Citigroup Inc 424B Filings

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Enhanced Barrier Digital Securities, unsecured senior medium-term notes linked to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, maturing March 3, 2028.

The notes have a $1,000 stated principal amount, are issued on September 3, 2026, and valued on February 29, 2028. They pay no interest and do not guarantee principal. If, on the valuation date, the worst performing index is at or above 70% of its initial value (the final barrier value), investors receive $1,160 per note (principal plus a fixed 16% digital return). If the worst performer finishes below its barrier, repayment equals $1,000 × that index’s return, creating one-for-one downside and potential total loss.

The expected estimated value on the pricing date is at least $932.50 per note, below the $1,000 issue price, reflecting structuring, hedging costs and issuer funding levels. Underwriting fees are up to $8.80 per note, with proceeds to the issuer of at least $991.20 per note. The notes are subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. and may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Callable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, the iShares MSCI Emerging Markets ETF and the Nasdaq-100 Index, maturing in August 2028. Each security has a $1,000 stated principal amount.

The notes pay a contingent quarterly coupon of at least 4.475% per period (at least 17.90% per annum) only if, on every trading day in the observation period, all underlyings stay at or above their coupon barrier, set at 70% of their initial values. If any underlying closes below its barrier on any day in a period, no coupon is paid for that period. Citigroup may redeem the notes early on specified coupon dates at $1,000 plus any due coupon.

At maturity, if not redeemed, investors receive $1,000 per note if the worst-performing underlying is at or above its final barrier of 60% of its initial value; otherwise they receive $1,000 plus $1,000 times the return of the worst performer, which can reduce repayment to zero. The estimated value on the pricing date is expected to be at least $939 per security, below the $1,000 issue price, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the notes may have little or no secondary market.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Medium-Term Senior Notes, Series N in the form of Enhanced Barrier Digital Securities linked to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, in $1,000 denominations. These notes pay no interest and return at maturity either principal plus a fixed digital amount of $145 (14.50%) per security if the worst-performing index finishes at or above 70% of its initial value, or principal reduced 1-for-1 with the index loss if it finishes below that barrier, down to a possible total loss of principal. The pricing date is August 26, 2026, with maturity on March 2, 2028. Citigroup expects the estimated value on the pricing date to be at least $920 per $1,000 security, below the issue price of $1,000, reflecting selling, structuring and hedging costs. Investors face full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., no dividends or voting rights on the indices, potential illiquidity, complex tax treatment and sensitivity to index performance, volatility, correlation and issuer credit spreads.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Barrier Securities linked to the S&P 500® Index due September 1, 2027 as unsecured Medium-Term Senior Notes, Series N. Each security has a $1,000 stated principal amount, pays no interest and is not principal-protected.

At maturity you receive: $1,000 plus upside if the S&P 500® final value is above its initial value, but gains are capped by a maximum return of $112.50 per security (11.25%); $1,000 if the index is at or below the initial but at or above the final barrier value of 80% of the initial; or $1,000 + $1,000 × index return if the index ends below the barrier, exposing you to full downside and possible total loss.

The upside participation rate is 100% subject to the cap. The expected estimated value on the pricing date is at least $923.00 per security, below the $1,000 issue price, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. Underwriting fees are up to $16.50 per security, with per-security proceeds to the issuer of $983.50. The notes are not bank deposits, are unsecured and unsubordinated, and are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., as well as limited liquidity, market risk and complex U.S. tax treatment.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing market-linked medium-term senior notes tied to the Citi Dynamic Asset Selector 5 Excess Return Index, maturing August 31, 2028. Each note has a $1,000 stated principal and pays no periodic interest.

At maturity, investors receive $1,000 plus a return amount that is zero or positive. If the Index ends above its initial level, the return equals the index gain multiplied by a 175.00% upside participation rate; if the Index is flat or lower, only principal is repaid, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The notes may have limited or no secondary-market liquidity and are designed for investors willing to forgo income and accept the risk of no return in exchange for leveraged upside exposure.

The underlying Index is a rules-based, volatility-targeted (5%) strategy allocating between S&P 500 and 10-year U.S. Treasury futures, reduced by a 0.85% annual index fee. On July 29, 2026, the Index level was 227.61, and historical/index back-tests show modest or negative excess-return performance over recent periods.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Contingent Income Auto-Callable Securities with a $1,000 stated principal per note linked to NVIDIA Corporation common stock. Investors may receive a quarterly contingent coupon of 2.70% of principal (10.80% per annum) for each valuation date on which NVIDIA’s closing price is at or above the downside threshold price, set at 50.00% of the initial share price. Missed coupons can be recovered later under a memory coupon feature if the stock subsequently closes at or above the threshold.

The notes are auto-callable: if on any potential redemption date NVIDIA’s closing price is at or above the initial share price, each note is redeemed for $1,000 plus the applicable coupon, including any unpaid past coupons, and no further payments are made. If not redeemed and the final share price is at or above the downside threshold, investors receive the full principal plus the final coupon (with any unpaid coupons). If the final share price is below the downside threshold, repayment equals $1,000 plus $1,000 × share return, exposing investors 1‑for‑1 to downside in NVIDIA and potentially reducing the payment to zero with no coupon at maturity. The estimated value on the pricing date is expected to be at least $920.50 per $1,000 note, below the issue price, and all principal is at risk.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Buffered Autocallable Securities linked to the S&P 500 Futures 40% Intraday Edge Volatility TCA 6% Decrement Index (USD) ER, maturing July 31, 2031, with a stated principal amount of $1,000 per security. The pricing date is July 28, 2026 and the issue date is July 31, 2026.

