Citizens & Northern officer adds 153 dividend shares

Q: What insider transactions did CZNC executive Tracy Ellen Watkins report on this Form 4?

Tracy Ellen Watkins reported two non-derivative acquisitions of CITIZENS & NORTHERN CORP common stock: 80 shares on August 14, 2026 via dividend reinvestment and 73 shares on August 20, 2026 as an exempt ESOP acquisition via dividend reinvestment.

Q: Were the CZNC insider transactions market purchases or dividend reinvestments?

The reported CZNC transactions were dividend reinvestments, not market purchases. One reflects shares acquired through reinvestment of a cash dividend under a dividend reinvestment plan, and the other is an exempt ESOP acquisition via dividend reinvestment under a dividend reinvestment plan.

Q: What were the prices associated with the CZNC dividend reinvestment transactions?

The filing reports per-share values of $25.89 for the 80 shares acquired on August 14, 2026 and $25.84 for the 73 shares acquired on August 20, 2026, each in connection with dividend reinvestment transactions in CITIZENS & NORTHERN CORP common stock.

CITIZENS & NORTHERN CORP (CZNC) reports that officer Tracy Ellen Watkins recorded two non-open-market acquisitions of common stock tied to dividend reinvestment.

Filing Impact

(Neutral)

Filing Sentiment

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Form Type

Rhea-AI Filing Summary

CITIZENS & NORTHERN CORP (CZNC) reports that officer Tracy Ellen Watkins recorded two non-open-market acquisitions of common stock tied to dividend reinvestment. On August 14, 2026, 80 shares were acquired through reinvestment of a cash dividend under a dividend reinvestment plan, bringing direct holdings to 11,325 shares. On August 20, 2026, 73 shares were acquired as an exempt acquisition in an ESOP via dividend reinvestment under a dividend reinvestment plan, bringing indirect ESOP-held shares to 6,818. Both transactions are coded as "other acquisition or disposition" and reflect dividend-related share accumulations rather than market purchases.

Insider Trade Summary

Other: 153 shares

Other 2 txns

Insider Watkins Tracy Ellen

Role EXEC. VP

Type	Security	Shares	Price	Value
Other	Common Stock ^F2	73	$25.84	$2K
Other	Common Stock ^F1	80	$25.89	$2K

Holdings After Transaction: Common Stock — 11,325 shares (Direct); Common Stock — 6,818 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 (direct): 80 shares Price per share (direct acquisition): $25.89 Direct holdings after transaction: 11,325 shares +4 more

7 metrics

Shares acquired (direct) 80 shares Common Stock acquired August 14, 2026 via dividend reinvestment plan

Price per share (direct acquisition) $25.89 Per-share value for 80-share dividend reinvestment on August 14, 2026

Direct holdings after transaction 11,325 shares Common Stock directly held by Tracy Ellen Watkins after August 14, 2026

Shares acquired (indirect ESOP) 73 shares Common Stock acquired August 20, 2026 in ESOP via dividend reinvestment

Price per share (ESOP acquisition) $25.84 Per-share value for 73-share ESOP dividend reinvestment on August 20, 2026

Indirect ESOP holdings after transaction 6,818 shares Common Stock held indirectly "by ESOP" after August 20, 2026

Total restructuring shares 153 shares Total shares in restructuring-type transactions coded J in this filing

Key Terms

dividend reinvestment plan, ESOP, indirect ownership

3 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 ownership financial

"Indirect ownership noted as "by ESOP" for certain shares."

FAQ

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

What insider transactions did CZNC executive Tracy Ellen Watkins report on this Form 4?

Tracy Ellen Watkins reported two non-derivative acquisitions of CITIZENS & NORTHERN CORP common stock: 80 shares on August 14, 2026 via dividend reinvestment and 73 shares on August 20, 2026 as an exempt ESOP acquisition via dividend reinvestment.

Were the CZNC insider transactions market purchases or dividend reinvestments?

The reported CZNC transactions were dividend reinvestments, not market purchases. One reflects shares acquired through reinvestment of a cash dividend under a dividend reinvestment plan, and the other is an exempt ESOP acquisition via dividend reinvestment under a dividend reinvestment plan.

How many CZNC shares did Tracy Ellen Watkins hold directly after the August 14, 2026 transaction?

After the August 14, 2026 dividend reinvestment transaction, Tracy Ellen Watkins held 11,325 shares of CITIZENS & NORTHERN CORP common stock in direct ownership, as reported in the filing.

What were the prices associated with the CZNC dividend reinvestment transactions?

The filing reports per-share values of $25.89 for the 80 shares acquired on August 14, 2026 and $25.84 for the 73 shares acquired on August 20, 2026, each in connection with dividend reinvestment transactions in CITIZENS & NORTHERN CORP common stock.

How many CZNC shares did Tracy Ellen Watkins hold indirectly through the ESOP after the August 20, 2026 transaction?

Following the August 20, 2026 ESOP dividend reinvestment transaction, indirect holdings for Tracy Ellen Watkins "by ESOP" totaled 6,818 shares of CITIZENS & NORTHERN CORP common stock.

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

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Available on EDGAR 08/24/2026 - 03:53 PM EDT Accepted by SEC EDGAR 08/24/2026 - 03:53 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^*

Watkins Tracy Ellen

(Last)

(First)

(Middle)

1972 NORTH WILLIAMSON ROAD

(Street)

COVINGTON

PENNSYLVANIA

16917

(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)
	EXEC. VP

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	80	A	$25.89	11,325	D
Common Stock	08/20/2026		J⁽²⁾	V	73	A	$25.84	6,818	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 Tracy E Watkins, 3/18/25, 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