Citizens & Northern (CZNC) CEO boosts holdings through DRIP, ESOP

Rhea-AI Filing Summary

Citizens & Northern Corp (CZNC) President and CEO J Bradley Scovill reported routine share acquisitions under dividend reinvestment programs. On 11/14/2025, he acquired 510 shares of common stock at $19.55 through reinvestment of a cash dividend, bringing his directly held stake to 125,033 shares. On 11/19/2025, he acquired an additional 88 shares at $19.46 as an exempt acquisition in an ESOP via dividend reinvestment, resulting in 6,193 shares held indirectly through the ESOP. These transactions reflect automatic reinvestment of dividends rather than open-market purchases.

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

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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^*

SCOVILL J BRADLEY

(Last) (First) (Middle)

47 WALNUT STREET

(Street)

WELLSBORO PA 16901

(City) (State) (Zip)

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)
	PRESIDENT AND CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/14/2025

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/14/2025		J(1)	V	510	A	$19.55	125,033	D
Common Stock	11/19/2025		J(2)	V	88	A	$19.46	6,193	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 J Bradley Scovill, 3/20/2025, Attorney-in-Fact	11/26/2025
	** 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).
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FAQ

What insider transactions were reported for CITIZENS & NORTHERN CORP (CZNC)?

The President and CEO, J Bradley Scovill, reported two acquisitions of CZNC common stock through dividend reinvestment on 11/14/2025 and 11/19/2025, totaling 598 shares.

How many CZNC shares does the CEO own after these transactions?

After the reported transactions, the CEO beneficially owns 125,033 CZNC shares directly and 6,193 shares indirectly through an ESOP.

At what prices were the CZNC shares acquired in the Form 4 filing?

The CEO acquired 510 shares at $19.55 per share on 11/14/2025 and 88 shares at $19.46 per share on 11/19/2025.

What is the nature of the CZNC share acquisitions reported by the CEO?

The filing explains that 510 shares were acquired through reinvestment of a cash dividend under a dividend reinvestment plan, and 88 shares were an exempt acquisition in an ESOP via dividend reinvestment under a dividend reinvestment plan.

Is the CEO of CZNC considered an insider and what is his role?

Yes. The reporting person is identified as an Officer of CITIZENS & NORTHERN CORP, with the title President and CEO, making him a company insider.

Does this CZNC Form 4 involve derivative securities?

No derivative securities are reported in the excerpted Table II; the detailed activity shown relates to common stock acquisitions through dividend reinvestment.