EXHIBIT 10.1 INDEMNIFICATION AGREEMENT This Agreement made this ___ day of _________, 2004, between CITIZENS & NORTHERN CORPORATION, a bank holding company registered under the Bank Holding Company Act of 1956, as amended, and a Pennsylvania...Indemnification Agreement • March 14th, 2005 • Citizens & Northern Corp • State commercial banks • Pennsylvania
STOCK OPTION AGREEMENTStock Option Agreement • March 3rd, 2006 • Citizens & Northern Corp • State commercial banks
WITNESSETH:Stock Option Agreement • June 27th, 2000 • Citizens & Northern Corp • State commercial banks • Pennsylvania
FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 6th, 2000 • Citizens & Northern Corp • State commercial banks
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • May 19th, 2021 • Citizens & Northern Corp • State commercial banks • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of May 19, 2021, and is made by and among Citizens & Northern Corporation, a Pennsylvania corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined herein) identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • June 27th, 2000 • Citizens & Northern Corp • State commercial banks • Pennsylvania
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 19th, 2021 • Citizens & Northern Corp • State commercial banks • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of May 19, 2021 and is made by and among Citizens & Northern Corporation, a Pennsylvania corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined below) identified on the signature pages to the Purchase Agreement (as defined below) (collectively, the “Purchasers”).
CITIZENS & NORTHERN CORPORATION As Issuer, and UMB BANK, NATIONAL ASSOCIATION As Trustee INDENTURE Dated as of May 19, 2021 3.25% Fixed to Floating Rate Subordinated Notes due 2031Indenture • May 19th, 2021 • Citizens & Northern Corp • State commercial banks • New York
This INDENTURE dated as of May 19, 2021 is between Citizens & Northern Corporation, a Pennsylvania corporation (the “Company”), and UMB Bank, National Association, a national banking association, as trustee (the “Trustee”).
EXHIBIT 10.1 CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT ("Agreement") is entered into as of the 31st day of December, 2003, by and among CITIZENS & NORTHERN CORPORATION, a Pennsylvania corporation (the "Corporation"), CITIZENS &...Change in Control Agreement • March 10th, 2004 • Citizens & Northern Corp • State commercial banks • Pennsylvania
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 8th, 2021 • Citizens & Northern Corp • State commercial banks • Pennsylvania
This Agreement made this _12th_ day of July, 2021, between Citizens & Northern Corporation, a bank holding company registered under the Bank Holding Company Act of 1956, as amended, and a Pennsylvania corporation (the “Company”) and Kate Shattuck a director, officer or representative (as hereinafter defined) of the Company (the “Indemnitee”);
EXHIBIT 10.1 CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT ("Agreement") is entered into as of the 21st day of July, 2005, by and among CITIZENS & NORTHERN CORPORATION, a Pennsylvania corporation (the "Corporation"), CITIZENS & NORTHERN...Change in Control Agreement • March 3rd, 2006 • Citizens & Northern Corp • State commercial banks • Pennsylvania
CITIZENS & NORTHERN CORPORATION TIME-BASED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 16th, 2023 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RESTRICTED STOCK AGREEMENT dated as of the 31st day of January 2023, by and between Citizens & Northern Corporation (the "Corporation") and __________ an employee of the Corporation or of a subsidiary (the "Recipient").
November 24, 2009Underwriting Agreement • November 25th, 2009 • Citizens & Northern Corp • State commercial banks • New York
Citizens & Northern Corporation, a Pennsylvania corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Sandler O’Neill & Partners, L.P. (“Sandler O’Neill” or an “Underwriter”) and each of the other underwriters named in Schedule I hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 11 hereof), for whom Sandler O’Neill is acting as representative (in such capacity, the “Representative”) with respect to (i) the sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of an aggregate of 2,500,000 shares of common stock, $1.00 par value per share, of the Company (the “Stock”), as set forth in Schedule I hereto (the “Firm Shares”) and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2 hereof to purchase all or any part of 375,000 additional shares o
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 28th, 2024 • Citizens & Northern Corp • State commercial banks • Pennsylvania
THIS AMENDED AND RESTATED AGREEMENT is made to be effective as of May 22, 2024 (the "Effective Date") by and among CITIZENS & NORTHERN CORPORATION, a Pennsylvania business corporation (the "Corporation"), CITIZENS & NORTHERN BANK (the "Bank"), a Pennsylvania chartered bank, and J. BRADLEY SCOVILL, an adult individual ("Executive").
