CITIZENS & NORTHERN CORP Insider Trading Activity

Citizens & Northern Corp (CZNC) executive reports small ESOP share acquisition.

Rhea-AI Filing Summary

Citizens & Northern Corp (CZNC) executive reports small ESOP share acquisition. An Executive Vice President filed a Form 4 for an exempt transaction on 11/19/2025, reflecting the acquisition of 36 shares of common stock at $19.46 per share through dividend reinvestment in the company ESOP. Following this transaction, the reporting person beneficially owns 2,522 shares indirectly through the ESOP and 27,659 shares directly.

Insider Trade Summary

Other: 36 shares

Other 2 txns

Insider Rush Blair T

Role EXECUTIVE VICE PRESIDENT

Type	Security	Shares	Price	Value
Other	Common Stock	36	$19.46	$700.56
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 2,522 shares (Indirect, by ESOP); Common Stock — 27,659 shares (Direct)

Footnotes (1)

1. F1. Exempt acquisition in ESOP via dividend reinvestment under D/R plan.

FAQ

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What did the Citizens & Northern Corp (CZNC) insider report on this Form 4?

An Executive Vice President reported acquiring 36 shares of Citizens & Northern Corp common stock on 11/19/2025 through an exempt ESOP dividend reinvestment transaction.

At what price were the CZNC shares acquired in the reported transaction?

The 36 CZNC common shares were acquired at a price of $19.46 per share via dividend reinvestment in the ESOP.

How many Citizens & Northern Corp shares does the reporting person now beneficially own?

After the transaction, the reporting person beneficially owns 2,522 shares indirectly through the ESOP and 27,659 shares directly.

What was the transaction code used in this Citizens & Northern Corp Form 4?

The transaction was coded as J (1), which here is explained as an exempt acquisition in the ESOP via dividend reinvestment under a dividend reinvestment plan.

Was the reported CZNC transaction a direct or indirect ownership change?

The 36-share acquisition was reported as indirect ownership, held by ESOP, while a separate block of 27,659 shares is held directly.

Does this Citizens & Northern Corp Form 4 involve any derivative securities?

No derivative securities are reported; Table II is empty in this Form 4 filing.

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Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 11/26/2025 - 02:48 PM EST Learn about SEC filing dates

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^*

Rush Blair T

(Last) (First) (Middle)

620 CIDER MILL LANE

(Street)

PERKASIE PA 18944

(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)
	EXECUTIVE VICE PRESIDENT

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025

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	11/19/2025		J(1)	V	36	A	$19.46	2,522	I	by ESOP
Common Stock								27,659	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. Exempt acquisition in ESOP via dividend reinvestment under D/R plan.

	/s/ Melinda S Kilburn for Blair T Rush, 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.