4/A: CZNC Exec Amends Stock Ownership Filing

An Executive Vice President at Citizens & Northern Corp amended a Form 4 filing to correct a transaction date related to recent stock acquisitions and dispositions.

Summary

• Thomas L. Rudy Jr., Executive Vice President of Citizens & Northern Corp (CZNC), filed an amended Form 4/A.
• The amendment corrects a clerical error in the transaction date on a previously filed Form 4 from February 3, 2026.
• On January 9, 2026, Mr. Rudy acquired 320 shares of Common Stock at $20.57 per share through an exempt year-end contribution to an ESOP, increasing his indirect beneficial ownership via ESOP to 14,299 shares.
• On January 30, 2026, Mr. Rudy was awarded 2,982 shares of Restricted Stock at $21.865 per share, bringing his direct beneficial ownership to 40,366 shares.
• Also on January 30, 2026, 135 restricted shares granted on January 31, 2023, were forfeited due to the Corporation's failure to meet an earnings-based performance standard, reducing direct ownership to 40,231 shares.
• Additionally, on January 30, 2026, 434 shares were disposed of at $22.41 per share for the payment of exercise price or tax liability incident to the vesting of a security, further reducing direct ownership to 39,797 shares.
• Mr. Rudy also holds 21 shares indirectly by a child.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, primarily serving as a routine regulatory amendment to correct a clerical error in previously reported insider transactions. The underlying transactions reflect standard executive compensation and ownership changes.

Positives

• Acquisition of 320 shares of Common Stock through an ESOP contribution on January 9, 2026, at $20.57 per share.
• Award of 2,982 shares of Restricted Stock on January 30, 2026, at $21.865 per share, indicating ongoing executive compensation and alignment with shareholder interests.

Negatives

• Forfeiture of 135 restricted shares on January 30, 2026, due to the Corporation's failure to attain an earnings-based performance standard.
• Disposition of 434 shares on January 30, 2026, at $22.41 per share for tax liability, which reduces direct beneficial ownership.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard regulatory disclosures for insider transactions, providing transparency into executive holdings and compensation structures within the banking sector. Amendments like this Form 4/A, correcting clerical errors, are also routine and do not typically signal underlying issues.

Related Party Transactions

• Acquisition of shares through an Employee Stock Ownership Plan (ESOP) is a common form of related party transaction involving employee benefit plans.
• Indirect beneficial ownership by a child is also disclosed as a related party holding.

Stakeholder Impact

• Shareholders: Provides transparency regarding an executive's beneficial ownership and changes in their holdings, which can inform investment decisions.
• Employees: The ESOP transaction indicates an ongoing employee benefit program.

Key Dates

Keywords

Citizens & Northern Corp, CZNC, Form 4/A, insider trading, stock ownership, executive compensation, restricted stock, ESOP, beneficial ownership, amendment