Citigroup Inc. 424B Filings

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable securities linked to the worst performer of the Nasdaq-100®, Russell 2000® and S&P 500® indices, with a $1,000 stated principal amount per security and no periodic interest.

The notes run to February 18, 2031, with scheduled valuation dates starting in February 2027. If on any earlier valuation date the worst-performing index is at or above its initial level, the notes are automatically redeemed at $1,000 plus a fixed premium that starts at 9% in February 2027 and can reach 45% by the final valuation date. If held to maturity and not called, investors receive $1,000 plus the final premium if the worst index is at or above its initial level, $1,000 if it is between 70% and 100% of its initial level, or a loss matching the full negative return if it finishes below 70%.

The securities do not guarantee principal, can lose up to all invested capital, pay no dividends or interest, are not listed, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $893 per $1,000, below the issue price, reflecting structuring, hedging costs and dealer compensation including up to $41.25 per security in underwriting fees.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured dual directional buffer securities maturing on August 18, 2027, linked to the worst performer of the Nasdaq-100®, Russell 2000® and S&P 500® indices.

Each security has a $1,000 stated principal amount, no interest payments and no listing on an exchange. At maturity, if the worst-performing index is at or above its initial level, investors receive principal plus upside at a 100% participation rate, capped by a maximum upside return of $331.50 per security (33.15%).

If the worst-performing index is below its initial level but no more than 15% lower (the buffer percentage), investors receive a positive “absolute return” matching the magnitude of that decline. If it falls more than 15%, repayment is reduced 1% for each percentage point beyond the buffer, exposing investors to significant loss of principal.

Investors forgo all dividends on the indices, face complex payoff mechanics and are fully exposed to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issuer expects the estimated value on the pricing date to be at least $933 per security, below the $1,000 issue price, reflecting structuring, hedging costs and its internal funding rate.

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, the Russell 2000® Index and the S&P 500® Index, maturing on February 19, 2031.

The notes pay a quarterly contingent coupon of at least 2.4375% of principal (at least 9.75% per year) 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 scheduled dates at par plus any due coupon.

At maturity, if not called, investors receive $1,000 per note only if the worst-performing index is at or above 60% of its initial level. Below that barrier, repayment is reduced one-for-one with the index loss, with no minimum, so the entire investment can be lost. The securities are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., are not listed on any exchange, and have an estimated value on the pricing date expected to be at least $937 per $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-per-security autocallable contingent coupon equity-linked securities tied to Freeport-McMoRan Inc., maturing on August 25, 2027. Investors may receive a 0.95% contingent coupon each month (11.40% per annum) if on the relevant valuation date Freeport-McMoRan’s share price is at or above a coupon barrier set at 60% of the initial share value.

The notes are automatically called on specified autocall dates if the share price is at or above its initial value, returning $1,000 plus the applicable coupon, which can cap potential income. If not called, principal repayment at maturity depends on the final share value: full principal is repaid only if the final value is at or above a 50% final barrier. Below that level, repayment is reduced one-for-one with the share’s decline, potentially falling to zero.

The securities are unsecured and subject to the credit risk of both issuers, will not be listed on any exchange, and may have little or no secondary market. The issue price is $1,000, including an underwriting fee of up to $22.25, while the estimated value on the pricing date is expected to be at least $924, reflecting selling, structuring and hedging costs and the use of the issuer’s internal funding rate. Extensive risk and tax disclosures highlight the possibility of losing most or all invested principal, missing some or all coupons, and facing complex, uncertain U.S. federal tax treatment.

Citigroup Global Markets Holdings Inc. is offering unsecured, AMD-linked autocallable contingent coupon securities due August 25, 2027, fully and unconditionally guaranteed by Citigroup Inc.

The notes pay a 1.4375% contingent coupon each period (17.25% per annum) only if AMD’s closing value on the prior valuation date is at or above a coupon barrier set at 60% of its initial level. They can be automatically called on specified dates if AMD is at or above its initial value, returning $1,000 plus the coupon.

If not called and AMD finishes below a 50% final barrier at maturity, investors lose 1% of principal for each 1% AMD has fallen, up to total loss. Investors receive no dividends, face limited liquidity, and bear the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000 per note, with an expected estimated value of at least $922 and an underwriting fee of up to $22.25 per note.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering principal-at-risk securities linked to the 2-year SONIA ICE swap rate (SONIA CMS2) maturing on May 13, 2026. Each security has a £1,000 stated principal amount and an issue price of 100%.

At maturity, if the SONIA CMS2 rate on the valuation date is at or above the 3.465% strike, investors receive a maximum payment of £1,196.157703 per £1,000, capping upside. If the rate is below the strike, the payoff is reduced according to a formula, but not below £196.157703.

