ESOP dividend reinvestment for Citizens & Northern (NASDAQ: CZNC) executive

Rhea-AI Filing Summary

CITIZENS & NORTHERN CORP executive Alexander Balagour reported routine share activity related to the company’s stock. A Form 4 shows an exempt acquisition of 29 shares of common stock at $20.7964 per share through an ESOP via dividend reinvestment, categorized as an “other acquisition or disposition.” Following these transactions, he holds 15,482 common shares directly and 2,158 shares indirectly through the ESOP, indicating modest, plan-driven changes rather than open-market trading.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Balagour Alexander

Role EVP- CHIEF INFORMATION OFFICER

Type	Security	Shares	Price	Value
Other	Common Stock	29	$20.7964	$603.10
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 2,158 shares (Indirect, By ESOP); Common Stock — 15,482 shares (Direct, null)

Footnotes (1)

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Key Figures

ESOP shares acquired: 29 shares ESOP acquisition price: $20.7964 per share Direct holdings after transaction: 15,482 shares +2 more

5 metrics

ESOP shares acquired 29 shares Exempt ESOP dividend reinvestment on 2026-05-20

ESOP acquisition price $20.7964 per share Price used for ESOP dividend reinvestment

Direct holdings after transaction 15,482 shares Common stock held directly by Alexander Balagour

Indirect ESOP holdings after transaction 2,158 shares Common stock held indirectly through ESOP

Restructuring-related shares 29 shares Shares tied to restructuring-type transaction code J

Key Terms

ESOP, dividend reinvestment, Exempt acquisition, Other acquisition or disposition, +1 more

5 terms

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.

dividend reinvestment financial

"Exempt acquisition in ESOP via dividend reinvestment under D/R plan"

Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.

Exempt acquisition financial

"Exempt acquisition in ESOP via dividend reinvestment under D/R plan"

Other acquisition or disposition financial

"transaction_code_description": "Other acquisition or disposition""

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

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^*

Balagour Alexander

(Last) (First) (Middle)

45 TEAL DRIVE

(Street)

LANGHORNE PENNSYLVANIA 19047

(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)
	EVP- CHIEF INFORMATION OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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	05/20/2026		J(1)	V	29	A	$20.7964	2,158	I	By ESOP
Common Stock								15,482	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 Alex Balagour, 3/18/25, Attorney-in-Fact	05/21/2026
	** 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)

FAQ

What insider transaction did CZNC executive Alexander Balagour report?

Alexander Balagour reported an exempt acquisition of 29 shares of Citizens & Northern common stock. The shares were obtained through an ESOP dividend reinvestment plan, categorized as an “other acquisition or disposition” rather than an open-market trade.

At what price were the ESOP dividend reinvestment shares acquired for CZNC?

The ESOP-related acquisition was recorded at $20.7964 per Citizens & Northern share. This reflects the price used for 29 common shares credited through dividend reinvestment, rather than through a direct purchase on the open market.

How many CZNC shares does Alexander Balagour hold after this Form 4 filing?

After the reported transactions, Alexander Balagour holds 15,482 Citizens & Northern common shares directly. He also has 2,158 additional shares held indirectly through an employee stock ownership plan, reflecting both personal and ESOP-based ownership.

What does the ESOP dividend reinvestment mean in the CZNC Form 4?

The ESOP dividend reinvestment means cash dividends on ESOP-held CZNC shares were used to acquire 29 additional shares. This exempt acquisition under a dividend reinvestment plan is routine and categorized as an “other acquisition or disposition” rather than a typical buy or sell.

Was there any open-market buying or selling of CZNC shares in this Form 4?

No open-market buying or selling is indicated in this Form 4. The main activity is an exempt acquisition of 29 CZNC shares through ESOP dividend reinvestment, with no transactions classified as direct market purchases or sales.