Watkins Tracy Ellen 4

What Happened Tracy Ellen Watkins, Executive Vice President of Citizens & Northern Corp (CZNC), acquired a total of 160 shares through the company's dividend reinvestment plan and had 111 shares delivered/withheld to cover an exercise price or tax liability. The DRIP purchases were: 83 shares on 2026-02-13 at $23.59 each ($1,958) and 77 shares on 2026-02-18 at $23.76 each ($1,830). On 2026-02-20, 111 shares were disposed/withheld at $23.67 each (~$2,627) to satisfy tax/exercise obligations.

Key Details

• Transaction dates and amounts:
  • 2026-02-13: +83 shares @ $23.59 = $1,958 (acquired via dividend reinvestment; footnote F1)
  • 2026-02-18: +77 shares @ $23.76 = $1,830 (acquired via dividend reinvestment; footnote F1)
  • 2026-02-20: -111 shares @ $23.67 = $2,627 (disposed/withheld to pay exercise price or taxes; footnote F2)
• Shares owned after the transactions: not specified in the provided filing.
• Footnotes:
  • F1: Shares acquired by reinvesting cash dividends under the dividend reinvestment plan (DRIP).
  • F2: Shares delivered or withheld to pay an exercise price or satisfy tax liability in connection with the receipt/exercise/vesting of securities (per Rule 16b-3).
• Filing timeliness: Transactions occurred 2026-02-13 through 2026-02-20; Form 4 was filed 2026-02-24, which appears later than the typical 2-business-day reporting window (i.e., filing may be late).

Context

• The acquisitions were via the DRIP (reinvestment of dividends), which is a routine way for insiders to increase holdings without open-market purchases. DRIP purchases are generally not seen as the same signal as a discretionary open-market buy.
• The 111-share disposition was a withholding/delivery to cover tax or exercise costs (not an open-market sale), a common occurrence when restricted stock vests or options are exercised. This is typically administrative rather than a directional bet on the stock.