Citigroup Inc SEC Filings

Citigroup Global Markets Holdings Inc. priced an offering of medium-term senior notes (autocallable securities) linked to the worst performing of the Nasdaq-100 Index, Russell 2000 Index and the State Street Energy Select Sector SPDR ETF. Each security has a stated principal amount of $1,000, a pricing date of June 8, 2026, an issue date of June 11, 2026 and a scheduled maturity of June 13, 2029 (final valuation date June 8, 2029). If any valuation date prior to the final valuation date shows the worst performing underlying at or above its initial value, the securities will be automatically redeemed for $1,000 plus a fixed premium for that valuation date; a premium schedule is specified up to 62.70% at the final valuation date. If not autocalled, payoff at maturity depends solely on the worst performing underlying relative to its initial value and a final barrier equal to 70.00% of the initial underlying value. The issue price per security is $1,000.00, with an underwriting fee of $29.50 and proceeds to issuer per security of $970.50. The estimated value on the pricing date is stated as at least $901.50 per security, based on CGMI proprietary models. These securities do not pay interest, do not provide dividend rights, are unsecured obligations of the issuer and are guaranteed by Citigroup Inc.; they expose holders to market risk of the worst performing underlying and to the credit risk of the issuer and guarantor.

Citigroup Global Markets Holdings Inc. priced a contingent-coupon, autocallable medium-term note linked to the worst performing of the Dow Jones Industrial, the Nasdaq-100 and the Russell 2000. Each security has a $1,000 stated principal amount, a per-period contingent coupon of 0.9583% (about 11.50% per annum if all coupons are paid) and a stated maturity of December 21, 2028. Coupons are payable only if the worst performing underlying on each valuation date is at or above its coupon barrier (70% of the initial value). If the securities are not called early, repayment 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 (70% of initial), otherwise they receive $1,000 × (1 + underlying return), which can be significantly less than principal and potentially zero.

Citigroup Global Markets Holdings Inc. is offering callable contingent coupon equity-linked medium-term senior notes due May 22, 2028 linked to the worst performing of the Nasdaq-100®, Russell 2000® and S&P 500® indices. The securities have a $1,000 stated principal per security, a pricing date of June 17, 2026 and an issue date of June 23, 2026. Contingent coupon payments of 0.9167% per period (equivalent to ~11.00% annualized if all paid) are payable on scheduled contingent coupon dates only if the worst performing underlying on the preceding valuation date is at or above its coupon barrier value (set at 70.00% of its initial value). If the final underlying value of the worst performing underlying on the final valuation date is below its final barrier value (set at 65.00% of initial value), holders may receive less than principal at maturity, possibly substantially less. The preliminary pricing supplement discloses an estimated value on the pricing date of at least $936.00 per security and notes that all payments are subject to the credit risk of the issuer and guarantor.

Citigroup Global Markets Holdings Inc. is offering medium-term, unsecured, autocal lable contingent coupon notes due June 13, 2031, guaranteed by Citigroup Inc.. Each security has a $1,000 stated principal, contingent quarterly coupons equal to 1.2958% per period (approximately 15.55% annualized if all paid), and a volatility-linked underlying: the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER.

The securities pay coupons only if the underlying meets the coupon barrier on valuation dates, may be autocalled early at par plus accrued coupon if the underlying equals or exceeds the initial value on potential autocall dates, and expose holders to downside tied to the final barrier (final barrier = 60% of initial). The Index applies leverage (up to 500%) and a 6% annual decrement, creating significant downside risk and potential for large losses; estimated per-security value on pricing date is stated as at least $894.00.