The notes may be automatically redeemed quarterly if, on any valuation date before maturity, the index closing value is at or above the initial level of 9,348.07. In that case, investors receive $1,000 plus a fixed premium that steps up from 20% to 100% of principal over the life of the notes (e.g., $1,200 on July 28, 2027 up to $2,000 on the final valuation date).

If not called, the maturity payment per security is: $1,000 plus the final premium if the index is at or above the initial level; $1,000 if the index is below the initial level but at or above the final buffer value of 7,945.860 (a 15% buffer); or $1,000 plus $1,000×(index return + 15%) if the index falls below the buffer, creating 1‑for‑1 downside beyond 15%. The estimated value is $871.60 per $1,000 security, below the issue price, reflecting structuring and hedging costs and the issuer’s internal funding rate.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable equity-linked securities tied to Advanced Micro Devices, Intel and Micron. Each security has a $1,000 stated principal amount, prices on July 27, 2026 and matures July 28, 2028, unless redeemed earlier.

Investors receive monthly coupons of 1.6125% of principal (about 19.35% per annum) while the notes are outstanding. On specified potential autocall dates, if the worst performing stock is at or above its initial value, the notes are automatically redeemed at $1,000 plus the coupon. At maturity, if not called and the worst stock is at or above its 50% barrier, or at least one stock is at or above its initial value, investors receive full principal. Otherwise, repayment is $1,000 plus the return of the worst stock, exposing holders to substantial loss of principal and possibly receiving nothing beyond the final coupon. The issue price is $1,000, while the estimated value is $921.50 per security; secondary market liquidity depends largely on CGMI.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering unsecured Autocallable Barrier Securities linked to the worst performer of the Dow Jones Industrial Average and the S&P 500® Index, each with a final barrier value of 70.00% of its initial level, in $1,000 denominations.

The notes pay no interest and may be automatically redeemed on August 17, 2027 at $1,140 per $1,000 security (a 14.00% premium) if the worst-performing index is at or above its initial level on that valuation date. If not redeemed, at maturity in August 2029 investors receive $1,000 plus leveraged upside at a 150.00% upside participation rate if the worst performer finishes above its initial level, par repayment if it is between 70.00% and 100.00%, and 1:1 downside loss if it finishes below 70.00%, potentially losing the entire principal.

All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issuer currently expects an estimated value of at least $938.50 per $1,000 security on the pricing date, reflecting embedded costs, and warns of limited or no liquidity, significant market and correlation risks, complex U.S. tax treatment and potential adverse effects from its own and affiliates’ hedging and trading activities.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Autocallable Barrier Securities linked to the worst performer of the Dow Jones Industrial Average and the S&P 500 Index, as part of its Medium-Term Senior Notes, Series N, due August 17, 2029. Each security has a stated principal amount of $1,000 and pays no interest.

The notes may be automatically redeemed on August 17, 2027 if the worst-performing index is at or above its initial level, paying $1,105 per security (principal plus a 10.50% premium). If not redeemed, at maturity investors receive: (i) upside participation of 150% of any positive return of the worst-performing index; (ii) full principal back if the worst performer is below its initial level but at or above 70.00% of its initial level (the final barrier); or (iii) a loss of 1% of principal for every 1% decline from the initial level if the worst performer finishes below the barrier, with no minimum payment.

The issue price is $1,000 per security, including an underwriting fee of up to $20.00, leaving proceeds to the issuer of at least $980.00 per security. Citigroup Global Markets Inc. currently expects the estimated value on the pricing date to be at least $917.50 per security, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. The investment entails credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., exposure to both indices without dividends, potential illiquidity, and complex U.S. tax treatment.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Buffered Autocallable Securities with a stated principal of $1,000 per security, linked to the S&P 500 Futures 40% Intraday Edge Volatility TCA 6% Decrement Index (USD) ER and maturing on August 19, 2031, unless redeemed earlier. On each scheduled valuation date, if the index closing value is at or above its initial level, the notes are automatically redeemed for $1,000 plus a premium that starts at 20% of principal in August 2027 and steps up to 100% on the final valuation date.

If not called, maturity payment depends on the final index level: full principal plus the final premium if the index is at or above its initial level; principal only if it is between 85% and 100% of the initial level; and principal reduced 1-for-1 for losses beyond the 15% buffer if the index falls below 85% of its initial level. The index itself is highly engineered, can apply up to 500% leveraged exposure to S&P 500 futures, and embeds a 6% per annum decrement plus notional costs that weigh on performance. The issue price is $1,000, including up to $45 in underwriting fees, while the issuer’s estimated value on the pricing date is expected to be at least $850 per note.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to the worst performer of the EURO STOXX 50® Index, Nasdaq-100 Index® and Russell 2000® Index, maturing on August 3, 2029, with a stated principal of $1,000 per security.

The notes pay a contingent coupon of at least 2.625% per quarter (at least 10.50% per annum) only if, on each valuation date, the worst-performing index is at or above 60% of its initial value. They may be auto-called on specified dates if the worst performer is at or above its initial value, in which case investors receive $1,000 plus the coupon and the trade ends early.

