Norwood Financial Corp announces Third Quarter Financial Results

Quarterly Highlights:

Record net income of $11.8 million.
Record net interest income of $28.0 million.
Net interest margin 4.01%.
Diluted earnings per share of $1.08.
Total assets of $2.95 billion.
Disciplined execution across the enterprise plus contribution from Presence Bank acquisition contributed to the strong performance.

HONESDALE, Pa., Oct. 27, 2026 (GLOBE NEWSWIRE) — – Norwood Financial Corp (the “Company”) (Nasdaq Global Market-NWFL), the holding company of Wayne Bank, announced results for the three- and nine-month periods ended September 30, 2026.

Jim Donnelly, President and Chief Executive Officer, stated, “The entire Wayne Bank team continued to perform well in the third quarter, delivering record net income and net interest income for the second consecutive quarter. In addition to strong income growth, we navigated the bankruptcy related to a borrower relationship, resolving the issue with favorable outcome. Net interest margin expanded on disciplined balance sheet management and one-time benefit of the bankruptcy resolution. Our financial position is strong and believe we are poised to extend our performance for long-term shareholder value creation.”

(dollars in thousands, except per share data)	Year-Over Year								Linked Quarter					Year-to-Date
	3 Months Ended								3 Months Ended					9 Months Ended
	Sep-26			Sep-25			Change		Jun-26			Change		Sep-26			Sep-25			Change
Net interest income	$	28,009		$	20,458		$	7,551	$	26,839		$	1,170	$	79,402		$	57,380		$	22,022
Net interest spread (fte) ¹		3.36	%		2.94	%	42 bps			3.27	%	9 bps			3.23	%		2.77	%	46 bps
Net interest margin (fte) ¹		4.01	%		3.63	%	38 bps			3.90	%	11 bps			3.87	%		3.46	%	140 bps
Pre Provision Net Revenue (PPNR) ¹	$	15,377		$	10,029		$	5,348	$	13,573		$	1,804	$	35,229		$	24,346		$	10,883
Net income	$	11,763		$	8,334		$	3,429	$	9,328		$	2,435	$	24,821		$	20,313		$	4,508
Diluted earnings per share	$	1.08		$	0.89		$	0.19	$	0.86		$	0.22	$	2.29		$	2.22		$	0.07
Return on average assets		1.60	%		1.40	%	20 bps			1.28	%	32 bps			1.15	%		1.16	%	(1 bp)
Return on tangible equity		18.51	%		16.76	%	175 bps			15.04	%	347 bps			13.25	%		14.04	%	(79 bps)


Excluding merger-related expenses and 2026 BOLI Restructuring Fees (see Non-GAAP reconciliations)
(dollars in thousands, except per share data)	Year-Over Year								Linked Quarter					Year-to-Date
	3 Months Ended								3 Months Ended					9 Months Ended
	Sep-26			Sep-25			Change		Jun-26			Change		Sep-26			Sep-25			Change
Pre Provision Net Revenue (PPNR)	$	15,377		$	10,597		$	4,780	$	8,932		$	6,445	$	40,448		$	27,674		$	12,774
Net income	$	11,763		$	8,783		$	2,980	$	6,324		$	5,440	$	30,040		$	21,031		$	9,009
Diluted earnings per share	$	1.08		$	0.94		$	0.14	$	0.69		$	0.39	$	2.67		$	2.28		$	0.39
Return on average assets		1.60	%		1.47	%	13 bps			1.08	%	52bps			1.39	%		1.20	%	19 bps
Return on average tangible equity		18.51	%		17.66	%	85 bps			13.08	%	543 bps			16.04	%		14.54	%	150 bps

Discussion of financial results for the three months ended September 30, 2026 (all comparisons are to third quarter 2025, unless otherwise noted):

