RUDY THOMAS L JR 4

What Happened

• Rudy Thomas L. Jr., Executive Vice President of Citizens & Northern Corp (CZNC), acquired 169 shares on 2026-02-18 via dividend reinvestment (169 shares × $23.76 = $4,016).
• On 2026-02-20, 141 shares were withheld/disposed to satisfy a tax liability related to receipt/exercise/vesting (141 shares × $23.67 = $3,337).
• Net effect: +28 shares (169 acquired − 141 withheld). These transactions are not open-market buys or sales for cash; one is a reinvestment of dividends and the other is withholding to cover taxes.

Key Details

• Transaction dates and prices:
  • 2026-02-18: Acquired 169 shares at $23.76 (dividend reinvestment) — $4,016 total.
  • 2026-02-20: 141 shares withheld at $23.67 to pay tax/exercise obligations — $3,337 total.
• Post-transaction total shares owned: Not disclosed in the provided filing excerpt.
• Footnotes:
  • F1: Shares acquired through dividend reinvestment plan (DRIP).
  • F2: Shares delivered/withheld to pay exercise price or tax liability under Rule 16b-3.
• Filing: Form 4 filed 2026-02-24 (covering transactions dated 02-18 and 02-20). The filing does not indicate a late-report designation in the provided data.

Context

• Dividend reinvestment (DRIP) purchases simply convert dividends into additional shares — routine and not a direct bullish market signal.
• The 141-share disposal was a tax/withholding action tied to receipt/exercise/vesting of securities (common internal mechanics), not an open-market sale.
• Overall, these internal corporate plan actions resulted in a small net increase in insider holdings (+28 shares).