Citigroup Inc SEC Filings

Citigroup Inc. director Diana L. Taylor reported two non-derivative acquisitions on 10/01/2025 under Form 4. The filings show an acquisition of 12.5934 shares and an acquisition of 334.7651 shares, each recorded at a price of $102.368, and explained as a reinvestment of dividend equivalents under the issuer's compensation plan for non-employee directors. After these transactions, the reporting person holds 2,161.201 shares directly and 57,450.1413 shares indirectly; the indirect holdings are described as deferred shares held by the issuer for the reporting person under the same plan. The form is signed by an attorney-in-fact on behalf of Ms. Taylor on 10/03/2025.

Jonathan Paul Moulds, a director of Citigroup Inc. (C), reported acquisitions of common stock on 10/01/2025 under the issuer's non-employee director compensation arrangements. The filing lists a purchase at a price of $102.368 tied to a 5.7014 share reinvestment of dividend equivalents and a 270.9116 share grant of deferred shares. The report also notes 338.2543 deferred shares held by the issuer for his benefit and shows 978.4291 shares beneficially owned following one of the transactions. The transactions were reported on a Form 4 signed by an attorney-in-fact on 10/03/2025.

This Form 4 reports that Gary M. Reiner, a director of Citigroup Inc. (C), was awarded 439 shares of Citigroup common stock on 10/01/2025 under the issuer's compensation plan for non-employee directors. The reported acquisition price per share is $102.368. Following the transaction the filing shows 47,300.4175 shares beneficially owned (listed with direct ownership). The filing was signed by an attorney-in-fact on 10/03/2025. The document contains no earnings, guidance, or other corporate actions beyond the director award.

Renee James, a director reporting through the Citigroup Inc. corporate law department, reported two non-derivative acquisitions of Common Stock on 10/01/2025. The filing shows an acquisition of 12.5934 shares at a reported price of $102.368, and a separate acquisition of 167.6309 shares at the same price. Following those transactions the reporting person is shown as beneficially owning 2,161.201 shares directly and 28,767.7021 shares indirectly. The footnotes state the smaller amount reflects reinvestment of dividend equivalents under the issuer's compensation plan for non-employee directors and the larger amount represents deferred shares held by the issuer for the reporting person’s benefit.

This Form 4 discloses insider activity by Duncan P. Hennes, a Director of Citigroup Inc. (C). On 10/01/2025 the reporting person acquired 12.5934 shares and 213.9331 shares of Citigroup common stock at a reported price of $102.368 per share. The filings identify the smaller amount as a reinvestment of dividend equivalents under the company's compensation plan for non-employee directors and the larger amount as deferred shares held for the reporting person under the same plan.

The form is signed by an attorney-in-fact on behalf of Mr. Hennes and reports the holdings as a mix of direct and indirect beneficial ownership: the reinvested dividend shares are direct, while the deferred shares are indirect. No derivative transactions or other dispositions are reported on this Form 4.

John C. Dugan, a director of Citigroup Inc. (C), reported changes in beneficial ownership on 10/01/2025. The filing shows an acquisition of 610.5424 deferred common shares at a reported price of $102.368 per share, recorded as held indirectly for his benefit under the issuer's non-employee director compensation plan. After the transaction, the report lists 31,314.5759 common shares beneficially owned indirectly. The filing also reports a disposition of 13,048.3339 common shares. The deferred shares are described as awarded and held by the issuer for the reporting person under the compensation plan.

Grace E. Dailey, identified as a Director of Citigroup Inc. (C), reported an acquisition of 12.5934 shares of Citigroup common stock on 10/01/2025. The transaction is coded as an acquisition resulting from the reinvestment of dividend equivalents under the issuer's compensation plan for non‑employee directors. The reported price per share for the acquisition was $102.368, and the filing shows total beneficial ownership following the transaction of 16,444.3295 shares. The Form 4 was signed by an attorney‑in‑fact on 10/03/2025.

Citigroup Inc. (C) director Titilope Cole reported a non‑derivative acquisition on 10/01/2025 consisting of 11.2408 shares of common stock acquired at an average price of $102.368 per share. The filing states the purchase resulted from the reinvestment of dividend equivalents under the issuer's compensation plan for non‑employee directors. Following the transaction the reporting person beneficially owned 70,975.0784 shares (direct ownership). The Form 4 was signed by an attorney‑in‑fact on behalf of the reporting person on 10/03/2025.

Offering summary: Citigroup Global Markets Holdings Inc. is issuing unsecured, non-interest-bearing notes (stated principal $1,000 each; aggregate $157,000) guaranteed by Citigroup Inc. The notes reference the Citi Dynamic Asset Selector 5 Excess Return Index (initial level 232.12) with valuation dates from Sept 25, 2026 through Sept 27, 2032 and maturity Sept 30, 2032. The securities may be automatically redeemed early on specified valuation dates for the stated principal plus a graded premium (7% in 2026 up to 42% in 2031) if the Index meets rising premium threshold levels. If not auto-redeemed, investors receive principal plus any positive upside (100% participation) if the final index level exceeds the initial level; otherwise they receive only principal at maturity. The Index is trend-following, futures-based, charges a 0.85% annual fee, applies volatility targeting, and was launched June 13, 2016. Key risks disclosed include no interest, potential for no return, issuer/guarantee credit risk, limited or no secondary market, model/hedging conflicts, index methodology limitations, financing cost drag, and that the estimated value at pricing is less than issue price due to fees and hedging costs.