EXHIBIT 10.2 CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT ("Agreement") is entered into as of the 31st day of December, 2003, by and among CITIZENS & NORTHERN CORPORATION, a Pennsylvania corporation (the "Corporation"), CITIZENS &...Change in Control Agreement • March 10th, 2004 • Citizens & Northern Corp • State commercial banks • Pennsylvania
CITIZENS & NORTHERN CORPORATION PERFORMANCE-BASED RESTRICTED STOCK AGREEMENTPerformance-Based Restricted Stock Agreement • March 16th, 2023 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RESTRICTED STOCK AGREEMENT dated as of the 31st day of January 2023, by and between Citizens & Northern Corporation (the "Corporation") and ________ an employee of the Corporation or of a subsidiary (the "Recipient").
CITIZENS & NORTHERN CORPORATION RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 26th, 2015 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RESTRICTED STOCK AGREEMENT dated as of the 5th day of January, 2015, by and between Citizens & Northern Corporation (the "Corporation") and________________, an employee of the Corporation or of a subsidiary (the "Recipient").
CITIZENS & NORTHERN CORPORATION RESTRICTED STOCK AGREEMENT – EXECUTIVE OFFICERRestricted Stock Agreement • February 15th, 2018 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RESTRICTED STOCK AGREEMENT dated as of the 3rd day of January, 2018, by and between Citizens & Northern Corporation (the "Corporation") and_____________________ an employee of the Corporation or of a subsidiary (the "Recipient").
CITIZENS & NORTHERN CORPORATION as Issuer and as Trustee INDENTURE Dated as of [____________, _____] Senior Debt SecuritiesIndenture • October 2nd, 2009 • Citizens & Northern Corp • State commercial banks • Pennsylvania
THIS INDENTURE, dated as of [__________, ____] between Citizens & Northern Corporation, a corporation duly organized and existing under the laws of the State of Pennsylvania (the “Company”), and [__________________] (the “Trustee”, which term shall include any successor trustee appointed pursuant to Article 7 of this Indenture).
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • February 18th, 2016 • Citizens & Northern Corp • State commercial banks • Pennsylvania
THIS CHANGE IN CONTROL AGREEMENT (“Agreement”) is entered into as of the 20th day of January, 2005, by and among CITIZENS & NORTHERN CORPORATION, a Pennsylvania corporation (the “Corporation”), CITIZENS & NORTHERN BANK, a Pennsylvania bank (the “Bank”), and JOHN M. REBER, an employee of the Corporation and/or the Bank and/or of a subsidiary of either (the “Employee”). The Corporation and the Bank are collectively referred to herein as the “Employer.”
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • February 21st, 2013 • Citizens & Northern Corp • State commercial banks • Pennsylvania
OPTION AGREEMENT dated as of the 3rd day of January 2013, by and between Citizens & Northern Corporation (the "Corporation") and «name», an employee of the Corporation or of a subsidiary (the "Optionee").
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • August 6th, 2020 • Citizens & Northern Corp • State commercial banks • Pennsylvania
THIS CHANGE IN CONTROL AGREEMENT (“Agreement”) is entered into as of the 27th day of June, 2020, by and among CITIZENS & NORTHERN CORPORATION, a Pennsylvania corporation (the “Corporation”), CITIZENS & NORTHERN BANK, a Pennsylvania bank (the “Bank”), and Janice E. Ward, an employee of the Corporation and/or the Bank and/or of a subsidiary of either (the “Employee”). The Corporation and the Bank are collectively referred to herein as the “Employer.”
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 16th, 2023 • Citizens & Northern Corp • State commercial banks
A total of _______ shares of RESTRICTED common STOCK, par value $1.00, of Citizens & Northern Corporation, a Pennsylvania business corporation (herein the “Corporation”) is hereby awarded as of January 31, 2023 to __________ (herein the “Director”), subject in all respects to the terms and provisions of the Citizens & Northern Corporation Independent Directors Stock Incentive Plan (herein the “Plan”), dated April 17, 2001 and amended April 15, 2008, April 19, 2018, and December 20, 2018, and is incorporated herein by reference.
CITIZENS & NORTHERN CORPORATION INDEPENDENT DIRECTORS STOCK INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • February 20th, 2014 • Citizens & Northern Corp • State commercial banks
This Option may not be exercised more than ten (10) years from the date of its grant, and may be exercised during such term only in accordance with the terms of the Plan.
CITIZENS & NORTHERN CORPORATION 1995 STOCK INCENTIVE PLAN (As Amended)Restricted Stock Agreement • February 22nd, 2022 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RE STRICTED STOCK AGREEMENT dated as of the 1st day of July 2020, by and between Citizens & Northern Corporation (the "Corporation") and Blair T. Rush an employee of the Corporation or of a subsidiary (the "Recipient").
