Citigroup Inc. 424B Filings

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured medium-term senior notes that are equity-linked to the worst performer of the Nasdaq-100 Index®, the S&P 500® Index and the SPDR® S&P® Regional Banking ETF. Each security has a stated principal amount of $1,000 and a minimum contingent coupon rate of 8.10% per year, paid only if the worst performing underlying on a valuation date stays at or above 60% of its initial value.

The issuer may redeem the notes early on specified dates at $1,000 plus any due coupon, which can cap the total income. If the notes are held to maturity and the worst performing underlying finishes below its 60% final barrier, investors lose 1% of principal for each 1% decline and can lose their entire $1,000, with no coupon paid at maturity.

The securities are not listed, may have limited liquidity, 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 $910 per security, below the $1,000 issue price, reflecting fees, hedging costs and the issuer’s internal funding rate.

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 Index®, Russell 2000® Index and S&P 500® Index, maturing in December 2027.

Each $1,000 security can pay a monthly contingent coupon of at least 0.7208% (about 8.65% per year) if, on the relevant valuation date, the worst-performing index is at or above 70% of its initial level. If the worst-performing index ever falls below that barrier on a valuation date, the related coupon is skipped, and investors could miss some or all coupon payments.

If the notes are not called early and, at final valuation, the worst-performing index is below 70% of its initial level, investors lose 1% of principal for every 1% decline in that index, up to a total loss of their investment. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon, and the notes are not listed, so liquidity may be limited. All payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performing of the Nasdaq-100 Index, the Russell 2000 Index and the S&P 500 Index, maturing on January 19, 2029.

Each security has a $1,000 stated principal amount and may pay a contingent coupon of at least 0.9708% per period (about 11.65% per year) on scheduled dates, but only if the worst-performing index on the prior valuation date is at or above 70% of its initial level. If the worst-performing index is below this barrier on a valuation date, no coupon is paid for that period.

At maturity, if not previously called, investors receive $1,000 per security only if the worst-performing index is at or above 70% of its initial level; otherwise the payoff is reduced one-for-one with the decline in that index and can fall to zero. Citigroup can redeem the notes early on specified dates at $1,000 plus any due coupon. The notes are unsecured, not listed, carry the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., have an estimated value on the pricing date of at least $938.50 per $1,000 issue price, and involve complex risk and tax considerations.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performer among the Nasdaq-100 Index®, the Russell 2000® Index and the S&P 500® Index, maturing on January 26, 2029. The notes have a stated principal amount of $1,000 per security and may pay a contingent coupon of at least 1.1875% per quarter (at least 14.25% per year) if, on the relevant valuation date, the worst performing index is at or above 80% of its initial level.

If the notes are not called and, on the final valuation date, the worst performing index is at or above 80% of its initial level, investors receive $1,000 per note plus any final coupon. If it is below that level, repayment of principal is reduced one-for-one with the index loss, and investors can lose all of their investment. The securities are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., are not listed on an exchange, and may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-face autocallable contingent coupon equity-linked securities tied to the Nasdaq-100 Futures 35% Edge Volatility 6% Decrement™ Index ER, maturing February 10, 2033.

Investors may receive monthly contingent coupons of at least 1.4583% of principal (about 17.5% per year) only when the index is at or above 70% of its initial level on the relevant valuation date. Starting February 8, 2027, the notes are automatically redeemed at $1,000 if on any trading day the index closes at or above its initial level, which would stop future coupon opportunities.

If the notes are not called and the final index level is at least 60% of the initial level, principal is repaid in full; if it is below 60%, repayment is reduced one-for-one with the index loss, potentially down to zero. The complex underlying uses leverage, a 35% volatility target and a 6% annual decrement, and has limited live history, so it may significantly underperform the Nasdaq‑100. The notes are not listed, estimated value is expected to be at least $850 per $1,000, and investors face issuer and guarantor credit risk as well as tax and withholding uncertainties.

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 Index®, Russell 2000® Index and S&P 500® Index, maturing January 25, 2028. Each security has a $1,000 principal amount and may pay a contingent coupon of at least 0.875% per month (at least 10.50% per year 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 at $1,000 plus any due coupon. If held to maturity and the worst-performing index finishes below 70% of its initial level, investors lose 1% of principal for each 1% decline, up to a total loss. The notes are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, carry an estimated value on the pricing date expected to be at least $932.50 per $1,000, and include an underwriting fee of up to $7 per security.

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 Index®, Russell 2000® Index and S&P 500® Index, maturing on December 23, 2027. Each security has a $1,000 stated principal amount.

The notes can pay a contingent coupon of at least 0.8542% per period (about 10.25% per year) on scheduled dates, but only if the worst-performing index on the prior valuation date is at or above 70% of its initial level. If that worst-performing index is below this barrier, no coupon is paid for that period.

At maturity, if the notes have not been called and the worst-performing index is at or above 70% of its initial level, investors receive $1,000 per note plus any final coupon. If it is below 70%, repayment is reduced one-for-one with the index loss, which can result in a substantial loss of principal, up to a total loss. The issuer may redeem the notes early at par plus any due coupon, the notes are not exchange-listed, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The tax treatment is complex and may involve ordinary income on coupons and capital gain or loss on disposition.

