Citigroup (NYSE: C) director Cole withholds 12,136 shares to cover taxes

Rhea-AI Filing Summary

Citigroup Inc. director Titilope Cole reported a tax-related share withholding on common stock. On 01/20/2026, 12,136.12 shares of Citigroup common stock were withheld at a price of $118.04 per share to satisfy tax withholding obligations tied to the vesting of previously awarded stock, rather than sold in an open-market transaction. After this withholding, Cole directly beneficially owned 60,111.3061 shares of Citigroup common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider COLE TITILOPE

Role Director

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	12,136.12	$118.04	$1.43M

Holdings After Transaction: Common Stock — 60,111.306 shares (Direct)

Footnotes (1)

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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
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^*

COLE TITILOPE

(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)

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

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		12,136.12(1)	D	$118.04	60,111.3061	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.

	Titilope Cole 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.
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) director Titilope Cole report?

Titilope Cole reported a Form 4 transaction in which 12,136.12 shares of Citigroup common stock were withheld on 01/20/2026 to cover tax obligations from vesting stock awards.

Was Titilope Coles Citigroup (C) Form 4 transaction an open-market sale?

No. The footnote explains that the shares were withheld to satisfy tax withholding obligations related to the vesting of previously awarded stock, not sold in the open market.

How many Citigroup (C) shares does Titilope Cole own after this Form 4 transaction?

Following the tax-related share withholding, Titilope Cole directly beneficially owned 60,111.3061 shares of Citigroup common stock.

What was the price used for the tax withholding shares in Titilope Coles Citigroup (C) filing?

The 12,136.12 Citigroup common shares withheld for taxes were valued at $118.04 per share in the reported transaction.

What role does Titilope Cole hold at Citigroup (C) according to the Form 4?

The Form 4 identifies Titilope Cole as a director of Citigroup Inc., with the filing made for one reporting person.

Does Titilope Coles Citigroup (C) Form 4 involve any derivative securities?

No. The provided tables show a single non-derivative transaction in Citigroup common stock and no reported derivative securities activity.