If not redeemed early and the worst-performing index is below 60% of its initial value at final valuation, repayment of principal is reduced 1:1 with the index loss, down to zero. The notes are unsecured and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., have limited liquidity, an estimated value of $931.50 per $1,000 at pricing, and carry complex market and tax risks.

Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., is issuing Callable Fixed Rate Notes due July 30, 2029 with a stated principal amount of $1,000 per note. The notes pay fixed interest at 4.75% per annum, calculated on a 30/360 unadjusted basis, with interest paid semi-annually on January 30 and July 30, starting January 30, 2027. Beginning July 30, 2027, the issuer may redeem the notes in whole, but not in part, on quarterly redemption dates (January 30, April 30, July 30, October 30) at 100% of principal plus accrued interest. The notes will not be listed on any securities exchange. Net proceeds will be used for general corporate purposes and for hedging the issuer’s obligations through affiliated derivatives transactions. For U.S. federal income tax purposes, the notes are treated as fixed rate debt issued without original issue discount.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing callable fixed rate notes due July 30, 2031 with a stated principal of $1,000 per note. The notes pay fixed interest of 5.15% per annum, calculated on a 30/360 basis, with semi-annual payments on January 30 and July 30, starting January 30, 2027.

Beginning July 30, 2027, the issuer may redeem the notes in whole at 100% of principal plus accrued interest on quarterly redemption dates. The notes will not be listed on any securities exchange. The issue price is generally $1,000 per note, with certain institutional or fee-based investors paying between $995 and $1,000 per note. A temporary valuation adjustment in the first four months reflects hedging profit retained by an affiliate underwriter.

For U.S. federal income tax purposes, the notes are treated as fixed rate debt issued without original issue discount. Net proceeds will be used for general corporate purposes and to hedge obligations under the notes. Sales are restricted to certain qualified investors in Canada and are prohibited to retail investors in the EEA and United Kingdom.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Buffered Equity Linked Securities linked to the S&P 500 Futures 40% Intraday Edge Volatility TCA 6% Decrement Index (USD) ER, at $1,000 stated principal per security. The notes are scheduled to price on August 14, 2026, issue on August 19, 2026 and, unless called earlier, mature on August 19, 2031.

Investors receive monthly coupons of at least 0.6042% of principal (about 7.25% per year) while the notes remain outstanding. On each of dozens of specified potential autocall dates from 2027 to 2031, if the index closing value is at or above its initial level, the notes are automatically redeemed for $1,000 plus the coupon, ending further payments.

If not called, at maturity investors receive the final coupon plus principal if the index has not fallen below 85% of its initial value. Below this downside threshold, principal is reduced dollar‑for‑dollar beyond a 15% buffer, so large index declines can cause substantial loss of capital. The issue price is $1,000, including up to a $45 underwriting fee (proceeds to issuer $955 per note). Citigroup expects an estimated value of at least $850 per security on the pricing date, reflecting internal models, funding costs and hedging. The complex underlying index uses leveraged, volatility‑targeted S&P 500 futures exposure, notional costs and a 6% per annum decrement, and may significantly underperform the S&P 500 Index.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable barrier securities linked to the worst performer of the Dow Jones Industrial Average, Russell 2000® Index and Nasdaq‑100 Index®. Each security has a stated principal amount of $1,000, a pricing date of August 12, 2026, and a maturity date of August 15, 2030, subject to automatic early redemption. If on any interim valuation date in 2027, 2028 or 2029 all three indices are at or above 102% of their initial values, the notes are redeemed for $1,000 plus a premium of at least 19.15%, 38.30% or 57.45%, respectively.

If not redeemed early, the maturity payment depends solely on the worst‑performing index. Investors receive $1,000 plus upside if that index finishes at or above its initial level, $1,000 if it is between 70% and 100% of its initial level, and a proportionally reduced amount (down to zero) if it closes below 70%. Citigroup estimates the initial value of each security on the pricing date will be at least $933.50, below the $1,000 issue price, reflecting structuring and hedging costs. The securities pay no dividends and involve complex market and tax risks, including potential treatment as a prepaid forward contract and possible future changes under Section 871(m) for non‑U.S. holders.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable barrier securities linked to the Class A common stock of Space Exploration Technologies Corp. Each security has a $1,000 stated principal amount, with a pricing date of July 31, 2026 and maturity on August 3, 2028, unless automatically redeemed earlier.

If on August 6, 2027 the underlying share price is at or above the initial value, the notes are automatically redeemed for $1,520 per $1,000 security (principal plus a 52% premium) and cease to participate in further upside. If held to maturity, investors receive: $1,000 plus leveraged upside (via a 200% upside participation rate) if the final value exceeds the initial value; $1,000 if the final value is at or below the initial but at or above the 70% trigger value; or $1,000 plus full downside exposure if the final value is below the trigger, potentially losing the entire investment.

