Citigroup Inc 424B Filings

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to NVIDIA Corporation, guaranteed by Citigroup Inc. Each security has a $1,000 stated principal amount, priced on August 13, 2026 and maturing August 23, 2029, unless called earlier.

The securities pay a 2.90% contingent coupon per quarter (annualized 11.60%) only if NVIDIA’s closing value on the relevant valuation date is at or above the coupon barrier of $135.18, which is also the final barrier (60% of the $225.30 initial value). If on an autocall date NVIDIA’s value is at or above the initial value, the notes are automatically redeemed at $1,000 plus the coupon.

If not called and NVIDIA’s final value is below the final barrier, the maturity payment becomes $1,000 + ($1,000 × underlying return), exposing investors to 1:1 downside and up to 100% principal loss. There is no upside participation beyond coupons, no dividends, and payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The total offering is $740,000, with a $40 per security underwriting fee and an estimated value of $960.50 per security, below the issue price.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering callable contingent coupon equity-linked securities maturing July 18, 2028, linked to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices. Each $1,000 security pays a 0.85% contingent coupon per month (annualized 10.20%) only if, on the relevant 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, investors receive $1,000 per security only if the worst-performing index is at or above 60% of its initial level; otherwise principal is reduced 1-for-1 with the index loss, down to zero. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon, capping future income. Initial index levels are 30,084.50 (Nasdaq-100), 3,052.847 (Russell 2000) and 7,798.99 (S&P 500). The deal size is $546,000, with a $5.00 per-note underwriting fee and net proceeds of $995 per security. The estimated value at pricing is $986.70, below the $1,000 issue price, reflecting structuring and hedging costs. Investors face full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., potential loss of all principal, path-dependent coupon risk, complex U.S. tax treatment and limited or no secondary market liquidity.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is issuing callable contingent coupon equity-linked securities tied to the worst performer of the EURO STOXX 50®, Russell 2000® and S&P 500® indices, maturing August 22, 2033. Each $1,000 security can pay a quarterly contingent coupon of 2.5625% (annualized 10.25%) if, on the relevant valuation date, the worst-performing index is at or above its 70% coupon barrier.

If not called and at maturity the worst-performing index is at or above its 50% final barrier, investors receive $1,000 (plus any final coupon). If it is below the final barrier, principal is reduced one-for-one with the index loss, potentially to zero. The securities are unsecured obligations of Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., and expose investors to issuer and guarantor credit risk, equity market risk in all three indices, call risk, and limited liquidity. The total offering is $5,000,000, with an issue price of $1,000 and an estimated value of $988.70 per security, reflecting selling, structuring and hedging costs and use of an internal funding rate.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering autocallable contingent coupon equity-linked securities tied to Advanced Micro Devices, Inc. Each $1,000 note pays a quarterly contingent coupon of 5.5625% (annualized 22.25%) only if AMD’s closing price on the relevant valuation date is at or above the coupon barrier of $289.806 (60% of the initial value of $483.01).

The notes may be automatically called on specified dates if AMD is at or above the initial value, returning $1,000 plus due coupons and ending further payments. If not called and AMD’s final value is below the same 60% barrier, principal is reduced one-for-one with AMD’s decline, down to zero, and no coupon is paid at maturity. Investors have no upside participation or dividends, face limited liquidity, and bear full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue size is $661,000, with an estimated fair value of $982.70 per $1,000 note.

Citigroup Inc. (through Citigroup Global Markets Holdings Inc.) is offering autocallable Medium-Term Senior Notes, Series N, with a stated principal amount of $1,000 per security, linked to the S&P 500 Futures 35% Edge Volatility 6% Decrement Index (USD) ER and maturing August 22, 2031. The notes may be automatically redeemed on scheduled valuation dates starting August 20, 2027 if the index is at or above the applicable premium threshold, paying $1,000 plus a preset premium that steps up over time to 86.75% of principal on the final valuation date. If not called and the final index value is below 60% of its initial level, the payoff is $1,000 × (1 + index return), exposing investors to 1:1 downside and possible total loss of principal; no dividends are received. The issue price is $1,000, with up to $9 per security in underwriting fees and at least $910 estimated value based on CGMI’s models, and all payments are fully guaranteed by Citigroup Inc.

CITIGROUP INC (C), through subsidiary Citigroup Global Markets Holdings Inc., is offering autocallable equity-linked medium-term senior notes due August 24, 2028, guaranteed by Citigroup Inc. Each security has a $1,000 stated principal amount and pays a quarterly coupon of 2.375% of principal, equivalent to 9.50% per annum, as long as the notes remain outstanding.

The notes are linked to the worst performer of three ETFs: Invesco QQQ Trust, Series 1 (initial value $731.07, barrier $548.302), SPDR EURO STOXX 50 ETF (initial $72.10, barrier $54.075), and SPDR S&P 500 ETF Trust (initial $776.34, barrier $582.255). If the notes are not called early and, on the August 17, 2028 valuation date, the worst-performing underlying is at or above 75% of its initial value, investors receive $1,000 plus the final coupon; otherwise repayment is reduced one-for-one with the decline of the worst performer, potentially to $0 (excluding the final coupon).