The examples show potential losses of up to about 80% of principal if SONIA CMS2 falls sufficiently below the strike, illustrating significant downside risk. The securities are unsecured senior debt, not insured deposits, will not be listed on any exchange, and rely on CGMI for any secondary market making.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable equity-linked securities tied to the worst performer of the Nasdaq-100 Index® and the S&P 500® Index, maturing on August 18, 2027.

The notes pay monthly coupons at an annual rate of at least 8.25%, but principal repayment depends on the worst index staying at or above 70% of its initial value at maturity. If the worst index finishes below this barrier and the notes are not called earlier, repayment is reduced one-for-one with the index loss and can fall to zero, aside from the final coupon.

The notes may be automatically redeemed on specified dates starting in August 2026 if the worst index is at or above its initial level, returning $1,000 per note plus the coupon, which can shorten the investment period. The securities are not listed, carry the credit risk of both issuers, and have an estimated initial value per $1,000 note of at least $940.50, below the issue price due to fees, hedging and funding costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-denomination autocallable securities linked to the iShares Bitcoin Trust ETF (ticker “IBIT”), with a scheduled maturity in 2028.

The notes can be automatically redeemed on February 12, 2027 if the ETF’s closing value is at or above its initial level, paying $1,000 plus a 36.75% premium. If not called, at maturity investors get enhanced upside at a 150% participation rate when the final ETF value exceeds the initial level, full principal back if the ETF finishes between 70% and 100% of the initial level, and 1‑for‑1 downside below 70%, which can reduce the payoff to a small fraction of principal.

The securities are unsecured obligations of Citigroup Global Markets Holdings Inc., are not listed on any exchange, and include a discretionary special early redemption right at a model‑determined fair value that may cause significant loss. The estimated value on the pricing date is expected to be at least $929 per $1,000, below the issue price, reflecting dealer compensation and hedging costs.

Citigroup Inc. is offering medium-term senior unsecured notes that pay a fixed 5.20% annual interest rate on a stated principal amount of $1,000 per note, with semi-annual interest payments each February 19 and August 19 until February 19, 2041, unless redeemed earlier.

Beginning February 19, 2027, Citigroup may redeem the notes in whole at 100% of principal plus accrued interest on quarterly redemption dates. The notes are intended to qualify as TLAC-eligible, meaning that in a Citigroup bankruptcy, losses would be imposed on shareholders and then unsecured creditors, including these noteholders. A wholly owned subsidiary may assume the obligations under the notes, with Citigroup providing a full and unconditional guarantee.

The notes will not be listed on any securities exchange. They are issued at $1,000 per note (or $970–$1,000 for certain fee-based or institutional accounts), with CGMI receiving an underwriting fee of up to $30 per note, and a temporary post-issuance pricing adjustment is expected for about six months.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured, equity-linked notes tied to the worst performer of the Nasdaq-100®, Russell 2000® and S&P 500® indexes, maturing on January 14, 2028.

The notes pay a contingent coupon of at least 0.9333% per period (about 11.20% per year) 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, returning $1,000 per note plus any due coupon.

At maturity, if not called and the worst index is below 70% of its initial value, repayment is reduced one-for-one with the decline and can fall to $0. The notes are unsecured, unlisted, subject to the credit risk of both issuers, and have an estimated value on the pricing date expected to be at least $933.50 per $1,000 note, less than the issue price.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing unsecured market-linked notes tied to the lowest performer of the Russell 2000, S&P 500 and EURO STOXX 50 indices, each with a $1,000 stated principal amount and monthly observation dates through February 2029.

The notes pay a contingent coupon at a rate of at least 8.85% per annum, but only when the lowest-performing index on an observation day is at or above 70% of its starting value. If that index is below 70% on every observation day, investors receive no coupons for the entire term.

Citigroup may redeem the notes monthly beginning about six months after issuance at par plus any due coupon. If not redeemed, principal is protected at maturity only if the worst index is at or above 70% of its starting value; otherwise repayment is reduced in full proportion to the index decline, potentially to zero.

The notes do not offer upside participation in any index and pay no dividends. All payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $912 per note, below the $1,000 public offering price, reflecting structuring, hedging costs and dealer compensation.

Citigroup Global Markets Holdings Inc. is offering Autocallable Phoenix Securities linked to the common stock of Alphabet Inc., maturing in February 2027. Each security has a $1,000 stated principal amount and a contingent coupon of 1.2917% payable on each contingent coupon payment date if the relevant share price is at or above an 80% coupon barrier.

The securities feature automatic early redemption if the underlying closing price on any interim valuation date is greater than or equal to the initial share price, paying $1,000 plus the related contingent coupon. At maturity, if not redeemed, payoff depends on whether the final share price is at or above the 80% final barrier; otherwise principal is reduced by the buffer mechanics (a 20.00% buffer and a buffer rate of 125.00%). The issue price per security is $1,000 and CGMI estimates the securities' value at least $946.50 on the pricing date. An underwriting fee of $1.00 per security will be paid to CGMI.

