CITIGROUP INC 424B Filings

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to the S&P 500 Futures 40% Intraday Edge Volatility TCA 6% Decrement Index (USD) ER, maturing July 22, 2031, at $1,000 stated principal per security.

Investors may receive a 1.00% contingent coupon per period (12.00% per annum) only if, on the relevant valuation date, the index is at or above the coupon barrier value of 6,695.871 (70% of the 9,565.53 initial level. Missed coupons can be paid later if the barrier is later met, but may be lost entirely.

The notes are autocallable: if on any potential autocall date the index is at or above its initial level, each security is redeemed at $1,000 plus the coupon and any unpaid coupons, ending further payments. If held to maturity and not called, principal is protected only down to the final buffer value of 8,130.701 (85% of initial); below that, investors lose 1% of principal for each 1% index decline beyond the 15% buffer.

The bespoke index is a leveraged, 40% volatility-targeted futures-based strategy with a 6% per annum decrement and embedded notional and financing costs, which may cause it to significantly underperform the S&P 500 Index. The issue price is $1,000, but the estimated value is $884.60 per security, reflecting structuring and hedging costs. The notes involve complex market, credit and tax risks, including potential early issuer redemption upon certain index modifications and possible 30% withholding on coupon payments to some non-U.S. holders.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Dual Directional Barrier Digital Plus Securities linked to the worst performer of the EURO STOXX 50® Index and the MSCI Emerging Markets Index, in an aggregate amount of $2,818,000 at $1,000 per security.

The notes mature on July 23, 2031. If the worst-performing index on the valuation date is at or above its initial value, investors receive $1,000 plus the greater of an $800 (80%) digital return or 1‑to‑1 upside participation. If it is below its initial value but at or above the 70% barrier, investors receive $1,000 plus the absolute value of its negative return. If it finishes below the 70% barrier, repayment is reduced 1‑to‑1 with the index loss, down to zero.

The initial index levels are 6,230.87 for EURO STOXX 50® and 1,620.66 for MSCI Emerging Markets, with corresponding barriers at 70% of those levels. The issue price is $1,000, but the dealer’s estimated value is $944.30. An underwriting fee of up to $33.50 per security applies, secondary liquidity may be limited, investors forgo dividends, and tax treatment is uncertain, with the notes expected to be treated as a prepaid forward contract.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Barrier Securities linked to the S&P 500® Index, issued in $1,000 denominations and maturing on July 31, 2031, with no periodic interest and no full principal protection.

The notes may be automatically redeemed on specified annual valuation dates starting July 28, 2027 if the S&P 500® closing value is at or above the initial level, paying $1,000 plus a premium of 8.50%, 17.00%, 25.50% or 34.00%, depending on the call date. If held to maturity and not called, investors receive $1,000 plus the greater of a 25.00% premium or 100% participation in any index appreciation when the final value is at or above the initial level, par repayment if the final value is below the initial but at or above the 75.00% barrier, and a 1‑for‑1 loss with the index below the barrier.

The estimated value on the pricing date is expected to be at least $907.00 per note, below the $1,000 issue price, reflecting underwriting fees of up to $23.50 per note, hedging costs, and the issuer’s internal funding rate. The securities are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., offer no dividends or voting rights in the S&P 500® stocks, may have limited or no secondary market, and involve complex tax and Section 871(m) considerations.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing Buffer Securities linked to the iShares MSCI EAFE ETF, maturing on July 26, 2029, with a $1,000 stated principal amount per security. The initial ETF value is $102.57, with a 20.00% buffer and a final buffer value of $82.056.

At maturity, if the ETF’s final value exceeds the initial value, investors receive $1,000 plus the ETF return multiplied by an upside participation rate of at least 98.00%. If the ETF has fallen but remains at or above the buffer level, investors receive back $1,000. If it falls below the buffer level, principal is reduced 1% for each 1% decline beyond the 20% buffer.

The issue price is $1,000 per security, including up to a $6.00 underwriting fee, with minimum proceeds to the issuer of $994.00 per security. Citigroup expects an estimated value of at least $931.00 per security on the pricing date, based on proprietary models. Investors will not receive dividends from the ETF and face credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., as well as complex U.S. tax treatment, including potential application of prepaid forward contract rules, Section 1260 and Section 871(m).

Citigroup Global Markets Holdings Inc. is offering Autocallable Contingent Coupon Equity Linked Securities linked to the Invesco QQQ Trust, Series 1, with a stated principal amount of $1,000 per security, fully and unconditionally guaranteed by Citigroup Inc. The notes pay a contingent coupon of 0.8125% per period, equivalent to 9.75% per annum, but only if on each valuation date QQQ’s closing value is at or above an 80% coupon barrier.

The notes may be automatically called on specified dates if QQQ is at or above its initial value, returning $1,000 plus the coupon, which can limit total income. If not called and QQQ ends below an 80% final barrier, investors receive QQQ shares (or cash) worth less than principal, potentially zero. An underwriting fee of $21.50 per security yields issuer proceeds of $978.50, and the estimated value on the pricing date is expected to be at least $923.00, below issue price, reflecting selling, structuring and hedging costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $6,566,000 of Contingent Income Auto-Callable Securities due July 20, 2029, linked to the common stock of Snowflake Inc. Each security has a $1,000 stated principal amount and an initial Snowflake share price of $268.90, with a downside threshold price of $134.45 (50.00% of the initial price).