Net income was $11.8 million, an increase of $3.4 million from $8.3 million. Diluted earnings per share were $1.08 compared to $0.89.
Net interest income was $28.0 million, an increase of $7.6 million from $20.5 million. On a linked-quarter basis, net interest income increased $1.2 million from $26.8 million.
Net interest margin (fully taxable equivalent) was 4.01% compared to 3.63%. On a linked-quarter basis, NIM increased 11 basis points from 3.90%.
Pre-provision net revenue (PPNR) was $15.4 million, compared to $10.0 million in the prior year quarter and $13.6 million in the linked quarter.
Total assets were $2.951 billion, compared to $2.412 billion, an increase of 18.3%.
Loans receivable were $2.294 billion compared to $1.815 billion, an increase of 20.9%.
Total deposits were $2.509 billion compared to $2.074 billion, an increase of 17.3%.
Tangible book value per share was $22.35 compared to $21.19 at September 30, 2025, and decreased $0.61 on a linked-quarter basis from $22.96.
Allowance for credit losses to total loans was 1.10%. Nonperforming loans to total loans were 0.73% and nonperforming assets to total assets were 0.59%.

Follow-up on Second Quarter Credit Event

During the second quarter of 2026, the Company recorded a $729 thousand charge-off related to a borrower relationship that filed for Chapter 11 bankruptcy protection.

During the third quarter, one of the loans that had been placed on non-accrual, due to the bankruptcy previously disclosed, was purchased by a new entity, as was the underlying business. All past due interest from the previous loan was paid. During the period that the business was in bankruptcy, Wayne Bank advanced debtor-in-possession (DIP) financing to keep the business operating. The DIP financing along with all interest and fees was settled as part of the loan purchase. Accordingly, interest income increased in the third quarter which, in turn, increased our margin during the quarter. Additionally, removing the previous loan from non-accrual status resulted in a lower provision expense for the quarter.

Following the purchase of this loan, there remain two loans related to the borrower with a total exposure of $7.1 million.

About Norwood Financial Corp

Norwood Financial Corp, through its subsidiary, Wayne Bank, operates 33 Community Offices serving Wayne, Pike, Monroe, Lackawanna, Luzerne, Chester, Cumberland, and Lancaster Counties in Pennsylvania, along with Delaware, Sullivan, Otsego, Ontario, and Yates Counties in New York. The Company has total assets of $2.9 billion. The Company’s stock is traded on the Nasdaq Global Market under the symbol “NWFL”. For more information, visit wayne.bank.

Forward-Looking Statements

In addition to historical information, this earnings release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which describes the future plans, strategies and expectations of the Company. Forward-looking statements can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “contemplate,” “continue,” “target” and words of similar meaning. Forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Accordingly, you should not place undue reliance on such statements. We are under no duty to and do not take any obligation to update any forward-looking statements after the date of this report. Those risks and uncertainties include, among other things, changes in federal and state laws, changes in interest rates, our ability to maintain strong credit quality metrics, our ability to have future performance, our ability to control core operating expenses and costs, demand for real estate, government fiscal and trade policies, cybersecurity and general economic conditions. The Company undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Non-GAAP Measures

In addition to presenting information in conformity with accounting principles generally accepted in the United States of America (GAAP), this news release contains financial information determined by methods other than GAAP (non-GAAP). The following measures used in this release, which are commonly utilized by financial institutions, have not been specifically exempted by the Securities and Exchange Commission (“SEC”) and may constitute “non-GAAP financial measures” within the meaning of the SEC’s rules.

The Company has provided in this news release supplemental disclosures for the calculation of Return on Average Assets, Return on Average Tangible Shareholders’ Equity, Basic Earnings per Share, Diluted Earnings per Share, Tangible Book Value and Pre Provision Net Revenue. Management believes that the non-GAAP financial measures disclosed by the Company from time to time are useful in evaluating the Company’s performance and that such information should be considered as supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Our non-GAAP financial measures may differ from similar measures presented by other companies.

