UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers.
On April 22, 2021, Citizens & Northern Corporation (the "Company") issued a press release announcing that Director Leonard Simpson had retired from the Company's Board of Directors and from the Board of Directors of Citizens & Northern Bank, the Company's wholly-owned subsidiary (the "Bank"), effective April 22, 2021, upon reaching the mandatory retirement age for Board service, as set forth in the Bylaws of the Company and the Bank. The press release also announced that the Company's Board of Directors appointed Helen Santiago as a Director to Class II, effective April 22, 2021, to fill the unexpired term of former Director Simpson until the 2022 Annual Meeting of Shareholders and until her successor is duly elected and has qualified. Ms. Santiago also was appointed to the Board of Directors of the Bank. Ms. Santiago will serve as a member of the Audit Committee of the Company's Board of Directors and as a member of the Trust Committee of the Bank's Board of Directors.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Section 5.02 by reference.
Item 7.01 Regulation FD
The press release also announced that the Company's Board of Directors has appointed Terry L. Lehman to Chairman, effective May 1, 2021, succeeding Leo F. Lambert, who has served in that role since being appointed as the Company's first outside Chair in 2014. Mr. Lambert, who has been a board member since 2001, will continue to serve as a director. The press release also is incorporated by reference into this Section 7.01.
Item 9.01 Financial Statements and Exhibits.
99.1 | Press Release, dated April 22, 2021, of Citizens & Northern Corporation. |
104 | Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CITIZENS & NORTHERN CORPORATION | |
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Dated: April 22, 2021 | By: | /s/ Mark A. Hughes |
Mark A. Hughes | ||
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| Treasurer and Chief Financial Officer |
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