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CITIZENS & NORTHERN CORP Director's Dealing 2012

May 16, 2012

33294_dirs_2012-05-16_a2e306bd-b3f4-421a-b45c-a0895b7f8674.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CITIZENS & NORTHERN CORP (CZNC)
CIK: 0000810958
Period of Report: 2012-05-14

Reporting Person: BESSE DAWN A (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-05-14 Common Stock P 3 $17.8693 Acquired 3171 Direct
2012-05-14 Common Stock J 11 $18.055 Acquired 3182 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 2790 Indirect

Footnotes

F1: Dividend of 5/14/12 posted to D/R Account