Contact:
John M. McCaffery
Executive Vice President &
Chief Financial Officer
NORWOOD FINANCIAL CORP
272-304-3003
www.waynebank.com


NORWOOD FINANCIAL CORP
Consolidated Balance Sheets
(dollars in thousands, except share and per share data)
(unaudited)
		September 30
		2026			2025
ASSETS
Cash and due from banks	$	19,857		$	50,348
Interest-bearing deposits with banks		52,667			24,382
Cash and cash equivalents		72,524			74,730

Securities available for sale		429,492			403,989
Loans receivable		2,294,467			1,814,682
Less: Allowance for credit losses		25,146			19,911
Net loans receivable		2,269,321			1,794,771
Regulatory stock, at cost		8,460			6,163
Bank premises and equipment, net		25,140			22,292
Bank owned life insurance		62,738			45,821
Foreclosed real estate owned		771			–
Accrued interest receivable		10,609			8,686
Deferred tax assets, net		22,982			16,528
Goodwill		36,375			29,266
Other intangible assets		2,992			109
Other assets		10,153			9,596
TOTAL ASSETS	$	2,951,557		$	2,411,951

LIABILITIES
Deposits:
Non-interest bearing demand	$	487,753		$	424,027
Interest-bearing		2,021,227			1,649,941
Total deposits		2,508,980			2,073,968
Short-term borrowings		56,124			–
Other borrowings		62,728			72,071
Accrued interest payable		10,467			9,823
Other liabilities		29,897			21,184
TOTAL LIABILITIES		2,668,196			2,177,046

STOCKHOLDERS’ EQUITY
Preferred Stock, no par value per share, authorized 5,000,000 shares		–			–
Common Stock, $.10 par value per share,
authorized: 20,000,000 shares,
issued: 2026: 11,184,631 shares, 2025: 9,491,558 shares		1,118			949
Surplus		174,650			127,190
Retained earnings		154,956			136,662
Treasury stock, at cost: 2026: 269,841 shares, 2025: 229,233 shares		(7,390	)		(6,188	)
Accumulated other comprehensive loss		(39,973	)		(23,708	)
TOTAL STOCKHOLDERS’ EQUITY		283,361			234,905

TOTAL LIABILITIES AND
STOCKHOLDERS’ EQUITY	$	2,951,557		$	2,411,951

NORWOOD FINANCIAL CORP
Consolidated Statements of Income
(dollars in thousands, except per share data)
(unaudited)
	Three Months Ended September 30,					Nine Months Ended September 30,
		2026		2025			2026		2025
INTEREST INCOME
Loans receivable, including fees	$	36,635	$	28,141		$	106,093	$	81,244
Securities		4,472		3,907			13,076		11,648
Other		354		144			1,132		590
Total Interest income		41,461		32,192			120,301		93,482

INTEREST EXPENSE
Deposits		12,775		10,730			38,462		32,347
Short-term borrowings		37		105			128		774
Other borrowings		640		899			2,309		2,981
Total Interest expense		13,452		11,734			40,899		36,102
NET INTEREST INCOME		28,009		20,458			79,402		57,380
PROVISION FOR (RELEASE OF) CREDIT LOSSES		100		(502	)		3,503		1,305
NET INTEREST INCOME AFTER PROVISION FOR (RELEASE OF) CREDIT LOSSES		27,909		20,960			75,899		56,075


OTHER INCOME
Service charges and fees		2,004		1,660			5,425		4,687
Income from fiduciary activities		265		254			751		805
Gains on sales of loans, net		58		130			188		242
Earnings and proceeds on life insurance policies		334		268			974		820
Other		259		193			824		551
Total other income		2,920		2,505			8,162		7,105

OTHER EXPENSES
Salaries and employee benefits		8,274		6,696			25,497		19,773
Occupancy, furniture and equipment		1,521		1,361			4,815		4,088
Data processing and related operations		1,650		1,087			4,660		3,361
Taxes, other than income		145		192			521		577
Professional fees		530		400			1,952		1,532
FDIC Insurance assessment		639		368			1,574		1,129
Foreclosed real estate		58		1			125		143
Amortization of intangibles		162		12			493		42
Merger		0		568			4,994		718
Other		2,573		2,249			7,704		6,166
Total other expenses		15,552		12,934			52,335		37,529

INCOME BEFORE TAX EXPENSE		15,277		10,531			31,726		25,651
INCOME TAX EXPENSE		3,514		2,197			6,905		5,338
NET INCOME	$	11,763	$	8,334		$	24,821	$	20,313