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 iShares Silver Trust, the Nasdaq-100 Index and the Russell 2000 Index, maturing on January 26, 2028.

The notes pay a quarterly contingent coupon of at least 1.05% of principal (at least 12.60% per year) only if, on the relevant valuation date, the worst performing underlying is at or above 60% of its initial value. If on any potential autocall date the worst performer is at or above its initial value, the notes are automatically redeemed at $1,000 per note plus that coupon.

If the notes are not called and on the final valuation date the worst performer is below 50% of its initial value, investors lose 1% of principal for each 1% decline, up to a total loss. The notes are not listed, carry Citigroup credit risk, and the initial estimated value is expected to be at least $905 per $1,000 issue price, reflecting fees, hedging costs and the issuer’s internal funding rate.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performer of the Dow Jones Industrial Average, the Nasdaq-100 Index and the Russell 2000 Index, maturing on January 21, 2028.

Each $1,000 security can pay a quarterly contingent coupon of at least 0.8875% (at least 10.65% per year) if, on the relevant valuation date, the worst-performing index is at or above 70% of its initial level. If the worst-performing index finishes below this 70% final barrier at maturity and the notes are not called, investors lose 1% of principal for every 1% decline in that index and can lose their entire investment. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The notes are unsecured, not listed, have an estimated value on the pricing date of at least $939.50 per $1,000, and carry significant market, credit, liquidity and tax risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000 Autocallable Contingent Coupon Equity Linked Securities tied to NVIDIA Corporation, maturing in January 2029. The notes pay a quarterly contingent coupon of at least 3.6625% of principal (at least 14.65% per year) only if NVIDIA’s share price on each valuation date is at or above a 70% coupon barrier.

If on any autocall date NVIDIA’s closing value is at or above its initial value, the notes are automatically redeemed at $1,000 plus the due coupon, ending future payments. If the notes are not called and NVIDIA’s final value is below the 70% final barrier, repayment at maturity is reduced one-for-one with NVIDIA’s decline and can fall to $0. The estimated value on the pricing date is expected to be at least $917 per $1,000 note, reflecting selling, structuring and hedging costs. Investors face both equity risk in NVIDIA and credit risk of Citigroup entities, no listing, and complex, uncertain U.S. tax treatment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering principal-at-risk contingent income auto-callable securities linked to Alphabet Inc. Class A shares. The notes pay a monthly contingent coupon of at least 1.275% of the $1,000 principal (at least 15.30% per year) only when Alphabet’s share price on the relevant valuation date is at or above 80% of the initial price; missed coupons can be recouped later if the trigger is again met.

If on any monthly potential redemption date the share price is at or above the initial price, the notes are automatically redeemed for $1,000 plus the applicable coupon, ending future payments. If the notes are not called and the final share price is at or above 80% of the initial price, investors receive $1,000 plus the final coupon; if it is below 80%, the maturity payment is reduced using a leveraged downside formula based on a 20% buffer and a buffer rate of about 125%, and investors can lose most or all of their principal and receive no coupons.

The securities will not be listed on any exchange, their estimated value on the pricing date is expected to be at least $945 per $1,000 note, and embedded underwriting, selling and structuring fees reduce investor value. Tax treatment is uncertain, expected to follow a prepaid forward characterization with coupon payments taxed as ordinary income, and non-U.S. holders may face 30% withholding on coupons.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering buffered digital notes linked to the common stock of Capital One Financial Corporation. Each security has a $10,000 stated principal amount.

The notes use an initial share price of $233.20 and a final buffer price of $198.220, which is 85.00% of the initial share price, giving a 15.00% downside buffer. If, on the final valuation date in January 2027, the Capital One share price is at or above the final buffer price, investors receive $10,000 plus a fixed return amount of at least $1,390.00 per security (at least 13.90% of principal).

If the final share price is below the final buffer price, investors receive a fixed number of Capital One shares equal to the equity ratio of 50.44900, or, at Citigroup’s discretion, the cash value of those shares, which can be far less than $10,000 and could be zero. The securities do not pay dividends, are not listed on any exchange and may be hard to sell before maturity. The estimated value on the pricing date is expected to be at least $9,320.00 per security, below the $10,000 issue price, and the tax treatment is uncertain, with counsel viewing prepaid forward treatment as reasonable but not assured.

Citigroup Global Markets Holdings Inc. is offering $12 million of Contingent Income Auto-Callable Securities linked to the common stock of Amazon.com, Inc. Each $1,000 security can pay a monthly contingent coupon of 1.225% (14.70% per year) if Amazon’s share price on the valuation date is at or above the downside threshold of $197.032, which is 80% of the $246.29 initial share price. Missed coupons can be paid later if the stock recovers above the threshold, but investors may receive few or no coupons.

