Citigroup (C) legal chief has 18,145 shares withheld for tax on vesting

Rhea-AI Filing Summary

Citigroup Inc. Chief Legal Officer reports tax-related share withholding

Citigroup Inc.'s Chief Legal Officer and Corporate Secretary, Brent McIntosh, reported a Form 4 transaction involving company common stock on 01/20/2026. A total of 18,145.3 shares of Citigroup common stock were withheld at a price of $118.04 per share to cover tax withholding obligations tied to the vesting of previously awarded stock, rather than an open-market sale. After this withholding, McIntosh directly beneficially owned 95,693.88 shares of Citigroup common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McIntosh Brent

(Last) (First) (Middle)

CITIGROUP INC.

388 GREENWICH STREET

(Street)

NEW YORK NY 10013

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CITIGROUP INC [ C ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Off. & Corp. Sec'y

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/20/2026		F		18,145.3(1)	D	$118.04	95,693.88	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of previously awarded stock.

	Brent McIntosh by Joseph B. Wollard, Attorney-in-Fact	01/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Citigroup (C) report for Brent McIntosh on 01/20/2026?

Brent McIntosh, Citigroup Inc.'s Chief Legal Officer and Corporate Secretary, reported the withholding of 18,145.3 shares of common stock on 01/20/2026 to satisfy tax withholding obligations related to vesting of previously awarded stock.

Was the Citigroup (C) insider transaction an open-market sale?

No. The filing states the 18,145.3 shares of Citigroup common stock were withheld to cover tax withholding obligations in connection with the vesting of previously awarded stock, rather than sold in an open-market transaction.

How many Citigroup (C) shares does Brent McIntosh own after the reported transaction?

Following the tax withholding transaction, Brent McIntosh directly beneficially owned 95,693.88 shares of Citigroup Inc. common stock, as reported in the Form 4.

What does transaction code "F" mean in the Citigroup (C) Form 4 filing?

In this Form 4, transaction code "F" indicates the withholding of shares of Citigroup common stock to satisfy tax obligations upon the vesting of previously granted equity awards.

What role does Brent McIntosh hold at Citigroup (C) in this Form 4?

In the filing, Brent McIntosh is identified as an officer of Citigroup Inc., serving as Chief Legal Officer and Corporate Secretary.

Is the reported Citigroup (C) insider position held directly or indirectly?

The Form 4 shows the reported Citigroup Inc. common stock holding of 95,693.88 shares as held with direct (D) ownership by Brent McIntosh.