Basic earnings per share	$	1.08	$	0.89		$	2.29	$	2.22

Diluted earnings per share	$	1.08	$	0.89		$	2.29	$	2.22

NORWOOD FINANCIAL CORP
NET INTEREST MARGIN ANALYSIS
(dollars in thousands)

	For the Quarter Ended
	September 30, 2026								June 30, 2026								September 30, 2025
	Average						Average		Average						Average		Average						Average
	Balance			Interest			Rate		Balance			Interest			Rate		Balance			Interest			Rate
		(2)			(1)		(3)			(2)			(1)		(3)			(2)			(1)		(3)
Assets
Interest-earning assets:
Fed funds sold	$	15			–		–	%	$	1,511			14		3.72	%	$	–			–		–	%
Interest-bearing deposits with banks		39,717		$	354		3.54			43,467		$	364		3.36			12,485		$	144		4.58
Securities available for sale:
Taxable		439,064			4,224		3.82			435,004			4,246		3.92			399,090			3,661		3.64
Tax-exempt (1)		43,956			322		2.91			44,269			315		2.85			44,074			312		2.81
Total securities available for sale (1)		483,020			4,546		3.73			479,273			4,561		3.82			443,164			3,973		3.56
Loans receivable (1) (4) (5)		2,267,664			36,760		6.43			2,253,991			35,700		6.35			1,802,046			28,267		6.22
Total interest-earning assets		2,790,416			41,660		5.92			2,778,242			40,639		5.87			2,257,695			32,384		5.69
Non-interest earning assets:
Cash and due from banks		19,466								30,147								31,050
Allowance for credit losses		(26,101	)							(24,556	)							(21,128	)
Other assets		125,818								129,320								96,142
Total non-interest earning assets		119,183								134,911								106,064
Total Assets	$	2,909,599							$	2,913,153							$	2,363,759
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and money market	$	741,251		$	3,519		1.88		$	727,580		$	3,460		1.91		$	579,145		$	2,900		1.99
Savings		230,456			268		0.46			231,852			200		0.35			200,559			113		0.22
Time		1,045,893			8,989		3.41			1,071,210			9,239		3.46			822,491			7,717		3.72
Total interest-bearing deposits		2,017,600			12,776		2.51			2,030,642			12,899		2.55			1,602,195			10,730		2.66
Short-term borrowings		3,540			36		4.03			3,233			32		3.97			8,740			105		4.77
Other borrowings		63,901			640		3.97			67,802			687		4.06			81,125			899		4.40
Total interest-bearing liabilities		2,085,041			13,452		2.56			2,101,677			13,618		2.60			1,692,060			11,734		2.75
Non-interest bearing liabilities:
Demand deposits		494,690								486,557								416,150
Other liabilities		38,244								36,585								28,816
Total non-interest bearing liabilities		532,934								523,142								444,966
Stockholders’ equity		291,624								288,334								226,733
Total Liabilities and Stockholders’ Equity	$	2,909,599							$	2,913,153							$	2,363,759
Net interest income/spread (tax equivalent basis)					28,208		3.36	%					27,021		3.27	%					20,650		2.94	%
Tax-equivalent basis adjustment					(199	)							(182	)							(192	)
Net interest income				$	28,009							$	26,839							$	20,458
Net interest margin (tax equivalent basis)							4.01	%							3.90	%							3.63	%


(1) Interest and yields are presented on a tax-equivalent basis.
(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.

NORWOOD FINANCIAL CORP
NET INTEREST MARGIN ANALYSIS
(dollars in thousands)