The note is auto-callable monthly starting about one month after issue if Amazon’s share price is at or above the initial price, returning $1,000 plus the applicable coupon. If not called and the final price is at or above the threshold, investors receive $1,000 plus the final coupon. If the final price falls below the threshold, repayment is reduced using a leveraged downside formula after a 20% buffer and can go down to zero, meaning full loss of principal. The securities are unsecured obligations of Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., will not be listed on any exchange, and have an estimated value of $997.80 per $1,000 at pricing.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable securities linked to the worst performer of the S&P 500® Index, the Russell 2000® Index and the Dow Jones Industrial Average™. Each security has a stated principal amount of $1,000, a pricing date of January 21, 2026 and a final maturity of January 24, 2031, unless redeemed early.

The notes can be automatically redeemed on scheduled valuation dates starting January 22, 2027 if the worst performing index is at or above 95% of its initial level. In that case, investors receive $1,000 plus a fixed premium, starting at 10% of principal and rising in steps up to 50% on the final valuation date. If held to maturity and the worst index is at or above 80% of its initial level, investors get $1,000 plus the final premium.

If the worst index finishes below 80% of its initial level, repayment is reduced 1‑for‑1 with that index’s loss, down to zero. The securities are not listed, pay no dividends, are subject to Citigroup credit risk, and are estimated to be worth at least $934 per $1,000 at pricing based on CGMI models.

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 Index® and the Russell 2000® Index, maturing in January 2028. Each security has a $1,000 stated principal amount.

Investors may receive contingent coupons of at least 0.8375% per period (at least 10.05% per annum only if, on each valuation date, the worst performing index is at or above 70% of its initial value. At maturity, if not called and the worst performer is below 70% of its initial value, repayment is reduced 1% for every 1% decline, down to possible total loss of principal.

Citigroup may redeem the notes early on specified dates, paying $1,000 plus any due coupon, which can cut off future income. The securities will not be listed on an exchange, are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and have an estimated initial value of at least $933.50 per $1,000, reflecting fees, hedging costs and internal funding assumptions.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon notes linked to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indexes, maturing January 14, 2031.

Each $1,000 security can pay a quarterly contingent coupon of 1.9625% (equivalent to 7.85% per year) if on the relevant valuation date the worst-performing index is at or above 70% of its initial level. If on specified autocall dates the worst-performing index is at or above its initial level, 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-performing index is below 50% of its initial level, repayment of principal is reduced one-for-one with the index loss, down to zero. The notes do not pay dividends, will not be listed on an exchange, and all payments depend on the credit of Citigroup entities. The issue price is $1,000 per note, with an estimated value of $986.10 and a total offering of $250,000.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing Autocallable Phoenix Securities linked to Apple Inc. common stock, due January 13, 2028. Each security has a $1,000 stated principal amount, with an aggregate issue of $1,525,000. The notes pay a 2.50% contingent coupon per period only if Apple’s share price on the relevant valuation date is at or above the coupon barrier of $204.254, which is 78.75% of the $259.37 initial share price. Missed coupons can be paid later if the barrier is met, but may be lost entirely.

The notes are automatically redeemed if Apple’s price on any interim valuation date is at or above the initial share price, returning $1,000 plus the applicable coupon, including unpaid coupons. If not called, and the final share price is at or above the same 78.75% barrier, investors receive $1,000 plus the final coupon (with catch-up). If the final price is below the barrier, repayment is reduced in line with Apple’s share return and can fall to zero.

The securities are unsecured obligations of Citigroup Global Markets Holdings Inc., not listed on any exchange, and have an estimated value of $983.50 per $1,000 at pricing. Non‑U.S. investors may face 30% withholding on coupon payments, and U.S. tax treatment is uncertain, with Citigroup intending to treat the notes as prepaid forward contracts with taxable coupon income.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $1,000-denomination autocallable securities linked to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER, maturing January 14, 2031. The notes pay no interest and do not guarantee principal; all payments depend on Citigroup’s credit.

The notes can be called early on scheduled valuation dates if the index closes at or above 95% of its initial level, paying $1,000 plus a fixed premium that steps up from 12.50% to 125.00% of principal. If not called, at maturity investors receive $1,000 plus the final premium if the index is at or above the autocall barrier, $1,000 if it is between 60% and 95% of the initial level, or a 1‑for‑1 loss with the index if it finishes below 60%, potentially down to zero. The underlying index is highly complex, can apply leverage up to 500%, and is reduced by a 6% per annum decrement, making it likely to underperform the S&P 500 Index. The estimated value on the pricing date is $940.90 per note versus a $1,000 issue price, and the securities are not listed, so liquidity may be limited.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing unsecured autocallable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500, maturing December 14, 2027. Each security has a $1,000 stated principal amount and total issue proceeds of $1,003,000.

Investors can receive monthly contingent coupons of 0.8083% of principal (about 9.70% per year) if, on each valuation date, the worst-performing index is at or above 70% of its initial value. The notes are automatically redeemed at $1,000 plus coupon if, on a potential autocall date, the worst-performing index is at or above its initial level.

