Citigroup exec withholds shares to cover tax

Citigroup Inc. executive Timothy Ryan, Head of Tech. & Business Enablement, reported a tax-related share withholding on company stock.

Rhea-AI Filing Summary

Citigroup Inc. executive Timothy Ryan, Head of Tech. & Business Enablement, reported a tax-related share withholding on company stock. On January 20, 2026, 3,389.12 shares of Citigroup common stock were withheld at $118.04 per share to satisfy tax withholding obligations tied to the vesting of previously awarded stock. After this transaction, Ryan beneficially owned 29,767.38 shares of Citigroup common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 3,389.12 shares

Exercise Price or Tax Liability 1 txn

Insider RYAN TIMOTHY

Role Hd. of Tech. & Bus. Enablement

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	3,389.12	$118.04	$400K

Holdings After Transaction: Common Stock — 29,767.38 shares (Direct)

Footnotes (1)

1. F1. Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of previously awarded stock.

FAQ

What insider transaction did Citigroup (C) report for Timothy Ryan?

Citigroup (C) reported that Timothy Ryan, Head of Tech. & Business Enablement, had 3,389.12 shares of common stock withheld on January 20, 2026 to cover tax obligations from vesting equity.

Was the Citigroup (C) insider transaction a market sale?

No. The filing states the transaction was a withholding of shares of common stock to satisfy tax withholding obligations related to the vesting of previously awarded stock, rather than an open-market sale.

How many Citigroup (C) shares does Timothy Ryan own after this transaction?

Following the tax-related share withholding, Timothy Ryan beneficially owned 29,767.38 shares of Citigroup common stock, held in direct ownership form.

What was the price used for the Citigroup (C) share withholding?

The withheld Citigroup common stock was valued at $118.04 per share for the 3,389.12 shares used to satisfy the tax withholding obligation.

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

Transaction code "F" in this Form 4 indicates a payment of tax liability by withholding securities incident to the vesting of previously awarded stock, as described in the filing’s footnote.

What is Timothy Ryan’s role at Citigroup (C) mentioned in the filing?

The Form 4 identifies Timothy Ryan as an officer of Citigroup with the title Head of Tech. & Business Enablement, and not as a director or 10% owner.

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Accepted by SEC EDGAR 01/20/2026 - 05:10 PM Learn about SEC filing dates

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^*

RYAN TIMOTHY

(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 Tech. & Bus. Enablement

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		3,389.12(1)	D	$118.04	29,767.38	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.

	Timothy Ryan 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.
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