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NORWOOD FINANCIAL CORP

For the period ended Sep 30, 2025. Filed Nov 7, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 7, 2025

NWFL$36.24+1.6%Stored close · as of Nov 9, 2026

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Item 2. Results of Operations

Consolidated Average Balance Sheets with Resultant Interest and Rates

(Tax-Equivalent Basis,Three Months Ended September 30,
dollars in thousands) · 2025 · 2024
Average · Average · Average · Average
Balance · Interest · Rate · Balance · Interest · Rate
(2)(1)(3)(2)(1)(3)
Assets
Interest-earning assets:
Interest-bearing deposits with banks$12,485$1444.58%$36,221$4975.46%
Securities available for sale:
Taxable399,0903,6613.64392,1682,1612.19
Tax-exempt (1)44,0743122.8167,5634612.71
Total securities available for sale (1)443,1643,9733.56459,7312,6222.27
Loans receivable (1) (4) (5)1,802,04628,2676.221,651,92125,5756.16
Total interest-earning assets2,257,69532,3845.692,147,87328,6945.31
Non-interest earning assets:
Cash and due from banks31,05028,193
Allowance for credit losses(21,128)(17,944)
Other assets96,14278,344
Total non-interest earning assets106,06488,593
Total Assets$2,363,759$2,236,466
Liabilities and Stockholders' Equity
Interest-bearing liabilities:
Interest-bearing demand and money market$579,145$2,9001.99$461,897$2,7822.40
Savings200,5591130.22221,366130.02
Time822,4917,7173.72734,2357,7584.20
Total interest-bearing deposits1,602,19510,7302.661,417,49810,5532.96
Short-term borrowings8,7401054.7753,6223232.40
Other borrowings81,1258994.40146,3571,6804.57
Total interest-bearing liabilities1,692,06011,7342.751,617,47712,5563.09
Non-interest bearing liabilities:
Demand deposits416,150400,314
Other liabilities28,81629,540
Total non-interest bearing liabilities444,966429,854
Stockholders' equity226,733189,135
Total Liabilities and Stockholders' Equity$2,363,759$2,236,466
Net interest income/spread (tax equivalent basis)20,6502.94%16,1382.23%
Tax-equivalent basis adjustment(192)(207)
Net interest income$20,458$15,931
Net interest margin (tax equivalent basis)3.63%2.99%

(1)Interest and yields are presented on a tax-equivalent basis using a marginal tax rate of 21%.

(2)Average balances have been calculated based on daily balances.

(3)Annualized

(4)Loan balances include non-accrual loans and are net of unearned income.

(5)Loan yields include the effect of amortization of deferred fees, net of costs.

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Rate/Volume Analysis. The following table shows the fully taxable equivalent effect of changes in volumes and rates on interest income and interest expense. Changes in net interest income that could not be specifically identified as either a rate or volume change were allocated proportionately to changes in volume and changes in rate.

Increase/(Decrease)
Three months ended September 30, 2025 Compared to
Three months ended September 30, 2024
Variance due to
VolumeRateNet
(dollars in thousands)
Interest-earning assets:
Interest-bearing deposits with banks$(320)$(33)$(353)
Securities available for sale:
Taxable631,4371,500
Tax-exempt securities(160)11(149)
Total securities(97)1,4481,351
Loans receivable2,4122802,692
Total interest-earning assets1,9951,6953,690
Interest-bearing liabilities:
Interest-bearing demand and money market652(534)118
Savings(11)111100
Time886(926)(40)
Total interest-bearing deposits1,527(1,349)178
Short-term borrowings(295)76(219)
Other borrowings(745)(36)(781)
Total interest-bearing liabilities487(1,309)(822)
Net interest income (tax-equivalent basis)$1,508$3,004$4,512

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Comparison of Operating Results for the Three Months Ended September 30, 2025 to September 30, 2024

General

For the three months ended September 30, 2025, net income totaled $8.3 million compared to net income of $3.8 million for the three months ended September 30, 2024. The increase in net income for the three months ended September 30, 2025, was due primarily to a $4.5 million increase in net interest income and a $1.8 million release of provision for credit losses, offset by a $457,000 increase in salaries and benefits, a $392,000 increase in professional fees, and a $1.2 million increase in income taxes. Earnings per share for the three-months ended September 30, 2025 were $0.89 per share for basic shares and fully diluted shares, compared to $0.48 per share for basic shares and for fully diluted shares for the three months ended September 30, 2024. The resulting annualized return on average assets and annualized return on average equity for the three months ended September 30, 2025 were 1.40% and 14.58%, respectively, compared to 0.68% and 8.09%, respectively, for the same period in 2024.