	Year to Date
	September 30, 2026								June 30, 2026								September 30, 2025
	Average						Average		Average						Average		Average						Average
	Balance			Interest			Rate		Balance			Interest			Rate		Balance			Interest			Rate
		(2)			(1)		(3)			(2)			(1)		(3)			(2)			(1)		(3)
Assets
Interest-earning assets:
Fed funds sold	$	818			25		4.09	%	$	1,226			25		4.11	%	$	–			–		–	%
Interest-bearing deposits with banks		51,908		$	1,107		2.85			58,074		$	753		2.61			17,427		$	590		4.53
Securities available for sale:
Taxable		429,970			12,328		3.83			425,350			8,104		3.84			403,947			10,907		3.61
Tax-exempt (1)		44,285			955		2.88			44,451			633		2.87			44,157			938		2.84
Total securities available for sale (1)		474,255			13,283		3.74			469,801			8,737		3.75			448,104			11,845		3.53
Loans receivable (1) (4) (5)		2,239,147			106,460		6.36			2,224,699			69,700		6.32			1,776,629			81,636		6.14
Total interest-earning assets		2,766,128			120,875		5.84			2,753,800			79,215		5.80			2,242,160			94,071		5.61
Non-interest earning assets:
Cash and due from banks		26,719								30,409								30,035
Allowance for credit losses		(24,691	)							(23,976	)							(20,675	)
Other assets		128,943								130,526								94,389
Total non-interest earning assets		130,971								136,959								103,749
Total Assets	$	2,897,099							$	2,890,759							$	2,345,909
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand and money market	$	730,956		$	10,441		1.91		$	725,787		$	6,922		1.92		$	566,762		$	8,588		2.03
Savings		227,101			605		0.36			225,380			337		0.30			205,552			374		0.24
Time		1,052,670			27,416		3.48			1,056,053			18,427		3.52			812,778			23,385		3.85
Total interest-bearing deposits		2,010,727			38,462		2.56			2,007,220			25,686		2.58			1,585,092			32,347		2.73
Short-term borrowings		4,337			128		3.95			4,782			92		3.88			23,468			774		4.41
Other borrowings		75,503			2,309		4.09			81,395			1,669		4.13			90,110			2,981		4.42
Total interest-bearing liabilities		2,090,567			40,899		2.62			2,093,397			27,447		2.64			1,698,670			36,102		2.84
Non-interest bearing liabilities:
Demand deposits		479,931								472,412								395,470
Other liabilities		36,680								35,886								28,978
Total non-interest bearing liabilities		516,611								508,298								424,448
Stockholders’ equity		289,921								289,064								222,791
Total Liabilities and Stockholders’ Equity	$	2,897,099							$	2,890,759							$	2,345,909
Net interest income/spread (tax equivalent basis)					79,976		3.23	%					51,768		3.16	%					57,969		2.77	%
Tax-equivalent basis adjustment					(574	)							(375	)							(589	)
Net interest income				$	79,402							$	51,393							$	57,380
Net interest margin (tax equivalent basis)							3.87	%							3.79	%							3.46	%


(1) Interest and yields are presented on a tax-equivalent basis.
(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.

NORWOOD FINANCIAL CORP
Financial Highlights (Unaudited)
(dollars in thousands, except per share data)

For the Three Months Ended September 30		2026			2025

Net interest income	$	28,009		$	20,458
Net income		11,763			8,334

Net interest spread (fully taxable equivalent)		3.36	%		2.94	%
Net interest margin (fully taxable equivalent)		4.01	%		3.63	%
Return on average assets		1.60	%		1.40	%
Return on average equity		16.00	%		14.58	%
Return on average tangible equity		18.51	%		16.76	%
Basic earnings per share	$	1.08		$	0.89
Diluted earnings per share	$	1.08		$	0.89
Efficiency ratio		50.28	%		56.33	%
Operating expense/Average assets		2.14	%		2.19	%

For the Nine Months Ended September 30		2026			2025

Net interest income		79,402			57,380
Net income		24,821			20,313

Net interest spread (fully taxable equivalent)		3.23	%		2.77	%
Net interest margin (fully taxable equivalent)		3.87	%		3.46	%
Return on average assets		1.15	%		1.16	%
Return on average equity		11.45	%		12.19	%
Return on average tangible equity		13.25	%		14.04	%
Basic earnings per share		2.29			2.22
Diluted earnings per share		2.29			2.22
Efficiency ratio		59.77	%		58.20	%
Operating expense/Average assets		2.41	%		2.13	%


As of September 30		2026			2025

Total assets	$	2,951,557		$	2,411,951
Total loans receivable		2,294,467			1,814,682
Allowance for credit losses		25,146			19,911
Total deposits		2,508,980			2,073,968
Stockholders’ equity		283,361			234,905
Trust assets under management		231,302			211,563