CITIZENS & NORTHERN CORPORATION 1995 STOCK INCENTIVE PLAN (As Amended)Restricted Stock Agreement • May 11th, 2009 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RESTRICTED STOCK AGREEMENT dated as of the 5th day of January, 2009, by and between Citizens & Northern Corporation (the “Corporation”) and , an employee of the Corporation or of a subsidiary (the “Recipient”).
EXHIBIT 10.3 CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT ("Agreement") is entered into as of the 31st day of December, 2003, by and among CITIZENS & NORTHERN CORPORATION, a Pennsylvania corporation (the "Corporation"), CITIZENS &...Change in Control Agreement • March 10th, 2004 • Citizens & Northern Corp • State commercial banks • Pennsylvania
CITIZENS & NORTHERN CORPORATION TIME-BASED RESTRICTED STOCK AGREEMENT - EMPLOYEESRestricted Stock Agreement • March 11th, 2024 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RESTRICTED STOCK AGREEMENT dated as of the 31st day of January 2024, by and between Citizens & Northern Corporation (the "Corporation") and __________ _______________________an employee of the Corporation or of a subsidiary (the "Recipient").
CITIZENS & NORTHERN CORPORATION RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 24th, 2012 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RESTRICTED STOCK AGREEMENT dated as of the 4th day of January, 2012, by and between Citizens & Northern Corporation (the "Corporation") and «name», an employee of the Corporation or of a subsidiary (the "Recipient").
EXHIBIT 10.2 CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT ("Agreement") is entered into as of the 31st day of December, 2003, by and among CITIZENS & NORTHERN CORPORATION, a Pennsylvania corporation (the "Corporation"), CITIZENS &...Change in Control Agreement • March 14th, 2005 • Citizens & Northern Corp • State commercial banks • Pennsylvania
CITIZENS & NORTHERN CORPORATION INDEPENDENT DIRECTORS STOCK INCENTIVE PLANRestricted Stock Agreement • February 20th, 2020 • Citizens & Northern Corp • State commercial banks
A total of Seven Hundred Fifty Eight (758) shares of RESTRICTED common STOCK, par value $1.00, of Citizens & Northern Corporation, a Pennsylvania business corporation (herein the “Corporation”) is hereby awarded as of January 31, 2020 to _________________ (herein the “Director”), subject in all respects to the terms and provisions of the Citizens & Northern Corporation Independent Directors Stock Incentive Plan (herein the “Plan”), dated April 17, 2001 and amended April 15, 2008 and December 20, 2018, and is incorporated herein by reference.
October 9, 2007 Mr. Charles H. Updegraff, Jr. 28 Prosser Hollow Road Coudersport, PA 16915 Re: Termination of Automatic Renewal of Employment Agreement Dated December 30, 2002 Dear Chuck:Employment Agreement • February 29th, 2008 • Citizens & Northern Corp • State commercial banks
Pursuant to the terms of Section 1 (b) of your Employment Agreement dated December 30, 2002, and as per our agreement prior to the merger of Citizens Bancorp and Citizens & Northern Corporation and Citizens & Northern Bank; and pursuant to the Addendum to Employment Agreement dated December 14, 2007 , we are exercising our right to terminate the automatic renewal of said Agreement and to fix the remaining term of employment under said section. You are hereby given notice that we are terminating the automatic renewal provision of said Agreement and fixing the remaining term of employment to expire on December 31, 2009.
CITIZENS & NORTHERN CORPORATION INDEPENDENT DIRECTORS STOCK INCENTIVE PLANStock Option Agreement • February 24th, 2012 • Citizens & Northern Corp • State commercial banks
This Option may not be exercised more than ten (10) years from the date of its grant, and may be exercised during such term only in accordance with the terms of the Plan.
CITIZENS & NORTHERN CORPORATION TIME-BASED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 22nd, 2022 • Citizens & Northern Corp • State commercial banks • Pennsylvania
RESTRICTED STOCK AGREEMENT dated as of the _____th day of February 2022, by and between Citizens & Northern Corporation (the "Corporation") and Matthew L Bower an employee of the Corporation or of a subsidiary (the "Recipient").
CITIZENS & NORTHERN CORPORATION INDEPENDENT DIRECTORS STOCK INCENTIVE PLANStock Option Agreement • May 11th, 2009 • Citizens & Northern Corp • State commercial banks
This Option may not be exercised more than ten (10) years from the date of its grant, and may be exercised during such term only in accordance with the terms of the Plan.
