[Form 4] CITIGROUP INC Insider Trading Activity

Rhea-AI Filing Summary

Casper von Koskull, a director of Citigroup Inc. (C), reported two share acquisitions on 10/01/2025 recorded on a Form 4 filed 10/03/2025. The transactions reflect the reinvestment of dividend equivalents and the receipt of deferred shares under the issuer's non-employee director compensation plan. He acquired 12.5934 shares directly and 17.9795 shares indirectly for a combined 30.5729 shares at a price of $102.368 per share. After these entries, his beneficial ownership is reported as 8,023.3583 shares directly and 3,085.5229 shares indirectly. The Form 4 was signed by an attorney-in-fact on behalf of Mr. von Koskull.

Positive

• Director acquisition of 30.5729 shares via compensation plan shows alignment with equity ownership
• Beneficial ownership updated to 8,023.3583 direct and 3,085.5229 indirect shares, improving transparency

Negative

• None.

Insights

Corporate Governance Expert

Director received compensation shares via dividend reinvestment and deferral.

The Form 4 shows 12.5934 shares acquired directly and 17.9795 shares acquired indirectly on 10/01/2025, tied to the issuer's non-employee director compensation plan. This is a routine compensation-related filing rather than a market-driven open-market purchase.

Because the shares arise from the company's compensation mechanics—dividend equivalents and deferred share awards—the transactions document earned director pay being converted into stock and update reported beneficial ownership to 8,023.3583 direct and 3,085.5229 indirect shares.

Insider Reporting Specialist

Form 4 complies with Section 16 reporting for compensation-based share acquisitions.

The entry uses code V indicating reinvestment of dividend equivalents under the company's plan and cites deferred-share holdings for indirect ownership. The per-share price is recorded as $102.368, and the form was executed by an attorney-in-fact on 10/03/2025.

This filing updates the public record of beneficial ownership; no derivative transactions, sales, or other compensatory irregularities are disclosed.

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).

1. Name and Address of Reporting Person^*

von Koskull Casper Wilhelm

(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)
10/01/2025

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	10/01/2025		A		12.5934(1)	A	$102.368	8,023.3583	D
Common Stock	10/01/2025		A		17.9795(1)	A	$102.368	3,085.5229(2)	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. Reinvestment of dividend equivalents under the Issuer's Compensation Plan for Non-Employee Directors.

2. 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.

	Casper von Koskull by Joseph B. Wollard, Attorney-in-Fact	10/03/2025
	** 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 transactions did Citigroup director Casper von Koskull report on Form 4 (C)?

He reported two acquisitions on 10/01/2025: 12.5934 shares acquired directly and 17.9795 shares acquired indirectly, both at $102.368 per share.

Why were the shares acquired according to the Form 4 for Citigroup (C)?

The Form 4 explains the shares came from reinvestment of dividend equivalents and deferred shares under the issuer's compensation plan for non-employee directors.

What is Casper von Koskull's reported total beneficial ownership after these transactions?

The filing shows 8,023.3583 shares held directly and 3,085.5229 shares held indirectly following the reported transactions.

When was the Form 4 signed and by whom for Citigroup (C)?

The Form 4 was signed on behalf of Casper von Koskull by attorney-in-fact Joseph B. Wollard on 10/03/2025.

Does the Form 4 show any sales or derivative transactions for the director?

No. The Form 4 discloses only acquisitions tied to the compensation plan; there are no reported sales or derivative transactions.