Citigroup (NYSE: C) director discloses deferred stock and dividend awards

Rhea-AI Filing Summary

Citigroup Inc. director Renee James reported several equity compensation transactions dated 01/02/2026. The filing shows an award of 1,262.605 deferred shares of common stock under Citigroup’s Compensation Plan for Non-Employee Directors at a stated price of $0. It also records the reinvestment of dividend equivalents into an additional 10.915 and 145.289 shares of common stock at a price of $118.802 per share.

Following these transactions, James is shown as directly owning 3,423.806 shares of Citigroup common stock. The filing also reports an indirect holding of 31,085.1071 deferred shares of common stock held by Citigroup for her benefit under the same non-employee director compensation plan.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider James Renee Jo

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,262.605	$0.00	--
Grant/Award	Common Stock	10.915	$118.802	$1K
Grant/Award	Common Stock	145.289	$118.802	$17K

Holdings After Transaction: Common Stock — 3,423.806 shares (Direct); Common Stock — 31,085.107 shares (Indirect, See Footnote)

Footnotes (1)

1. Deferred shares awarded under the Issuer's Compensation Plan for Non-Employee Directors. Reinvestment of dividend equivalents under the Issuer's Compensation Plan for Non-Employee Directors. Reflects 2,172.1160 shares of deferred common stock which vested on 1/2/2026 and were transferred to the Reporting Person's deferred compensation account in accordance with the terms of the Issuer's Compensation Plan for Non-Employee Directors. Represents deferred shares of common stock held by the Issuer for the benefit of the Reporting Person pursuant to the Issuer's Compensation Plan for Non-Employee Directors.

Form 4 Insider Transactions: What Each Field Means →

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
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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^*

James Renee Jo

(Last) (First) (Middle)

CITIGROUP INC., CORPORATE LAW DEPARTMENT

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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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	01/02/2026		A		1,262.605(1)	A	$0	3,423.806	D
Common Stock	01/02/2026		A		10.915(2)	A	$118.802	1,262.605(3)	D
Common Stock	01/02/2026		A		145.289(2)	A	$118.802	31,085.1071(3)(4)	I	See Footnote

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. Deferred shares awarded under the Issuer's Compensation Plan for Non-Employee Directors.

2. Reinvestment of dividend equivalents under the Issuer's Compensation Plan for Non-Employee Directors.

3. Reflects 2,172.1160 shares of deferred common stock which vested on 1/2/2026 and were transferred to the Reporting Person's deferred compensation account in accordance with the terms of the Issuer's Compensation Plan for Non-Employee Directors.

4. Represents deferred shares of common stock held by the Issuer for the benefit of the Reporting Person pursuant to the Issuer's Compensation Plan for Non-Employee Directors.

	Renee James by Joseph B. Wollard, Attorney-in-Fact	01/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did Citigroup (C) report for Renee James?

The filing reports that director Renee James acquired Citigroup common stock and deferred shares on 01/02/2026, including deferred stock awards and dividend equivalent reinvestments under the Compensation Plan for Non-Employee Directors.

How many Citigroup (C) deferred shares were awarded to Renee James?

Renee James received an award of 1,262.605 deferred shares of Citigroup common stock, described as deferred shares awarded under the Compensation Plan for Non-Employee Directors.

What dividend equivalent reinvestments were reported for Citigroup (C) director Renee James?

The report shows reinvestment of dividend equivalents into 10.915 and 145.289 Citigroup common shares at a price of $118.802 per share, under the Compensation Plan for Non-Employee Directors.

What are Renee James’s direct Citigroup (C) share holdings after these transactions?

After the reported transactions, Renee James is shown as directly owning 3,423.806 shares of Citigroup common stock.

What indirect Citigroup (C) holdings does Renee James have through deferred shares?

The filing reports an indirect holding of 31,085.1071 deferred shares of Citigroup common stock, held by Citigroup for her benefit pursuant to the Compensation Plan for Non-Employee Directors.

What role does Renee James hold at Citigroup (C)?

Renee James is identified in the filing as a director of Citigroup Inc. and participates in the company’s Compensation Plan for Non-Employee Directors.