The following table sets forth changes in net income:

(dollars in thousands)Three months ended
September 30, 2025 to September 30, 2024
Net income three months ended September 30, 2024$3,844
Change due to:
Net interest income4,527
Provision for credit losses1,847
Net gains on sales of securities and loans27
Service charges and fees143
Earnings and proceeds on bank-owned life insurance7
Other income33
Salaries and employee benefits(457)
Occupancy, furniture and equipment(92)
Data processing related75
Professional fees(392)
All other expenses(37)
Income tax expense(1,191)
Net income three months ended September 30, 2025$8,334

Net Interest Income

Net interest income on a fully taxable equivalent basis (fte) for the three months ended September 30, 2025 totaled $20.7 million which was $4.5 million higher than the comparable period in 2024. The increase in net interest income was due primarily to a $3.7 million increase in total interest income. The (fte) net interest spread and net interest margin were 2.94% and 3.63%, respectively, for the three months ended September 30, 2025 compared to 2.23% and 2.99%, respectively, for the same period in 2024. See “Non-GAAP Financial Measures” described above beginning on page 40.

For the three-months ended September 30, 2025, interest income (fte) totaled $32.4 million, with a yield on average earning assets of 5.69% compared to $28.7 million and 5.31% for the three months ended September 30, 2024. Average loans increased $150.1 million during the three-months ended September 30, 2025, over the comparable period of 2024, while average securities decreased $16.6 million compared to the three months ended September 30, 2024. Average earning assets totaled $2.258 billion for the three months ended September 30, 2025, an increase of $109.8 million, over average earning assets for the same period in 2024. See “Non-GAAP Financial Measures” described above beginning on page 40.

Interest expense for the three months ended September 30, 2025 totaled $11.7 million, at an average cost of 2.75%, compared to $12.6 million, at an average cost of 3.09% for the same period in 2024. The decrease in interest expense during the three-months ended September 30, 2025 reflects the overall lower level of market interest rates. During the three months ended September 30, 2025, the average cost of time deposits, which is the most significant component of funding costs, decreased 48 basis points compared to the same three-month period of last year. The average cost of interest-bearing demand and money market decrease 41 basis points during the three months ended September 30, 2025, while savings deposit costs increased 20 basis points and short-term borrowing costs increased 237 basis points compared to the same three-month period of 2024.

Provision for Credit Losses

The Company had a release of provision for credit losses of $502,000 during the three months ended September 30, 2025, compared to a provision for credit losses of $1.3 million for the three months ended September 30, 2024. The Company makes provisions for, or releases of, credit loss expense in an amount necessary to maintain the allowance for credit losses at an acceptable level under the current expected credit loss methodology analysis. The Company recorded a net charge-off of $605,000 for the quarter ended September 30, 2025, compared to a net charge-off of $323,000 for the similar period in 2024. At September 30, 2025, the allowance for credit losses related to loans receivable was 1.10% of loans receivable, compared to 1.12% at September 30, 2024. Additionally, at September 30, 2025, the allowance for credit losses related to loans receivable represented 302% of non-performing loans, compared to 237% at September 30, 2024.

Other Income

Other income totaled $2.5 million for the three months ended September 30, 2025, compared to $2.3 million, for the same period in 2024. The increase was due primarily to an increase in service charges and fees of $143,000. All other categories of other income increased $67,000, net, during the three months ended September 30, 2025.

Other Expense

Other expense for the three months ended September 30, 2025 totaled $12.9 million, which was $903,000 higher than the same period of 2024, due primarily to a $457,000 increase in salaries and employee benefits, a $392,000 increase in professional fees. All other categories of other expense increased $54,000, net, during the three months ended September 30, 2025.