Investors may receive a quarterly contingent coupon of 5.2125% of principal (20.85% per annum) on dates when Snowflake’s closing price is at or above the downside threshold; missed coupons can be later “made up” if the threshold is met on a subsequent valuation date. The notes are subject to automatic early redemption on quarterly potential redemption dates if Snowflake’s price is at or above the initial share price, in which case holders receive $1,000 plus the applicable contingent coupon (including any unpaid prior coupons) and no further payments.

If not called, and the final share price is at or above the downside threshold, investors receive $1,000 plus the final contingent coupon (with any unpaid coupons). If the final share price is below the threshold, repayment is $1,000 + ($1,000 × share return), fully exposing investors to Snowflake’s decline on a 1-to-1 basis and potentially resulting in a loss of all principal with no coupon at maturity. The issue price is $1,000 per security, including an underwriting fee of $22.50, while the estimated value is $967.10 per security.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked medium-term notes linked to the worst performer of the Dow Jones Industrial Average and the S&P 500® Index, due August 3, 2029. Each security has a $1,000 stated principal amount and pays a contingent coupon of 1.8125% per period (7.25% per annum) only if, on the relevant valuation date, the worst performing index is at or above its coupon barrier, set at 55.00% of its initial value. If this condition is not met, no coupon is paid for that period.

The issuer may redeem the notes in whole, but not in part, on specified potential redemption dates at $1,000 per security plus any applicable contingent coupon, limiting remaining income. If the notes are not called, at maturity investors receive $1,000 per security if the worst performing index is at or above its final barrier (also 55.00% of initial); otherwise the payout is $1,000 plus $1,000 times the underlying return of the worst performing index, which can reduce principal to zero. Investors do not receive dividends or upside participation in the indices and are fully exposed to downside of the worst performer, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $940.00 per security, below the issue price, reflecting selling, structuring, hedging costs and the issuer’s internal funding rate.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Contingent Income Auto-Callable Securities due July 20, 2029 linked to Alphabet Inc. common stock. The aggregate stated principal amount is $15,722,000, with a $1,000 stated principal amount per security.

Investors may receive a 2.6125% quarterly contingent coupon (10.45% per annum) only if Alphabet’s closing price on the relevant valuation date is at or above the downside threshold price of $208.062, which is 60% of the $346.77 initial share price. If on any potential redemption date the closing price is at or above the initial share price, the notes are automatically redeemed for $1,000 plus the contingent coupon.

If not redeemed early and the final share price is at or above the downside threshold, payment at maturity equals $1,000 plus the final coupon. If the final share price is below the downside threshold, the repayment is $1,000 + ($1,000 × share return), exposing holders to 1:1 downside in Alphabet’s share performance and potentially a total loss of principal, with no participation in share price appreciation or dividends. The estimated value at pricing is $971.40 per security, below the issue price, and secondary market prices are expected to be lower than the issue price.

Citigroup Global Markets Holdings Inc. is offering $30,751,000 of Contingent Income Auto-Callable Securities due July 20, 2029, linked to GE Vernova Inc. common stock and fully guaranteed by Citigroup Inc. Each $1,000 security pays a quarterly contingent coupon of 4.3375% (17.35% per annum) only if GE Vernova’s share price on the valuation date is at or above the downside threshold price of $528.92, which is 50.00% of the $1,057.84 initial share price. Missed coupons can be “caught up” if the stock later recovers to or above the threshold before maturity or auto-call. The notes are automatically redeemed at par plus the applicable coupon (including any unpaid coupons) if on any potential redemption date the share price is at or above the initial price. If not called and the final price is below the threshold, investors receive $1,000 plus $1,000 times the share return, exposing them 1-to-1 to downside beyond 50% and potentially losing their entire principal and all coupons. The estimated value at pricing is $964.90 per $1,000 security, below the issue price, reflecting underwriting fees and structuring costs.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Autocallable Barrier Securities linked to the EURO STOXX 50® Index, issued as Medium-Term Senior Notes, Series N, with a $1,000 stated principal amount per security.

The notes pay no interest and may be automatically redeemed on specified annual valuation dates starting July 28, 2027 if the index is at or above its initial value, returning $1,000 plus a fixed premium of 11.35%, 22.70%, 34.05% or 45.40% of principal, depending on the year. If held to maturity on July 31, 2031 and not previously redeemed, investors receive: (i) $1,000 plus the greater of a 30.00% premium or 100% participation in index appreciation if the final index value is at or above the initial level; (ii) return of $1,000 if the final value is below the initial but at or above 75.00% of the initial value; or (iii) $1,000 plus $1,000 times the index return if the final value is below 75.00% of the initial, exposing investors to 1‑for‑1 downside and potential total loss of principal.

The notes are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., are expected to have limited or no secondary market liquidity, and are initially priced at $1,000 with an estimated value of at least $912.00 per security, reflecting underwriting, hedging costs and internal funding assumptions.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked notes maturing August 24, 2029, linked to the worst performer of the EURO STOXX 50® Index, Nasdaq-100 Index® and S&P 500® Index. Each security has a $1,000 principal amount. On each quarterly valuation date, investors receive a contingent coupon of at least 3.325% per period (13.30% per annum) only if the worst-performing index closes at or above its coupon barrier, set at 75% of its initial value.

If the notes are not called and on the final valuation date the worst-performing index is at or above its 75% final barrier, investors receive $1,000 plus any final coupon. If it is below the barrier, repayment is reduced one-for-one with the index decline, down to zero in an extreme scenario. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The notes do not pay dividends or offer upside participation in index gains and carry full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000, including a $1.50 underwriting fee, with expected estimated value of at least $943 per note.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $3,874,000 of Performance Leveraged Upside Securities linked to the EURO STOXX 50® Index, maturing on November 3, 2027. Each security has a $1,000 stated principal amount and pays no interest.