If not called and the worst-performing index is below 70% of its initial value at final valuation, repayment is reduced 1:1 with the index loss, down to zero, with no dividend or upside participation. The notes are not exchange-listed, have limited liquidity, are subject to the credit risk of Citigroup and have an estimated value of $988.60 per security, below 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 Nasdaq-100, Russell 2000 and S&P 500 indexes, maturing on January 12, 2029. Each $1,000 security pays a monthly contingent coupon of 0.8333% (about 10% per year) only if the worst-performing index is at or above 70% of its initial level on the relevant valuation date. At maturity, if not called and the worst index is at or above its 70% barrier, investors receive $1,000; otherwise they lose 1% of principal for every 1% decline in that index, potentially losing their entire investment. The notes are callable on specified dates at $1,000 plus any coupon, are not listed on any exchange, and carry the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The total offering is $7,820,000, with an estimated value of $983.90 per $1,000 security on the pricing date.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing callable contingent coupon equity-linked securities due January 12, 2029, tied to the worst performer of the EURO STOXX 50® Index, Nasdaq-100 Index® and S&P 500® Index. Each $1,000 security can pay a quarterly contingent coupon of 2.70% (10.80% per annum) if on the relevant valuation date the worst-performing index is at or above 75% of its initial level.

If the notes are not called and on the final valuation date the worst-performing index is at or above 75% of its initial level, investors receive $1,000 plus any final coupon. If it is below that barrier, repayment is reduced 1% for each 1% decline in the worst index, down to zero. The issuer may redeem the notes early at $1,000 plus any coupon on specified dates, they are not listed on an exchange, the initial estimated value is $991.90 per $1,000, 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 $1,000-denomination autocallable securities linked to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index, maturing on January 14, 2031. The notes pay no interest and your return depends entirely on index performance.

The notes may be automatically redeemed on annual valuation dates from January 2027 to January 2030 if the worst-performing index is at or above its initial level, paying $1,000 plus an 8%, 16%, 24% or 32% premium, respectively. If held to the January 9, 2031 final valuation date, you receive $1,000 plus a 40% premium if the worst index is at or above its initial level, only $1,000 if it is between 70% and 100% of its initial level, and a loss matching its negative return if it is below 70%, potentially down to zero.

The final barriers for each index are set at 70.00% of their January 9, 2026 initial values. The securities will not be listed, can 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, including up to $41.25 in underwriting fees, while the estimated value on the pricing date is $938.30 per security.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices, maturing on October 25, 2027. Each $1,000 security may pay a quarterly contingent coupon of at least 0.7333% (about 8.80% per year) only if the worst-performing index on the relevant valuation date stays at or above 70% of its initial level. From April 20, 2026 onward, the notes are automatically called if the worst performer is at or above its initial level, returning $1,000 plus that coupon. At maturity, if not called, investors receive $1,000 only if the worst performer is at or above 65% of its initial level; otherwise repayment is reduced in full proportion to the index loss and can fall to zero, with no coupon. The securities are unsecured, not exchange-listed, include an underwriting fee of up to $6.50 per note, have an estimated value of at least $935 per note on pricing, and involve complex market, liquidity, credit and tax risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering medium-term senior notes linked to NVIDIA common stock, called Autocallable Phoenix Securities, maturing in February 2027. Each security has a $1,000 stated principal amount and pays a quarterly contingent coupon of at least 4.80% of principal only if NVIDIA’s share price on the relevant valuation date is at or above an 80% coupon barrier.

The notes may be automatically redeemed early on any interim valuation date if NVIDIA’s share price is at or above the initial level, returning $1,000 plus the applicable coupon, including any unpaid coupons. If held to maturity and not redeemed, principal repayment depends on NVIDIA’s final price relative to an 80% final barrier, with a 20% downside buffer and leveraged losses beyond that level, potentially down to zero. The notes are not listed, carry issuer and guarantor credit risk, have an estimated value of at least $936 per $1,000 on the pricing date, involve complex U.S. tax treatment and may be subject to 30% withholding for certain non‑U.S. holders.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to the worst performing of the EURO STOXX 50®, Russell 2000® and S&P 500® indices, maturing in February 2029.

The notes pay a contingent coupon of at least 2.3125% per quarter (at least 9.25% per year) only if, on each valuation date, the worst performing index is at or above 75% of its initial value. If on any autocall date the worst index is at or above its initial value, the notes are automatically redeemed at $1,000 plus the coupon, ending future payments.

If not called and the worst index finishes below 75% of its initial value at maturity, investors lose 1% of principal for every 1% decline, down to a total loss of principal. The issue price is $1,000 per note, with an underwriting fee of $20 and estimated value of at least $918. The notes are not listed, may have limited liquidity, are subject to the credit risk of both issuers, and involve complex tax and withholding considerations, especially for non-U.S. investors.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000 Medium-Term Senior Notes, Series N, as callable contingent coupon equity linked securities tied to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500 indexes, maturing on January 19, 2029.

Investors may receive a contingent coupon of at least 0.8083% per month (about 9.70% per year, set on the pricing date) only if, on each valuation date, the worst performing index closes at or above 70% of its initial level; otherwise no coupon is paid for that period.