The issue price is $1,000, including an underwriting fee of up to $22.50 per security, and Citigroup currently expects the estimated value on the pricing date to be at least $883 per security. The securities pay no dividends, may have limited liquidity, and involve complex market and tax risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities linked to the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 Index® and the Russell 2000® Index, due February 10, 2028. Each security has a $1,000 stated principal. Investors may receive contingent coupons of at least 0.75% per period (at least 9.00% per annum) on scheduled dates, but only if the worst performing index on the prior valuation date is at or above its coupon barrier, set at 70.00% of its initial value. The notes may be automatically redeemed on specified dates starting November 9, 2026 if the worst index is at or above its initial value, paying $1,000 plus the relevant coupon. If not redeemed and the worst index finishes below its 70% final barrier, repayment of principal is reduced in proportion to the index decline, potentially to zero. The issue price is $1,000 per security, including a $22.25 underwriting fee, with estimated value on the pricing date expected to be at least $919.00. The notes carry credit risk of both the issuer and guarantor, offer no dividends, may have limited or no secondary market, and involve complex U.S. tax and withholding considerations.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity linked securities linked to the S&P 500 Futures 40% Intraday Edge Volatility TCA 6% Decrement Index (USD) ER, part of its Medium-Term Senior Notes, Series N. Each security has a $1,000 stated principal amount, with a pricing date of August 14, 2026, issue date of August 19, 2026 and final maturity on August 19, 2031, unless automatically redeemed earlier.

The notes pay a contingent coupon of at least 0.9167% per month (≈11.00% per annum, set on the pricing date) only if the index closes on the related valuation date at or above the coupon barrier of 75% of the initial index value. Missed coupons can be “caught up” on later dates if the barrier is met. Automatic early redemption can occur on specified dates if the index is at or above 90% of its initial value, returning $1,000 plus due coupons. At maturity, if not called, principal is protected only down to a 15% buffer (final buffer at 85% of initial); below that, losses are one-for-one beyond the buffer. The issue price is $1,000, including up to $45 underwriting fee (proceeds to issuer $955 per note) and an estimated value expected to be at least $850, and the issuer highlights significant product, index, market and tax risks.

Citigroup Global Markets Holdings Inc. is offering Medium-Term Senior Callable Fixed Rate Notes, Series N, fully and unconditionally guaranteed by Citigroup Inc. Each note has a stated principal amount of $1,000, pays a fixed interest rate of 5.17% per annum, and matures on July 31, 2031, when holders receive $1,000 per note plus accrued and unpaid interest.

Interest is paid semi-annually on the last day of each January and July, using a 30/360 day count convention. Beginning July 31, 2028, the issuer may redeem the notes in whole at 100% of principal plus accrued interest on specified quarterly redemption dates. The notes will not be listed on any securities exchange. Net proceeds are for general corporate purposes and related hedging, and the notes are treated as fixed rate debt without original issue discount for U.S. federal income tax purposes.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing Autocallable Phoenix Securities linked to Invesco QQQ Trust, Series 1. The securities have an aggregate stated principal of $10,000,000, with $1,000 per security, pricing on July 27, 2026 and maturing July 30, 2027 unless automatically redeemed.

Investors may receive a 1.2834% contingent coupon per month if QQQ’s closing price on the relevant valuation date is at or above the coupon barrier price of $581.596 (85% of the $684.23 initial share price). Missed coupons can be partially recouped on later dates if the barrier is met.

If on any interim valuation date QQQ is at or above the initial share price, the notes are automatically redeemed at $1,000 plus the applicable coupon. If held to maturity and QQQ is below the final barrier price, principal is reduced using a buffer formula with a 15% buffer, and investors can lose most or all of their principal. The estimated value is $997.40 per security versus a $1,000 issue price, and the product carries risks beyond conventional debt, including issuer and ETF-related risks and complex U.S. tax treatment.

Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., is offering callable fixed rate notes due August 18, 2031 with a stated principal amount of $1,000 per note. The notes pay a fixed interest rate of 5.25% per annum, with interest payable semi-annually on February 18 and August 18, beginning February 18, 2027, using a 30/360 unadjusted day count convention.

Starting May 18, 2027, the issuer may redeem the notes, in whole and not in part, on specified quarterly redemption dates at 100% of principal plus accrued interest. The notes will not be listed on any securities exchange. The issue price is generally $1,000 per note, with eligible institutional and fee-based advisory investors paying between $990 and $1,000 per note. CGMI receives an underwriting fee of up to $10 per note, and the net proceeds are for general corporate purposes and related hedging.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Callable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index and S&P 500 Index, maturing January 2, 2029, with a stated principal of $1,000 per security.

Investors may receive a 12.00% annualized contingent coupon (1.00% per period) only if, on each valuation date, the worst performing index is at or above its coupon barrier set at 70% of its initial value. Citigroup may call the notes in whole on specified dates, returning $1,000 plus any due coupon, which can cap income potential. At maturity, if not called and the worst performing index closes below its 70% final barrier, principal is reduced one-for-one with the index decline, down to zero.