At maturity, if the index has risen, investors receive $1,000 plus 300.00% of the index gain, capped by a maximum return of $220.50 per security, for a maximum payment of $1,220.50. If the index is flat or lower, the payoff is $1,000 plus the index return on a 1-to-1 basis, with no minimum payment, so the entire investment can be lost.

The initial index level is 6,230.87. The estimated value is $975.30 per security, below the $1,000 issue price, reflecting underwriting and structuring costs. All payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Autocallable Barrier Securities linked to the Russell 2000® Index under its Medium-Term Senior Notes, Series N program. Each security has a $1,000 stated principal amount, is issued on July 31, 2026 and, unless called earlier, matures on July 31, 2031.

The notes pay no interest and may be automatically redeemed on specified annual valuation dates if the Russell 2000® closing value is at or above its initial level, paying $1,000 plus a fixed premium of 10.25%, 20.50%, 30.75% or 41.00%, depending on the call date. If held to maturity and not called, investors receive (i) $1,000 plus the greater of a 25.00% premium or 100% participation in index gains if the index finishes at or above its initial level, (ii) $1,000 if the index is below the initial level but at or above 75% of it, or (iii) $1,000 plus the full negative index return if the index ends below the 75% barrier, risking loss of up to all principal.

The issue price is $1,000 per security, including up to $23.50 in underwriting fees, with minimum issuer proceeds of $976.50. Citigroup expects the model-based estimated value on the pricing date to be at least $915 per security. Investors face Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk, limited liquidity, complex tax treatment and exposure to small-cap equity volatility.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering medium-term senior notes in the form of Callable Contingent Coupon Equity Linked Securities tied to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, due August 2, 2029. Each security has a $1,000 stated principal. Investors may receive contingent coupons of at least 0.9792% per period (about 11.75% per annum) on each contingent coupon payment date, but only if the closing value of the worst performing index on the prior valuation date is at or above 70% of its initial level.

If the notes are not called and on the final valuation date the worst performing index is at or above 60% of its initial level, investors receive $1,000 plus any final coupon. If it is below 60%, repayment is reduced 1:1 with the index loss, potentially to $0. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The issue price is $1,000, including a $7.50 underwriting fee, with proceeds to the issuer of $992.50 per security and an estimated initial value of at least $939. The notes are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering unsecured Medium-Term Senior Notes, Series N, structured as Callable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index® and S&P 500® Index, due February 3, 2028. Each security has a $1,000 stated principal amount.

Investors may receive a contingent coupon of at least 1.0083% per period (about 12.10% per annum) on scheduled payment dates, but only if on the prior valuation date the worst performing index is at or above its coupon barrier, set at 70% of its initial value. If the note is not redeemed early and, on the final valuation date, the worst performing index is at or above its 70% final barrier, investors receive $1,000 plus any final coupon; otherwise, principal is reduced one-for-one with the index loss, potentially to zero.

The issuer may redeem the notes early, in whole, on specified dates at $1,000 plus any due coupon. The estimated value on the pricing date is expected to be at least $940 per $1,000 note, below the issue price, reflecting structuring and hedging costs. Notes are subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. and may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked senior notes due July 26, 2029, linked to the worst performer of the Dow Jones Industrial Average, the S&P 500 Index and the State Street Financial Select Sector SPDR ETF. The notes pay a contingent quarterly coupon of at least 1.0208% per $1,000 (≈12.25% per annum) only if, on the relevant valuation date, the worst performing underlying is at or above 75% of its initial value. Citigroup may redeem the notes in whole on specified dates, paying $1,000 plus any due coupon. At maturity, if not called, holders receive $1,000 per note only if the worst performer is at or above its 75% final barrier; otherwise, principal is reduced one-for-one with the decline in that worst underlying, down to zero, and no final coupon is paid. The notes are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., have limited liquidity, and carry an estimated value on the pricing date of at least $942.50 per $1,000, below the issue price, reflecting selling, structuring, hedging costs and the issuer’s internal funding rate.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $14,825,000 of unsecured contingent income autocallable securities at $1,000 per security, linked to the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index. The notes pay a contingent coupon of 11.00% per annum, quarterly, only if on each calculation day the lowest performing index is at or above its coupon threshold value, set at 75% of that index’s starting value (which is also the downside threshold). From January 2027 through April 2029, if on a potential autocall date the lowest performing index is at or above its starting value, the notes are automatically redeemed at $1,000 plus the coupon. If not called, at July 2029 maturity investors receive $1,000 per security only if the lowest performing index is at or above its downside threshold; otherwise the payoff equals $1,000 times that index’s performance factor, which can result in a significant or total loss of principal and no final coupon. The estimated value on the pricing date is $965.00 per security, below the public offering price, and investors face credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., limited secondary liquidity, complex correlation and volatility risks, and uncertain U.S. tax treatment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable barrier securities linked to Space Exploration Technologies Corp. (Class A common stock, ticker “SPCX”), each with a $1,000 stated principal amount and scheduled maturity on July 27, 2029, unless called earlier.

If on July 27, 2027 the underlying closing value is at or above the initial value, the notes are automatically redeemed for $1,200 per $1,000 (principal plus a 20% premium), and investors forego further upside. If not called, at maturity investors receive: (i) $1,000 + 285.00% of any positive underlying return; (ii) $1,000 if the final value is at or below the initial but at or above the trigger value of 70% of the initial; or (iii) $1,000 plus full downside (1‑for‑1 loss) if the final value is below the trigger, with the payment potentially reduced to zero.

