Dunsmore Stan R 4
4 · CITIZENS & NORTHERN CORP · Filed Feb 3, 2026
Research Summary
AI-generated summary of this filing
CITIZENS & NORTHERN (CZNC) Exec. VP Stan Dunsmore Receives Restricted Stock
What Happened
Stan R. Dunsmore, Executive Vice President and Chief Credit Officer of Citizens & Northern Corp (CZNC), received a grant of 3,134 restricted shares on 2026-01-30 valued at $21.86 each (~$68,525). He also acquired 337 shares via an ESOP contribution on 2026-01-09 ($20.57 each, $6,932). To cover taxes/consideration related to the award, 455 shares were withheld/disposed at $22.41 ($10,197), and 142 previously granted restricted shares were forfeited (0.00, $0). Net effect from these transactions: +2,874 shares.
Key Details
- Transactions reported: 2026-01-09 (337 shares @ $20.57, ESOP contribution) and 2026-01-30 (3,134 shares @ $21.86 award; 455 shares withheld @ $22.41; 142 shares forfeited @ $0.00).
- Dollar amounts: ESOP $6,932; award ~$68,525; withheld for taxes ~$10,197; forfeiture $0.
- Net change: +2,874 shares (3,471 acquired − 597 disposed/forfeited).
- Shares owned after the transactions: not provided in the data you gave (check the full Form 4 for holdings).
- Footnotes from the filing: F1 = year-end ESOP contribution (exempt acquisition); F2 = award of restricted stock; F3 = shares delivered/withheld to pay exercise price or tax liability; F4 = forfeiture of restricted shares granted 1/31/2023 that did not vest due to an earnings-based performance standard.
- Filing: Form 4 filed 2026-02-03 reporting transactions on Jan 9 and Jan 30, 2026. Filing timeliness is not specified here — see the SEC filing for any late-filing flag.
Context
- The 3,134-share item is a restricted stock award (not an open-market buy). The 455-share disposal reflects share withholding/delivery to satisfy tax or exercise obligations tied to the award (a routine administrative step). The 142-share forfeiture resulted from failure to meet an earnings-based performance condition and does not represent a market sale.
- Purchases/awards can be more informative than routine sell/withhold actions, but these entries mainly reflect compensation and plan mechanics rather than an open-market investment decision.
Insider Transaction Report
Form 4
Dunsmore Stan R
EXEC. VP, CHIEF CREDIT OFFICER
Transactions
- Other
Common Stock
[F1]2026-01-09$20.57/sh+337$6,932→ 9,681 total(indirect: By ESOP) - Award
Common Stock
[F2]2026-01-30$21.86/sh+3,134$68,525→ 24,445 total - Tax Payment
Common Stock
[F3]2026-01-30$22.41/sh−455$10,197→ 23,990 total - Disposition to Issuer
Common Stock
[F4]2026-01-30−142→ 23,848 total
Holdings
- 90(indirect: By Children)
Common Stock
Footnotes (4)
- [F1]Exempt acquisition via year end contribution to ESOP.
- [F2]Award of Restricted Stock.
- [F3]Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3.
- [F4]Forfeiture of restricted shares granted 1/31/2023 that were eligible to vest in January 2026, based on the Corporation's attainment of an earnings-based performance standard.
Signature
/s/ Melinda S Kilburn for Stan R Dunsmore, 3/18/25, Attorney-in-Fact|2026-02-03