Dividend reinvestment boosts Citizens & Northern (CZNC) director’s shareholdings

Rhea-AI Filing Summary

Citizens & Northern Corp director reports small dividend reinvestment. On the reported date, director Leo F. Lambert received 161 shares of common stock at $23.44 per share through automatic reinvestment of a cash dividend under a dividend reinvestment plan. Following this, he directly holds 44,549 shares.

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

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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^*

LAMBERT LEO F

(Last) (First) (Middle)

PO BOX 345,

213 ACADEMY TERRACE

(Street)

DUSHORE PA 18614

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		J(1)	V	161	A	$23.44	44,549	D

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.

	/s/ Melinda S Kilburn for Leo F Lambert, 3/20/25, Attorney-in-Fact	02/27/2026
	** 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.
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FAQ

What did Citizens & Northern (CZNC) director Leo F. Lambert report on this Form 4?

Leo F. Lambert reported receiving 161 shares of Citizens & Northern common stock. The shares were credited through a dividend reinvestment plan rather than an open-market trade, reflecting automatic reinvestment of a cash dividend into additional company shares.

Was the Citizens & Northern (CZNC) Form 4 transaction a market buy or sell?

The Form 4 transaction was not an open-market buy or sell. Shares were acquired through a dividend reinvestment plan, meaning a cash dividend was automatically used to purchase additional common shares for the director’s account.

How many Citizens & Northern (CZNC) shares did the director receive and at what price?

The director received 161 shares of Citizens & Northern common stock at $23.44 per share. These shares were issued via a dividend reinvestment plan, which uses dividend cash to buy additional shares instead of paying the dividend in cash.

What is Leo F. Lambert’s total Citizens & Northern (CZNC) shareholding after this transaction?

After the dividend reinvestment, Leo F. Lambert directly holds 44,549 shares of Citizens & Northern common stock. This total reflects the addition of 161 shares credited through the company’s dividend reinvestment plan on the reported transaction date.

Does the Citizens & Northern (CZNC) Form 4 indicate any selling by the director?

The Form 4 does not indicate any share selling by the director. It only shows shares acquired through a dividend reinvestment plan, where dividend payments are automatically converted into new common shares credited to the shareholder’s account.

What does the footnote on the Citizens & Northern (CZNC) Form 4 transaction explain?

The footnote explains that the shares were acquired through reinvestment of a cash dividend under a dividend reinvestment plan. This clarifies that the transaction reflects automatic dividend reinvestment activity, not a discretionary purchase or sale in the open market.