Citigroup Inc. is offering callable zero coupon notes maturing on February 10, 2033. Each $1,000 stated principal amount note pays no periodic interest and is designed to accrete to $1,382.90 at maturity, reflecting a 5.47% per annum non-compounding accrual yield from the original issue date.

Beginning on February 10, 2027, Citigroup may redeem the notes in whole on each February 10 at the applicable accreted value. The notes are intended to qualify as TLAC-eligible, meaning in a Citigroup bankruptcy losses are imposed on shareholders first and then unsecured creditors, including noteholders. A wholly owned subsidiary may assume the issuer’s obligations, with Citigroup guaranteeing payments.

The notes are issued at $1,000 per note (with possible discounts for certain institutional or fee-based investors), will not be listed on any securities exchange, and may have limited liquidity. They are treated as original issue discount debt for U.S. tax purposes, requiring holders to accrue taxable income over the term. Citigroup and its affiliates may hedge using derivatives, and Citigroup Global Markets Inc. acts as underwriter, earning up to $7.00 per note.

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 Nasdaq‑100, Russell 2000 and S&P 500 indices, maturing on February 8, 2029.

The notes have a $1,000 stated principal amount and can pay a quarterly contingent coupon of 2.625% (annualized 10.50%) if, on each valuation date, the worst performing index is at or above 75% of its initial value. If on a potential autocall date the worst index is at or above its initial value, the notes are automatically redeemed at $1,000 plus that coupon.

If the notes are not called and, on the final valuation date, the worst index is below its 75% final barrier, principal is reduced one‑for‑one with the index decline, down to zero. The notes are not listed, may have limited liquidity, and 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, with an estimated value of $968.20 and total offering size of $4,140,000.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing unsecured callable notes linked to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500, with a stated principal of $1,000 per security and maturity on November 10, 2027.

The notes pay a 0.8542% monthly contingent coupon (about 10.25% per year) only when the worst-performing index on a valuation date is at or above 70% of its initial value. If the worst index is below that level, no coupon is paid for that period.

At maturity, if the notes have not been called and the worst index is at or above 60% of its initial value, investors receive $1,000 back; if it is below 60%, repayment is reduced one-for-one with the index loss, potentially to zero. Citi may redeem the notes early at par plus any due coupon, the securities are not exchange-listed, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000 per note versus an estimated value of $984.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Callable Contingent Coupon Equity Linked Securities tied to the worst performer of the Nasdaq‑100, Russell 2000 and S&P 500 indices, each with 75% coupon barriers and 70% final barriers.

The notes pay a monthly contingent coupon of 0.7792% of the $1,000 principal (about 9.35% per year) only when the worst‑performing index on the prior valuation date stays at or above its coupon barrier. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon.

If held to February 8, 2029 and not called, investors receive $1,000 per note only if the worst index is at or above its 70% final barrier; otherwise repayment is reduced one‑for‑one with the index loss and can fall to zero. The securities are not exchange‑listed, carry full credit risk of the issuer and guarantor, and have an estimated value of $956.20 per $1,000 at pricing, below the issue price due to fees, hedging costs and funding assumptions.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing market-linked securities tied to the SPDR® Gold Trust (GLD) with a $1,000 stated principal amount per security and scheduled maturity on February 10, 2027.

At maturity, investors receive $1,000 plus an $180 knock-out premium (an 18% return) if the final GLD value is at or above 115% of the initial value of $441.88. If the final value is between the initial level and this barrier, the payout is $1,000 plus the underlying return. If GLD falls, investors are exposed to downside on a 1‑for‑1 basis, but losses are limited to a maximum of $50 per security (5% of principal).

The issue price is $1,000 per security, including a $5 underwriting fee, with total offering size of $7,000,000. The estimated value at pricing is $998.80 per security based on Citigroup Global Markets Inc.’s models. The securities will not be listed on any exchange, do not pay dividends, and involve complex risks and U.S. federal tax rules, including short‑term debt treatment and potential considerations under Section 871(m) for certain non‑U.S. holders.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured callable contingent coupon equity-linked securities maturing February 10, 2028, in $1,000 denominations, tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices.

The notes pay a monthly contingent coupon of 0.9375% (11.25% per annum) only when the worst-performing index on the prior valuation date is at or above 70% of its initial level. Principal repayment at maturity is fully at risk if not called: if the worst-performing index finishes below its 70% final barrier, repayment is reduced one-for-one with the index loss and can fall to zero.

Citigroup may redeem the notes in whole on specified dates, paying $1,000 plus any due coupon, which caps future income. The issue size is $800,000, with a $1,000 issue price and an estimated value of $982.60 per note. The securities are not exchange-listed and carry Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup 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 on August 10, 2027, with a stated principal amount of $1,000 per security.