The total offering is $1,000,000, with an issue price of $1,000, estimated value of $985.40, and up to $5.00 per-note underwriting fee. The notes carry credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., no dividend participation, potentially limited liquidity, complex U.S. tax treatment and significant downside risk, including loss of all invested principal.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $339,000 of callable Contingent Coupon Equity Linked Securities linked to the worst performing of the iShares MSCI EAFE ETF and iShares MSCI Emerging Markets ETF, at $1,000 per security. The notes pay a 1.2292% contingent coupon per period (about 14.75% per annum) only if, on the relevant valuation date, the worst-performing ETF is at or above 70% of its initial value; otherwise no coupon is paid. If not called and held to August 1, 2030, investors receive $1,000 per note only if the worst-performing ETF is at or above 60% of its initial value; below that level, principal is reduced 1-for-1 with the ETF’s loss, down to zero. Citigroup may redeem the notes early at par plus any due coupon on multiple scheduled call dates. The initial ETF values are $103.91 (EAFE) and $63.62 (Emerging Markets), with an estimated value of the notes of $983.40 per $1,000 at pricing, reflecting selling, structuring and hedging costs. Payments depend on Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit and the notes may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing callable equity-linked notes tied to the worst performer of the Dow Jones Industrial Average, Nasdaq‑100 Index® and S&P 500® Index, maturing November 30, 2028. Each security has a $1,000 stated principal amount.

The notes pay a 1.00% quarterly contingent coupon (12.00% per annum) only if, on the relevant valuation date, the worst-performing index is at or above 70.00% of its initial value. Principal is repaid at maturity only if the worst-performing index on the final valuation date is at or above this same 70.00% final barrier; otherwise repayment is reduced one-for-one with the index loss, down to zero.

Citigroup may redeem the notes in whole on specified dates at $1,000 plus any due coupon, capping future income. The initial issue price is $1,000 versus an estimated value of $987.40, reflecting selling, structuring and hedging costs and use of an internal funding rate. Investors face index, correlation, call, liquidity, credit and complex U.S. tax risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Callable Contingent Coupon Equity Linked Securities linked to Dollar Tree, Inc. Each security has a $1,000 principal amount, a maturity on August 1, 2028, and may be redeemed early at Citi’s option on specified dates.

The notes pay a 12.25% annualized contingent coupon, evaluated quarterly, only if Dollar Tree’s share price on the relevant valuation date is at or above the coupon barrier of $62.77. Principal repayment is also contingent: if at final valuation the share price is at or above the final barrier of $62.77, holders receive $1,000 plus any final coupon; otherwise they receive a fixed number of Dollar Tree shares (or, at Citi’s election, cash) worth the then-share price, which can be substantially less than $1,000 and may be zero.

The issue price is $1,000 per note, with an estimated fair value of $974.80, and total offering size of $690,000. Investors bear the full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., face limited or no liquidity, no dividends or upside participation in Dollar Tree stock, complex U.S. tax treatment, and the risk of losing some or all of their investment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing Autocallable Contingent Coupon Equity Linked Securities linked to the S&P 500 Index, maturing on August 1, 2029, in $1,000 denominations. The total offering size is $1,500,000.

Investors may receive a 2.125% contingent coupon per quarter (8.50% per annum) only if on each valuation date the S&P 500 closing value is at least the coupon barrier value 5,189.226, which is 70.00% of the initial index level of 7,413.18. The notes are autocallable: on specified potential autocall dates, if the index is at or above the initial level, the notes are redeemed at $1,000 plus coupon, ending further coupons.

If not called, at maturity holders receive $1,000 only if the final index level is at or above the final barrier value 5,189.226. Otherwise, repayment is $1,000 plus $1,000 times the index return, exposing investors to full downside and potential total loss of principal. The issue price is $1,000, while the estimated value is $996.70 per note. The securities are unsecured, subject to Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk, and may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering $2,390,000 of autocallable contingent coupon equity linked securities due August 1, 2029, at $1,000 per security. The notes are linked to the worst performing of the EURO STOXX® Banks Index and the VanEck® Semiconductor ETF.

The notes pay a contingent coupon of 4.4125% of principal per quarter (annualized 17.65%) only if, on each valuation date, the worst performing underlying is at or above its coupon barrier, set at 55% of its initial value (306.81 and $548.55, respectively). If on a potential autocall date the worst performer is at or above its initial value, the notes are automatically redeemed at $1,000 plus that coupon.

If not called and the worst performer on the final valuation date is below its final barrier (also 55% of initial), maturity payment is $1,000 + $1,000 × underlying return, exposing investors to a loss of up to 100% of principal. The estimated value on the pricing date is $963.10 per note versus the $1,000 issue price, reflecting selling, structuring and hedging costs. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the issuer warns of limited or no secondary market liquidity and complex, uncertain U.S. tax treatment.

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, Russell 2000 and S&P 500 indices, maturing on February 1, 2028. Each security has a $1,000 stated principal amount and may pay a contingent coupon of 1.0083% per period (about 12.10% per annum) if, on the relevant valuation date, the worst performing index is at or above its 70% coupon barrier.

If not called and at maturity the worst index is at or above its 70% final barrier, investors receive $1,000 plus any final coupon; otherwise they receive $1,000 plus the index return of the worst performer, which can reduce principal to zero. Citigroup may redeem the notes early at par plus any due coupon on specified dates. Initial index levels are 28,039.21 (Nasdaq‑100), 2,948.035 (Russell 2000) and 7,413.18 (S&P 500). The total offering is $900,000, with an estimated value of $982.20 per security at pricing, below the issue price. The notes are unsecured, subject to Citigroup credit risk, may have limited or no liquidity, and involve complex market and U.S. tax considerations.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities linked to the worst performer of the Russell 2000® Index and the S&P 500® Index, maturing on July 31, 2031, with a stated principal amount of $1,000 per security.