Book value per share	$	25.96		$	25.36
Tangible book value per share	$	22.35		$	22.19
Equity to total assets		9.60	%		9.74	%
Allowance to total loans receivable		1.10	%		1.10	%
Nonperforming loans to total loans		0.73	%		0.36	%
Nonperforming assets to total assets		0.59	%		0.31	%

NORWOOD FINANCIAL CORP
Consolidated Balance Sheets (unaudited)
(dollars in thousands)
		September 30			June 30			March 31			December 31			September 30
		2026			2026			2026			2025			2025
ASSETS
Cash and due from banks	$	19,857		$	30,902		$	25,480		$	32,118		$	50,348
Interest-bearing deposits with banks		52,667			29,387			75,258			12,318			24,382
Fed funds sold		0			0			1,835			0			0
Cash and cash equivalents		72,524			60,289			102,573			44,436			74,730

Securities available for sale		429,492			438,967			431,204			408,782			403,989
Loans receivable		2,294,467			2,262,813			2,238,657			1,853,422			1,814,682
Less: Allowance for credit losses		25,146			25,632			24,350			19,882			19,911
Net loans receivable		2,269,321			2,237,181			2,214,307			1,833,540			1,794,771
Regulatory stock, at cost		8,460			6,399			7,161			6,623			6,163
Bank owned life insurance		62,738			55,404			55,078			46,089			45,821
Bank premises and equipment, net		25,140			25,262			25,299			22,971			22,292
Foreclosed real estate owned		771			771			771			771			–
Goodwill and other intangibles		39,367			39,528			39,693			29,364			29,375
Other assets		43,744			44,113			41,168			32,266			34,810
TOTAL ASSETS	$	2,951,557		$	2,907,914		$	2,917,254		$	2,424,842		$	2,411,951

LIABILITIES
Deposits:
Non-interest bearing demand	$	487,753		$	500,383		$	470,706		$	419,597		$	424,027
Interest-bearing deposits		2,021,227			2,013,914			2,035,992			1,659,048			1,649,941
Total deposits		2,508,980			2,514,297			2,506,698			2,078,645			2,073,968
Borrowings		118,852			65,513			88,268			74,133			72,071
Other liabilities		40,364			38,464			38,350			29,907			31,007
TOTAL LIABILITIES		2,668,196			2,618,274			2,633,316			2,182,685			2,177,046

STOCKHOLDERS’ EQUITY		283,361			289,640			283,938			242,157			234,905

TOTAL LIABILITIES AND
STOCKHOLDERS’ EQUITY	$	2,951,557		$	2,907,914		$	2,917,254		$	2,424,842		$	2,411,951



NORWOOD FINANCIAL CORP
Consolidated Statements of Income (unaudited)
(dollars in thousands, except per share data)
		September 30			June 30			March 31			December 31			September 30
Three months ended		2026			2026			2026			2025			2025
INTEREST INCOME
Loans receivable, including fees	$	36,635		$	35,585		$	33,873		$	28,666		$	28,141
Securities		4,472			4,495			4,110			3,906			3,907
Other		354			377			400			474			144
Total interest income		41,461			40,457			38,383			33,046			32,192

INTEREST EXPENSE
Deposits		12,775			12,899			12,787			11,334			10,730
Borrowings		677			719			1,042			768			1,004
Total interest expense		13,452			13,618			13,829			12,102			11,734
NET INTEREST INCOME		28,009			26,839			24,554			20,944			20,458
PROVISION FOR (RELEASE OF) CREDIT LOSSES		100			1,944			1,459			468			(502	)
NET INTEREST INCOME AFTER (RELEASE OF) PROVISION
FOR CREDIT LOSSES		27,909			24,895			23,095			20,476			20,960

OTHER INCOME
Service charges and fees		2,004			1,666			1,755			1,734			1,660
Income from fiduciary activities		265			248			238			228			254
Net realized (losses) gains on sales of securities		–			–			–			–			–
Gains on sales of loans, net		58			54			76			83			130
Gains on sales of foreclosed real estate owned		–			–			–			–			–
Earnings and proceeds on life insurance policies		334			326			314			268			268
Other		259			232			332			198			193
Total other income		2,920			2,526			2,715			2,511			2,505

