Dunsmore Stan R 4/A

What Happened Stan R. Dunsmore, Executive Vice President and Chief Credit Officer of Citizens & Northern Corp (CZNC), reported small share acquisitions on Feb 13 (1 share) and Feb 18 (114 shares) and a disposition on Feb 20 of 148 shares. The two acquisitions were through the company’s dividend reinvestment plan (totaling 115 shares at approximately $2,733), and the 148-share disposition ($3,503) was a withholding of shares to satisfy an exercise price or tax liability related to option exercise or vesting.

Key Details

• Transaction dates and amounts:
  • 2026-02-13: Acquired 1 share @ $23.59 (≈ $24) — DRIP (footnote F1).
  • 2026-02-18: Acquired 114 shares @ $23.76 (≈ $2,709) — DRIP (footnote F1).
  • 2026-02-20: Disposed 148 shares @ $23.67 (≈ $3,503) — shares withheld to pay exercise price/taxes (footnote F3).
• Filing: This is an amended Form 4/A filed 2026-02-27; footnote F2 states the amendment is being filed solely to confirm voluntary reporting and that there are no other changes to the original Form 4.
• Shares owned after the reported transactions: not specified in the provided filing details.
• Transaction codes: "J" indicates other acquisition (here, DRIP); "F" indicates tax withholding/payment via share delivery.

Context

• The acquisitions are small and came from dividend reinvestment (a routine way insiders accumulate shares). The 148-share disposition appears to be a withholding of shares to satisfy taxes or exercise payment associated with option exercise/vesting (not an open-market sale). Such withholding is common and typically reflects tax mechanics rather than a directional bet on the stock.