Income Tax Expense

Income tax expense totaled $2.2 million for an effective tax rate of 20.9% for the three months ended September 30, 2025 compared to $1.0 million for an effective tax rate of 20.6% for the three months ended September 30, 2024.

Results of Operations

Consolidated Average Balance Sheets with Resultant Interest and Rates

(Tax-Equivalent Basis,Nine Months Ended September 30,
dollars in thousands) · 2025 · 2024
Average · Average · Average · Average
Balance · Interest · Rate · Balance · Interest · Rate
(2)(1)(3)(2)(1)(3)
Assets
Interest-earning assets:
Interest bearing deposits with banks$17,427$5904.53%$53,046$2,1945.52%
Securities available for sale:
Taxable403,94710,9073.61398,4626,5142.18
Tax-exempt (1)44,1579382.8468,8521,4192.75
Total securities available for sale (1)448,10411,8453.53467,3147,9332.27
Loans receivable (1) (4) (5)1,776,62981,6366.141,631,17973,5696.02
Total interest-earning assets2,242,16094,0715.612,151,53983,6965.20
Non-interest earning assets:
Cash and due from banks30,03526,409
Allowance for loan losses(20,675)(18,353)
Other assets94,38973,935
Total non-interest earning assets103,74981,991
Total Assets$2,345,909$2,233,530
Liabilities and Stockholders' Equity
Interest-bearing liabilities:
Interest-bearing demand and money market$566,762$8,5882.03$460,579$7,4892.17
Savings205,5523740.24223,8255490.33
Time812,77823,3853.85738,20523,3114.22
Total interest-bearing deposits1,585,09232,3472.731,422,60931,3492.94
Short-term borrowings23,4687744.4157,7541,0152.35
Other borrowings90,1102,9814.42150,4185,1654.59
Total interest-bearing liabilities1,698,67036,1022.841,630,78137,5293.07
Non-interest bearing liabilities:
Demand deposits395,470391,479
Other liabilities28,97827,677
Total non-interest bearing liabilities424,448419,156
Stockholders' equity222,791183,593
Total Liabilities and Stockholders' Equity$2,345,909$2,233,530
Net interest income/spread (tax equivalent basis)57,9692.77%46,1672.12%
Tax-equivalent basis adjustment(589)(601)
Net interest income$57,380$45,566
Net interest margin (tax equivalent basis)3.46%2.87%

(1)Interest and yields are presented on a tax-equivalent basis using a marginal tax rate of 21%.

(2)Average balances have been calculated based on daily balances.

(3)Annualized

(4)Loan balances include non-accrual loans and are net of unearned income.

(5)Loan yields include the effect of amortization of deferred fees, net of costs.

Rate/Volume Analysis. The following table shows the fully taxable equivalent effect of changes in volumes and rates on interest income and interest expense.

Increase/(Decrease)
Nine months ended September 30, 2025 Compared to
Nine months ended September 30, 2024
Variance due to
VolumeRateNet
(dollars in thousands)
Interest-earning assets:
Interest-bearing deposits with banks$(1,449)$(155)$(1,604)
Securities available for sale:
Taxable1454,2474,392
Tax-exempt securities(512)31(481)
Total securities(367)4,2783,911
Loans receivable6,5131,5558,068
Total interest-earning assets4,6975,67810,375
Interest-bearing liabilities:
Interest-bearing demand and money market1,670(571)1,099
Savings(34)(141)(175)
Time2,233(2,159)74
Total interest-bearing deposits3,869(2,871)998
Short-term borrowings(731)490(241)
Other borrowings(2,065)(119)(2,184)
Total interest-bearing liabilities1,073(2,500)(1,427)
Net interest income (tax-equivalent basis)$3,624$8,178$11,802

Comparison of Operating Results for the Nine Months Ended September 30, 2025 to September 30, 2024

General

For the nine months ended September 30, 2025, net income totaled $20.3 million compared to net income of $12.5 million in the nine months ended September 30, 2024. The increase in net income for the nine months ended September 30, 2025 was due primarily to a $11.8 million increase in net interest income, offset by a $1.4 million increase in salaries and benefits, and an increase of $2.0 million in income tax expense. Earnings per share for the nine months ended September 30, 2025 were $2.22 per share for basic shares and fully diluted shares, compared to $1.55 per share for basic shares and fully diluted shares for the nine months ended September 30, 2024. The resulting annualized return on average assets and annualized return on average equity for the nine months ended September 30, 2025 were 1.16% and 12.19%, respectively, compared to 0.75% and 9.09%, respectively, for the same period in 2024.