Investors may receive a 2.7125% quarterly contingent coupon (10.85% per annum) on each valuation date only if the worst performing index is at or above 75% of its initial value. The notes are automatically called on specified dates if the worst performer is at or above its initial level, returning $1,000 plus the coupon.

If not called and the worst performer is below 70% of its initial value at final valuation, principal is reduced 1:1 with the index loss, potentially to zero. The notes are unsecured, subject to Citigroup credit risk, may have little or no secondary market, and have an estimated value of $987 per $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing autocallable contingent coupon equity-linked securities tied to the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 Index and the Russell 2000 Index, maturing on July 31, 2031. Each security has a $1,000 principal amount and pays a contingent coupon of 0.7333% per month (about 8.80% per year) only if, on the relevant valuation date, the worst performing index is at or above 75% of its initial value. The notes are automatically called on specified dates if the worst index is at or above its initial value, returning $1,000 plus the coupon. If held to maturity and not called, principal is fully repaid only if the worst index is at or above 70% of its initial value; below that, repayment is reduced one-for-one with the index decline, and investors can lose most or all of their investment. The notes are unsecured and unsubordinated, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., with limited expected liquidity and an estimated value of $942.20 per $1,000 at pricing, below the issue price.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering callable equity-linked notes tied to the worst performer of the Nasdaq-100 Index and the Russell 2000 Index, maturing July 31, 2031. Each security has a $1,000 principal amount and pays a contingent coupon of 0.9542% per period (about 11.45% per annum) only if, on the relevant valuation date, the worst-performing index is at or above its coupon barrier (70% of its initial level). Citigroup may redeem the notes early on specified dates at $1,000 plus any coupon.

If the notes are held to maturity and not redeemed, principal is repaid in full only if the worst-performing index is at or above its final barrier (60% of initial). Otherwise, investors receive $1,000 plus the index return of the worst performer, which can reduce repayment to zero. Investors do not receive dividends or upside participation in either index and face both market risk and Citigroup credit risk. The initial estimated value of each note is $985.50, below the $1,000 issue price.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing unsecured Callable Contingent Coupon Equity Linked Securities maturing on October 2, 2028. The notes are linked to the worst performing of the Dow Jones Industrial Average, Nasdaq-100 Index® and S&P 500® Index.

Investors receive a 1.00% quarterly contingent coupon (12.00% per annum) only if on each valuation date the worst-performing index is at or above its coupon barrier, set at 70% of its initial level. At maturity, if the worst-performing index is at or above its 70% final barrier, principal of $1,000 is repaid; otherwise, repayment is reduced one-for-one with the index loss, potentially to zero.

The issuer may call the notes in whole on specified dates, paying $1,000 plus any due coupon, which can cap income if performance is favorable. The issue price is $1,000 per note versus an estimated value of $987.20, reflecting selling, structuring and hedging costs. The notes carry credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., have limited expected liquidity, complex correlation and tax dynamics, and may face 30% withholding on coupons for certain non-U.S. holders.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to Tractor Supply Company, in $1,000 denominations, for aggregate proceeds of $2,398,377.22 after underwriting fees. The notes pay a contingent coupon of 1.2542% of principal per period (about 15.05% per annum) only when Tractor Supply’s closing value on the relevant valuation date is at or above the coupon barrier value of $18.762, which is 59% of the $31.80 initial share value.

If, on specified potential autocall dates in 2027, the share price is at or above the initial value, the notes are automatically redeemed at $1,000 plus the coupon, ending future income. If not called, maturity on September 1, 2027 returns full principal only if the final share value is at or above the final barrier of $18.762. Below that level, repayment is $1,000 + ($1,000 × underlying return), so investors face losses down to a complete loss if the stock goes to zero.

The securities are unsecured and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., may have limited or no liquidity, and carry complex and uncertain U.S. tax treatment. The per-security issue price is $1,000, while the estimated value on the pricing date is $990.90, reflecting embedded costs and hedging-related profit to affiliates.

Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., is issuing callable fixed rate notes due August 20, 2029 with a stated principal amount of $1,000 per note. The notes pay a fixed interest rate of 5.00% per annum on a 30/360 unadjusted basis, with semi-annual interest payments on February 20 and August 20 of each year, starting February 20, 2027. At maturity, holders receive $1,000 per note plus accrued interest, unless the notes are redeemed earlier.

Beginning February 20, 2027, the issuer may, in whole and not in part, redeem the notes on specified quarterly redemption dates at 100% of principal plus accrued interest. The notes will not be listed on any securities exchange, and Citigroup Global Markets Inc. acts as underwriter and may apply a temporary upward pricing adjustment for about three months after issuance. The net proceeds are for general corporate purposes and related hedging, and the notes are treated as fixed rate debt without original issue discount for U.S. federal income tax purposes.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable unsecured debt securities linked to the VanEck® Semiconductor ETF, maturing August 1, 2029. Each security has a $1,000 stated principal amount and pays no interest or dividends.