The notes may be automatically redeemed on specified dates in 2027–2028 if the worst-performing underlying is at or above its initial value, in which case investors receive $1,000 plus the coupon for that period. The issue price is $1,000 per security, including a $5.00 underwriting fee (proceeds to the issuer $995.00 per note). Citigroup expects the estimated value on the pricing date to be at least $929.50 per security, below the issue price, reflecting internal funding assumptions, hedging costs and dealer profit. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the securities are expected to have limited or no secondary market liquidity.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering medium-term senior callable contingent coupon equity-linked securities tied to the worst performer of QQQ, IWM and SPY, each with a $1,000 stated principal amount and full, unconditional guarantee by Citigroup Inc.

Investors may receive contingent coupons of at least 0.9583% of principal per period (about 11.50% per annum) only if, on each valuation date, the worst-performing ETF is at or above its coupon barrier set at 75% of its initial value; otherwise no coupon is paid. Capital repayment is protected only if, on the final valuation date, the worst-performing ETF is at or above its final barrier at 60% of its initial value. Below that level, principal is reduced 1% for each 1% decline, with no minimum, so losses can reach 100%.

The issuer may redeem the notes early on specified dates at $1,000 plus any due coupon. Issue price is $1,000, with up to $6 underwriting fee and at least $994 proceeds to the issuer; the estimated value on the pricing date is expected to be at least $936.50 per security, reflecting structuring and hedging costs and Citigroup’s internal funding rate.

Citigroup Inc. (C), through its subsidiary Citigroup Global Markets Holdings Inc., is offering autocallable contingent coupon equity-linked senior notes tied to the Nasdaq-100 Index®, due August 24, 2029. Each security has a $1,000 stated principal amount and pays a contingent coupon of 2.3375% of principal per valuation period (equivalent to 9.35% per annum) only if the index closes at or above a coupon barrier set at 70% of the initial index level.

The notes can be automatically redeemed on specified potential autocall dates if the index is at or above its initial level, returning $1,000 plus the applicable coupon and any previously unpaid coupons. If not called and the final index level is below a final barrier also set at 70% of the initial level, investors receive $1,000 + ($1,000 × underlying return), exposing principal 1-for-1 to index declines and potentially resulting in a zero repayment. Citigroup Global Markets Holdings Inc. expects the estimated value on the pricing date to be at least $940 per security, below the $1,000 issue price, reflecting structuring, distribution and hedging costs.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering callable contingent coupon equity-linked senior notes due August 25, 2031, linked to the worst performing of the Dow Jones Industrial Average, the Russell 2000 Index and the S&P 500 Index. Each security has a $1,000 stated principal amount.

The notes pay a quarterly contingent coupon of at least 2.425% ($24.25 per $1,000), equivalent to at least 9.70% per annum, but only if on each valuation date the worst performing index is at or above its coupon barrier, set at 70% of its initial value. Principal is protected only if at final valuation the worst index is at or above its final barrier, set at 60% of its initial value; otherwise repayment is reduced one-for-one with the worst index’s loss and can fall to zero.

The issuer may call the notes in whole on specified dates at par plus any due coupon, capping future income. The issue price is $1,000 with up to $8 underwriting fee and at least $938.50 estimated value per security, reflecting selling, structuring and hedging costs. Investors face market risk on all three indices, limited or no liquidity, credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and uncertain U.S. tax treatment, including potential 30% withholding for certain non-U.S. holders.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering medium-term senior notes linked to the worst performing of the Nasdaq‑100 Index®, Russell 2000® Index and S&P 500® Index, due August 24, 2029. The unsecured notes are fully and unconditionally guaranteed by Citigroup Inc. and have a stated principal amount of $1,000 per security.

Investors may receive quarterly contingent coupons of approximately 10.00% to 11.00% per annum, payable only if on each valuation date the worst performing index closes at or above its coupon barrier value, set at 65.50% of its initial value. Missed coupons can be paid later if the worst performer recovers to or above the barrier, but if it remains below for all valuation dates no coupons are ever paid.

At maturity, if not called earlier, investors receive $1,000 per note only if the worst performing index finishes at or above its final barrier value (also 65.50% of initial). Otherwise, repayment is reduced one‑for‑one with the index loss, potentially to $0. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The estimated value on the pricing date is expected to be at least $939.50 per security, below the $1,000 issue price, reflecting selling, hedging costs and the issuer’s internal funding rate.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering unsecured, senior medium-term notes linked to the worst performing of the Nasdaq‑100, Russell 2000 and S&P 500 indices, guaranteed by Citigroup Inc. The notes pay contingent quarterly coupons only if the worst-performing index on each valuation date is at or above a barrier set at 60% of its initial value.

Each security has a $1,000 stated principal amount, a term to August 23, 2029, and may be auto‑called on specified dates if the worst-performing index is at or above its initial level, returning $1,000 plus the coupon. If not called and the worst-performing index ends below its 60% final barrier, investors lose 1% of principal for each 1% index decline, potentially down to zero. Indicative coupons are 0.8125%–0.8938% per period (about 9.75%–10.73% per year), and the estimated value on the pricing date is expected to be at least $940.50 per $1,000 issue price.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering unsecured Medium-Term Senior Notes titled Callable Contingent Coupon Equity Linked Securities linked to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, guaranteed by Citigroup Inc. Each security has a $1,000 stated principal amount and a term to August 31, 2029.

The notes may pay a contingent coupon of at least 2.4375% per quarter (9.75% p.a.) only if, on each valuation date, the worst-performing index is at or above 60% of its initial level; otherwise no coupon is paid. At maturity, if not called and the worst-performing index is below its 60% final barrier, repayment is reduced one-for-one with the index loss and can fall to zero. Citigroup may redeem the notes early at par plus any coupon, and the estimated value on the pricing date is expected to be at least $938.50 per $1,000 note, below the issue price, reflecting structuring and hedging costs. The notes carry full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. and are expected to have limited secondary market liquidity.

