) PROVISION \n FOR CREDIT LOSSES 23,095 20,476 20,960 18,115 17,000 \n \n OTHER INCOME \n Service charges and fees 1,755 1,734 1,660 1,514 1,513 \n Income from fiduciary activities 238 228 254 226 325 \n Net realized (losses) gains on sales of securities - - - - - \n Gains on sales of loans, net 76 83 130 65 47 \n Gains on sales of foreclosed real estate owned - - - - - \n Earnings and proceeds on life insurance policies 314 268 268 266 286 \n Other 332 198 193 177 180 \n Total other income 2,715 2,511 2,505 2,248 2,351 \n \n OTHER EXPENSES \n Salaries and employee benefits 8,549 7,155 6,696 6,605 6,472 \n Occupancy, furniture and equipment, net 1,725 1,390 1,361 2,538 1,378 \n Foreclosed real estate 36 - 1 137 4 \n FDIC insurance assessment 507 423 368 355 406 \n Other 10,173 4,651 4,508 2,896 3,804 \n Total other expenses 20,990 13,619 12,934 12,531 12,064 \n \n INCOME BEFORE TAX EXPENSE 4,820 9,368 10,531 7,832 7,287 \n INCOME TAX EXPENSE 1,090 1,926 2,197 1,627 1,514 \n NET INCOME $ 3,730 $ 7,442 $ 8,334 $ 6,205 $ 5,773 \n \n Basic earnings per share $ 0.35 $ 0.81 $ 0.89 $ 0.67 $ 0.63 \n \n Diluted earnings per share $ 0.35 $ 0.81 $ 0.89 $ 0.67 $ 0.63 \n \n Book Value per share $ 26.07 $ 26.06 $ 25.36 $ 24.34 $ 23.84 \n Tangible Book Value per share 22.43 22.90 22.19 21.17 20.66 \n \n Return on average assets (annualized) 0.53% 1.21% 1.40% 1.06% 1.01% \n Return on average equity (annualized) 5.22% 12.30% 14.58% 11.14% 10.73% \n Return on average tangible equity (annualized) 6.04% 14.01% 16.76% 12.83% 12.40% \n \n Net interest spread (fte) 3.04% 2.93% 2.94% 2.75% 2.61% \n Net interest margin (fte) 3.68% 3.60% 3.63% 3.43% 3.30% \n \n Allowance for credit losses to total loans 1.09% 1.07% 1.10% 1.17% 1.15% \n Net charge-offs to average loans (annualized) 0.09% 0.13% 0.13% 0.08% 0.07% \n Nonperforming loans to total loans 0.46% 0.34% 0.36% 0.45% 0.45% \n Nonperforming assets to total assets 0.38% 0.29% 0.31% 0.34% 0.33% \n \n\n\n\n NORWOOD FINANCIAL CORP \n Reconciliation of Non-GAAP Adjustments for Merger-Related Expenses and BOLI Restructuring Fee \n \n \n Adjusted Return on Average Assets \n (Dollars in thousands) \n Three Months Ended Three Months Ended Three Months Ended \n March 31, December 31, March 31, \n 2025 2025 2026 \n Net income $ 5,773 $ 7,442 3,730 \n Average assets 2,318,725 2,441,572 2,868,074 \n Return on average assets (annualized) 1.01 % 1.21 % 0.53 % \n Net income 5,773 7,442 3,730 \n Merger-related expenses 0 520 4,941 \n Boli restructuring fee 0 0 225 \n Tax effect at 21% 0 (109 ) (1,085 ) \n Adjusted Net Income (Non-GAAP) 5,773 7,853 7,811 \n Average assets 2,318,725 2,441,572 2,868,074 \n Adjusted return on average assets (annualized) \n (Non-GAAP) 1.01 % 1.28 % 1.10 % \n \n \n \n Adjusted Return on Average Tangible Shareholders' Equity \n (Dollars in thousands) \n Three Months Ended Three Months Ended Three Months Ended \n March 31, December 31, March 31, \n 2025 2025 2026 \n Net income $ 5,773 $ 7,442 3,730 \n Average shareholders' equity 218,194 240,123 289,799 \n Average intangible assets (29,424 ) (29,369 ) (39,334 ) \n Average tangible shareholders' equity 188,770 210,754 250,465 \n Return on average tangible shareholders' equity (annualized) 12.40 % 14.01 % 6.04 % \n Net income 5,773 7,442 3,730 \n Merger-related expenses 0 520 4,941 \n Boli restructuring fee 0 0 225 \n Tax effect at 21% 0 (109 ) (1,085 ) \n Adjusted Net Income (Non-GAAP) 5,773 7,853 7,811 \n Average tangible shareholders' equity 188,770 210,754 250,465 \n Adjusted return on average shareholders' equity (annualized) \n (Non-GAAP) 12.40 % 14.78 % 12.65 % \n \n \n \n Adjusted Earnings Per Share \n (Dollars in thousands) \n Three Months Ended Three Months Ended Three Months Ended \n March 31, December 31, March 31, \n 2025 2025 2026 \n GAAP-Based Earnings Per Share, Basic $ 0.63 $ 0.81 $ 0.35 \n GAAP-Based Earnings Per Share, Diluted $ 0.63 $ 0.81 $ 0.35 \n Net Income 5,773 7,442 3,730 \n Merger-related expenses 0 520 4,941 \n Boli restructuring fee 0 0 225 \n Tax effect at 21% 0 (109 ) (1,085 ) \n Adjusted Net Income (Non-GAAP) 5,773 7,853 7,811 \n Adjusted Earnings per Share, Basic (Non-GAAP) $ 0.63 $ 0.85 $ 0.73 \n Adjusted Earnings per Share, Diluted (Non-GAAP) $ 0.63 $ 0.85 $ 0.72 \n \n \n \n Tangible Book Value \n (Dollars in thousands) \n \n December 31, March 31, \n 2025 2026 \n Total shareholders' equity 242,157 283,938 \n Adjustments: \n Goodwill (29,266 ) (36,375 ) \n Other intangible assets (98 ) (3,319 ) \n Tangible common equity (Non-GAAP) 212,793 244,244 \n Common shares outstanding 9,293,858 10,890,166 \n Book value per common share 26.06 26.07 \n Tangible book value per common share (Non-GAAP) 22.90 22.43 \n \n\n\n\n NORWOOD FINANCIAL CORP \n Reconciliation of Non-GAAP Adjustments for Merger-Related Expenses and BOLI Restructuring Fee \n \n Pre Provision Net Revenue \n (Dollars in thousands) \n \n Three Months Ended March 31, \n 2026 2025 \n Income before tax expense (GAAP) $ 4,820 $ 7,287 \n Provision for credit losses 1,459 857 \n Pre provision net revenue (PPNR) (Non-GAAP) 6,279 8,144 \n Merger-related expenses 4,941 0 \n BOLI restructuring fee 225 0 \n PPNR adjusted for one time expenses (Non-GAAP) 11,445 8,144 \n \n \n \n Three Months Ended December 31, \n 2025 \n Income before tax expense (GAAP) $ 9,368 \n Provision for credit losses 468 \n Pre provision net revenue (PPNR) (Non-GAAP) 9,836 \n Merger-related expenses 520 \n PPNR adjusted for one time expenses (Non-GAAP) 10,356 \n \n\n\n\n(https://www.globenewswire.com/NewsRoom/AttachmentNg/95c98766-0ec4-4ff7-8b36-f753e603442c)\n\n\n\nGlobeNewswire, Inc. 2026"},"type":"article","timestamp":"2026-04-27T12:15:00.604593393Z","server_sent_at_ms":1777292100604},"received_at":"2026-04-27T12:15:00.860Z","source_url":"https://www.globenewswire.com/news-release/2026/04/27/3281597/20770/en/norwood-financial-corp-announces-first-quarter-financial-results.html"},"analysis":{"id":"6787","press_release_id":"9027","analysis_json":{"industry":{"label":"Banks","sector":"Financials"},"redFlags":["GAAP net income decreased year-over-year due to merger expenses","Tangible Book Value per share diluted 2.24% due to the acquisition"],"eventType":"earnings","narrative":"Norwood Financial reported Q1 GAAP net income of $3.7 million, or $0.35 per share, down from $0.63 in the prior year due to merger-related and restructuring expenses totaling approximately $5.2 million.\n\nExcluding these one-time charges, adjusted net income was $7.8 million, or $0.72 per share, driven by a record net interest income of $24.6 million and an expanded net interest margin of 3.68%.\n\nThe company successfully closed the acquisition of Presence Bancshares in January, growing total assets to $2.9 billion, though tangible book value per share diluted to $22.43 following the transaction.","sentiment":"mixed","agentHooks":{"shouldPost":false,"suggestedAngle":"Adjusted core earnings grow while integration costs weigh on reported GAAP results."