Citigroup Global Markets Holdings Inc. is offering callable, contingent-coupon equity-linked securities linked to the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 Index® and the Russell 2000® Index, maturing May 5, 2028. Each security has a $1,000 stated principal amount and pays a contingent coupon of 0.7917% per period (≈9.50% per year) only if the worst performing underlying on a valuation date is at or above its coupon barrier. If on the final valuation date the worst performing underlying is below its final barrier, holders receive $1,000 plus the underlying return of that worst performing underlying, which can result in a material loss of principal. The securities may be called in whole on specified potential redemption dates; a call pays $1,000 plus any related contingent coupon. The issue price was $1,000 per security (estimated model value $967.80) and total issue proceeds shown are $1,020,703.75. Payments are fully guaranteed by Citigroup Inc..

Citigroup Global Markets Holdings Inc. is offering autocallable, contingent-coupon, equity-linked medium-term senior notes due December 16, 2027, guaranteed by Citigroup Inc.. Each security has a stated principal amount of $5,000 and pays a contingent coupon of $207.50 per period (4.15% of principal) — an annualized contingent coupon rate of 16.60% per annum — provided Broadcom Inc.’s closing value on each valuation date meets or exceeds a coupon barrier set at 55.00% of the initial underlying value. Valuation dates run from September 11, 2026 through December 13, 2027. If the underlying meets or exceeds the initial underlying value on a potential autocall date, securities will be automatically redeemed early at $5,000 plus the related contingent coupon. If not redeemed and the final underlying value is below the final barrier (55.00% of initial), holders will receive a fixed number of Broadcom shares (or cash in CGMI’s discretion) equal to the equity ratio, which can result in a partial or total loss of principal. The securities are unsecured obligations of CGMH, guaranteed by Citigroup Inc., carry issuer and guarantor credit risk, limited liquidity, model-based estimated value below the issue price, and uncertain U.S. federal tax treatment.

Citigroup Global Markets Holdings Inc. is offering contingent income callable principal-at-risk securities linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500. Each security has a stated principal amount of $1,000 and an expected pricing date of June 12, 2026 with an expected maturity date of June 15, 2028.

Investors may receive a quarterly contingent coupon of 2.45% ($24.50 per $1,000) for each observation period if no coupon barrier event occurs. The issuer may call the securities on specified quarterly potential redemption dates beginning in September 2026. At maturity, if not called, payment depends on the final level of the worst performing underlying index relative to its downside threshold: if at or above the threshold you receive the principal; if below, you incur a 1-to-1 loss with the index return and may lose a significant portion or all principal.

Citigroup Global Markets Holdings Inc. is offering Trigger Callable Contingent Yield Notes linked to the least performing of the S&P 500®, Nasdaq-100® and Russell 2000® indices with a stated principal amount of $10.00 per note and an expected term of approximately 3.5 years, callable by the issuer.

The notes pay a contingent coupon (set on the trade date) only if all underlyings close at or above their coupon barriers on every trading day of an observation period; otherwise no coupon is paid for that period. At maturity investors receive principal if the least performing underlying is at or above its 60.00% downside threshold, but otherwise receive a reduced principal equal to $10.00 × (1 + underlying return) of the least performing underlying, exposing holders to up to a 100% loss. The notes are fully and unconditionally guaranteed by Citigroup Inc. and carry issuer/credit risk, withholding tax considerations for non-U.S. holders, and complex tax characterization risks described in the supplement.

Citigroup Global Markets Holdings Inc. is offering structured, autocallable notes linked to the EURO STOXX 50® and the S&P 500®. Each security has a stated principal amount of $1,000 and a public offering price of $1,000. The pricing date is June 11, 2026 with an expected issue date of June 16, 2026

The notes pay a quarterly contingent coupon (annualized rate at least 7.25%, to be set on the pricing date) only if the lowest performing underlying on each quarterly calculation day is at or above its coupon threshold (70% of its starting value). The notes may autocall early if the lowest performing underlying is at or above its starting value on specified potential autocall dates. If not redeemed, maturity payoff depends solely on the lowest performing underlying on the final calculation day (final calculation day June 11, 2030; maturity date June 14, 2030), and investors may lose up to all principal if that underlying falls below its downside threshold (70% of starting value).