CITIGROUP INC (through Citigroup Global Markets Holdings Inc.) is offering unsecured Medium-Term Senior Notes, Series N, in the form of callable contingent coupon equity-linked securities due August 23, 2029. Payments depend on the worst performing of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index.

Each $1,000 security may pay a contingent coupon of at least 0.9167% per period (about 11.00% per annum) whenever the worst-performing index on a valuation date is at or above 70% of its initial value. If the notes are not called, principal is fully repaid at maturity only if the worst-performing index is at or above 60% of its initial value; otherwise repayment is reduced one-for-one with the index decline and can fall to zero.

The issuer may redeem the notes early on specified dates at $1,000 plus any due coupon. All amounts are subject to the credit risk of Citigroup Global Markets Holdings Inc. and its Citigroup Inc. guarantee. The issue price is $1,000, with an estimated value of at least $937 per security and an underwriting fee of up to $7 per security. The securities involve complex market, liquidity and tax risks, including potential 30% U.S. withholding on coupons for certain non-U.S. investors.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering autocallable contingent coupon equity-linked securities tied to the Nasdaq-100 Futures 35% Edge Volatility 6% Decrement™ Index ER, fully and unconditionally guaranteed by Citigroup Inc. Each security has a $1,000 stated principal amount, with an issue price of $1,000, an underwriting fee of $20 and proceeds to the issuer of $980 per security. The notes pay a contingent coupon of 1.5833% of principal per month (about 19.00% per annum) only if, on the relevant valuation date, the index is at or above a coupon barrier of 70% of its initial value; otherwise no coupon is paid. If not called early, maturity is scheduled for September 1, 2033, with principal protection only if the final index value is at or above a final barrier of 60% of the initial value; below that level, repayment is reduced one-for-one with index loss, potentially to zero. The notes are subject to automatic early redemption from August 30, 2027 if the index closes at or above its initial value on any trading day, in which case investors receive principal (and, if on a valuation date, any due coupon) and no further payments. Citigroup Global Markets Inc. estimates the value on the pricing date will be at least $876.50 per security, lower than the issue price, reflecting internal funding and hedging costs, and highlights significant product, market, credit and tax risks.

CITIGROUP INC (C), via its subsidiary Citigroup Global Markets Holdings Inc., is offering callable floating rate notes due September 10, 2027, fully and unconditionally guaranteed by Citigroup Inc. Each note has a $1,000 stated principal amount, with full principal due at maturity unless earlier redeemed.

Interest is paid quarterly at a floating rate equal to daily compounded SOFR plus 0.44%, subject to a minimum rate of 0.00% per annum, using a 30/360 day count. Interest payment dates are November 17, 2026, February 17, 2027, May 17, 2027 and maturity. Citigroup has the right to redeem all notes at 100% of principal plus accrued interest on February 17, 2027. The notes will not be listed on any securities exchange and may have limited or no liquidity.

Citibank, N.A., an affiliate, acts as calculation agent and paying agent, and may determine benchmark replacements if SOFR is discontinued or altered. The notes are treated as variable rate debt instruments for U.S. federal income tax purposes. Net proceeds are for general corporate purposes and to hedge obligations under the notes, and affiliates may profit from related hedging even if the note value declines.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Contingent Income Callable Securities due August 2028 linked to the worst-performing of the Nasdaq-100, Russell 2000 and S&P 500 indices. The notes pay a contingent quarterly coupon of 2.0225% ($20.225) per $1,000 (8.09% per annum) only if, during the relevant observation period, each index stays at or above 60% of its initial level; otherwise no coupon is paid for that quarter.

The issuer may redeem the notes in whole on designated quarterly dates for $1,000 plus any due coupon, after which no further payments are made. If held to maturity and not called, investors receive $1,000 per note only if the final level of the worst-performing index is at or above its 60% downside threshold. If it is below that threshold, the maturity payment is $1,000 plus $1,000 times the index return of the worst-performing index, exposing investors to 1-for-1 downside and potentially a total loss of principal.

The issue price is $1,000 per note, including a $20 underwriting fee; proceeds to the issuer are $980 per note, and the estimated value on the pricing date is expected to be at least $921, reflecting selling costs and hedging-related profit. The notes are not bank deposits, are unsecured obligations of the issuer, and involve complex tax and withholding considerations, including potential 30% withholding on coupons for certain non-U.S. holders.

CITIGROUP INC (symbol: C) is the issuer of record for a Form 424B2 filing submitted to the SEC.

Citigroup Inc (C), via Citigroup Global Markets Holdings Inc., is offering callable contingent coupon equity-linked securities maturing August 31, 2029, linked to the worst performing of the EURO STOXX 50® Index, the Nasdaq-100 Futures Excess Return Index and the S&P 500 Futures Excess Return Index.

Each security has a $1,000 stated principal amount and pays a contingent coupon of at least 1.2083% of principal per period (about 14.50% per annum, set on the pricing date) only if, on the relevant valuation date, the worst-performing index is at or above its coupon barrier, set at 81.30% of its initial value. Citigroup may redeem the notes early, in whole, on specified coupon dates from March 2027 through July 2029 at $1,000 plus any due coupon.

