C-PN SEC Filings

Citigroup Global Markets Holdings Inc. is offering callable contingent coupon equity-linked medium-term senior notes due June 29, 2029, guaranteed by Citigroup Inc.. Each security has a stated principal amount of $1,000. The securities pay periodic contingent coupons (at least 0.9208% per payment, equivalent to approximately 11.05% per annum if all are paid) only when the worst performing of three indices is at or above a 60.00% barrier on specified valuation dates. If the final closing value of the worst performing underlying is below its 60.00% final barrier, the maturity payment is reduced pro rata by that underlying's decline; there is no guaranteed minimum payment. The issuer may call the securities on multiple potential redemption dates, in which case holders receive $1,000 plus any related contingent coupon. The estimated value on the pricing date is expected to be at least $940.00 per security; the issue price is $1,000, with an underwriting fee of $5.00 per security and proceeds to the issuer of $995.00 per security.

Citigroup Global Markets Holdings Inc. (guaranteed by Citigroup Inc.) is offering callable contingent coupon equity‑linked medium‑term notes due June 22, 2029. Each $1,000 security pays a contingent coupon of 1.125% per period (equivalent to 13.50% per annum) only if the worst performing underlying on a valuation date is at or above its 70.00% coupon barrier. If not redeemed, maturity proceeds depend on the worst performing underlying versus a 70.00% final barrier; a shortfall can cause substantial loss of principal, possibly to zero. Pricing date is June 18, 2026 and issue date is June 24, 2026. The estimated value on pricing date is at least $940.50 per security; underwriting fee up to $4.00 per security.

Citigroup Global Markets Holdings Inc. is offering Equity Index Basket-Linked Notes due December 14, 2027 with $2,400,000 aggregate stated principal. Each note has a $1,000 stated principal amount and pays at maturity based on the performance of an unequally weighted basket of five non-U.S. equity indices measured from the trade date, June 10, 2026, to the determination date, December 10, 2027.

Holders participate at an upside participation rate of 250% subject to a cap level of 111.15% (maximum settlement of $1,278.75 per $1,000). If the final basket level is below the initial level (100.00), holders lose 1% of principal for each 1% decline and could lose their entire investment. Payments are unsecured and guaranteed by Citigroup Inc.; notes are not listed and may have limited liquidity.

Citigroup Global Markets Holdings Inc. is offering Callable Contingent Coupon Equity Linked Securities linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500, with a stated principal amount of $1,000 per security. The pricing date is June 18, 2026, the issue date is June 24, 2026, the final valuation date is June 18, 2029 and the maturity date is June 22, 2029.

The securities pay a contingent coupon on each contingent coupon payment date equal to at least 0.7833% per period (approximately 9.40% per annum) if the worst performing underlying on the preceding valuation date is at or above its coupon barrier (60% of the initial underlying value). If the worst performing underlying is below its coupon barrier on a valuation date, no contingent coupon is paid for the related period. At maturity investors receive either $1,000 (if the worst performing underlying at the final valuation date is at or above its final barrier of 60%) or $1,000 × underlying return plus $1,000 (which can result in a substantial loss, possibly to zero).

The issuer, Citigroup Global Markets Holdings Inc. (guaranteed by Citigroup Inc.), is offering callable contingent coupon equity-linked medium‑term senior notes linked to the worst performing of the Dow Jones Industrial, Nasdaq‑100 and Russell 2000 indices. The notes have a $1,000 stated principal amount per security, a pricing date of June 5, 2026, an expected issue date of June 10, 2026 and a scheduled maturity of June 8, 2029.

The securities pay contingent coupons of 0.775% per contingent coupon date (equivalent to 9.30% per annum if all coupons are paid) only when the closing value of the worst performing underlying on a valuation date is at or above its coupon barrier (70.00% of the initial underlying value). If the worst performing underlying is below its final barrier (70.00% of initial), holders at maturity may receive significantly less than principal, including possibly zero. The issuer may call the notes on specified potential redemption dates, and CGMI will receive an underwriting fee of up to $29.50 per security. The preliminary estimated value on the pricing date is stated as at least $913.00 per security (less than the issue price).