The following table sets forth changes in net income:

(dollars in thousands)Nine months ended
September 30, 2025 to September 30, 2024
Net income nine months ended September 30, 2024$12,491
Change due to:
Net interest income11,814
Provision for credit losses(236)
Service charges and fees323
Net gains on sales of securities and loans97
Earnings and proceeds on bank-owned life insurance39
Other income138
Salaries and employee benefits(1,445)
Occupancy, furniture and equipment(330)
Data processing related(153)
Professional fees(581)
All other expenses186
Income tax expense(2,030)
Net income nine months ended September 30, 2025$20,313

Net Interest Income

Net interest income on a fully taxable equivalent basis (fte) for the nine months ended September 30, 2025 totaled $58.0 million which was $11.8 million higher than the comparable period in 2024. The increase in net interest income was due primarily to a $10.4 million increase in total interest income. The (fte) net interest spread and net interest margin were 2.77% and 3.46%, respectively, for the nine months ended September 30, 2025 compared to 2.12% and 2.87%, respectively, for the same period in 2024. See “Non-GAAP Financial Measures” described above beginning on page 40.

For the nine months ended September 30, 2025, interest income (fte) totaled $94.1 million, with a yield on average earning assets of 5.61% compared to $83.7 million and 5.20% for the nine months ended September 30, 2024. Average loans increased $145.5 million during the nine months ended September 30, 2025, over the comparable period of 2024, while average securities decreased $19.2 million compared to the nine months ended September 30, 2024. Average earning assets totaled $2.242 billion for the nine months ended September 30, 2025, an increase of $90.6 million, over average earning assets for the same period in 2024. See “Non-GAAP Financial Measures” described above beginning on page 40.

Interest expense for the nine months ended September 30, 2025, totaled $36.1 million, at an average cost of 2.84%, compared to $37.5 million, at an average cost of 3.07% for the same period in 2024. The decrease in interest expense during the nine months ended September 30, 2025 reflects the overall lower level of market interest rates, along with the decrease in our short-term borrowings of $34.3 million. During the nine months ended September 30, 2025, the average cost of time deposits, which is the most significant component of funding costs, decreased 37 basis points compared to the same nine month period of last year, while short-term borrowing costs increased 206 basis points compared to the same nine month period of 2024.

Provision for Credit Losses

The Company had a provision for credit loss expense of $1.3 million during the nine months ended September 30, 2025, compared to $1.1 million for the nine months ended September 30, 2024. The Company makes provisions for, or releases of credit loss expense in an amount necessary to maintain the allowance for credit losses at an acceptable level under the current expected credit loss methodology analysis. The Company had net charge-offs for the nine months ended September 30, 2025, of $1.3 million, compared to $1.2 million in the corresponding period in 2024. At September 30, 2025, the allowance for credit losses related to loans receivable was 1.10% of loans receivable, compared to 1.12% at September 30, 2024. Additionally, at September 30, 2025, the allowance for credit losses related to loans receivable represented 302% of non-performing loans, compared to 237% at September 30, 2024..

Other Income

Other income totaled $7.1 million for the nine months ended September 30, 2025, compared to $6.5 million for the same period in 2024. The increase was due primarily to an increased level of service charges and fees of $323,000. All other categories of other income increased $274,000, net, during the nine months ended September 30, 2025.

Other Expense

Other expense for the nine months ended September 30, 2025 totaled $37.5 million, which was $2.3 million or 6.60%, higher than the same period of 2024, due primarily to a $1.4 million increase in salaries and employee benefits, a $581,000 increase in professional fees, a $330,000 increase in occupancy, furniture and equipment, and a $153,000 increase in data processing expenses. All other categories of other expense decreased $186,000, net, during the nine months ended September 30, 2025.

Income Tax Expense

Income tax expense totaled $5.3 million for an effective tax rate of 20.8% for the nine months ended September 30, 2025 compared to $3.3 million for an effective tax rate of 20.9% for the nine months ended September 30, 2024.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.