The underwriting fee is $27.50 per security, and Citigroup currently expects an estimated value on the pricing date of at least $902.00 per security, below the issue price. The notes carry issuer and guarantor credit risk, no dividends or shareholder rights in SPCX, limited secondary-market liquidity, and complex, uncertain U.S. tax treatment, including potential future changes and Section 871(m) considerations for non‑U.S. holders.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Callable Contingent Coupon Equity Linked Securities linked to the worst performer of the Nasdaq‑100, Russell 2000 and S&P 500 indices, maturing July 20, 2028. Each security has a $1,000 stated principal amount. Investors may receive a contingent coupon of 0.9292% per period (about 11.15% per annum) only if, on the relevant valuation date, the worst performing index is at or above its coupon barrier, set at 70% of its initial level. Principal is protected only if, on the final valuation date, the worst performer is at or above its final barrier, set at 60% of its initial level; otherwise the payoff is $1,000 plus $1,000 × the negative return of that index, which can result in a large or total loss and no final coupon.

Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon, capping future income. The notes are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., offer no dividends or upside participation in any index, and may have limited secondary market liquidity. The total offering is $735,000 at $1,000 per security, with an estimated value of $986.10 per security, reflecting embedded costs and issuer funding assumptions.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Autocallable Dual Directional Barrier Securities linked to Space Exploration Technologies Corp. with a stated principal of $1,000 per security, maturing August 2, 2029 unless called earlier.

The notes may be automatically redeemed on annual valuation dates in 2027, 2028 or 2029 if SpaceX’s share value is at or above 80% of its initial level, paying $1,000 plus a premium of at least 25%, 50% or 75% of principal, respectively. If held to maturity and not redeemed, investors receive $1,000 plus the final premium if the share value is at or above 80% of the initial level, or $1,000 plus the absolute return on the shares if the final value is between 50% and 80% of the initial level.

If the final share value is below 50% of the initial level, repayment is $1,000 plus $1,000 × the underlying return, exposing investors to full downside and possible total loss of principal. The issue price is $1,000, including an underwriting fee of up to $25 and expected proceeds to the issuer of $975 per security; the estimated value on the pricing date is expected to be at least $884.50 per security. Investors forgo dividends, face issuer and guarantor credit risk, and are subject to complex U.S. tax treatment, including prepaid forward characterization and potential Section 871(m) implications for non-U.S. holders.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Buffered Notes linked to the MSCI Emerging Markets Index (MXEF), maturing July 21, 2028. Each security has a $1,000 stated principal amount; the total offering is $5,377,000.00.

If on July 30, 2027 the index closes at or above the initial value of 1,620.66, the notes are automatically redeemed for $1,219.00 per security (21.90% premium) and terminate. If held to maturity and the final index level is at or above the initial, investors receive $1,000 plus a leveraged return, with a 125.00% upside participation rate.

If the final index value is below the initial but at or above the final buffer value of 1,377.561 (85.00% of initial), investors receive principal only. Below the buffer, principal loss accelerates at a buffer rate of approximately 117.647% of further index decline. The estimated value is $975.20 per security, below the $1,000 issue price, reflecting structuring and distribution costs. The notes are unsecured obligations, carry market, credit and tax risks, and are expected to be treated as prepaid forward contracts for U.S. federal income tax purposes.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable medium-term senior notes linked to the common stock of Synopsys, Inc. The notes have a stated principal amount of $1,000 per security, price on July 21, 2026, and mature on July 26, 2029 unless automatically redeemed earlier.

The notes automatically redeem on designated valuation dates if Synopsys’ closing value is at or above the initial value, paying $1,000 plus a fixed premium ranging from 15.80% on July 28, 2027 up to 47.40% on July 23, 2029. If not called and the final value is at or above a final barrier set at 50.00% of the initial value, investors receive $1,000 plus the final premium. If the final value falls below the barrier, investors receive Synopsys shares (or, at the issuer’s election, equivalent cash) based on an equity ratio, which may be worth substantially less than principal and possibly nothing.

The issue price is $1,000 per note, including an underwriting fee of $23.50 and proceeds to the issuer of $976.50 per note. Citigroup Global Markets Inc. estimates the initial value at at least $896.50 per note, reflecting internal funding and hedging costs. The product carries complex market, credit, liquidity, and tax risks and is intended only for investors who understand structured equity-linked notes.

Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to the worst performing of Bank of America, Goldman Sachs and Morgan Stanley, maturing in July 2028. Each security has a $5,000 stated principal amount.

The notes pay a contingent coupon of 2.875% per quarter (11.50% per annum) only if, on each valuation date, the worst performing stock is at or above its coupon barrier, set at 50% of its initial value; missed coupons can be paid later if the barrier is again met. The notes are subject to automatic early redemption if, on a potential autocall date, the worst performer is at or above its initial value, returning $5,000 plus the due coupon. If not called, and the worst performer ends below its 50% final barrier, investors receive shares (or cash) of that stock based on a fixed equity ratio, and may lose some or all of principal. All payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the estimated value on the pricing date is expected to be below the issue price.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing callable Contingent Coupon Equity Linked Securities maturing on July 22, 2031, linked to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index. Each security has a stated principal amount of $1,000 and pays a quarterly contingent coupon of 1.3333% of principal (about 16.00% per annum) only if, on the relevant valuation date, the worst performing index is at or above its coupon barrier, set at 80.00% of its initial value.

