Citigroup Inc SEC Filings

Citigroup Inc. is offering Callable Zero Coupon Notes due March 19, 2041. Each note has a stated principal of $1,000, a stated issue price of 45.435% (or $454.35 per $1,000 note) and a contractual payment at maturity of $1,000.

The notes pay no periodic interest and carry an accrual yield of 5.40% per annum (compounded annually). Citigroup may call the notes beginning on March 19, 2029 for the accreted values listed in the redemption schedule (for example, $532.00 per $1,000 on March 19, 2029). The offering is being distributed by Citigroup Global Markets Inc., an affiliate.

Citigroup Inc. offers Callable Zero Coupon Notes due March 17, 2056, sold at a stated issue price of 16.453% (i.e., $164.53 per $1,000 stated principal amount) with an 6.20% accrual yield. The notes pay no periodic interest and mature at $1,000 per note unless earlier redeemed.

The issuer may call the notes each March 17 beginning March 17, 2028, with accreted values published for each redemption date (for example, $185.56 on March 17, 2028 and $941.58 on March 17, 2055). A wholly owned subsidiary may assume the issuer’s obligations after notice, subject to conditions described in the pricing supplement.

Citigroup Inc. is offering callable fixed‑rate notes due February 29, 2036. Each note has a stated principal amount of $1,000, an annual interest rate of 5.05%, and pays interest semi‑annually beginning September 2, 2026. The notes are callable by Citigroup beginning March 2, 2028, on each March 2 and September 2 thereafter, at 100% of principal plus accrued interest.

The issue price is $1,000 per note, underwriter fee up to $5.00 per note, and the notes are not listed on any exchange. The pricing supplement permits a wholly owned subsidiary to assume the issuer's obligations after at least 15 business days' notice, subject to conditions described in the supplement, and notes are intended to qualify as TLAC‑eligible debt.

Citigroup Inc. is offering Callable Zero Coupon Notes due March 4, 2036 with a $1,000 stated principal amount per note and an issue price of $1,000 per note. The notes accrue at a stated accrual yield of 6.40% (non-compounding) and pay an accreted value of $1,640.00 at maturity.

The issuer may mandatorily redeem annualy on each March 4 beginning March 4, 2027 at the accreted values shown in the redemption schedule. The notes are callable in whole (not in part) and will not be listed on any exchange. The notes may be assumed by a wholly owned subsidiary (a "successor issuer") upon at least 15 business days' notice; they are intended to qualify as TLAC-eligible debt, which affects creditor loss allocation in a resolution or bankruptcy.

Citigroup Global Markets Holdings Inc. is offering autocallable securities linked to the S&P 500 Futures 35% Edge Volatility 6% Decrement Index (USD) ER with a stated principal amount of $1,000 per security. Pricing date was February 25, 2026 and issue date February 27, 2026; maturity is March 3, 2036 unless automatically redeemed earlier.

The securities pay no interest, can auto‑redeem on specified valuation dates for the stated principal plus a fixed premium (premiums range from 20% on February 24, 2027 up to 200% on February 27, 2036), and expose holders to 1:1 downside at maturity if the final underlying value is below the final barrier value of 300.737 (60.00% of the initial underlying value of 501.2282). The Index features volatility targeting with leverage up to 500% and a 6% per annum decrement. All payments are unsecured obligations of CGMH and guaranteed by Citigroup Inc., and are subject to issuer and guarantor credit risk.

Citigroup Global Markets Holdings Inc. is offering callable, contingent‑coupon, equity‑linked medium‑term senior notes due March 7, 2029 linked to the worst performing of the Nasdaq‑100, Russell 2000 and S&P 500. The securities have a stated principal of $1,000 per security and pay contingent coupons only when the worst performing underlying on specified valuation dates is at or above a coupon barrier of 70% of its initial value. The contingent coupon per payment will be at least 0.9542% of principal (equivalent to approximately 11.45% per annum if all are paid). Citigroup and Citigroup Inc. guarantee payments; all payments are subject to their credit risk. The issuer may call the securities on many potential redemption dates, and the estimated value on the pricing date is at least $937 per security, which is below the issue price.

Citigroup Global Markets Holdings Inc. is offering Autocallable Dual Directional Barrier Securities linked to GE Vernova Inc., due March 23, 2029. Each security has a stated principal of $1,000, a pricing date of March 20, 2026, and an issue date of March 25, 2026

Valuation dates are March 23, 2027 and March 20, 2029. The notes may be automatically redeemed early if the underlying's closing value on an earlier valuation date is greater than or equal to the initial underlying value; the premium for the March 23, 2027 valuation date is 23.70% (i.e., $237.00 per security). At maturity, payoffs depend on the final underlying value, with an 200% upside participation rate, a final barrier equal to 70% of the initial underlying value, and possible loss of principal down to zero if the underlying falls sufficiently. CGMI estimates the securities' value will be at least $928.00 on the pricing date; issue price is $1,000.00 with an underwriting fee of $12.00 and proceeds to issuer of $988.00 per security.

Citigroup Global Markets Holdings Inc. priced autocallable securities due March 1, 2029, fully guaranteed by Citigroup Inc. The securities are linked to the worst performing of the S&P 500Index and the Russell 2000Index with a trigger at 80% of each initial underlying value.

Each security has a stated principal of $1,000, an issue price of $1,000, an estimated value at pricing of $943.60, and a per-security underwriting fee of $32.00. Automatic early redemption occurs on scheduled valuation dates if the worst performing underlying is at or above its initial value; premiums of 10% (first valuation) and 35% (final valuation) apply. If not redeemed and the worst performing underlying falls below the trigger, principal is reduced proportionally to the underlying return, potentially to $0.

Citigroup Inc. is offering callable fixed rate notes with a stated principal of $1,000 per note, an annual interest rate of 5.125%, an original issue date of February 27, 2026 and a maturity date of February 27, 2041.

The notes are callable by the issuer beginning August 27, 2028 on specified quarterly redemption dates. The pricing date is February 25, 2026, the issue price is $1,000 per note, and the underwriter may receive up to $20.00 per note. The notes include a successor‑issuer assumption feature and are identified as eligible for TLAC treatment, which affects creditor recovery in resolution or bankruptcy. A six‑month temporary upward pricing adjustment applies to secondary‑market indications by the underwriter.