If the notes are not called and, at maturity, the worst index is at or above 70% of its initial value, investors receive $1,000 plus any final coupon; if it is below 70%, principal is reduced in line with that index’s loss and can fall to very low amounts. The issuer may redeem the notes in whole on specified dates at $1,000 plus any coupon. The notes are not listed, carry issuer and guarantor credit risk, have an estimated value of at least $932 per $1,000 on the pricing date, include up to $7.50 per note in underwriting fees plus up to $1.50 in electronic platform fees, and involve complex U.S. tax and potential 30% withholding issues, particularly for non-U.S. holders.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering preliminary autocallable Phoenix medium-term senior notes linked to the common stock of Alphabet Inc. (GOOGL), in $1,000 denominations, due in January 2027.

Investors may receive a contingent coupon of at least 1.275% of principal on scheduled dates, but only if Alphabet’s share price is at or above an 80.00% coupon barrier; missed coupons can be paid later if the barrier is met. The notes auto-redeem early at $1,000 plus the applicable coupon (including any unpaid coupons) if Alphabet closes at or above the initial share price on an interim valuation date.

If not called, and the final share price is at or above an 80.00% final barrier, investors receive $1,000 plus the contingent coupon at maturity. If the final price is below the barrier, repayment is reduced based on a formula with a 20.00% buffer and a 125.00% buffer rate, and principal loss can reach 100%. The issue price is $1,000 per note, with a $1.00 underwriting fee and an estimated value on the pricing date expected to be at least $946.50 per note. The notes will not be listed, involve complex risks, and carry significant U.S. tax and potential 30% withholding considerations, especially for non-U.S. holders.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-denomination autocallable notes linked to the worst performer of the EURO STOXX 50® Index and the Russell 2000® Index, maturing January 28, 2031. The notes pay no interest and may be automatically redeemed on scheduled valuation dates if the worst performing index is at or above its initial level, returning $1,000 plus a fixed premium.

Premiums start at 2.725% of principal on April 23, 2026 and step up to at least 54.50% on January 23, 2031 if held to maturity without early redemption. If the notes are not called and the worst index finishes below 75% of its initial level, repayment is reduced 1% for each 1% decline, down to possible total loss of principal. The notes are unsecured, not listed, carry full credit risk of Citigroup entities, and have an issue price of $1,000 with an expected estimated value of at least $914.50 and an underwriting fee of up to $30.50 per note.

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 Nasdaq-100, Russell 2000 and S&P 500, maturing on July 13, 2027. Each $1,000 security can pay a monthly contingent coupon of 0.7875% (9.45% per year) if the worst index on the prior valuation date is at or above 70% of its initial level.

At maturity, if the securities have not been called and the worst index is at or above 70% of its initial value, investors receive $1,000 per security plus any final coupon. If the worst index is below 70%, repayment is reduced one-for-one with the index loss and can fall to zero. Citigroup may redeem the notes early at $1,000 plus any coupon, the notes are not exchange-listed, and the initial estimated value of $980.70 is below the $1,000 issue price, highlighting structural costs and issuer credit risk.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering principal-at-risk securities linked to the USD/JPY exchange rate, maturing on April 13, 2026, at an issue price of $1,000 per security.

The payoff is designed to benefit from a stronger Japanese yen (lower USD/JPY). If USD/JPY on the valuation date is less than or equal to the strike of 155.62, investors receive the maximum payment of $1,291.3836253. If USD/JPY is above the strike, the payment declines according to a leveraged formula, but not below the minimum payment of $291.3836253, meaning investors can lose a large portion of principal. The securities are unsecured senior debt, not listed on any exchange, have an estimated value between $970 and $1,000 per security on the pricing date, and involve complex currency, market, liquidity and tax risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable equity-linked senior notes tied to the worst performer of Apple Inc. and NVIDIA Corporation, maturing January 27, 2028. The notes pay quarterly coupons of 3.075% of principal (12.30% per year) as long as they remain outstanding.

On set autocall dates starting April 22, 2026, if the worst-performing stock is at or above its initial value, the notes are automatically redeemed at $1,000 plus the coupon, capping further income. At maturity, if not called and the worst-performing stock is at or above 60% of its initial value, investors receive full principal back; otherwise they receive shares (or cash) of that worst-performing stock based on an equity ratio and can lose most or all of their principal. The notes are unsecured, unlisted, and expose investors to both issuer credit risk and the volatility of AAPL and NVDA.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to Patterson-UTI Energy, Inc. (PTEN) stock, maturing on January 13, 2028.

Each $1,000 security can pay a quarterly contingent coupon of 3.75% (a 15.00% annual rate) only if PTEN’s closing value on the relevant valuation date is at or above a coupon barrier set at 46.00% of the initial share price. Missed coupons can be later paid if PTEN recovers above the barrier, but may be lost entirely if it does not.