If not previously redeemed, at maturity investors receive $1,000 per security only if the worst performing index is at or above its 80.00% final barrier; otherwise the payoff is $1,000 plus the index return of the worst performer, creating 1-for-1 downside exposure and the possibility of a total loss. Citigroup may call the notes in whole on specified potential redemption dates for $1,000 plus any due coupon. The total offering is $1,190,000 in principal, with per-security proceeds to the issuer of $995.00 after up to a $5.00 underwriting fee; the initial estimated value is $984.10 per security. All payments are unsecured and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the securities are expected to have limited or no liquidity.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing Single Observation Equity Linked Securities tied to Constellation Energy Corporation, maturing October 22, 2026. Each $1,000 security pays a monthly coupon of 1.4667% of principal (about 17.60% per annum), with total issuance of $610,000.00.

At maturity, if the Constellation share price on the valuation date is at or above the final barrier value of $188.828 (75% of the $251.77 initial value), investors receive $1,000 plus the final coupon. If it is below the barrier, investors receive Constellation shares (or, at the issuer’s option, cash) equal in number to the equity ratio of 3.97188, exposing them to potentially substantial loss up to full principal. The securities offer no upside participation or dividends and are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value is $988.80 per security, below the $1,000 issue price, and liquidity may be limited. U.S. tax treatment is uncertain and described under a put-option/deposit characterization.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing unsecured barrier digital securities linked to NVIDIA Corporation stock, maturing August 20, 2027. Each security has a $1,000 stated principal amount and pays no interest.

At maturity, investors receive: (i) $1,248.50 per security (a fixed 24.85% digital return) if the final NVIDIA share price is at or above the $202.81 initial value; (ii) return of principal if the final price is below the initial value but at or above the final barrier of $121.686 (60% of the initial value); or (iii) full downside exposure, with a loss matching the stock’s decline from the initial value, if the final price is below the barrier, up to a complete loss of principal.

The total offering size is $886,000, with an issue price of $1,000, an underwriting fee of up to $6.50 per security and per-security proceeds to the issuer of $993.50. The initial estimated value is $985.00 per security, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. Investors forgo dividends and any upside above the fixed digital return, face limited or no liquidity, and are fully exposed to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., is issuing unsecured Callable Contingent Coupon Equity Linked Securities due July 22, 2031, linked to the worst performing of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index. The stated principal amount is $1,000 per security, with a total offering of $2,130,000.

The notes pay a contingent coupon of 1.35% per period (annualized 16.20%) only if, on each valuation date, the worst-performing index is at or above its coupon barrier, set at 80% of its initial value. Principal repayment at maturity is also protected only if the worst-performing index on the final valuation date is at or above its 80% final barrier; otherwise, repayment is reduced one-for-one with the index decline and can fall to zero.

Citigroup may call the notes in whole on specified potential redemption dates at $1,000 plus any due coupon, limiting the time investors can earn coupons. The issue price is $1,000, including up to a $5.00 underwriting fee per security, while the estimated value on the pricing date is $985.50, reflecting structuring and hedging costs. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the notes may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable unsecured debt securities linked to the worst performing of the Russell 2000® Index and the S&P 500® Index, with a stated principal amount of $1,000 per security and maturity on July 22, 2031.

The notes pay no interest and do not guarantee principal. They may be automatically redeemed on valuation dates from 2027–2030 if the closing value of the worst performing index is at least its initial level and, for the illustrated premiums, if each index is at least its initial level, paying $1,000 plus a premium of 9.30%, 18.60%, 27.90% or 37.20%, respectively. If held to maturity and not called, investors receive $1,000 plus a 46.50% premium if the worst performing index is at or above its initial level; $1,000 if it is below its initial level but at or above the 70% final barrier; or $1,000 plus full negative index return if it is below the barrier, exposing investors to up to a 100% loss of principal.

The initial index levels are 2,962.217 for the Russell 2000® and 7,457.69 for the S&P 500®. The total offering size is $700,000 at $1,000 per security, with up to $41.25 per security in underwriting fees and an estimated value of $943.10 per security. The securities lack liquidity, provide no dividends, and are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., as well as complex tax and market risks.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities due May 22, 2028, tied to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index® and S&P 500® Index.

Investors receive a 1.00% contingent coupon per period (12.00% per annum) only if on each valuation date the worst-performing index is at or above 70% of its initial level$1,000 plus any coupon. If held to maturity and not called, repayment of the $1,000 principal occurs only if the worst-performing index is at or above its 70% final barrier; otherwise principal is reduced one-for-one with that index’s loss, potentially to zero. The notes are unsecured, subject to the credit risk of Citigroup and may have little or no secondary market; their estimated value of $986.90 is below the $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, Invesco QQQ Trust, Series 1, and SPDR S&P 500 ETF Trust, maturing October 21, 2027. The securities have a $1,000 stated principal amount and pay a contingent coupon of 0.8792% per month (about 10.55% per annum) only if, on the preceding valuation date, the worst performing underlying is at or above its 80% coupon barrier. The notes are automatically redeemed at par plus coupon if, on specified potential autocall dates, the worst performing underlying is at or above its initial value.

If not called, at maturity investors receive $1,000 per security only if the worst performer is at or above its 60% final barrier; otherwise the payoff is $1,000 plus the underlying return of the worst performer, exposing investors to losses down to a zero return of principal. The total offering is $2,397,000.00 at $1,000 per security, with an estimated value of $989.00 per security, below the issue price, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering $379,000 of autocallable contingent coupon equity-linked securities tied to Intercontinental Exchange, Inc., each with a $1,000 stated principal amount and maturing on August 20, 2027, unless called earlier.

