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Form N-PX · institutional managerSEC filer no. 810958

CITIZENS & NORTHERN CORP

institutional manager voting report

Vote records reported
266year to 30 June 2026
Against management
10.9%29 of 266 marked votes
Say-on-pay support
89.7%for, of for + against + abstain
Shareholder-proposal support
not reportednot reported by managers
85.0% for9.8% against5.3% other10.9% against management266 votes

foragainstabstain, withhold or otheramber tick: the portion cast against management

In its Form N-PX for the year to 30 June 2026, CITIZENS & NORTHERN CORP listed 266 vote records. Votes against management made up 10.9% of those marked either way (29 of 266); the median institutional manager stood at 6.4%.

Weighted by the number of shares voted, the against-management share is 8.0%. The two figures differ when the votes against management fall on larger or smaller holdings than the rest.

On pay and on shareholder proposals: it voted for 89.7% of the section 14A say-on-pay items it reported (the median institutional manager: 91.4%).

By category, votes against management were most frequent in SECTION 14A SAY-ON-PAY VOTES (10.9% of 266).

Compared with other filers

Each rate is defined once, in the methodology. The median is taken over 2,628 institutional managers with at least 25 vote records in the season.

year to 30 June 2026This filerMedian institutional managerAll filers pooled
Against-management share10.9%6.4%10.6%
Say-on-pay support rate89.7%91.4%86.0%
Shareholder-proposal support ratenot reported41.1%33.9%
Shares on loan, share of shares held0.00%0.00%3.12%
Largest families, year to 30 June 2026Against managementSay-on-pay supportShareholder-proposal support
Vanguard20.1%94.1%42.0%
BlackRock and iShares7.5%88.3%11.9%
Fidelity6.0%94.7%27.6%
Dimensional16.4%78.9%57.4%
State Street and SPDR16.9%77.1%50.4%

Of the 266 vote records in this filing, 266 carry something the form does not expect: a missing vote source or category, a record with no vote line, a meeting date that cannot be read, or a security identifier this site could not use. They are counted as filed. What is checked

Votes by category

Filers choose one or more categories for each vote, so a vote can appear in more than one row. Category names are printed as Form N-PX defines them.

Category (as the form names it)VotesForAgainstAgainst managementSplit
SECTION 14A SAY-ON-PAY VOTES2662262610.9%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal supportSplit
year to 30 June 20242269.8%90.7%not reported
year to 30 June 202527511.3%89.3%not reported
year to 30 June 202626610.9%89.7%not reported

Say-on-pay votes against management

Counting one say-on-pay item per company meeting, CITIZENS & NORTHERN CORP voted against management on 27 of the 250 it marked either way (10.8%) in the year to 30 June 2026.

Shareholder proposals it supported

Institutional managers report say-on-pay votes only, so no shareholder proposals appear here.

Shares on loan

CITIZENS & NORTHERN CORP reported no shares on loan for the year to 30 June 2026. Shares lent out at the record date cannot be voted by the lender, which is why Form N-PX asks for the figure. More on lending and votes.

The filings

These figures are read from the filer's own Form N-PX. If a vote on this page looks wrong, the filing is the record: a dispute about a filed vote is a matter for the filer, and an error in how this site read the filing is a matter for corrections.

Questions

How did CITIZENS & NORTHERN CORP vote on executive pay?

In the year to 30 June 2026 CITIZENS & NORTHERN CORP reported 252 votes in the category SECTION 14A SAY-ON-PAY VOTES that were cast for, against or abstain. 226 were for (89.7%), 26 against and 0 abstentions. Counting one item per company meeting, it voted against management on 27 of the 250 say-on-pay items it marked either way.

How often does CITIZENS & NORTHERN CORP vote against management?

10.9% of the time in the year to 30 June 2026: 29 of the 266 votes it marked as for or against management. Form N-PX asks each filer to state, vote by vote, whether the vote was for or against management's recommendation; this figure counts those marks.

Is this the result of the meetings?

No. Form N-PX shows how this filer voted the shares it held. It does not show how other shareholders voted or whether a proposal was approved. Companies report certified results separately, on Form 8-K.

Where does the data come from?

From the Form N-PX filings of this filer on the SEC's EDGAR system, read as filed. The SEC does not verify the contents. Amended filings (N-PX/A) replace the filings they amend. Data on this page runs through 23 Sep 2026.

Provenance: SEC EDGAR, Form N-PX and N-PX/A filings by CITIZENS & NORTHERN CORP (filer no. 810958), read as filed and not verified by the SEC. Amended filings replace the filings they amend. Filings read through 23 Sep 2026; page built 26 Sep 2026.