The notes may be automatically called on specified dates if PTEN is at or above its initial value, returning $1,000 plus applicable coupons, which can shorten the investment period. If the notes are not called and PTEN finishes below the final barrier (also 46.00% of the initial value), investors receive PTEN shares (or cash) worth less than principal and potentially no recovery. The securities are not listed, carry the credit risk of Citigroup entities, and have an estimated initial value of at least $882.50 per $1,000 issue price.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering unsecured autocallable senior notes linked to the worst performer of the Russell 2000®, S&P 500® and S&P MidCap 400® indices, each with a stated principal amount of $1,000. The notes pay no interest and may be automatically redeemed on scheduled valuation dates starting July 23, 2026 if the worst-performing index is at or above its initial level, returning $1,000 plus a fixed premium that starts at 5.00% and steps up over time to at least 50.00% by January 23, 2031.

If not called early, at maturity in January 2031 investors receive $1,000 plus the final premium if the worst-performing index is at or above its initial level, only $1,000 if it is below the initial level but at or above a barrier set at 75.00% of its initial value, and a loss matching the full negative performance of that index if it finishes below the barrier. The notes will not be listed, carry Citigroup credit risk, have an estimated value of at least $908.00 per security on the pricing date versus the $1,000.00 issue price, and include an underwriting fee of up to $30.50 per security.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Trigger Callable Yield Notes linked to the least performing of the Russell 2000 Index and the S&P 500 Index, maturing on April 15, 2027. Each note has a $10 stated principal amount and pays a fixed coupon of $0.0629 per month, equal to a 7.55% per annum rate, regardless of index performance while the notes remain outstanding.

Beginning around three months after issuance, the issuer may, in its sole discretion, call the notes on any monthly coupon date and repay $10 per note plus that month’s coupon, after which no further payments are made. If the notes are not called and, on the final valuation date, the least performing index is at or above its 70% downside threshold, investors receive $10 per note plus the final coupon. If the least performing index finishes below its downside threshold, repayment is reduced according to the index loss and may be zero, meaning investors can lose up to 100% of principal.

The initial Russell 2000 level is 2,603.905 with a 1,822.734 threshold, and the initial S&P 500 level is 6,921.46 with a 4,845.02 threshold. The issue price is $10.00 per note, including a $0.10 underwriting discount, with $9.90 in proceeds to the issuer. Citigroup estimates the notes’ value on the trade date will be at least $9.745 per note. All payments depend on the creditworthiness of the issuer and guarantor; a default could result in a total loss.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured callable contingent coupon equity-linked securities due January 19, 2029. Each note has a $1,000 stated principal amount and pays a contingent coupon of at least 0.7083% per month (about at least 8.50% per year) only if, on the relevant valuation date, the worst performing of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index is at or above 70% of its initial level.

If on every valuation date the worst-performing index stays below the 70% coupon barrier, no coupons are ever paid. At maturity, if the worst-performing index is at or above 60% of its initial level, investors receive back $1,000 per note; if it is below 60%, repayment is reduced point-for-point 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 notes will not be listed, may have limited liquidity, and their estimated value on the pricing date is expected to be at least $934.50 per $1,000 issue price, reflecting fees, hedging costs and Citigroup’s internal funding rate.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to NVIDIA Corporation stock. Each security has a $1,000 stated principal amount and is scheduled to mature on January 20, 2028, unless redeemed earlier.

Investors may receive quarterly contingent coupons at a rate of at least 15.00% per year (at least 3.75% per period) only when NVIDIA’s closing price on the relevant valuation date is at or above a coupon barrier set at 60% of the initial price. The notes are automatically called if, on specified potential autocall dates, NVIDIA’s price is at or above its initial level, in which case holders receive $1,000 plus the coupon and no further payments.

If the notes are not called and NVIDIA’s final price is at or above the 60% final barrier, investors receive the $1,000 principal. If the final price is below the barrier, investors receive NVIDIA shares (or cash) based on an equity ratio, which may be worth far less than $1,000 and can be zero. The securities will not be listed on any exchange, 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 $919 per security, below the $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured "buffer securities" linked to Microsoft Corporation stock, each with a $1,000 stated principal amount and maturing on April 19, 2027. These notes pay no interest and the amount you receive at maturity depends on Microsoft’s share performance from the pricing date to the valuation date.

If Microsoft’s closing value rises, you participate 1-to-1 in the upside through a 100% upside participation rate, but gains are capped by a maximum return at maturity of at least $121 per security (at least 12.10%). If the stock falls, your principal is protected only within a 25.00% buffer; below 75.00% of the initial value, you lose 1% of principal for each additional 1% decline.

The securities 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. Investors also forgo Microsoft dividends and face complex U.S. tax treatment that may differ from conventional debt.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable notes linked to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index. The notes are issued in $1,000 denominations, are scheduled to price on January 23, 2026 and, unless called earlier, mature on January 30, 2032.

The notes pay no interest and do not guarantee return of principal. On each scheduled valuation date from January 2027 onward, if the worst-performing index is at or above 92% of its initial level, the notes are automatically redeemed for $1,000 plus a fixed premium that steps up from 9.50% to 57.00% of principal by the final valuation date.