The pricing supplement describes Callable Contingent Coupon Equity Linked Securities issued by Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., linked to the worst performing of the Russell 2000®, the S&P 500® and the State Street Consumer Staples Select Sector SPDR® ETF (XLP). Each security has a $1,000 stated principal, an estimated value at pricing of $980.20 and an issue price of $1,000. The securities pay a contingent coupon equal to 0.8417% per contingent coupon date (approximately 10.10% per annum if all coupons are paid) only when the worst performing underlying on a valuation date is >= its coupon barrier (70% of initial). At maturity (Nov 26, 2030) holders receive $1,000 if the worst performing underlying is >= its final barrier (60%); otherwise payment equals $1,000 × (1 + underlying return), which could be significantly less or zero. The issuer may call the securities on numerous potential redemption dates; all payments are subject to Citigroup credit risk and limited secondary‑market liquidity.

Citigroup Global Markets Holdings Inc. is offering autocal lable contingent coupon equity-linked securities due May 25, 2028 linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500 indices. Each security has a stated principal amount of $1,000 and a contingent coupon equal to 0.6067% per valuation period (approximately 7.28% per annum) payable only if the worst performing underlying on the applicable valuation date is at or above its coupon barrier (70% of the initial value). If on a potential autocall date the worst performing underlying is at or above its initial value, the securities will be automatically redeemed for $1,000 plus the related contingent coupon. At maturity, if not redeemed, payment depends solely on the final value of the worst performing underlying: if at or above its final barrier (60% of initial) you receive $1,000, otherwise you receive $1,000 plus the underlying return of the worst performing underlying, which can result in substantial loss, including loss of most or all principal. The securities are unsecured obligations of CGMH and are fully guaranteed by Citigroup Inc.; all payments are subject to their credit risk. The issue price is $1,000 per security, the estimated value on pricing was $966.10, and CGMI received an underwriting fee of up to $26.50 per security.

Citigroup Global Markets Holdings Inc. is offering callable Contingent Coupon Equity Linked Securities due May 27, 2031, guaranteed by Citigroup Inc.. Each security has a stated principal of $1,000 and pays a contingent coupon of $8.50 per $1,000 (0.85% per valuation, equivalent to 10.20% per annum) only if the worst performing underlying on a valuation date is at or above its coupon barrier. The securities reference the Nasdaq-100, Russell 2000 and S&P 500; coupon and principal protection hinge on the worst performing underlying relative to 70% (coupon barrier) and 60% (final barrier) of initial values. The issue date is May 27, 2026, pricing date May 21, 2026, and final valuation date is May 21, 2031. The issuer may call the securities on numerous potential redemption dates; upon call you would receive $1,000 plus any related contingent coupon.

Citigroup Global Markets Holdings Inc. is offering Autocallable Contingent Coupon Equity Linked Medium-Term Senior Notes, due May 3, 2028, linked to the worst performing of the State Street® SPDR® S&P® Biotech ETF (XBI) and the State Street® SPDR® S&P® Oil & Gas Exploration & Production ETF (XOP). Each security has a stated principal amount of $1,000. The pricing date is April 28, 2026 and the issue date is May 1, 2026. Contingent coupon payments will be paid on each contingent coupon payment date at a per-period rate of 2.75%–3.00% (equivalent to 11.00%–12.00% per annum) only if the closing value of the worst performing underlying on the immediately preceding valuation date is at or above its coupon barrier (65.00% of initial underlying value). If not autocalled, payment at maturity depends on the final performance of the worst performing underlying: holders receive $1,000 if that underlying is at or above its final barrier (65.00%); otherwise maturity payment is $1,000 plus $1,000 × underlying return of the worst performing underlying, which can result in significant loss, including total loss. The cover page discloses an estimated value of at least $910.50 per security on the pricing date and an underwriting fee of $25.00 per security.