Citizens & Northern EVP adds 451 dividend shares

CITIZENS & NORTHERN CORP (CZNC) reported that executive vice president John M. Reber had two acquisitions of Common Stock under dividend-related plans.

Rhea-AI Filing Summary

CITIZENS & NORTHERN CORP (CZNC) reported that executive vice president John M. Reber had two acquisitions of Common Stock under dividend-related plans. On August 14, 2026, he acquired 341 shares at $25.89 per share through reinvestment of a cash dividend under a dividend reinvestment plan, bringing his directly held stake to 36,401 shares. On August 20, 2026, an employee stock ownership plan (ESOP) associated with him acquired 110 shares at $25.84 per share via exempt ESOP dividend reinvestment under a D/R plan, resulting in 10,195 shares held indirectly "By ESOP." These are coded as Form 4 J transactions, described as other acquisitions or dispositions, and reflect dividend reinvestment rather than open-market buying.

Insider Trade Summary

Other: 451 shares

Other 2 txns

Insider REBER JOHN M

Role EXEC. VP

Type	Security	Shares	Price	Value
Other	Common Stock F2	110	$25.84	$3K
Other	Common Stock F1	341	$25.89	$9K

Holdings After Transaction: Common Stock — 36,401 shares (Direct); Common Stock — 10,195 shares (Indirect, By ESOP)

Footnotes (2)

1. F1. Shares acquired through reinvestment of cash dividend under a dividend reinvestment plan.
2. F2. Exempt acquisition in ESOP via dividend reinvestment under D/R plan.

Key Figures

Shares acquired (direct): 341 shares Price per share (direct acquisition): $25.89 Direct holdings after transaction: 36,401 shares +4 more

7 metrics

Shares acquired (direct) 341 shares Common Stock acquired on August 14, 2026 via dividend reinvestment plan

Price per share (direct acquisition) $25.89 Dividend reinvestment acquisition on August 14, 2026

Direct holdings after transaction 36,401 shares Common Stock directly owned by John M. Reber after August 14, 2026 transaction

Shares acquired (indirect ESOP) 110 shares Common Stock acquired on August 20, 2026 via ESOP dividend reinvestment

Price per share (ESOP acquisition) $25.84 ESOP D/R plan acquisition on August 20, 2026

Indirect ESOP holdings after transaction 10,195 shares Common Stock indirectly owned "By ESOP" after August 20, 2026 transaction

Total restructuring shares (code J) 451 shares Aggregate shares in J-code restructuring transactions reported in this Form 4

Key Terms

dividend reinvestment plan, ESOP, indirect ownership, transaction code J

4 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

"total_shares_following_transaction 10195.0000, direct_or_indirect I, ownership_type indirect"

transaction code J financial

"transaction_code J, transaction_code_description Other acquisition or disposition"

FAQ

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

What insider transactions did CZNC executive John M. Reber report on this Form 4?

John M. Reber reported two acquisitions of CITIZENS & NORTHERN CORP common stock, both coded J as other acquisitions. They were made through dividend reinvestment in a dividend reinvestment plan and an ESOP, not through open-market purchases.

How many CZNC shares did John M. Reber acquire directly through dividend reinvestment?

He acquired 341 shares of CZNC common stock on August 14, 2026 at $25.89 per share via reinvestment of a cash dividend under a dividend reinvestment plan, increasing his directly held position to 36,401 shares.

What indirect CZNC holdings does John M. Reber report through the ESOP?

An ESOP associated with John M. Reber acquired 110 shares of CZNC on August 20, 2026 at $25.84 per share through dividend reinvestment. After this exempt ESOP transaction, the ESOP holds 10,195 CZNC shares for his benefit, reported as indirect ownership.

Were the CZNC Form 4 transactions for John M. Reber made under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as an affirmative plan (aff_10b5_one is false). The transactions are described instead as dividend reinvestments in a dividend reinvestment plan and an ESOP D/R plan.

What do the transaction code J entries mean in the CZNC Form 4 for John M. Reber?

Both entries use transaction code J, described as “Other acquisition or disposition”. Footnotes explain these as shares acquired through reinvestment of cash dividends under dividend reinvestment and ESOP D/R plans, not typical market purchases or sales.

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

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Available on EDGAR 08/24/2026 - 03:55 PM EDT Accepted by SEC EDGAR 08/24/2026 - 03:54 PM EDT 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^*

REBER JOHN M

(Last) (First) (Middle)

755 BROWN ROAD

(Street)

WELLSBORO PENNSYLVANIA 16901

(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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/14/2026		J(1)	V	341	A	$25.89	36,401	D
Common Stock	08/20/2026		J(2)	V	110	A	$25.84	10,195	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 John M Reber, 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)