The note can be automatically redeemed on scheduled valuation dates from July 28, 2027 through April 27, 2029 if the ETF’s closing value is at or above the initial value of $548.55. In that case, holders receive $1,000 plus a fixed premium ranging from 24.60% on the first call date up to 67.65% near maturity. If not called, at maturity investors receive: $1,000 plus a 73.80% premium if the final value is at or above the initial value; $1,000 if the final value is below the initial value but at or above the final barrier of $411.413 (75% of initial); or $1,000 plus $1,000 times the ETF return if the final value is below the barrier, resulting in 1‑for‑1 downside exposure and potential total loss of principal.

The issue price is $1,000, with estimated value of $953.40 based on CGMI models and an underwriting fee of up to $32 per note. The securities are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. and may have limited or no secondary market liquidity.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing autocallable 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 July 31, 2031, at $1,000 stated principal per security.

The notes pay a 0.7708% monthly contingent coupon (about 9.25% per annum) only if on each valuation date the worst-performing index is at or above its coupon barrier (75% of initial). If on any potential autocall date the worst-performing index is at or above its initial level, the notes are automatically redeemed at $1,000 plus the coupon, ending further payments.

If not called and at maturity the worst-performing index is below its final barrier (70% of initial), investors lose 1% of principal for each 1% decline, down to zero recovery in extreme scenarios, with no final coupon. The initial offering totals $4,049,000, with an estimated value of $950.80 per $1,000, and 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 Autocallable Contingent Coupon Equity Linked Securities due July 31, 2031, linked to the worst performing of the Dow Jones Industrial Average and the S&P 500 Dynamic Participation Index.

The notes pay a 0.625% quarterly contingent coupon (7.50% per annum) only if, on the prior valuation date, the worst-performing index is at or above its coupon barrier of 80.00% of its initial value. Principal is protected only down to a 15.00% buffer; if, at maturity, the worst index is below 85.00% of its initial value, repayment is reduced dollar-for-dollar beyond that buffer and can fall well below the $1,000 principal.

The notes are autocallable quarterly from July 27, 2027: if the worst index is at or above its initial value, investors receive $1,000 plus the coupon, and the note terminates. All payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and liquidity may be limited. The issue price is $1,000.00 per security versus an initial estimated value of $943.20, reflecting selling, hedging costs and internal funding assumptions.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing Autocallable Contingent Coupon Equity Linked Securities due July 31, 2031 linked to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index® and Russell 2000® Index, in an aggregate stated principal amount of $2,858,000 at $1,000 per security.

The notes pay a contingent coupon of 0.725% per month (8.70% per annum) only if the worst-performing index on each valuation date is at or above its 75% coupon barrier, and may be automatically called from July 27, 2027 if that index is at or above 95% of its initial value. If not called and the worst-performing index ends below 70% of its initial value at maturity, principal is reduced one-for-one with the index loss, down to zero. Investors do not receive dividends, have full downside exposure to the worst index, face limited liquidity, and bear the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Autocallable 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 July 31, 2031, with a stated principal of $1,000 per security.

The securities pay a 0.6833% monthly contingent coupon (about 8.20% per year) only if, on each valuation date, the worst performing index is at or above its 75% coupon barrier. They may be automatically called from July 2027 onward if the worst performer is at or above 90% of its initial value, returning $1,000 plus the coupon. If not called and, on the final valuation date, the worst performer is below its 70% final barrier, principal is reduced one‑for‑one with the index loss, potentially to zero. Investors forgo dividends, have no upside participation in the indices and are fully exposed to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The offering size is $418,000, with an underwriting fee of $35 per security and an estimated value of $953.20 on the pricing date.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Medium-Term Senior Notes, Series N as callable contingent coupon equity-linked securities due August 2, 2029. The notes are linked to the worst performer of three ETFs: the SPDR S&P 500 ETF Trust, the Energy Select Sector SPDR ETF and the VanEck Gold Miners ETF.

Investors receive a 2.825% contingent coupon per quarter (11.30% per annum) only if, on each valuation date, the worst performing ETF is at or above 50% of its initial value. Citigroup may redeem the notes early on specified dates at $1,000 plus any coupon. If held to maturity and the worst performer is at or above 50% of its initial value, investors receive $1,000 per note plus any final coupon; otherwise they receive ETF shares (or cash) based on the equity ratio, which may be worth significantly less than $1,000 and no coupon is paid.

The stated principal amount is $1,000 per security, with an issue price of $1,000, an underwriting fee of up to $18.50 and minimum issuer proceeds of $981.50 per security. The issuer expects the estimated value on the pricing date to be at least $906.50, below the issue price. The product carries complex market, sector, correlation, liquidity, credit and tax risks, and is aimed at investors who understand structured notes and can tolerate potential loss of principal.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering fixed rate senior notes due September 3, 2027 under its Medium-Term Senior Notes, Series N program. Each note has a stated principal amount of $1,000 and pays a fixed annual interest rate of 4.30%.

Interest is calculated on a 30/360 unadjusted basis and is payable on February 3, 2027, August 3, 2027 and at maturity. The notes will not be listed on any securities exchange, and Citigroup Global Markets Inc., acting as underwriter and an affiliate of the issuer, will receive an underwriting fee of up to $2.00 per note. Net proceeds will be used for general corporate purposes and related hedging transactions conducted through affiliates.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities tied to the worst performing of the Dow Jones Industrial Average and the S&P 500® Index, issued at $1,000 per security and maturing on August 17, 2029, unless called earlier.