If not called, at maturity investors receive $1,000 only if the worst-performing index is at or above its final barrier (also 81.30% of initial); otherwise the payoff is $1,000 plus $1,000 times that index’s return, which can reduce repayment substantially and down to zero. The issue price is $1,000 with an underwriting fee of up to $26 per note and estimated value of at least $914.50, reflecting dealer margins and hedging costs. Payments are unsecured obligations of CGMHI, fully and unconditionally guaranteed by Citigroup Inc., and involve complex risk, tax and potential 30% withholding considerations for non-U.S. investors.

CITIGROUP INC (symbol: C) is the issuer of record for a Form 424B2 filing submitted to the SEC.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering autocallable barrier securities linked to the worst performer of the Dow Jones Industrial Average, the Russell 2000® Index and the Nasdaq-100 Index®, maturing on August 15, 2030 and fully and unconditionally guaranteed by Citigroup Inc.

The notes have a $1,000 stated principal amount and may be automatically redeemed on interim valuation dates in 2027, 2028 and 2029 if the worst-performing index is at or above 102% of its initial level, paying premiums of 19.15%, 38.30% or 57.45%, respectively. If held to maturity and not called, investors receive par plus equity-like upside based on the worst-performing index if it finishes at or above its initial level, par only if it remains between 70% and 100% of its initial level, and a loss proportional to the decline of the worst performer if it falls below the 70% trigger, potentially down to zero. The initial index levels are 53,770.27 (DJIA), 3,045.483 (Russell 2000) and 29,742.60 (Nasdaq-100). The issue price is $1,000 with total proceeds of $6,059,000, while the dealer’s estimated value is $992.50 per security. The securities are unsecured, are not bank deposits, pay no dividends on the indices and are subject to issuer and guarantor credit risk and complex U.S. tax treatment as a prepaid forward contract.

CITIGROUP INC (C), through its wholly owned subsidiary Citigroup Global Markets Holdings Inc., is offering callable fixed rate notes due August 18, 2031, fully and unconditionally guaranteed by Citigroup Inc. Each note has a stated principal amount and issue price of $1,000, with certain investors paying between $995 and $1,000 per note.

The notes pay fixed interest of 5.25% per annum, calculated on a 30/360 basis, with semi-annual payments on February 18 and August 18, starting February 18, 2027. Beginning May 18, 2027, the issuer may redeem the notes in whole on specified quarterly redemption dates at 100% of principal plus accrued interest.

The notes will not be listed on any securities exchange, and Citigroup Global Markets Inc. acts as underwriter, receiving an underwriting fee of up to $5 per note. Net proceeds will be used for general corporate purposes and to hedge obligations under the notes, and the notes are treated as fixed rate debt for U.S. federal income tax purposes.

CITIGROUP INC (symbol: C) is the issuer of record for a Form 424B2 filing submitted to the SEC.

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering unsecured Autocallable Contingent Coupon Equity Linked Securities linked to the worst performer of the Nasdaq‑100®, Russell 2000® and S&P 500® indices, maturing August 15, 2031. The notes pay a 2.125% quarterly contingent coupon (annualized 8.50%) only if, on each valuation date, the worst performing index is at or above its coupon barrier of 70% of its initial level.

The notes are automatically called on specified dates from August 12, 2027 if the worst performing index is at or above its initial level, returning $1,000 principal plus the coupon. If held to maturity and not called, investors receive $1,000 only if the worst index level is at or above its final barrier of 55% of initial; otherwise, repayment is reduced one‑for‑one with the index loss, potentially to zero. The issue price is $1,000 with estimated value $972.10, and the offering is fully and unconditionally guaranteed by Citigroup Inc., subject to issuer and guarantor credit risk, limited liquidity, complex tax treatment and multiple equity index risks.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering callable Contingent Coupon Equity Linked Securities tied to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index, maturing August 15, 2031.

Each $1,000 security may pay a contingent coupon of 0.7792% per period (about 9.35% per annum) if, on the relevant valuation date, the worst-performing index is at or above its coupon barrier, set at 70% of its initial value. Principal is protected only if, on the final valuation date, the worst-performing index is at or above its final barrier, set at 60% of its initial value; otherwise, repayment is reduced 1:1 with the index decline and may fall to zero.

Citigroup may call the notes in whole on specified call dates, paying $1,000 plus any due coupon. The deal size is $2.8 million (2,800 securities) at $1,000 each, with an underwriting fee of $6.50 per security and issuer proceeds of $993.50. The estimated value on the pricing date is $984 per security, below the issue price, reflecting structuring and hedging costs. Payments are unsecured and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the notes are expected to have limited secondary market liquidity.

Citigroup Inc. (C), via Citigroup Global Markets Holdings Inc., is offering $475,000 of callable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, Nasdaq‑100 Index® and Russell 2000® Index, each with initial, coupon barrier and final barrier levels set as of August 12, 2026.

The notes pay a contingent coupon of 0.6875% per month (8.25% 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 in August 2031, if not previously called and the worst index is at or above 65% of its initial level, investors receive the $1,000 principal per note; if it is below 65%, repayment is reduced one‑for‑one with the index loss, down to zero.

Citigroup may redeem the notes at par plus any due coupon on specified dates starting in 2027, capping future income. The estimated value is $955.10 per $1,000 note versus a $1,000 issue price, reflecting structuring and hedging costs and the use of an internal funding rate. Investors face full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., potential illiquidity, complex tax treatment and no participation in index upside or dividends.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing Autocallable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index, maturing August 15, 2031, with a $1,000 stated principal per security.