OTHER EXPENSES
Salaries and employee benefits		8,274			8,674			8,549			7,155			6,696
Occupancy, furniture and equipment, net		1,521			1,569			1,725			1,390			1,361
Foreclosed real estate		58			31			36			–			1
FDIC insurance assessment		639			428			507			423			368
Other		5,060			5,090			10,173			4,651			4,508
Total other expenses		15,552			15,792			20,990			13,619			12,934

INCOME BEFORE TAX (BENEFIT) EXPENSE		15,277			11,629			4,820			9,368			10,531
INCOME TAX (BENEFIT) EXPENSE		3,514			2,301			1,090			1,926			2,197
NET (LOSS) INCOME	$	11,763		$	9,328		$	3,730		$	7,442		$	8,334

Basic (loss) earnings per share	$	1.08		$	0.86		$	0.35		$	0.81		$	0.89

Diluted (loss) earnings per share	$	1.08		$	0.86		$	0.35		$	0.81		$	0.89

Book Value per share	$	25.96		$	26.59		$	26.07		$	26.06		$	25.36
Tangible Book Value per share		22.35			22.96			22.43			22.90			22.19

Return on average assets (annualized)		1.60	%		1.28	%		0.53	%		1.21	%		1.40	%
Return on average equity (annualized)		16.00	%		12.98	%		5.22	%		12.30	%		14.58	%
Return on average tangible equity (annualized)		18.51	%		15.04	%		6.04	%		14.01	%		16.76	%

Net interest spread (fte)		3.36	%		3.27	%		3.04	%		2.93	%		2.94	%
Net interest margin (fte)		4.01	%		3.90	%		3.68	%		3.60	%		3.63	%

Allowance for credit losses to total loans		1.10	%		1.13	%		1.09	%		1.07	%		1.10	%
Net charge-offs to average loans (annualized)		0.13	%		0.24	%		0.09	%		0.13	%		0.13	%
Nonperforming loans to total loans		0.73	%		1.21	%		0.46	%		0.34	%		0.36	%
Nonperforming assets to total assets		0.59	%		0.97	%		0.38	%		0.29	%		0.31	%
Nonperforming loans to total assets		0.57	%		0.94	%		0.35	%		0.26	%		0.27	%
Loan Loss Reserve/NPAs		143.33	%		91.13	%		219.93	%		279.62	%		270.50	%

NORWOOD FINANCIAL CORP
NON-GAAP ADJUSTMENTS
(dollars in thousands)

Adjusted Return on Average Assets
(Dollars in thousands)
		Nine Months			Three Months			Three Months			Nine Months			Three Months
		Ended			Ended			Ended			Ended			Ended
		September 30,			September 30,			June 30,			September 30,			September 30,
		2026			2026			2026			2025			2025
Net income	$	24,821		$	11,763		$	9,328		$	20,313		$	8,334
Average assets		2,897,099			2,909,599			2,913,153			2,345,909			2,363,759
Return on average assets (annualized)		1.15	%		1.60	%		1.28	%		1.16	%		1.40	%
Net income		24,821			11,763			9,328			20,313			8,334
Merger-related expenses		4,994			0			53			718			568
Boli restructuring fee		225			0			0			0			0
Tax effect		0			0			0			0			0
Adjusted net income (Non-GAAP)		30,040			11,763			9,381			21,031			8,902
Average assets		2,897,099			2,909,599			2,913,153			2,345,909			2,363,759
Adjusted return on average assets (annualized)
(Non-GAAP)		1.39	%		1.60	%		1.29	%		1.20	%		1.49	%


