[Form 4] Citizens & Northern Corporation Insider Trading Activity

Rhea-AI Filing Summary

Bobbi J. Kilmer, a director of Citizens & Northern Corp (CZNC), reported two non-derivative acquisitions of common stock on 08/15/2025 made under the issuer's dividend reinvestment plan. The Form 4 shows 165 shares purchased at $19.56 and 62 shares purchased at $19.36, with reported beneficial ownership of 17,288 and 17,350 shares respectively after each transaction. The filing was signed on behalf of Kilmer by an attorney-in-fact and indicates the transactions were dividend reinvestments rather than open-market purchases.

Positive

• Director participation in dividend reinvestment plan, indicating continued ownership alignment with shareholders
• Timely and compliant reporting with Form 4 filed and signed by an attorney-in-fact

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider acquired small additional stake via dividend reinvestment; transaction appears routine and non-material to valuation.

The Form 4 documents two modest acquisitions totaling 227 shares via the company's dividend reinvestment plan on 08/15/2025 at prices near $19.40 per share. Reported beneficial ownership after the transactions is in the low tens of thousands of shares, indicating these purchases are routine portfolio increases from dividends rather than active market buying or compensatory grants. For investors, this is an ordinary insider activity consistent with dividend participation and does not by itself signal a material change to company fundamentals.

Corporate Governance Expert

TL;DR: Filing shows compliant, timely reporting of dividend reinvestment by a director, executed via attorney-in-fact.

The disclosure identifies Kilmer as a director and confirms the use of a dividend reinvestment plan as the transaction vehicle. The Form 4 includes a signature block showing an attorney-in-fact filed the report on 08/22/2025 for transactions dated 08/15/2025, which satisfies reporting formalities. There are no indications of option exercises, sales, or other compensatory arrangements in this submission.

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
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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^*

Kilmer Bobbi J

(Last) (First) (Middle)

555 COUNTRY VIEW DRIVE

(Street)

TOWANDA PA 18848

(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)
08/15/2025

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	08/15/2025		J(1)	V	165	A	$19.56	17,288	D
Common Stock	08/15/2025		J(1)	V	62	A	$19.36	17,350	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 Bobbi J Kilmer, 4/24/25, Attorney-in-Fact	08/22/2025
	** 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 transactions did Bobbi J. Kilmer report on Form 4 for CZNC?

The Form 4 reports two acquisitions on 08/15/2025 of 165 shares at $19.56 and 62 shares at $19.36, made via dividend reinvestment.

How many shares does Bobbi J. Kilmer beneficially own after the reported transactions?

The filing shows beneficial ownership of 17,288 shares after the first reported acquisition and 17,350 shares after the second.

Were the reported transactions purchases, gifts, or reinvested dividends?

The explanation states the shares were acquired through reinvestment of cash dividend under a dividend reinvestment plan.

When were the transactions and when was the Form 4 filed?

Transactions occurred on 08/15/2025 and the Form 4 bears a filing/signature date of 08/22/2025 by an attorney-in-fact.

Does the Form 4 show any derivative or option activity for Kilmer?

No. Table II for derivative securities is empty and the filing only reports non-derivative common stock acquisitions.