UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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NORWOOD FINANCIAL CORP
INFORMATION TO BE INCLUDED IN THE REPORT
Section 5 - Corporate Governance and Management
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
| (a) | On April 22, 2025, the Company held its annual meeting of stockholders. |
| (b) | The following is a record of the vote on each matter presented at the annual meeting. |
| (1) | Election of Directors; |
| Nominee | For | Withheld | Broker Non-Vote | |||||||||
| Dr. Andrew A. Forte |
5,198,664 | 301,284 | 1,772,443 | |||||||||
| Ralph A. Matergia |
3,309,630 | 2,190,873 | 1,772,443 | |||||||||
| Alexandra K. Nolan |
5,158,906 | 341,597 | 1,772,443 | |||||||||
There were no abstentions in the election of directors.
| (2) | Ratification of appointment of S.R. Snodgrass, P.C. as independent auditors for the fiscal year ending December 31, 2025; |
| For |
Against |
Abstain | ||
| 6,925,953 | 41,637 | 305,356 |
There were no broker non-votes on the ratification of auditors.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NORWOOD FINANCIAL CORP | ||||||
| Date: April 24, 2025 | By: | /s/ John M. McCaffery | ||||
| John M. McCaffery Executive Vice President and Chief Financial Officer (Duly Authorized Representative) | ||||||