The notes pay a 0.75% contingent coupon per month (equivalent to 9.00% per annum) only if, on the relevant valuation date, the worst-performing index is at or above its 80% coupon barrier. Missed coupons can be recouped later if the barrier is met, but may be lost entirely if it is never met again.

At maturity, if not called and the worst-performing index is at or above 85% of its initial level (the buffer), investors receive full principal. Below that level, repayment is reduced using a buffer rate of 1.1765, and losses can reach 100%. The notes are automatically called from August 12, 2027 onward if the worst-performing index is at or above its initial level, paying $1,000 plus the applicable coupon.

All payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc., the notes are expected to have limited liquidity, and the estimated value on the pricing date of $989.80 is below the $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Callable Contingent Coupon Equity Linked Securities with an aggregate stated principal amount of $1,853,000.00, at $1,000 per security, linked to the worst performing of the Nasdaq-100 Index, the Russell 2000 Index and the S&P 500 Index and due July 17, 2028.

The notes pay a contingent coupon of 0.8042% per month (about 9.65% 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. Principal repayment at maturity is also contingent: if the worst index is at or above 70% of its initial value, investors receive $1,000; if it is below, repayment is reduced one-for-one with the index decline, down to zero. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The initial index levels are 29,742.60 (Nasdaq-100), 3,045.483 (Russell 2000) and 7,748.50 (S&P 500). The issue price is $1,000, while the bank’s estimated value is $973.50 per security, reflecting internal funding and hedging costs. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering autocallable unsecured debt securities linked to the worst performer of the MSCI EAFE Index, MSCI Emerging Markets Index and S&P SmallCap 600 Index, maturing August 15, 2031. The notes pay no interest and repayment of principal is not guaranteed.

Each $1,000 security may be automatically redeemed on scheduled valuation dates starting August 20, 2027 if the worst-performing index is at or above its initial level, paying $1,000 plus a fixed premium that steps up from 15.25% to 76.25% of principal through August 12, 2031. If held to maturity and not earlier redeemed, investors receive $1,000 plus the final premium if the worst-performing index is at or above its initial level, $1,000 if it is between 80% and 100% of its initial level, and a loss beyond a 20% buffer on a 1-for-1 basis if it falls below 80%.

Investors are exposed to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not receive dividends from the indices, and may face limited or no secondary market liquidity. The estimated value on the pricing date is $984 per $1,000 security, below the issue price, reflecting selling, structuring and hedging costs.

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering unsecured, autocallable securities linked to the worst performer of the iShares Expanded Tech-Software Sector ETF (IGV) and the State Street Communication Services Select Sector SPDR ETF (XLC), maturing August 23, 2029. Each security has a $1,000 stated principal amount and may be automatically redeemed on quarterly valuation dates from February 19, 2027 through August 20, 2029 if the worst performing ETF is at or above its applicable premium threshold (initially 100% of its initial value, later 95% and 90%).

If called, investors receive $1,000 plus a fixed premium that steps up from 7.50% to 45.00% of principal. If not called, at maturity investors receive: $1,000 plus the final premium if the worst ETF is at or above its final premium threshold; $1,000 if it is below that threshold but at or above 70.00% of its initial value; or $1,000 plus the ETF return if it is below 70%, giving 1:1 downside exposure and possible loss of the entire principal. The notes are fully and unconditionally guaranteed by Citigroup Inc. The issue price is $1,000, with an underwriting fee of up to $21 and estimated value of at least $912 per security, reflecting selling costs and hedging. Holders forgo ETF dividends and face market, credit and complex U.S. tax risks.

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering Trigger PLUS principal-at-risk securities linked to the EURO STOXX 50® Index, maturing in September 2031, in $1,000 denominations. The notes may be automatically redeemed in September 2027 if the index is at or above its initial level, paying $1,000 plus a 17.40% premium ($1,174 per note); investors do not share in any additional index gains at that time.

If not called, at maturity investors receive $1,000 plus a leveraged return of 150% of any positive index performance; if the index is below the initial but at or above the 80% trigger level, only principal is returned. If the final index level falls below the trigger, principal is reduced 1-for-1 with the index decline and can fall to zero. The notes pay no interest and provide no dividends. The issue price is $1,000, with an estimated value of at least $910.50 per note, reflecting selling costs and issuer funding rates, and all payments are guaranteed by Citigroup Inc. The product involves complex market, credit and tax risks, including treatment as a prepaid forward and potential future changes under Section 871(m).

CITIGROUP INC (C), through subsidiary Citigroup Global Markets Holdings Inc., is offering unsecured, autocallable contingent coupon equity-linked medium-term notes due August 23, 2029, fully and unconditionally guaranteed by Citigroup Inc. The notes are linked to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index.

Each $1,000 note may pay a contingent coupon of at least 0.925% per period (at least 11.10% per annum) only if, on the relevant valuation date, the worst-performing index is at or above 80% of its initial level (the coupon barrier). If the worst-performing index closes below this barrier on every valuation date, investors receive no coupons.

The notes are automatically callable on scheduled dates from February 19, 2027 if the worst-performing index is at or above its initial level, in which case holders receive $1,000 plus the due coupon (including any previously unpaid coupons). If not called, and on the final valuation date the worst-performing index is below 70% of its initial level (the final barrier), principal is reduced 1-for-1 with the index loss, down to zero. The issue price is $1,000 per note, with an underwriting fee of up to $7.50 and minimum issuer proceeds of $992.50 per note; the estimated value on the pricing date is expected to be at least $936.50, below the issue price.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering medium-term senior notes called Autocallable Contingent Coupon Equity Linked Securities due July 27, 2028, linked to the worst performing of the Dow Jones Industrial Average, the Russell 2000 Index and the VanEck Semiconductor ETF.