The notes pay a 0.875% contingent quarterly coupon (10.50% per year) only if the worst-performing index on the prior valuation date stays at or above 70% of its initial value, and can be redeemed early at the issuer’s option. At maturity, if not called and the worst-performing index is below 65% of its initial value, repayment of principal is reduced one-for-one with the index loss, potentially to zero, and no coupon is paid.

The securities are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on any exchange, carry an underwriting fee of up to $5 per $1,000, and had an estimated value on the pricing date of $982.30 per security, less than the $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing unsecured 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 on August 10, 2028. Each security has a $1,000 stated principal amount.

The notes pay a contingent coupon of 0.9292% per period (about 11.15% per year) only if, on the relevant valuation date, the worst-performing index is at least 70% of its initial value. If, at final valuation, the worst index is below 70%, repayment is reduced one-for-one with its decline, down to possible loss of the entire principal. Citigroup may redeem the notes early at $1,000 plus any due coupon. The notes are not exchange-listed, involve limited liquidity, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000 with estimated value of $978.20 per security.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured 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 on February 8, 2029.

The notes pay a 0.85% quarterly contingent coupon (annual rate 10.20%) 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 not called and the worst-performing index finishes below its 70% final barrier, repayment is reduced 1% of principal for each 1% decline, down to zero. Investors receive no dividends, 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., guaranteed by Citigroup Inc., is offering unsecured notes linked to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices, maturing in February 2029.

The notes pay a contingent coupon of 0.8375% per period, equal to 10.05% per year, only when the worst-performing index on each valuation date is at or above 80% of its initial value. Missed coupons can be recovered later if this condition is met, but may be lost entirely.

If the notes are not called early and, on the final valuation date, the worst-performing index is at or above 60% of its initial value, investors receive the $1,000 principal. If it is below 60%, repayment is reduced one-for-one with the index loss, potentially down to zero.

The notes can be automatically called on specified dates if the worst-performing index is at or above its initial level, paying $1,000 plus coupon but ending further income. The issue price is $1,000 per note, with an estimated value of $983, and the notes will not be listed on any exchange, exposing investors to liquidity and credit risk.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured 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 February 15, 2029.

The notes may pay quarterly contingent coupons at an annualized rate of at least 13.25%, but only if no index closes below 75% of its initial value during the relevant observation period. Principal repayment at maturity also depends on the worst-performing index staying at or above its 75% final barrier.

If the worst-performing index finishes below its barrier, repayment is reduced one-for-one with that decline, potentially to zero, and no final coupon is paid. The notes are not listed, carry the credit risk of both issuing entities, and have an estimated initial value below the $1,000 issue price.

Citigroup Inc. is offering medium-term senior callable fixed rate notes due February 11, 2036 with a 5.05% annual interest rate, paying semi-annually on February 11 and August 11. Each note has a $1,000 stated principal amount, with interest calculated on a 30/360 basis.

Citigroup may redeem the notes at 100% of principal plus accrued interest on specified quarterly redemption dates starting in February 2029. The notes are intended to qualify as TLAC-eligible debt, meaning holders rank as unsecured creditors in a Citigroup bankruptcy. A wholly owned subsidiary may assume the obligations under the notes, with Citigroup guaranteeing payments, which can affect default rights and recovery dynamics.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable notes tied to the worst performer of the Nasdaq‑100 Index® and the S&P 500® Index, in $1,000 denominations, maturing in February 2029.

The notes pay no interest and may be automatically redeemed on scheduled valuation dates starting August 2026 if the worst‑performing index is at or above its initial level. In that case, holders receive $1,000 plus a fixed premium that steps up from at least 4.625% to at least 27.75% of principal over time.

If not called, principal is protected at maturity only if the worst index is at or above 70% of its initial level; below that barrier, losses match the index decline and repayment can fall to zero. The securities will not be listed, carry full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and have an estimated value on the pricing date expected to be at least $915.50 per $1,000 issue price.

Citigroup Global Markets Holdings Inc., fully 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 January 21, 2028.

The notes pay a quarterly contingent coupon of 0.6958% of the $1,000 principal (about 8.35% per year) only if the worst-performing index on the prior valuation date is at or above 65% of its initial level. At maturity, if not called, investors receive $1,000 per note if the worst-performing index is at least 60% of its initial level, otherwise principal is reduced one-for-one with the index loss and can fall to zero.

Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The securities are unsecured, not listed, carry Citigroup credit risk, and embed significant market, correlation, liquidity and tax risks highlighted in extensive risk factor disclosures.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked notes tied to the worst performer among the Nasdaq-100, Russell 2000 and S&P 500 indices, maturing in February 2028.

