Form 4: Skyler Edward reports acquisition/exercise transactions in C

Rhea-AI Filing Summary

Skyler Edward reported acquisition or exercise transactions in a Form 4 filing for C. The filing lists transactions totaling 18,711 shares. Following the reported transactions, holdings were 207,022 shares.

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

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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^*

Skyler Edward

(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)
	Hd of Ent Svc & Public Affairs

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		18,710.74(1)	A	$0	207,022	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. Award of deferred stock pursuant to the Issuer's 2019 Stock Incentive Plan. This award vests in four equal annual installments beginning on January 20, 2027; none of the award is eligible for immediate sale.

	Edward Skyler by Joseph B. Wollard, Attorney-in-Fact	02/13/2026
	** 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 Edward Skyler?

Citigroup reported that executive Edward Skyler acquired 18,710.74 shares of common stock as a deferred stock award. The grant was made on February 11, 2026, under the company’s 2019 Stock Incentive Plan and carried a price of $0 per share.

How many Citigroup (C) shares did Edward Skyler receive and at what price?

Edward Skyler received 18,710.74 shares of Citigroup common stock at a price of $0 per share. This was a deferred stock award granted under Citigroup’s 2019 Stock Incentive Plan, rather than an open-market purchase, and therefore involved no cash outlay by Skyler.

What is the vesting schedule for Edward Skyler’s Citigroup (C) deferred stock award?

The deferred stock award to Edward Skyler vests in four equal annual installments beginning on January 20, 2027. This means portions of the 18,710.74 shares become earned each year over four years, and none of the award is available for immediate sale at grant.

How many Citigroup (C) shares does Edward Skyler own after this award?

After the reported transaction, Edward Skyler beneficially owns 207,022 shares of Citigroup common stock directly. This total reflects the addition of the 18,710.74-share deferred stock award, which is subject to a multi-year vesting schedule starting in January 2027.

Was Edward Skyler’s Citigroup (C) stock award an open-market purchase or a grant?

Edward Skyler’s transaction was a grant of deferred stock, not an open-market purchase. The Form 4 shows transaction code “A” for acquisition and a $0 price per share, indicating an award under Citigroup’s 2019 Stock Incentive Plan rather than a cash purchase.

Can Edward Skyler immediately sell the Citigroup (C) shares from this award?

None of the shares from this deferred stock award are eligible for immediate sale. According to the disclosure, the award vests in four equal annual installments beginning January 20, 2027, so saleability depends on vesting and any applicable trading or company restrictions.