Each security has a $1,000 stated principal amount and pays a contingent coupon of at least 1.25% per period (at least 15.00% per annum) only if, on the relevant valuation date, the worst performing underlying is at or above 70% of its initial value. The notes are automatically called on specified dates if the worst performer is at or above its initial value, returning $1,000 plus the coupon.

If not redeemed early, principal is fully returned only if the worst performer is at or above 60% of its initial value on the final valuation date; below that level, losses match the underlying’s decline and can reach 100%. The issue price is $1,000, with an underwriting fee of $22.25 and at least $977.75 in proceeds to the issuer per security. Citigroup expects the estimated value on the pricing date to be at least $914 per security. Payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the issuer warns of limited or no secondary market liquidity and complex U.S. tax treatment.

Citigroup Inc. (C), via Citigroup Global Markets Holdings Inc., is offering Medium-Term Senior Notes, Series N in the form of Autocallable Contingent Coupon Equity Linked Securities linked to the worst of the Nasdaq-100, Russell 2000 and S&P 500 indices, due August 22, 2029. Each security has a $1,000 stated principal amount and pays a contingent coupon of at least 0.7917% per period (about 9.50% per annum) only if, on the relevant valuation date, the worst-performing index is at or above 80% of its initial value. The notes can be automatically called quarterly from August 17, 2027 onward if the worst-performing index is at or above its initial value, returning $1,000 plus the coupon. At maturity, if not called, principal is protected only by a 20% buffer; if the worst index has fallen more than 20%, investors lose 1% of principal for each 1% decline beyond that level, with the potential for substantial loss. Investors receive no dividends, have limited or no liquidity, and bear the full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000, including up to a $6 underwriting fee, with issuer proceeds of at least $994 and an estimated value of at least $938 per security based on internal models.

Citigroup Inc. (C), through subsidiary Citigroup Global Markets Holdings Inc., is offering unsecured Medium-Term Senior Notes, Series N, in the form of Autocallable Buffer Securities linked to the S&P 500® Index, with a stated principal of $1,000 per security and maturity on August 19, 2031.

The notes pay no interest, may be automatically redeemed on August 20, 2027 at $1,072.50 per security (a 7.25% premium) if the index is at or above its initial level, and otherwise offer 100% participation in index gains at maturity. A 25% buffer applies: if the S&P 500® falls more than 25% below its initial level by the final valuation date, principal is reduced 1-for-1 beyond that threshold. Investors forgo dividends, face limited or no liquidity, and are exposed 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 $914 per $1,000 security, below the issue price due to structuring, hedging costs and internal funding rates.

Citigroup Inc. (C), through Citigroup Global Markets Holdings Inc., is offering contingent income callable securities linked to the worst performer of the Nasdaq-100 Index, Russell 2000 Index and S&P 500 Index, with principal at risk and a Citigroup Inc. guarantee. Each $1,000 security pays a contingent quarterly coupon of 2.6875% (10.75% per annum) only if, during the related observation period, none of the indices closes on any trading day below its coupon barrier, set at 70% of its initial level. Citigroup may redeem the notes in whole on specified quarterly dates for $1,000 per security plus any due coupon, after which no further payments occur. If held to maturity and not called, investors receive $1,000 per security only if the final level of the worst-performing index is at or above its downside threshold (also 70% of initial); otherwise the payoff is $1,000 plus $1,000 times that index’s return, exposing investors to losses down to zero. The issue price is $1,000, with an estimated value of at least $919.50 per security and underwriting, selling and structuring fees embedded in the pricing.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering callable Contingent Coupon Equity Linked Securities, issued as Medium-Term Senior Notes, Series N, linked to the worst performer of the Dow Jones Industrial Average, the Russell 2000 Index and the S&P 500 Index. Each security has a $1,000 stated principal amount, prices on August 20, 2026, is issued on August 25, 2026, and, if not called, matures on August 23, 2029.

The notes pay a contingent coupon of 0.7708% per month (approximately 9.25% per annum) only if, on each valuation date, the worst-performing index is at or above its coupon barrier, set at 80% of its initial value, which is also the final buffer level. At maturity, if the worst-performing index is below this buffer, investors lose 1% of principal for every 1% decline beyond the 20% buffer. Citigroup may redeem the notes in whole on specified dates by paying $1,000 plus any due coupon.

The securities are unsecured obligations of Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by CITIGROUP INC, and expose investors to the credit risk of both entities. The issue price is $1,000 per security, including up to a $4.00 underwriting fee, for minimum issuer proceeds of $996 per security. Citigroup expects the initial estimated value to be at least $937.50 per security, reflecting internal funding and hedging costs, and warns of limited or no liquidity, potential loss of principal, and complex U.S. tax and withholding outcomes.

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering unsecured Medium-Term Senior Notes, Series N, linked to the worst performing of the Nasdaq‑100®, Russell 2000® and S&P 500® indices and guaranteed by Citigroup Inc.

The notes pay a contingent coupon of 0.6917% per month (about 8.30% per year, 4.842% over the term) only if on each valuation date the worst-performing index is at or above 70% of its initial level. Citigroup may redeem the notes early on specified dates, paying $1,000 per note plus any due coupon.

