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Citizens & Northern (CZNC) EVP adds shares via DRIP and ESOP

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Citizens & Northern Corp (CZNC) executive reports small stock acquisitions through dividend reinvestment. An Executive Vice President, filing individually, reported acquiring 90 shares of common stock on 11/14/2025 at $19.415 per share through a transaction coded "J" related to a dividend reinvestment plan. After this, the executive directly owned 9,233 common shares.

On 11/19/2025, the same executive reported another "J" transaction, acquiring 90 common shares at $19.46 per share through an employee stock ownership plan (ESOP) via dividend reinvestment, bringing indirect ESOP ownership to 6,322 shares. Both transactions are described as acquisitions via reinvested cash dividends, indicating routine, plan-based accumulation of CZNC stock by a company officer.

Positive

  • None.

Negative

  • None.
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 PA 16917

(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)
EXEC. VP
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 90 A $19.415 9,233 D
Common Stock 11/19/2025 J(2) V 90 A $19.46 6,322 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 Tracy E Watkins, 3/18/25, 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).
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.

FAQ

What insider transaction did CZNC report in this Form 4?

The filing shows a CZNC Executive Vice President acquired 90 shares of common stock on 11/14/2025 at $19.415 per share and another 90 shares on 11/19/2025 at $19.46 per share, both coded as "J" transactions.

How many Citizens & Northern (CZNC) shares does the executive own after these transactions?

After the reported transactions, the executive beneficially owns 9,233 CZNC common shares directly and 6,322 shares indirectly through an ESOP.

What is the nature of the CZNC Form 4 transactions reported?

The explanation states that the 11/14/2025 shares were acquired through reinvestment of cash dividends under a dividend reinvestment plan, and the 11/19/2025 shares were an exempt acquisition in an ESOP via dividend reinvestment under the same plan.

What is the reporting persons role at Citizens & Northern Corp (CZNC)?

The reporting person is identified as an Officer of Citizens & Northern Corp, with the title Executive Vice President (EXEC. VP).

Are the CZNC insider transactions direct or indirect holdings?

The 11/14/2025 acquisition is held directly (D), while the 11/19/2025 acquisition is held indirectly (I) through an ESOP.

Who signed the CZNC Form 4 for the reporting person?

The Form 4 was signed by Melinda S Kilburn as Attorney-in-Fact for the reporting person, Tracy E Watkins.

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359.42M
17.08M
3.76%
33.77%
1.35%
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