The notes pay a quarterly contingent coupon of 0.7292% of the $1,000 principal (about 8.75% per annum) only if, on each valuation date, the worst-performing index is at or above 70% of its initial level. At maturity, if not called and the worst-performing index is at or above 65% of its initial level, investors receive full principal; below that, repayment is reduced one-for-one with the index loss, down to possible total loss.

Citigroup may redeem the notes on specified dates at $1,000 plus any due coupon, capping future income. The securities are unsecured, not exchange-listed, may have limited liquidity, and their value is affected by index volatility, correlations, interest rates and the issuers’ credit risk. The initial estimated value is expected to be below the $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities due January 19, 2028, with a stated principal of $1,000 per security. The notes are linked to the worst performer of the Russell 2000® Index, the State Street® Energy Select Sector SPDR® ETF (XLE) and the State Street® Technology Select Sector SPDR® ETF (XLK).

Investors receive a contingent coupon of at least 1.125% per month (at least 13.50% per annum) only if, on each valuation date, the worst performing underlying is at or above 75% of its initial value. If it falls below this coupon barrier, no coupon is paid for that period. At maturity, if not called and the worst underlying is at or above 60% of its initial value, investors receive full principal; if it is below 60%, repayment is reduced in line with the worst underlying’s loss, potentially to zero.

The issuer may redeem the notes early at par plus any due coupon on specified dates starting in August 2026. The securities are not listed on any exchange, and the estimated value on the pricing date is expected to be at least $925 per $1,000, reflecting dealer pricing, hedging and internal funding assumptions. The product carries the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. and is exposed to concentration risks in U.S. small-cap, energy and technology markets.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing Trigger Callable Yield Notes linked to the worst-performing of the Dow Jones Industrial Average™ and the Russell 2000® Index, maturing on May 10, 2027.

The notes have a stated principal of $10 per note and pay fixed monthly coupons of $0.0625 per note, equal to a 7.50% per annum rate, regardless of index performance while outstanding. Beginning in May 2026, the issuer may, at its sole discretion, call the notes in whole on any coupon date and repay $10 per note plus that month’s coupon.

If the notes are not called and on the final valuation date the least performing index is at or above 70% of its initial level, investors receive $10 per note plus the final coupon. If that index is below its 70% downside threshold, the maturity payment is $10 × (1 + underlying return of the least performing index), plus the final coupon, which can result in up to a 100% loss of principal.

The offering size is $6,762,600 (676,260 notes) at a $10.00 issue price, with an underwriting discount of $0.10 per note and proceeds to the issuer of $9.90 per note. The notes are unsecured, unsubordinated, will not be listed on any exchange, and feature complex risk and tax characteristics, including credit risk of both the issuer and guarantor and substantial U.S. federal tax uncertainty.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing autocallable barrier securities linked to the worst performer of the Nasdaq-100 Index® and S&P 500® Index, with a $1,000 stated principal per security and total offering of $2,290,000.

The notes may redeem early on interim valuation dates in 2027, 2028 and 2029 if both indices are at or above preset premium thresholds (103%, 106%, 109% of initial levels), paying $1,100, $1,200 or $1,300 per $1,000 respectively.

If held to February 7, 2031 and not auto‑redeemed, investors get enhanced upside with a 162% participation rate on the worst performing index if it finishes at or above its initial level, full principal back if it stays above an 80% trigger, and full downside exposure below that trigger.

The securities are not listed, carry market and credit risk of Citigroup, and have an estimated value of $941.90 per $1,000 at pricing versus a $1,000 issue price, reflecting structuring and distribution costs including an underwriting fee of up to $41.25 per security.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-denomination autocallable barrier securities linked to the worst performer of the Nasdaq-100 Index® and the S&P 500® Index, maturing in February 2031.

The notes may be automatically redeemed on interim valuation dates in 2027 and 2028 if each index closes at or above 102% of its initial value, paying at least 11.26% or 22.52% premiums, respectively. If held to maturity, investors get upside at a 100% participation rate based on the worst-performing index, full principal back if that index stays at or above 80% of its initial value, and proportional losses if it finishes below that 80% trigger.

The notes are unsecured, not listed on any exchange, and include an underwriting fee of up to $41.25 per $1,000, with an estimated initial value of at least $892.50 based on internal models. The issuer describes complex U.S. tax treatment, generally viewing the notes as prepaid forward contracts, with additional considerations for Non-U.S. holders and potential future tax law changes.

Citigroup Global Markets Holdings Inc. is offering $22,000,000 of Trigger Callable Yield Notes linked to the least performing of the Nasdaq-100 Index® and the Russell 2000® Index, due May 7, 2027. All payments are fully and unconditionally guaranteed by Citigroup Inc.