The notes pay a contingent coupon of 0.80% per quarter (annualized 9.60%) only if the underlying’s closing value on the relevant valuation date is at or above the coupon barrier of $100.548 (72% of the $139.65 initial value). On scheduled autocall dates in 2027, if ICE’s value is at least the initial value, the notes are automatically redeemed at $1,000 plus the coupon. If not called, at maturity holders receive $1,000 if the final value is at or above the $100.548 final barrier; otherwise repayment is $1,000 + ($1,000 × underlying return), exposing investors to losses down to a total loss of principal. The securities have limited liquidity, are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and were priced with an estimated value of $963 per note versus a $1,000 issue price, reflecting underwriting, hedging costs and the issuer’s internal funding rate.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Callable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, the Nasdaq-100 Index® and the Russell 2000® Index, with a stated principal amount of $1,000 per security and total issue price of $2,092,000.00. The securities pay a contingent coupon of 0.9417% of principal per month (about 11.30% per annum) only if, on each valuation date, the worst performing index is at or above 70% of its initial value. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon.

If held to maturity in July 2029 and not previously redeemed, principal is fully repaid only if the worst performing index is at or above 60% of its initial level. Otherwise, repayment is reduced 1:1 with the index loss, down to zero. Investors receive no dividends or upside from index gains and face full downside exposure to the worst index, as well as the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The initial estimated value is $982.60 per security, below the issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable Callable Contingent Coupon Equity Linked Securities linked to the worst performing of the Dow Jones Industrial Average, Nasdaq‑100 Index® and S&P 500® Index, with a stated principal amount of $1,000 per security and maturity on June 23, 2028.

The notes pay a 1.00% contingent coupon per period (12.00% per annum) only if, on each valuation date, the worst performing index is at or above its coupon barrier, set at 70% of its initial value; otherwise no coupon is paid. At maturity, if not previously called and the worst performing index is below its final barrier (also 70% of initial), repayment of principal is reduced one‑for‑one with the index decline, down to zero.

Citigroup may redeem the securities early on specified dates at $1,000 plus any due coupon. The initial index levels are 52,146.42 (Dow), 28,592.66 (Nasdaq‑100) and 7,457.69 (S&P 500). The issue price is $1,000, with an estimated value of $987.60, reflecting structuring and hedging costs and use of an internal funding rate. Investors face equity market risk on the three indices, issuer and guarantor credit risk, potential illiquidity, loss of some or all principal, and uncertain U.S. tax treatment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to Intercontinental Exchange, Inc., with a stated principal amount of $1,000 per security and total offering of $141,000. The notes pay a contingent coupon of 1.00% per period (12.00% per annum) only if on the relevant valuation date ICE’s closing value is at or above the coupon barrier of $100.548, which is 72.00% of the $139.65 initial value. The same level serves as the final barrier; if the notes are not called and the final value is below this barrier, principal is reduced one-for-one with the underlying decline and can fall to $0. Starting January 19, 2027, the notes are automatically called if ICE’s value is at least the initial value, returning $1,000 plus the coupon for that period. Investors forgo dividends and upside in ICE shares, face full issuer and guarantor credit risk, potential illiquidity, complex U.S. tax treatment (including possible 30% withholding for non‑U.S. holders), and an initial estimated value of $977.60 per note, which is below the $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing callable contingent coupon equity-linked securities due July 20, 2029, tied to the worst performer of the iShares Russell 2000 ETF, the Nasdaq-100 Index and the S&P 500 Index. The notes pay a contingent coupon of 2.25% of principal per quarter (9.00% per annum) only if, on each valuation date, the worst-performing underlying is at or above 60% of its initial value; otherwise no coupon is paid for that period.

If not called and at maturity the worst-performing underlying is at or above its 60% final barrier, investors receive the $1,000 principal plus any final coupon. If it is below the barrier, repayment is reduced 1:1 with the underlying’s loss, down to a possible total loss of principal, with no final coupon. The issuer may redeem the notes early on specified dates at $1,000 plus any due coupon, capping future income. The securities are unsecured and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., feature limited liquidity, complex U.S. tax treatment and significant market and correlation risks across the three underlyings. The estimated value at pricing is $972.20 per $1,000, below the issue price, reflecting embedded costs and dealer margins.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $1,000 unsecured callable equity-linked securities maturing October 21, 2027, tied to the worst performing of the Russell 2000® Index, the S&P 500® Index and the State Street® Consumer Staples Select Sector SPDR® ETF.

Investors may receive a 0.9167% monthly contingent coupon (about 11.00% per year) only if, on each valuation date, the worst performing underlying is at or above 70% of its initial value. If on the final valuation date the worst performing underlying is at or above its 70% final barrier, investors receive $1,000 per note (plus any final coupon). If it is below, repayment is reduced one-for-one with the decline in that underlying, potentially down to zero.

The issuer may redeem the notes early on specified dates at $1,000 plus any due coupon. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. Notes may have limited or no secondary market, and the initial estimated value of $988.50 per note is below the $1,000 issue price, reflecting selling, structuring and hedging costs. The product involves complex risks, including multi-underlying correlation, sector concentration and uncertain U.S. tax treatment.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering callable Contingent Coupon Equity Linked Securities linked to the worst performer of the Nasdaq-100 Index®, the Russell 2000® Index and the S&P 500® Index, each with a final barrier and coupon barrier at 70% of its initial value. The notes have a stated principal amount of $1,000, price at $1,000 per security, total offering of $3,605,000, and mature on July 20, 2029 unless called earlier.