The notes pay a 2.40% quarterly contingent coupon (9.60% per annum) only if, on each valuation date, the worst performing index is at or above its coupon barrier, set at 70.00% of its initial value. Principal repayment at maturity is fully protected only if the worst performing index is at or above its final barrier (also 70.00% of initial); otherwise, repayment is reduced 1% for each 1% decline in that index, down to zero.

The securities are subject to automatic early redemption on specified dates if the worst performing index is at or above its initial value, in which case investors receive $1,000 plus the contingent coupon. The notes carry the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., may have limited or no secondary market, include complex U.S. tax and potential withholding consequences, and have an estimated value on the pricing date expected to be at least $942.50 per security, below the issue price.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked senior notes linked to the worst performing of the Dow Jones Industrial Average and the S&P 500 Index, maturing on August 17, 2029.

Each $1,000 security may pay a contingent coupon of 2.0625% per quarter (8.25% per annum) only if, on the relevant valuation date, the worst performing index is at or above 70% of its initial value. The notes are subject to automatic early redemption on scheduled autocall dates if the worst performer is at or above its initial value, in which case investors receive $1,000 plus the coupon. At maturity, if not called and the worst performer is below its 70% final barrier, principal is reduced 1-for-1 with the index decline, potentially to zero. The issue price is $1,000 per security, with estimated value on the pricing date of at least $942 and an underwriting fee of up to $7.50 per security; all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., offers unsecured, autocallable structured notes linked to the worst performing of the Dow Jones Industrial Average, the Russell 2000 Index and the S&P 500 Index, maturing on August 19, 2031. The notes have a $1,000 stated principal amount, pay no interest, and may be automatically redeemed on scheduled valuation dates if the worst-performing index closes at or above its autocall barrier of 95% of its initial value, paying $1,000 plus a fixed premium that steps up over time.

If not called, at maturity investors receive: $1,000 plus the final premium if the worst index is at or above its 95% barrier; $1,000 if it is below 95% but at or above the final barrier of 75%; or $1,000 plus the index return if it is below 75%, creating 1‑for‑1 downside and potential loss of all principal. The notes do not provide dividends, have limited liquidity, and are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering medium-term senior autocallable notes linked to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index, due August 19, 2031. The notes have a $1,000 stated principal amount per security, pay no interest and may be automatically redeemed on scheduled valuation dates from August 17, 2027 onward if the worst-performing index is at or above its autocall barrier, set at 95.00% of its initial value.

If not called, principal is protected at maturity only if the worst-performing index finishes at or above its final barrier, set at 75.00% of its initial value; below that level, investors lose 1% of principal for each 1% index decline, with no minimum payment. Premiums on early redemption range from 12.30% to 61.50% of principal depending on call date, and the issuer expects the initial estimated value to be at least $935.50 per note, below the issue price, reflecting structuring and hedging costs. All payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the notes are unsecured, unlisted and designed for investors who understand downside market and tax risks and can hold to maturity.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Callable Contingent Coupon Equity Linked Securities due August 9, 2029, linked to the worst performing of the Nasdaq-100 Index®, Russell 2000® Index and State Street® SPDR® S&P® Regional Banking ETF. Each security has a $1,000 stated principal amount.

The notes pay a contingent coupon of 1.0917% per period (about 13.10% per annum) only if, on the relevant valuation date, the worst performing underlying is at or above its coupon barrier, set at 70% of its initial value. Principal is repaid at maturity only if the worst performing underlying is at or above its final barrier, set at 60% of initial value; otherwise, repayment is reduced 1-for-1 with the underlying’s decline and can fall to zero. Citigroup may redeem the notes in whole on specified dates, paying $1,000 plus any due coupon.

The securities are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., may have limited or no secondary market liquidity, and have an estimated value on the pricing date of at least $920 per $1,000 based on CGMI’s models, below the issue price.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities tied to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, each with a $1,000 stated principal amount and maturing on August 3, 2029.

The notes pay a contingent coupon of 0.9083% per period (about 10.90% per annum) only if, on each valuation date, the worst-performing index is at or above 70% of its initial value. Early redemption can occur on multiple potential autocall dates if the worst-performing index is at or above its initial value, returning $1,000 plus the coupon but cutting off future coupons.

At maturity, if not called, principal is fully repaid only if the worst-performing index is at or above 60% of its initial value; otherwise repayment is reduced 1-for-1 with the index loss, down to zero. The estimated value on the pricing date is expected to be at least $934.50 per $1,000, below the issue price, reflecting selling, structuring and hedging costs, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., as well as limited liquidity and complex U.S. tax treatment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable medium-term senior notes linked to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index® and Russell 2000® Index, each in $1,000 denominations. The notes pay no interest and do not offer full principal protection. On observation dates from August 17, 2027 through August 14, 2030, if the worst performing index is at or above its initial level, the notes auto-redeem at $1,000 plus a fixed premium that steps up from 16.40% to 65.60% of principal.

If not called, at maturity in August 2030 investors receive $1,000 plus a 65.60% 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 $1,000 reduced 1-for-1 with the index loss if it finishes below 70.00% of its initial level, which can result in a total loss. The estimated value on the pricing date is expected to be at least $937 per $1,000 note. Returns depend on index performance and on the creditworthiness of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and secondary market liquidity may be limited.