If not called and the worst index is at or above 70% of its initial level at maturity, investors receive $1,000 plus the final coupon; otherwise they receive $1,000 plus the index return of the worst index, potentially losing their entire principal. The expected initial estimated value is at least $936.50 per $1,000 note, reflecting selling, structuring and hedging costs. The notes carry Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk, have limited liquidity, complex tax treatment (including possible 30% withholding for non‑U.S. holders) and no dividend or upside participation in any index.

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering callable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq‑100, Russell 2000 and S&P 500 indices, maturing August 17, 2029. Each $1,000 note pays a 0.9667% contingent coupon per period (about 11.60% per annum) only if, on the relevant valuation date, the worst-performing index is at or above 70% of its initial level. The same 70% level is the final barrier for principal: if at maturity the worst-performing index is below 70% of its initial level, repayment is reduced one-for-one with the index loss and may be zero.

Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon, limiting the period over which investors can earn coupons. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the issuer expects the pricing-date estimated value to be at least $934.50 per note, below the $1,000 issue price, reflecting structuring, distribution and hedging costs. Liquidity is expected to be limited and the notes carry complex market, correlation, volatility, tax and secondary-market value risks.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering medium-term senior Buffered PLUS securities linked to the EURO STOXX 50® Index, fully and unconditionally guaranteed by Citigroup Inc. Each security has a $1,000 stated principal amount, a term of approximately 2.5 years, and no periodic interest. The notes provide 200% leveraged upside to positive index performance, but the payment at maturity is capped at $1,312.00 per security, representing a $312.00 (31.20%) maximum return.

The structure includes a 15.00% downside buffer: if the index declines by no more than this amount, investors receive $1,000 at maturity. If the index falls by more than 15%, repayment is reduced 1% for each 1% decline beyond the buffer, with a minimum payment of $150.00 per security, so investors may lose up to 85.00% of principal. The preliminary estimated value on the pricing date is expected to be at least $916.00 per security, below the $1,000 issue price, reflecting underwriting compensation, hedging costs and Citigroup’s internal funding rate. CGMI, acting as principal underwriter, receives a $30.00 underwriting fee per $1,000 security, including a $25.00 selling concession and a $5.00 structuring fee to Morgan Stanley Wealth Management. Tax counsel expects to treat the securities as prepaid forward contracts, subject to uncertainty and potential future tax law or regulatory changes.

Citigroup Inc (C), through Citigroup Global Markets Holdings Inc., is offering unsecured Barrier Digital Securities linked to the worst performing of the EURO STOXX 50® Index and the MSCI Emerging Markets Index under its medium-term note program, fully and unconditionally guaranteed by Citigroup Inc.

The securities have a $1,000 stated principal amount, pay no interest and mature on August 21, 2031. If the worst performing index ends at or above its initial value, investors receive $1,845 per security (principal plus a fixed digital return of $845, or 84.50%). If it ends below its initial value but at or above 70.00% of its initial value (the final barrier value), investors receive only the $1,000 principal.

If the worst performing index finishes below its 70.00% barrier, repayment is reduced 1-for-1 with the index loss, down to a possible full loss of principal. The issue price is $1,000 per security (or $966.50 in fee-based accounts), with an underwriting fee of up to $33.50 and an estimated value on the pricing date of at least $859.50, reflecting selling, hedging costs and Citigroup’s internal funding rate. The notes carry Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk and may have limited or no secondary market liquidity.

Citigroup Inc. (through Citigroup Global Markets Holdings Inc.) is offering unsecured Contingent Income Auto-Callable Securities with Memory Coupon due August 2029, linked to NVIDIA common stock. The notes are guaranteed by Citigroup Inc., issued in $1,000 denominations, and expose investors to Citigroup credit risk.

Investors may receive a quarterly 2.50% contingent coupon (10.00% per annum) only if NVIDIA’s closing price on the relevant valuation date is at or above the downside threshold price, set at 50.00% of the initial share price, with a memory feature that can recoup missed coupons if the condition is later met. If on any potential redemption date NVIDIA closes at or above the initial share price, the notes are automatically redeemed at $1,000 plus the relevant coupon (including unpaid coupons).

If not redeemed early, maturity payment equals $1,000 plus the final coupon if NVIDIA is at or above the threshold; otherwise investors receive $1,000 + ($1,000 × share return), incurring 1:1 downside and potentially losing their entire principal, with no upside participation and no NVIDIA dividends. The issue price is $1,000 per note, with an underwriting fee of $22.50 and proceeds to the issuer of $977.50 per note; the estimated value on the pricing date is expected to be at least $923.00, and any secondary market price is expected to be below the issue price. The notes involve complex U.S. tax treatment (intended as prepaid forward contracts with taxable coupons), potential 30% withholding for non-U.S. holders, and are not bank deposits or FDIC-insured.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering unsecured senior Buffered S&P 500® Index-Linked Notes, fully and unconditionally guaranteed by Citigroup Inc. The notes pay no interest and do not guarantee repayment of principal.

The payoff after approximately 13–15 months depends on S&P 500® performance. Investors get 140.00% upside participation, but returns are capped by a maximum settlement amount expected between $1,134.26 and $1,157.92 per $1,000, implying a maximum return of about 13.426%–15.792%. A 10.00% downside buffer applies: if the index falls by up to 10%, principal is returned; beyond that, investors lose about 1.1111% of principal for each additional 1% decline and could lose their entire investment.

The notes are not listed and may have limited or no liquidity, with any secondary market price likely below the issue price. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the trade date will be less than the issue price, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. The offering also carries complex U.S. tax considerations, including potential future changes and Section 871(m) implications for non-U.S. holders.