On each valuation date, investors receive a 1.125% contingent coupon (13.50% per annum) only if the closing value of the worst-performing index is at or above its coupon barrier; otherwise no coupon is paid. If held to maturity and not redeemed, investors receive $1,000 per note if the worst-performing index is at or above its final barrier; otherwise the payoff is $1,000 plus $1,000 times the negative index return, with no minimum repayment, so up to 100% of principal can be lost.

Citigroup may redeem the notes early on specified coupon dates, paying $1,000 plus any due coupon, limiting potential income if called when conditions are favorable. The estimated value on the pricing date is $989.70 per security, below the issue price, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. The notes are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., offer no upside participation in the indices, no dividends, may have limited or no secondary market liquidity, and involve complex U.S. tax treatment.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing Callable Contingent Coupon Equity Linked Securities tied to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index and Russell 2000 Index, maturing July 22, 2031.

Each $1,000 security pays a monthly contingent coupon of 0.8417% (about 10.10% per year) only if, on the prior valuation date, the worst-performing index is at or above 70% of its initial level. Citigroup may redeem the notes in whole on specified dates, paying $1,000 plus any due coupon.

If held to maturity and not called, investors receive $1,000 per security if the worst-performing index is at or above its 70% final barrier; otherwise they receive $1,000 plus $1,000 times that index’s return, exposing them to 1-for-1 downside and potential total loss of principal, with no upside participation or dividends. The notes are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., may have limited liquidity, and have an estimated value of $961.40 per $1,000 at pricing, below the issue price due to selling, structuring and hedging costs.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering $1,634,000 of callable Contingent Coupon Equity Linked Securities linked to the worst performing of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index, maturing on July 20, 2029.

The notes pay a 0.7583% contingent coupon per month (about 9.10% per annum) only if, on each valuation date, the worst performing index is at or above 70% of its initial value; otherwise no coupon is paid. Principal is protected only if, on the final valuation date, the worst index is at or above 60% of its initial value. Below that level, maturity payment is reduced one-for-one with the index loss, down to zero.

The issuer may redeem the notes early on specified dates at $1,000 per note plus any due coupon, which can cut off future coupons. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000 per security, including up to a $7.00 underwriting fee; Citigroup’s estimated value on the pricing date is $982.40, reflecting selling, structuring and hedging costs and use of an internal funding rate. The securities are intended for buy-and-hold investors who can tolerate equity index, barrier, call and liquidity risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing callable contingent coupon equity-linked securities due July 20, 2029, linked to the worst performing of the Russell 2000 Index and the S&P 500 Index. The notes pay a 2.70% quarterly contingent coupon (10.80% per annum) only if, on each valuation date, the worst-performing index is at or above 70% of its initial level; otherwise no coupon is paid. At maturity, if not previously called and the worst-performing index is at or above its 70% final barrier, investors receive the $1,000 principal; if it is below, principal is reduced 1:1 with the index loss, down to zero.

The issuer may call the notes in whole on specified quarterly dates, paying $1,000 plus any due coupon, which can shorten the investment. The offering size is $31.163 million at $1,000 per note, while the initial estimated value is $991.90, reflecting structuring and hedging costs and the issuer’s internal funding rate. The notes are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. and may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering $10,657,000 of autocallable securities linked to the Dow Jones Industrial Average, the Russell 2000 Index and the S&P 500 Index, maturing July 22, 2031. The notes have a $1,000 stated principal amount, pay no interest and may be automatically redeemed early at set valuation dates if the worst performing index is at or above its autocall barrier (95% of its initial level), returning $1,000 plus a fixed premium that steps up from 12.10% to 60.50% of principal over time.

If not called, at maturity investors receive $1,000 plus the final premium if the worst index is at or above its autocall barrier, $1,000 if it is between the autocall barrier and the final barrier (75% of initial), and otherwise 1-to-1 downside exposure to the decline of the worst index, with no principal protection and the possibility of a total loss. The initial index levels are 52,146.42 for the Dow Jones Industrial, 2,962.217 for the Russell 2000 and 7,457.69 for the S&P 500. The estimated value is $984.80 per $1,000 note, below the issue price, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.; investors also forgo dividends and face limited liquidity.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to the worst performer of the Dow Jones Industrial Average and the S&P 500 Index, with a stated principal of $1,000 per security maturing July 20, 2029.

Investors may receive quarterly contingent coupons of 2.3875% of principal (9.55% per annum), but only when the worst-performing index on a valuation date is at or above 70% of its initial level; otherwise no coupon is paid. The notes may be automatically called on specified dates if the worst performer is at or above its initial level, returning $1,000 plus the coupon.

If not called and the worst-performing index finishes below its 70% final barrier, the maturity payment is reduced one-for-one with the index loss, down to zero, so investors can lose all principal and receive no coupons. The initial index levels are 52,146.42 for the Dow Jones Industrial Average and 7,457.69 for the S&P 500 Index, with barriers at 70% of these values. The estimated value is $993.40 per $1,000 note, reflecting selling, structuring and hedging costs, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., limited liquidity, and uncertain U.S. federal tax treatment.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing Callable Contingent Coupon Equity Linked Securities maturing on July 20, 2029. The $1,000-denomination notes are linked to the worst performing of the iShares Russell 2000 ETF, the Nasdaq‑100 Index and the S&P 500 Index.

