NORWOOD FINANCIAL CORP Common Stock, par value $0.10 per share UNDERWRITING AGREEMENTUnderwriting Agreement • December 18th, 2024 • Norwood Financial Corp • State commercial banks • New York
Norwood Financial Corp, a Pennsylvania corporation (the “Company”) and the parent company of Wayne Bank (the “Bank”), proposes to sell an aggregate of 1,000,000 shares (the “Firm Stock”) of the Company’s common stock, par value $0.10 per share (the “Common Stock”), to Piper Sandler & Co. and Janney Mongomery Scott LLC (the “Underwriters”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to an aggregate of 150,000 additional shares of the Common Stock on the terms set forth in Section 3 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock.” This agreement (the “Agreement”) is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
