CITIZENS Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

CITIZENS Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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(e)On December 20, 2018, the Board of Directors of Citizens & Northern Corporation (the “Corporation”) adopted Amendment No. 5 to the Corporation’s 1995 Stock Incentive Plan and Amendment No. 2 to the Corporation’s Independent Directors Stock Incentive Plan to permit award participants under the Plans to satisfy tax withholding obligations by having the Corporation withhold shares of common stock otherwise issuable to the participant or by delivering shares of common stock previously owned by participant. Amendment No. 2 to the Corporation’s Independent Directors Stock Incentive Plan also provides that the Plan will be administered by the Compensation Committee of the Board of Directors rather than the Executive Committee of the Board.

In all other respects, the 1995 Stock Incentive Plan, as amended, and the Independent Directors Stock Incentive Plan, as amended, remain in full force and effect.

The above summary of the Amendments is qualified in its entirety by reference to the full text of the Amendments, which are attached hereto as Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

CITIZENS & NORTHERN CORP Exhibit
EX-10.1 2 tv509752_ex10-1.htm EXHIBIT 10.1   EXHIBIT 10.1   AMENDMENT NO. 5 TO CITIZENS & NORTHERN CORPORATION’S 1995 STOCK INCENTIVE PLAN   On December 20,…
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About CITIZENS & NORTHERN CORPORATION (NASDAQ:CZNC)

Citizens & Northern Corporation is a holding company whose principal activity is community banking. The Company, through its subsidiaries, is primarily engaged in providing a range of banking and mortgage services to individual and corporate customers in North Central Pennsylvania and Southern New York State. The Company operates through Community Banking segment. The Company offers lending products, including mortgage loans, commercial loans and consumer loans, as well as specialized instruments, such as commercial letters-of-credit. Its deposit products include various types of checking accounts, passbook and statement savings, money market accounts, interest checking accounts, Individual Retirement Accounts (IRAs) and certificates of deposit. It also offers non-insured Repo Sweep accounts. It provides trust and financial management services, including administration of trusts and estates, retirement plans, and other employee benefit plans, and investment management services.

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