Investors may receive a contingent coupon of 2.675% per quarter (10.70% per annum) on each observation date only if the worst performing underlying is at or above its coupon barrier, set at 70% of its initial value. If this condition is not met on a valuation date, no coupon is paid for that period.

Citigroup may call the notes in whole on specified call dates, paying $1,000 per note plus any due coupon. If the notes are held to maturity and the worst performing underlying finishes at or above its 70% final barrier, investors receive $1,000 per note (plus any final coupon). If it finishes below the barrier, the maturity payment is reduced one‑for‑one with the underlying’s loss, potentially to zero, with no final coupon.

The notes are unsecured and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The initial issue price is $1,000 per note, while the estimated value on the pricing date is $968.90, reflecting selling, structuring and hedging costs.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to the worst performing of the Dow Jones Industrial Average and the S&P 500 Index, maturing July 20, 2029, with a stated principal amount of $1,000 per security.

The notes pay a 2.10% contingent coupon per quarter (8.40% per annum) only if, on each valuation date, the worst performing index closes at or above its coupon barrier value, set at 70.00% of its initial value. The securities are automatically called on specified autocall dates if the worst performer is at or above its initial value, returning $1,000 plus the coupon.

If not called, at maturity investors receive $1,000 per security only if the worst performer is at or above its 70.00% final barrier; otherwise, repayment is $1,000 plus $1,000 × the negative index return, which can reduce principal to zero. Investors do not receive dividends or upside participation in the indices and face full downside exposure to the worst performer, credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., limited or no liquidity, an issue price of $1,000 versus an estimated value of $987.40, and complex, uncertain U.S. tax treatment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable unsecured notes linked to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index, maturing July 22, 2031, with a $1,000 stated principal per security.

The notes pay no interest and may be automatically redeemed on scheduled valuation dates if the worst-performing index is at or above its autocall barrier (95% of its initial level), in which case investors receive $1,000 plus a fixed premium that steps from 10.10% in 2027 up to 50.50% on the final valuation date.

If not called, at maturity investors receive: $1,000 plus the final premium if the worst-performing index is at or above its autocall barrier; $1,000 if it is below the autocall barrier but at or above the final barrier (75% of initial); or a loss matching the full negative return of the worst performer if it finishes below its final barrier, down to a possible total loss of principal. Investors do not receive dividends and bear the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is $963.40 per $1,000 security, below the issue price, reflecting structuring and distribution costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing callable contingent coupon equity-linked securities due July 20, 2029, linked to the worst performing of the Russell 2000® Index and the S&P 500® Index. Each security has a $1,000 stated principal amount and may be redeemed early at the issuer’s option on specified dates at $1,000 plus any due coupon.

The notes pay a 2.275% contingent coupon per quarter (equivalent to 9.10% per annum) only if, on the relevant valuation date, the worst performing index is at or above its coupon barrier, set at 70.00% of its initial value (Russell 2000®: 2,073.552; S&P 500®: 5,220.383). Otherwise, no coupon is paid. At maturity, if not called, investors receive $1,000 per note if the worst performer is at or above its 70% final barrier; otherwise, principal is reduced one-for-one with the index decline, potentially to zero.

The total offering is $7,919,000, with an issue price of $1,000, underwriting fee up to $15 per note, and proceeds to issuer of $985 per note. The issuer’s estimated value is $975.70 per note, below the issue price, reflecting selling, structuring, and hedging costs. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the notes are expected to have limited or no liquidity.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable Contingent Coupon Equity Linked Securities tied to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index® and S&P 500® Index, maturing on August 22, 2028, with a stated principal of $1,000 per security.

Investors may receive a 1.00% contingent coupon per valuation date (equivalent to 12.00% per annum) only if, on the relevant valuation date, the worst-performing index is at or above its coupon barrier, set at 70% of its initial value; otherwise, no coupon is paid. If the notes are not called and on the final valuation date the worst-performing index is at or above its final barrier (also 70% of initial), principal is repaid; if it is below, principal is reduced 1% for each 1% decline, down to zero.

The issuer may redeem the notes in whole on specified potential redemption dates at $1,000 plus any due coupon, limiting the time investors can earn contingent coupons. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., the notes are expected to have limited liquidity, and their estimated value at pricing of $987.70 is below the $1,000 issue price due to embedded costs and structuring margins.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing callable contingent coupon equity-linked securities with an aggregate principal of $268,000, tied to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, maturing July 20, 2029.

Each $1,000 security may pay a monthly contingent coupon of 0.9917% (about 11.90% per annum) only if, on the relevant valuation date, the worst performing index is at or above 70% of its initial level. Principal is fully returned at maturity only if the worst performer is at or above its 70% final barrier; otherwise, repayment is reduced one-for-one with the index decline and can fall to zero. The notes are callable at the issuer’s option on specified dates at $1,000 plus any due coupon and are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., limited liquidity, and complex U.S. tax and small-cap/index methodology risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $1,000 Autocallable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, the Russell 2000 Index and the S&P 500 Index, maturing July 20, 2029 unless called earlier.

The notes pay a contingent coupon of 0.9083% per month (10.90% per annum) only if, on each valuation date, the worst-performing index is at or above 70% of its initial value. From October 19, 2026 onward, if on a potential autocall date the worst-performing index is at or above its initial value, the notes are automatically redeemed at $1,000 plus the coupon.

If not called and the worst performer is below its 70% final barrier at maturity, principal is reduced one-for-one with the index loss, potentially to $0, and no final coupon is paid. The estimated value is $989.50 per note versus a $1,000 issue price, and secondary market liquidity may be limited. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the U.S. tax treatment of the securities is described as uncertain.