},"keyFigures":{"eps":0.35,"customDimensions":{"adjusted_eps":0.72,"total_assets":"2.9 billion","net_interest_margin":"3.68%","tangible_book_value_per_share":22.43}},"quotedText":"On an adjusted basis, we delivered solid pre-provision net revenue growth, expanded our net interest spread and margin, and improved returns on both assets and tangible equity year over year.","namedEntities":{"people":[{"name":"Jim Donnelly","role":"President and Chief Executive Officer"},{"name":"John M. McCaffery","role":"Executive Vice President & Chief Financial Officer"}],"products":[],"companies":[{"name":"Norwood Financial Corp","ticker":"NWFL"},{"name":"Wayne Bank","relationship":"subsidiary"},{"name":"Presence Bancshares","relationship":"acquired"},{"name":"PB Bancshares","relationship":"acquired"}],"dollarAmounts":[{"amount":"$24.6 million","context":"Net Interest Income"},{"amount":"$2.9 billion","context":"Total assets"},{"amount":"$22.43","context":"Tangible Book Value per share"},{"amount":"$3.7 million","context":"Net income"},{"amount":"$435 thousand","context":"Pre-Tax impact of purchase accounting accretion during the quarter"}]},"materialImpact":{"score":3,"reasoning":"Reported GAAP EPS declined year-over-year due to significant merger-related expenses, but adjusted results show growth in net interest income and margin expansion. The integration of Presence Bancshares is driving balance sheet expansion but caused tangible book value dilution."},"tickerRelevance":{"others":[],"primary":"NWFL"},"globalImportance":15,"audienceRelevance":20,"eventTypeSecondary":["m_and_a"],"importanceComponents":{"tickerTier":"small-cap","eventGravity":"earnings_with_integration_noise","sectorWeight":"regional_banks","marketCapAdjustment":"~$300M market cap"}},"event_type":"earnings","event_type_secondary":["m_and_a"],"sentiment":"mixed","material_impact_score":3,"narrative":"Norwood Financial reported Q1 GAAP net income of $3.7 million, or $0.35 per share, down from $0.63 in the prior year due to merger-related and restructuring expenses totaling approximately $5.2 million.\n\nExcluding these one-time charges, adjusted net income was $7.8 million, or $0.72 per share, driven by a record net interest income of $24.6 million and an expanded net interest margin of 3.68%.\n\nThe company successfully closed the acquisition of Presence Bancshares in January, growing total assets to $2.9 billion, though tangible book value per share diluted to $22.43 following the transaction.","key_figures":{"eps":0.35,"customDimensions":{"adjusted_eps":0.72,"total_assets":"2.9 billion","net_interest_margin":"3.68%","tangible_book_value_per_share":22.43}},"named_entities":{"people":[{"name":"Jim Donnelly","role":"President and Chief Executive Officer"},{"name":"John M. McCaffery","role":"Executive Vice President & Chief Financial Officer"}],"products":[],"companies":[{"name":"Norwood Financial Corp","ticker":"NWFL"},{"name":"Wayne Bank","relationship":"subsidiary"},{"name":"Presence Bancshares","relationship":"acquired"},{"name":"PB Bancshares","relationship":"acquired"}],"dollarAmounts":[{"amount":"$24.6 million","context":"Net Interest Income"},{"amount":"$2.9 billion","context":"Total assets"},{"amount":"$22.43","context":"Tangible Book Value per share"},{"amount":"$3.7 million","context":"Net income"},{"amount":"$435 thousand","context":"Pre-Tax impact of purchase accounting accretion during the quarter"}]},"model_name":"glm-4.7","prompt_hash":"sha256:1fc968c3ac7f7ebb","schema_hash":"sha256:1f8af1196c7db48c","created_at":"2026-04-27T15:20:09.505Z","global_importance":15,"audience_relevance":20,"importance_components":{"tickerTier":"small-cap","eventGravity":"earnings_with_integration_noise","sectorWeight":"regional_banks","marketCapAdjustment":"~$300M market cap"}},"durationMs":74706,"modelName":"glm-4.7"}}