The notes pay a fixed coupon of 9.50% per annum ($0.0792 per $10 note) monthly, regardless of index performance, unless the notes are previously called. Beginning around three months after issuance, the issuer may, at its sole discretion, call the notes on any coupon payment date and return the $10 principal per note plus the applicable coupon.

If the notes are not called and, at maturity, the final level of the least performing index is at or above 70% of its initial level, investors receive full principal plus the last coupon. If it is below this downside threshold, repayment of principal is reduced in proportion to the index decline, potentially resulting in a total loss of the investment. The issue price is $10.00 per note, with $0.10 per note underwriting discount and $9.90 per note proceeds to the issuer; the estimated value is $9.808 per note, based on Citigroup Global Markets Inc. models.

Citigroup Inc. is offering 1,000,000 depositary shares representing interests in its 6.500% Fixed Rate Reset Noncumulative Preferred Stock, Series JJ, with an aggregate liquidation preference of $1,000,000,000. Each depositary share has a $1,000 liquidation preference, equaling 1/25 of a $25,000 preferred share.

Dividends are noncumulative and payable in cash only when, as, and if declared, at 6.500% annually on the $25,000 liquidation preference (equivalent to $65 per depositary share per year) from issuance to May 15, 2031, then reset every five years to the five-year U.S. Treasury rate plus 2.745%. Citigroup may redeem the preferred stock on any dividend payment date on or after May 15, 2031, or within 90 days of a Regulatory Capital Event, at $25,000 per preferred share ($1,000 per depositary share) plus any declared and unpaid dividends.

The preferred stock ranks senior to common stock and on parity with Citigroup’s other existing preferred series as to dividends and liquidation, has limited voting rights, and carries no preemptive or conversion rights. The depositary shares will not be listed on any securities exchange. Net proceeds are expected to be approximately $984,650,000, to be used for general corporate purposes, including potential redemptions or repurchases of Citigroup preferred stock, common stock, and other outstanding securities.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup 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 on February 9, 2028.

The notes pay a 10.00% annualized contingent coupon (2.50% per quarter) only if, on each valuation date, the worst-performing index is at least 76% of its initial value. If not, no coupon is paid. At maturity, if the worst index is below its 76% barrier, principal is reduced one-for-one with the decline and can fall to zero.

The securities are callable at the issuer’s option on specified dates at $1,000 plus any due coupon, are unsecured and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., are not exchange-listed, and were issued at $1,000 with an estimated value of $971.90 per security. Total offering size is $3,400,000.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities tied to the S&P 500 Futures 40% Intraday Edge Volatility TCA 6% Decrement Index (USD) ER. Each security has a $1,000 stated principal amount and matures on February 7, 2031, unless called earlier.

The notes pay a contingent coupon of 1.0417% per month (about 12.50% per year) only if the index closes on the prior valuation date at or above the coupon barrier, set at 50% of the initial level (4,475.415 from 8,950.83). Missed coupons can be made up later if the barrier is met again.

Starting in 2027, if on a potential autocall date the index is at or above its initial level, the notes are automatically redeemed at $1,000 plus the applicable coupon and any unpaid coupons. If not called and the final index level is below the final barrier (also 50% of initial), principal repayment is reduced one-for-one with the index loss, potentially to zero, and no coupon is paid at maturity.

The securities are not listed on any exchange. The total offering is $858,000 with an underwriting fee of $12.50 per security, and an estimated value of $927.80 per security at pricing, reflecting structuring and hedging costs. The complex underlying index uses leveraged, volatility-targeted exposure to S&P 500 futures with a 6% annual decrement and notional costs, which can cause significant underperformance versus the S&P 500 Index and introduces substantial risk.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities tied to Amazon.com, Inc. stock, maturing March 23, 2027. Each security has a $1,000 principal amount.

Investors may receive monthly contingent coupons of 0.8958% of principal (about 10.75% per year), but only if Amazon’s closing value on each valuation date is at or above a coupon barrier set at 70% of the initial share price. Starting August 18, 2026, the notes are automatically called at par plus coupon if Amazon is at or above the initial value on specified dates, which can cap total income.

If the notes are not called and Amazon’s final value is at least 70% of the initial value, investors receive $1,000 back per note plus any final coupon. If the final value is below 70%, investors receive Amazon shares (or cash) worth less than principal and could lose their entire investment.

The securities will not be listed on any exchange and carry the full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The expected estimated value on the pricing date is at least $920.50 per $1,000 note, below the issue price due to selling, structuring and hedging costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable securities linked to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index® and Russell 2000® Index. The notes are issued in $1,000 denominations and pay no interest.

The notes can be automatically redeemed on scheduled valuation dates from February 2027 through February 2031 if the worst-performing index is at or above its initial level, paying $1,000 plus a fixed premium starting at 10.70% and rising to at least 53.50% on the final valuation date.

