What are the ESOP-related CZNC holdings after the August 20, 2026 transaction?

After the August 20, 2026 ESOP dividend reinvestment, 335 shares of CZNC common stock were reported as held indirectly by ESOP, reflecting the position after the 3-share exempt acquisition.

CZNC counsel adds 11 shares via dividend plans

Q: What transactions did CZNC insider James Glenn Richard report on this Form 4?

He reported two acquisitions of common stock coded as "J" (other acquisition or disposition): 8 shares on August 14, 2026 and 3 shares on August 20, 2026, both arising from dividend reinvestment arrangements.

Q: How many CZNC shares did James Glenn Richard acquire on August 14, 2026?

On August 14, 2026, James Glenn Richard acquired 8 shares of CZNC common stock at $25.89 per share through reinvestment of a cash dividend under a dividend reinvestment plan, held as a direct ownership position.

Q: What was the August 20, 2026 CZNC transaction reported by James Glenn Richard?

On August 20, 2026, he acquired 3 shares of CZNC common stock at $25.84 per share as an exempt acquisition in an ESOP via dividend reinvestment under a dividend reinvestment plan, reported as indirect ownership by ESOP.

Q: Were the CZNC transactions made under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox as false, and the footnotes describe dividend reinvestment transactions, not sales under a pre-arranged Rule 10b5-1 trading plan.

CITIZENS & NORTHERN CORP (CZNC) insider James Glenn Richard, EVP Counsel and Corporate Secretary, reported two acquisitions of common stock classified as "other" transactions.

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

CITIZENS & NORTHERN CORP (CZNC) insider James Glenn Richard, EVP Counsel and Corporate Secretary, reported two acquisitions of common stock classified as "other" transactions. On August 14, 2026, 8 shares were acquired through reinvestment of a cash dividend under a dividend reinvestment plan. On August 20, 2026, 3 shares were acquired in an exempt ESOP transaction via dividend reinvestment under a dividend reinvestment plan.

Insider Trade Summary

Other: 11 shares

Other 2 txns

Insider James Glenn Richard

Role EVP COUNSEL, CORP SECRETARY

Type	Security	Shares	Price	Value
Other	Common Stock ^F2	3	$25.84	$77.52
Other	Common Stock ^F1	8	$25.89	$207.12

Holdings After Transaction: Common Stock — 3,067 shares (Direct); Common Stock — 335 shares (Indirect, By ESOP)

Footnotes (2)

F1. Shares acquired through reinvestment of cash dividend under a dividend reinvestment plan.
F2. Exempt acquisition in ESOP via dividend reinvestment under D/R plan.

Key Figures

Shares acquired (August 14, 2026): 8 shares of Common Stock Price per share (August 14, 2026): $25.8900 per share Direct holdings after August 14, 2026: 3,067 shares +4 more

7 metrics

Shares acquired (August 14, 2026) 8 shares of Common Stock Acquired via reinvestment of cash dividend under a dividend reinvestment plan

Price per share (August 14, 2026) $25.8900 per share Dividend reinvestment acquisition of 8 shares

Direct holdings after August 14, 2026 3,067 shares Total CZNC common stock directly owned following dividend reinvestment transaction

Shares acquired (August 20, 2026) 3 shares of Common Stock Exempt ESOP acquisition via dividend reinvestment under D/R plan

Price per share (August 20, 2026) $25.8400 per share ESOP dividend reinvestment acquisition of 3 shares

Indirect ESOP holdings after August 20, 2026 335 shares CZNC common stock held indirectly by ESOP after the transaction

Restructuring shares reported 11 shares Total shares involved in code J restructuring-type transactions in this Form 4

Key Terms

dividend reinvestment plan, ESOP, indirect, Other acquisition or disposition

4 terms

dividend reinvestment plan financial

"Shares acquired through reinvestment of cash dividend under a dividend reinvestment plan."

A dividend reinvestment plan lets shareholders automatically use cash dividends to buy more shares of the same company instead of receiving the money. It matters to investors because it turns regular payouts into a steady way to grow ownership and take advantage of compound returns—like having your savings automatically buy additional slices of a pie over time—while often reducing transaction costs and smoothing purchase timing.

ESOP financial

"Exempt acquisition in ESOP via dividend reinvestment under D/R plan."

An Employee Stock Ownership Plan (ESOP) is a program that gives employees ownership shares in their company, often as part of their benefits package. It acts like a company-sponsored savings plan, allowing workers to have a stake in the company's success, which can boost motivation and loyalty. For investors, ESOPs can influence company decisions and stock value, making them an important aspect of corporate ownership and governance.

indirect financial

"direct_or_indirect": "I","nature_of_ownership": "By ESOP""

Other acquisition or disposition regulatory

"transaction_code_description": "Other acquisition or disposition""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transactions did CZNC insider James Glenn Richard report on this Form 4?

He reported two acquisitions of common stock coded as "J" (other acquisition or disposition): 8 shares on August 14, 2026 and 3 shares on August 20, 2026, both arising from dividend reinvestment arrangements.

How many CZNC shares did James Glenn Richard acquire on August 14, 2026?

On August 14, 2026, James Glenn Richard acquired 8 shares of CZNC common stock at $25.89 per share through reinvestment of a cash dividend under a dividend reinvestment plan, held as a direct ownership position.

What was the August 20, 2026 CZNC transaction reported by James Glenn Richard?

On August 20, 2026, he acquired 3 shares of CZNC common stock at $25.84 per share as an exempt acquisition in an ESOP via dividend reinvestment under a dividend reinvestment plan, reported as indirect ownership by ESOP.

What are James Glenn Richard’s CZNC holdings after the August 14, 2026 transaction?

Following the August 14, 2026 dividend reinvestment, his direct holdings in CZNC common stock were reported as 3,067 shares, reflecting the position after the 8-share acquisition under the dividend reinvestment plan.

Were the CZNC transactions made under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox as false, and the footnotes describe dividend reinvestment transactions, not sales under a pre-arranged Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/24/2026 - 03:40 PM EDT Accepted by SEC EDGAR 08/24/2026 - 03:39 PM EDT

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

James Glenn Richard

(Last)

(First)

(Middle)

710 SANDRA LANE

(Street)

NORRISTOWN

PENNSYLVANIA

19403

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CITIZENS & NORTHERN CORP [ CZNC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP COUNSEL, CORP SECRETARY

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/14/2026		J⁽¹⁾	V	8	A	$25.89	3,067	D
Common Stock	08/20/2026		J⁽²⁾	V	3	A	$25.84	335	I	By ESOP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares acquired through reinvestment of cash dividend under a dividend reinvestment plan.

2. Exempt acquisition in ESOP via dividend reinvestment under D/R plan.

	/s/ Melinda S Kilburn for Glenn Richard James, 3/20/25, Attorney-in-Fact	08/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR