0001144204-16-083170 Sample Contracts

CITIZENS & NORTHERN CORPORATION RESTRICTED STOCK AGREEMENT – NON-EXECUTIVE OFFICER
Restricted Stock Agreement • February 18th, 2016 • Citizens & Northern Corp • State commercial banks • Pennsylvania

RESTRICTED STOCK AGREEMENT dated as of the 5th day of January, 2016, by and between Citizens & Northern Corporation (the "Corporation") and ___________________, an employee of the Corporation or of a subsidiary (the "Recipient").

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CITIZENS & NORTHERN CORPORATION RESTRICTED STOCK AGREEMENT – EXECUTIVE OFFICER
Restricted Stock Agreement • February 18th, 2016 • Citizens & Northern Corp • State commercial banks • Pennsylvania

RESTRICTED STOCK AGREEMENT dated as of the 5th day of January, 2016, by and between Citizens & Northern Corporation (the "Corporation") and _____________________, an employee of the Corporation or of a subsidiary (the "Recipient").

CHANGE IN CONTROL AGREEMENT
Change 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.”

CITIZENS & NORTHERN CORPORATION INDEPENDENT DIRECTORS STOCK INCENTIVE PLAN
Restricted Stock Agreement • February 18th, 2016 • Citizens & Northern Corp • State commercial banks

A total of Seven Hundred Thirty Four (734) 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 5, 2016 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, which has been adopted by the Corporation’s shareholders and which is incorporated herein by reference.

CITIZENS & NORTHERN CORPORATION RESTRICTED STOCK AGREEMENT – EXECUTIVE OFFICER
Restricted Stock Agreement • February 18th, 2016 • Citizens & Northern Corp • State commercial banks • Pennsylvania

RESTRICTED STOCK AGREEMENT dated as of the 2nd day of February, 2016, by and between Citizens & Northern Corporation (the "Corporation") and J. Bradley Scovill, an employee of the Corporation or of a subsidiary (the "Recipient").

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