If not redeemed early, maturity payment depends solely on the worst-performing index: investors receive $1,000 plus the final premium if that index is at or above its initial level, $1,000 if it is below initial but at or above 70% of initial, and a 1‑for‑1 loss below that barrier, potentially losing the entire principal. The notes are not listed, have limited liquidity, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable securities linked to the EURO STOXX 50® Index. Each security has a $1,000 stated principal amount, pays no interest, and may automatically redeem early on scheduled valuation dates through February 10, 2031.

If on a valuation date the index closes at or above 90% of its initial level, the notes are redeemed for $1,000 plus a fixed premium, starting at 8.60% of principal in February 2027 and rising to 43.00% on the final valuation date. If held to maturity on February 13, 2031 and not called, investors receive principal plus the final premium if the index is at or above the 90% autocall barrier, full principal only if it is at or above an 85% buffer level, and a leveraged loss below that level based on a buffer rate of 1.1765. The securities are not listed, carry full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and their estimated value on the pricing date is expected to be at least $941 per security, below the $1,000 issue price due to structuring and hedging costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Market Linked Securities tied to United Parcel Service, Inc. Class B shares. Each $1,000 security pays a fixed monthly coupon at a rate of at least 8.00% per year, but principal is at risk.

The notes are auto-callable: if UPS’s closing value on a monthly call date from August 2026 to January 2028 is at or above the starting value, investors receive $1,000 plus that month’s coupon and the investment ends. If not called and UPS finishes below an 80% downside threshold on the final calculation day, investors receive UPS stock worth less than $1,000 and could lose their entire principal. The estimated value on the pricing date is expected to be at least $921.50 per security, below the $1,000 public offering price, reflecting structuring, hedging costs and internal funding rates. The securities are not listed, may have limited liquidity, are subject to Citi credit risk, and involve complex and uncertain U.S. tax treatment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities due January 19, 2028, linked to the worst performer of the Russell 2000® Index, the Energy Select Sector SPDR® ETF and the Technology Select Sector SPDR® ETF.

The notes pay a contingent coupon of at least 13.50% per annum, but only if on each valuation date the worst-performing underlying is at or above 75% of its initial value. At maturity, if not previously called, investors receive $1,000 per note only if the worst performer is at or above 60% of its initial value; otherwise repayment is reduced in line with that decline and can fall to zero.

The issuer may redeem the notes early on specified dates, paying $1,000 plus any due coupon. The securities will not be listed, are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and have an estimated value on the pricing date expected to be at least $925 per $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured callable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indexes, maturing on August 8, 2028.

The notes pay a contingent coupon of 3.1625% per quarter (annualized 12.65%) only if, during each observation period, no index closes below its coupon barrier of 70% of its initial level. Principal repayment depends on the worst-performing index staying at or above a final barrier of 60% of its initial level on the valuation date.

If the worst-performing index finishes below its final barrier, investors lose 1% of principal for every 1% decline, down to a total loss, and no final coupon is paid. The issuer may call the notes on specified dates, limiting income if markets are favorable. The notes are not listed, may be illiquid, and carry full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. Issue price is $1,000 per note, with estimated value $986.40 and an underwriting fee of up to $2 per note.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering buffered notes linked to the MSCI EAFE Index. The notes pay no interest and may return less than principal at maturity, depending on index performance.

Investors get 160% upside participation in index gains, capped by a maximum settlement amount expected between $1,213.44 and $1,251.04 per $1,000 note, implying a maximum return of 21.344% to 25.104%. A 15% buffer absorbs moderate declines, but losses accelerate beyond that, up to a total loss of principal. The notes are unsecured, subject to Citigroup credit risk, unlisted, and may have limited liquidity. U.S. tax treatment is uncertain and expected to be as prepaid forward contracts.

Citigroup Global Markets Holdings Inc. is offering unsecured equity index basket-linked notes, fully guaranteed by Citigroup Inc., with a stated principal amount of $1,000 per note and a term expected between 25 and 28 months. The notes pay no interest and do not guarantee principal repayment.

At maturity, holders receive $1,000 plus 300% of any positive basket return, capped at a maximum settlement amount expected between $1,360.60 and $1,424.20, implying a maximum return of 36.06% to 42.42%. The basket is unequally weighted across the EURO STOXX 50® (38%), TOPIX® (26%), FTSE® 100 (17%), Swiss Market Index® (11%) and S&P/ASX 200 (8%), with an initial basket level of 100.00.

If the final basket level is below the initial level, repayment is reduced one-for-one with the decline, and investors can lose their entire investment. The notes are not listed, may have limited liquidity, embed issuer and guarantor credit risk, and include structural risks such as capped upside, foreign equity exposure and sensitivity to a single valuation date.