CITIGROUP INC (C), through Citigroup Global Markets Holdings Inc., is offering Geared Autocallable Buffer Securities linked to Space Exploration Technologies Corp. with an aggregate stated principal amount of $3,260,000, at $1,000 per security, fully and unconditionally guaranteed by Citigroup Inc.

The notes may be automatically redeemed if the underlying closes at or above its initial value of $146.15 on interim valuation dates, paying 20% or 40% premiums for 2027 and 2028, respectively. If held to 2031, upside is leveraged by a 250% participation rate, while downside is buffered only to a 50% decline, after which losses accelerate at a 200% buffer rate. The estimated value is $916.40 per security, below the issue price, and the product carries significant market, credit, liquidity and tax risks.

CITIGROUP INC (through Citigroup Global Markets Holdings Inc.) is offering Contingent Income Callable Securities due August 2028, linked to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices. Each note has a $1,000 stated principal amount and pays a 2.075% quarterly contingent coupon (8.30% per annum) only if, on every trading day in the observation period, all three indices stay at or above 60% of their initial levels.

The notes are callable quarterly at the issuer’s option for $1,000 plus any due coupon, so the term can be as short as about three months. If not called, at maturity investors receive $1,000 per note if the worst-performing index is at or above its 60% downside threshold; otherwise, repayment is reduced one-for-one with the index loss, with the principal possibly falling to zero. The estimated value on the pricing date is expected to be at least $921 per $1,000 note, below the issue price, reflecting dealer fees and hedging costs.

CITIGROUP INC (symbol: C) is the issuer of record for a Form 424B2 filing submitted to the SEC.

Citigroup Inc. (C), through its wholly owned subsidiary Citigroup Global Markets Holdings Inc., is offering callable floating rate senior notes due September 10, 2027, fully and unconditionally guaranteed by Citigroup Inc. Each note has a stated principal amount of $1,000, with full principal due at maturity unless earlier redeemed.

The notes pay quarterly interest at a floating rate equal to daily compounded SOFR + 0.44% per annum, subject to a minimum interest rate of 0.00% per annum, using a 30/360 day-count convention. Interest payment dates are November 17, 2026, February 17, 2027, May 17, 2027 and maturity. Citigroup Global Markets Holdings Inc. may, at its option, redeem the notes in whole on February 17, 2027 at 100% of principal plus accrued interest.

The notes will not be listed on any securities exchange and may have limited or no liquidity, with any secondary market depending on Citigroup Global Markets Inc. as underwriter and affiliate market-maker. The interest rate and note value are exposed to the level, volatility, methodology changes or possible discontinuation of SOFR and to benchmark replacement mechanics, as well as to issuer and guarantor credit. Net proceeds will be used for general corporate purposes and to hedge the issuer’s obligations under the notes.

Citigroup Inc. (C), through Citigroup Global Markets Holdings Inc., is offering unsecured, autocallable medium-term senior notes linked to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index, due September 2, 2031, in $1,000 denominations. The notes pay no interest and repayment of principal is not guaranteed.

The notes may be automatically redeemed on specified annual valuation dates starting August 30, 2027 if the worst-performing index is at or above its initial level, returning $1,000 plus a fixed premium that steps up from 10.05% to 50.25%. If held to maturity without prior redemption, investors receive $1,000 plus the final premium if the worst-performing index is at or above its initial level, $1,000 if it is below the initial level but at or above 75% of that level, and otherwise $1,000 reduced 1-for-1 with the negative index return, potentially down to zero.

The issue price is $1,000 per note, including an underwriting fee of up to $41, with minimum proceeds to the issuer of $959 per note and an estimated initial value of at least $899 based on internal models. Investors face market risk on all three indices, no dividends, limited or no liquidity, and the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering unsecured, autocallable Medium-Term Senior Notes, Series N, linked to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER and guaranteed by Citigroup Inc. The notes pay no interest and do not guarantee principal repayment.

Each $1,000 note may be automatically redeemed on scheduled valuation dates through August 25, 2032 for $1,000 plus a fixed premium if the index is at or above the autocall barrier of 90% of its initial level; otherwise the notes continue. If held to maturity on August 30, 2032 and not previously called, investors receive $1,000 plus the final-date premium if the index is at or above the autocall barrier, $1,000 if it is between 60% and 90% of the initial level, and $1,000 plus the index return if it is below 60%, creating 1-for-1 downside exposure with the possibility of losing the entire investment. The underlying index uses a 40% volatility target with leverage up to 500% and a 6% per annum decrement, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

CITIGROUP INC (C), via Citigroup Global Markets Holdings Inc., is offering unsecured Autocallable Barrier Securities linked to the worst performer of the S&P 500 Futures Excess Return Index and the State Street Utilities Select Sector SPDR ETF, due August 28, 2031. The notes have a $1,000 stated principal amount, pay no interest and are fully and unconditionally guaranteed by Citigroup Inc.

The notes can be automatically redeemed on scheduled valuation dates if the worst performing underlying is at or above its initial value, paying $1,000 plus a premium starting at 13.15% and rising over time to at least 62.4625% of principal. If not called, at maturity investors participate 1:1 in any upside of the worst performer and receive full principal back provided its final value is at least 70.00% of its initial value.

If the worst performer finishes below this 70% barrier, repayment is reduced 1% for each 1% decline from the initial value, down to a possible total loss. The notes are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., offer limited liquidity, and have an estimated value on the pricing date of at least $882.50 per $1,000 note, below the $1,000 issue price.