Adjusted Return on Average Tangible Shareholders’ Equity
(Dollars in thousands)
		Nine Months			Three Months			Three Months			Nine Months			Three Months
		Ended			Ended			Ended			Ended			Ended
		September 30,			September 30,			June 30,			September 30,			September 30,
		2026			2026			2026			2025			2025
Net income	$	24,821		$	11,763		$	9,328		$	20,313		$	8,334
Average shareholders’ equity		289,921			291,624			288,334			222,791			226,733
Average intangible assets		39,466			39,455			39,609			29,394			29,380
Average tangible shareholders’ equity		250,455			252,169			248,725			193,397			197,353
Return on average tangible shareholders’ equity (annualized)		13.25	%		18.51	%		15.04	%		14.04	%		16.76	%
Net income		24,821			11,763			9,328			20,313			8,334
Merger-related expenses		4,994			0			53			718			568
Boli restructuring fee		225			0			0			0			0
Tax effect		0			0			0			0			0
Adjusted net income (Non-GAAP)		30,040			11,763			9,381			21,031			8,902
Average tangible shareholders’ equity		250,455			252,169			248,725			193,397			197,353
Adjusted return on average shareholders’ equity (annualized)
(Non-GAAP)		16.04			18.51	%		15.13	%		14.54	%		17.90	%


Adjusted Earnings Per Share
(Dollars in thousands)
		Nine Months			Three Months			Three Months			Nine Months			Three Months
		Ended			Ended			Ended			Ended			Ended
		September 30,			September 30,			June 30,			September 30,			September 30,
		2026			2026			2026			2025			2025
GAAP-Based Earnings Per Share, Basic	$	2.29		$	1.08		$	0.86		$	2.22		$	0.89
GAAP-Based Earnings Per Share, Diluted	$	2.29		$	1.08		$	0.86		$	2.22		$	0.89
Net income		24,821			11,763			9,328			20,313			8,334
Merger-related expenses		4,994			0			53			718			568
Boli restructuring fee		225			0			0			0			0
Tax effect		0			0			0			0			0
Adjusted net income (Non-GAAP)		30,040			11,763			9,381			21,031			8,902
Adjusted Earnings per Share, Basic (Non-GAAP)	$	2.67		$	1.08		$	0.86		$	2.28		$	0.94
Adjusted Earnings per Share, Diluted (Non-GAAP)	$	2.67		$	1.08		$	0.86		$	2.28		$	0.94


Pre Provision Net Revenue
(Dollars in thousands)

		Nine Months			Three Months			Three Months			Nine Months		Three Months
		Ended			Ended			Ended			Ended		Ended
		September 30,			September 30,			June 30,			September 30,		September 30,
		2026			2026			2026			2025		2025
Income before tax expense (GAAP)	$	31,726		$	15,277		$	11,629		$	25,651			10,531
Provision for credit losses		3,503			100			1,944			1,305			(502	)
Pre provision net revenue (PPNR) (Non-GAAP)		35,229			15,377			13,573			26,956			10,029
Merger-related expenses		4,994			0			53			718			568
BOLI restructuring fee		225			0			0			0			0
PPNR adjusted for one time expenses (Non-GAAP)		40,448			15,377			13,626			27,674			10,597


Net Interest Income FTE
(Dollars in thousands)
		Nine Months			Three Months			Three Months			Nine Months			Three Months
		Ended			Ended			Ended			Ended			Ended
		September 30,			September 30,			June 30,			September 30,			September 30,
		2026			2026			2026			2025			2025
Net interest income	$	79,402		$	28,009		$	26,839		$	57,380		$	20,458
Tax effect at 21%		574			199			182			589			192
Net interest income on a fully taxable equivalent basis	$	79,976		$	28,208		$	27,021		$	57,969		$	20,650


Average Tangible Shareholders’ Equity
(Dollars in thousands)
		Nine Months			Three Months			Three Months			Nine Months			Three Months
		Ended			Ended			Ended			Ended			Ended
		September 30,			September 30,			June 30,			September 30,			September 30,
		2026			2026			2026			2025			2025
Average shareholders’ equity	$	289,921		$	291,624		$	288,334		$	222,791		$	226,733
Average intangible assets		(39,466	)		(39,455	)		(39,609	)		(29,394	)		(29,380	)
Average tangible shareholders’ equity	$	250,455		$	252,169		$	248,725		$	193,397		$	197,353