If the notes are not called, the maturity payment depends only on the worst index on the final valuation date. If it is at or above 92% of its initial level, investors receive $1,000 plus the final premium (at least 57%). If it is below 92% but at or above 75%, investors receive only $1,000. If it is below 75%, repayment is reduced 1-for-1 with the index loss, up to a total loss of principal. The notes are not listed, have an estimated initial value of at least $935 per $1,000, carry full credit risk of the issuer and guarantor, and involve complex market and tax considerations.

Citigroup Global Markets Holdings Inc. is offering autocallable senior unsecured securities linked to the worst performing of the S&P 500® Index and the Russell 2000® Index, fully and unconditionally guaranteed by Citigroup Inc. Each security has a stated principal amount of $1,000 and may be automatically redeemed on January 27, 2027 if the worst performing index is at or above its initial value, paying $1,094.50 at the minimum 9.45% premium. If held to February 1, 2029 and the worst index is at or above its initial value, investors receive $1,350 at the minimum 35.00% premium. If the worst index finishes below its 80% trigger level, repayment falls in line with index losses, potentially to zero. The issue price is $1,000, the estimated value on the pricing date is expected to be at least $900 per security, and the underwriting fee is up to $32 per security. The securities will not be listed on any securities exchange and pay no dividends.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering market-linked notes tied to the worst performer of the Russell 2000® and S&P 500® indexes, maturing on January 21, 2028. Each security has a $1,000 stated principal amount and pays no interest.

At maturity, investors receive $1,000 plus a positive return only if the worst-performing index’s final level is above its initial level. The upside is multiplied by a 100% participation rate but is capped by a maximum return that will be at least $100 per security (10%). If the worst-performing index is flat or down, investors receive only the $1,000 principal, before inflation and opportunity cost.

The notes are unsecured obligations subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. They are not listed, may have limited liquidity, and do not provide dividends or voting rights on the underlying indexes. A preliminary estimated value on the pricing date is expected to be at least $939.50 per security, below the $1,000 issue price, reflecting fees, hedging costs and Citigroup’s internal funding rate.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performer among the Dow Jones Industrial Average, Nasdaq-100 Index and S&P 500 Index, maturing on July 12, 2028. Each security has a $1,000 principal amount.

The notes may pay a quarterly contingent coupon of at least 2.25% of principal (at least 9.00% per year) if, on each valuation date, the worst-performing index is at or above its 70% coupon barrier. If the notes are not called and, at maturity, the worst-performing index is below its 70% final barrier, repayment is reduced one-for-one with that index’s loss, down to zero. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The notes are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, and have an estimated value on the pricing date expected to be at least $933.50 per $1,000, below the 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 Nasdaq-100 Index®, the Russell 2000® Index and the S&P 500® Index, each with a $1,000 stated principal amount and maturing in January 2029.

The notes may pay contingent coupons of at least 1.1292% of principal per period (about 13.55% per year) only if, on each valuation date, the worst-performing index is at or above 80% of its initial level. At maturity, if not called and the worst index is at or above 80% of its initial value, investors receive $1,000 per note; if it is below that barrier, repayment is reduced dollar-for-dollar 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, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, have an estimated value on the pricing date of at least $936.50 per $1,000, and involve complex market and U.S. tax risks, including potential 30% withholding on coupons for some non-U.S. investors.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to GE Vernova Inc. The notes have a $1,000 stated principal amount per security, price on January 8, 2026 and, unless called earlier, mature on January 13, 2028. They pay a contingent coupon of 3.75% of principal per quarter (15.00% per annum) only if GE Vernova’s closing value on each valuation date is at or above a coupon barrier set at 60.00% of the initial share price.

Beginning July 8, 2026, the notes are automatically redeemed if GE Vernova’s value is at or above the initial level on an autocall date, returning $1,000 plus that period’s coupon. If the notes are not called and the final share value is at or above 60.00% of the initial value, investors receive $1,000 at maturity. If it is below 60.00%, investors receive GE Vernova shares (or cash) based on a fixed equity ratio and may lose most or all of their principal.

The securities will not be listed, so liquidity may be limited, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. Per security, the issue price is $1,000.00, the underwriting fee is up to $18.50, and proceeds to the issuer are $981.50. Citigroup currently expects the estimated value on the pricing date to be at least $913.00 per security. U.S. federal tax treatment is uncertain, and non‑U.S. holders may face 30% withholding on coupon payments.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Phoenix Securities linked to the common stock of Caterpillar Inc. Each security has a $1,000 stated principal amount and pays a 4.5125% contingent coupon per period only if Caterpillar’s share price is at or above an 85% coupon barrier on the relevant valuation date.

The notes may be automatically redeemed early if, on any interim valuation date, Caterpillar’s share price is at or above the initial share price, returning $1,000 plus the applicable coupon (including any previously unpaid coupons). At maturity, if not called and the final share price is at or above an 85% final barrier, investors receive $1,000 plus any due contingent coupon(s); if it is below the barrier, principal is reduced according to a 15% buffer formula and can fall to zero.