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 Russell 2000 Index, S&P 500 Index and VanEck Semiconductor ETF, maturing August 18, 2027.

Investors receive contingent quarterly coupons of approximately 10.75%–11.82% per year only if, on each valuation date, the worst-performing underlying is at or above 70% of its initial value. The notes may be automatically called from August 13, 2026 onward if the worst performer is at or above its initial value, returning $1,000 per note plus the coupon.

If not called and the worst performer finishes below 60% of its initial value at final valuation, repayment of principal is reduced one-for-one with the decline, potentially to zero. The securities are not listed, have limited liquidity, include an underwriting fee of up to $25 per $1,000, and have an estimated initial value of at least $910 per security, reflecting embedded costs and dealer pricing assumptions.

Citigroup Global Markets Holdings Inc. is offering Trigger Callable Contingent Yield Notes linked to the least performing of the S&P 500 Index, Nasdaq‑100 Index and Russell 2000 Index. The notes have a term of about three years, are guaranteed by Citigroup Inc., and are issued at $10.00 per note.

Investors receive a quarterly contingent coupon at a rate of 12.00% per annum only if, on every trading day in the observation period, all three indices stay at or above their coupon barriers set at 70.00% of initial levels. The issuer can call the notes on any coupon payment date, returning principal plus any due coupon, after which no further payments are made.

If the notes are not called and the worst‑performing index finishes at or above its downside threshold of 60.00% of its initial level, investors receive principal back (plus any due coupon). If it finishes below that threshold, repayment is reduced in proportion to the index loss, and can fall to zero. Payments depend on the creditworthiness of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The expected estimated value on the trade date is at least $9.71 per note, below the issue price, and an underwriting discount of $0.10 per note is paid to distributors.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing fixed rate notes with a stated principal of $1,000 per note, paying 3.54% annual interest on a 30/360 basis. The notes price on February 5, 2026, are issued on February 9, 2026, and mature on February 9, 2027, when investors receive principal plus accrued interest.

The notes will not be listed on any exchange and are underwritten by Citigroup Global Markets Inc. For about three months after issuance, CGMI’s indicated value and repurchase price will include a temporary upward adjustment linked to expected hedging profits. Net proceeds will be used for general corporate purposes and related hedging activities.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable barrier securities linked to the S&P 500® Index, each with a $1,000 stated principal amount and maturing in February 2029.

The notes may be automatically redeemed in February 2027 if the index is at or above its initial level, paying $1,000 plus an 8.00% premium. If held to maturity and the index is at or above its initial level, investors receive $1,000 plus the greater of a 33.00% premium or the index gain times at least a 100% upside participation rate. If the index finishes below its initial level but at or above 90% of that level, principal is returned. Below the 90% barrier, losses match the index decline and investors can lose most or all of their principal.

The securities do not pay dividends, will not be listed on an exchange, and their estimated value on the pricing date is expected to be at least $914.50 per $1,000, below the issue price, reflecting structuring and distribution costs. CGMI acts as underwriter, receiving up to $22.50 per note, and may benefit from hedging. The product is described as significantly riskier than conventional debt and carries complex U.S. tax considerations.

Citigroup Inc. is issuing floating rate notes due February 9, 2036, with a stated principal amount of $1,000 per note. Investors receive full principal at maturity plus accrued interest.

The notes pay interest each quarter at daily compounded SOFR plus a 1.24% spread, subject to a minimum rate of 0.00% and a maximum of 6.50% per year, using a 30/360 day-count convention. Interest is paid on February 9, May 9, August 9 and November 9, starting May 9, 2026.

The notes are intended to qualify as eligible debt securities under the Federal Reserve’s TLAC rule, meaning losses in a Citigroup Inc. bankruptcy could be imposed on noteholders after shareholders. A wholly owned subsidiary may assume the notes with Citigroup Inc. guaranteeing payments, which may change credit risk dynamics.

The notes will not be listed on any securities exchange and may have limited or no liquidity. CGMI acts as underwriter and may buy or sell in the secondary market, with an initial temporary upward price adjustment for about four months. Net proceeds are for general corporate purposes and related hedging. For U.S. federal tax purposes, counsel expects the notes to be treated as variable rate debt instruments.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured market-linked notes tied to the S&P 500 Futures Excess Return Index, maturing on February 19, 2031, with a stated principal of $1,000 per security and no stock-exchange listing.

At maturity, investors receive $1,000 plus leveraged upside if the index rises, using an upside participation rate of at least 109%. If the index is flat or down, repayment is $1,000 plus the index return, but losses are capped at $50 per security (5% of principal).

The issue price is $1,000, including an underwriting fee of up to $41.25 and estimated value of at least $884.50 per note based on internal models. Investors face issuer and guarantor credit risk, limited liquidity, complex tax treatment as contingent payment debt instruments, and no dividends from the underlying index.