Citigroup director awarded additional common shares

CITIGROUP INC director Grace E. Dailey reported a routine compensation-related share acquisition.

Rhea-AI Filing Summary

CITIGROUP INC director Grace E. Dailey reported a routine compensation-related share acquisition. On July 1, 2026, she received 5.3429 shares of Common Stock as a reinvestment of dividend equivalents under the issuer's Compensation Plan for Non-Employee Directors.

Following this grant, Dailey directly holds 17,730.0179 shares of Citigroup common stock. This is reported as a grant, award, or other acquisition rather than an open-market purchase or sale, indicating a small, automatic increase in her equity-based compensation position.

Insider Trade Summary

Grant/Award: 5.3429 shares

Grant/Award 1 txn

Insider Dailey Grace E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	5.3429	$142.556	$761.66

Holdings After Transaction: Common Stock — 17,730.0179 shares (Direct)

Footnotes (1)

1. F1. Reinvestment of dividend equivalents under the Issuer's Compensation Plan for Non-Employee Directors.

Key Figures

Shares acquired: 5.3429 shares Price per share reference: $142.5560 per share Total holdings after transaction: 17,730.0179 shares +1 more

4 metrics

Shares acquired 5.3429 shares Grant, award, or other acquisition on July 1, 2026

Price per share reference $142.5560 per share Transaction price per Citigroup common share

Total holdings after transaction 17,730.0179 shares Direct Citigroup common stock held after the grant

Acquisition transactions count 1 transaction Single grant, award, or other acquisition reported

Key Terms

dividend equivalents, Compensation Plan for Non-Employee Directors, Grant, award, or other acquisition

3 terms

dividend equivalents financial

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

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Compensation Plan for Non-Employee Directors financial

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

Grant, award, or other acquisition financial

"transaction code description is "Grant, award, or other acquisition" for this entry."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Citigroup (C) director Grace Dailey report?

Citigroup director Grace E. Dailey reported a small share acquisition. She received 5.3429 shares of common stock through reinvested dividend equivalents under Citigroup’s Compensation Plan for Non-Employee Directors, increasing her direct holdings as part of routine board compensation.

Was Grace Dailey’s Citigroup (C) transaction an open-market buy or sale?

The transaction was not an open-market trade. It is coded as a grant, award, or other acquisition, reflecting automatic reinvestment of dividend equivalents under a director compensation plan rather than a discretionary stock purchase or sale in the market.

How many Citigroup (C) shares does Grace Dailey hold after this Form 4?

After this transaction, Grace E. Dailey directly holds 17,730.0179 Citigroup common shares. This total includes the 5.3429 shares she received through dividend-equivalent reinvestment under the Compensation Plan for Non-Employee Directors reported in the Form 4 filing.

What does ‘reinvestment of dividend equivalents’ mean for Citigroup (C) directors?

Reinvestment of dividend equivalents means cash amounts linked to dividends are converted into additional shares. For Citigroup non-employee directors, these equivalents under the compensation plan are automatically reinvested into common stock, modestly increasing their equity holdings over time without open-market trading.

How is Grace Dailey’s Citigroup (C) Form 4 transaction classified?

The transaction is classified with code A, described as a grant, award, or other acquisition. Citigroup’s filing notes it represents reinvestment of dividend equivalents under the Compensation Plan for Non-Employee Directors, so it is a routine compensation-related share accrual rather than a market purchase.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/02/2026 - 01:02 PM EDT 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^*

Dailey Grace E

(Last) (First) (Middle)

CITIGROUP INC.

388 GREENWICH STREET

(Street)

NEW YORK NEW YORK 10013

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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

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

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

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	07/01/2026		A		5.3429(1)	A	$142.556	17,730.0179	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. Reinvestment of dividend equivalents under the Issuer's Compensation Plan for Non-Employee Directors.

	Grace E. Dailey by Joseph B. Wollard, Attorney-in-Fact	07/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)