The securities are not listed on any exchange. The per-security issue price is $1,000, including a $10.00 underwriting fee, with estimated value at least $935.50 on the pricing date and $990.00 pricing for fiduciary accounts. The product carries complex payoff, credit, liquidity and tax risks, including potential 30% withholding on coupon payments to certain non-U.S. holders.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable Phoenix securities linked to Marvell Technology, Inc. (MRVL) stock, maturing in January 2027. Each security has a stated principal of $1,000 and pays a contingent coupon of 5.825% of principal per period only when Marvell’s share price on the relevant valuation date is at or above a coupon barrier set at 75% of the initial share price. Missed coupons can be paid later if the barrier is subsequently met.

The notes are automatically redeemed early if, on any interim valuation date, Marvell’s stock closes at or above the initial price, returning $1,000 plus the applicable coupon. If held to maturity and not called, full principal is repaid only if the final share price is at or above a final barrier at 75% of the initial price. Below that level, principal is reduced using a formula with a 25% buffer, and investors can lose much or all of their investment.

The securities are not listed on any exchange. The issue price is $1,000 per security, with an estimated value of at least $934.50, reflecting dealer models and internal funding rates, and an underwriting fee of $10 per security in most cases. The product involves complex risks, including issuer and guarantor credit risk, equity market risk, potential withholding for non-U.S. holders and uncertain U.S. tax treatment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Autocallable Phoenix Securities linked to the common stock of Freeport-McMoRan Inc. (FCX), maturing in January 2027. Each note has a $1,000 stated principal amount and pays a 1.275% contingent coupon on scheduled dates only if the FCX share price is at or above a coupon barrier set at 75% of the initial share price, with a “memory” feature that can recoup missed coupons later.

If on any interim valuation date FCX closes at or above its initial share price, the notes are automatically redeemed for $1,000 plus the applicable coupon (including any unpaid coupons), ending the investment early. If not redeemed, and the final share price is at or above the 75% final barrier, investors receive $1,000 at maturity plus the due coupon (including unpaid past coupons). If the final price is below the barrier, principal is reduced using a formula that amplifies downside beyond a 25% buffer, and investors can lose most or all of their investment.

The securities will not be listed on any exchange. The issue price is $1,000 per security, with an underwriting fee of $1 and an expected estimated value of at least $944 per security based on Citigroup’s internal models. The notes feature complex U.S. federal tax treatment, and non-U.S. investors may face 30% withholding on coupon payments.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity linked securities tied to Best Buy Co., Inc. Each security has a stated principal of $1,000 and may pay a quarterly contingent coupon of at least 1.1708% of principal (about 14.05% per annum) if Best Buy’s share price is at or above a coupon barrier set at 70% of the initial value on each valuation date.

The notes can be automatically called from July 16, 2026 onward if Best Buy’s share price is at or above its initial value, returning $1,000 plus the coupon for that period. If not called and Best Buy’s final share value is below a 70% final barrier, investors receive a fixed quantity of Best Buy shares (or equivalent cash) that may be worth far less than $1,000 and could be zero, with no coupon at maturity. The securities will not be listed, carry an underwriting fee of up to $21.50 per $1,000, and are expected to have an estimated value of at least $915.50 per security on the pricing date.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable medium-term senior notes linked to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER, with a stated principal amount of $1,000 per security and total issuance of $1,071,000. The notes price on December 23, 2025, are issued on December 29, 2025, and mature on December 29, 2033 unless redeemed early.

The securities can be automatically redeemed on scheduled valuation dates if the index closes at or above the autocall barrier value of 620.549 (95% of the initial value 653.2098), paying $1,000 plus a fixed premium that steps up over time, reaching 130% of principal on the final valuation date. If held to maturity and the final index level is at or above the final barrier of 326.605 (50% of the initial value), investors receive principal plus the final premium; if it is below the barrier, repayment falls with the index on a 1‑for‑1 basis and can be as low as zero.

The notes are not listed on any exchange. The underwriting fee is $43.00 per security, so the issuer’s proceeds are $957.00 per security, and the estimated value at pricing is $888.10, below the issue price, reflecting structuring and hedging costs. Investors also forgo dividends on the underlying index and face credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to Amazon.com, Inc. stock, scheduled to mature on July 21, 2027 unless called earlier. Each $1,000 security may pay a contingent coupon of at least 0.7792% per period (about at least 9.35% per year) when Amazon’s closing value on the relevant valuation date is at or above a coupon barrier set at 67.00% of the initial value.

If on any potential autocall date Amazon’s closing value is at or above its initial value, the notes are automatically redeemed for $1,000 plus the applicable coupon, which can cut off future coupon opportunities. If the notes are not called and Amazon’s final value on the last valuation date is at or above a final barrier set at 67.00% of the initial value, investors receive $1,000 at maturity (plus any final coupon). If the final value is below the final barrier, investors receive Amazon shares (or cash equivalent) worth less than $1,000 and could lose their entire principal.

The securities are not listed, may have limited liquidity, 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 $918.50 per $1,000, below the issue price, reflecting selling, structuring and hedging costs. The tax treatment is complex and uncertain, and non-U.S. holders may face 30% withholding on coupons.