Citigroup Inc. filings document the regulatory record of a global financial institution with common stock, preferred stock, medium-term senior notes and other registered securities. Form 8-K reports cover quarterly and annual results, financial data supplements, Regulation FD materials, registered-security schedules and exhibits tied to debt and preferred stock instruments.
The company’s SEC record also includes proxy disclosures on board governance, shareholder voting matters and executive compensation. Other filings document amendments to the certificate of incorporation through preferred stock designations, underwriting agreements, supplemental indentures and segment-reporting changes affecting Wealth, U.S. Personal Banking, Services, Markets and Banking.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Single Observation Equity Linked Securities linked to Constellation Energy Corporation with a stated principal amount of $1,000 per security, maturing on October 22, 2026.
The securities pay monthly coupons at an annualized rate of at least 17.60% (about 1.4667% per month), but repayment of principal is conditional. If on the October 19, 2026 valuation date Constellation’s share price is at or above the final barrier value of $188.828 (75% of the initial value of $251.77), investors receive $1,000 plus the final coupon. If it is below the barrier, investors receive a fixed number of shares (equity ratio 3.97188) or, at the issuer’s option, equivalent cash, which may be worth substantially less than $1,000 and could be zero, aside from the final coupon.
The issue price is $1,000 with an underwriting fee of up to $5.00 per security and minimum issuer proceeds of $995.00. Citigroup estimates the initial value at at least $937.50 per security, below the issue price, reflecting structuring, hedging costs and internal funding rates. The notes are unsecured and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., may have limited or no secondary market, and involve complex risks and uncertain U.S. tax treatment, including potential issues under Section 871(m) for non-U.S. holders.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., offers bearish autocallable notes linked to the S&P 500® Index with a stated principal of $1,000 per note, pricing on July 21, 2026 and maturing on January 26, 2028 unless redeemed earlier.
The notes automatically redeem during specified autocall periods if the index closing value is less than or equal to 80.00% of the initial level, paying $1,000 plus a time-based premium that can reach $180 (total $1,180) on the last potential autocall date. If not redeemed and the final index level is below the initial, payment at maturity equals $1,000 plus $1,000 × the absolute value of the index return; if the index ends at or above its initial level, only the $1,000 principal is returned.
The notes pay no dividends, are not listed on any exchange, and their return is likely capped near 20.00% at maturity because of the autocall feature. They are unsecured debt subject to issuer and guarantor credit risk and are expected to be treated as contingent payment debt instruments for U.S. federal income tax purposes, requiring accrual of interest income based on a comparable yield.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing Autocallable Securities due July 22, 2036, linked to the S&P 500 Futures 35% Edge Volatility 6% Decrement Index (USD) ER. Each security has a $1,000 stated principal amount, no interest and no principal guarantee.
The notes may be automatically redeemed on any of 39 valuation dates from July 14, 2027 through July 17, 2036 if the index closing value is at or above the initial value of 555.3365, paying $1,000 plus a fixed premium that steps up to 237.50% of principal on the final valuation date. If not called, at maturity holders receive (i) $1,000 plus the final premium if the index is at or above the initial value, (ii) $1,000 if the index is below the initial value but at or above the 50% barrier of 277.668, or (iii) $1,000 plus 1-to-1 downside exposure to the index return if the final value is below the barrier, with losses up to 100% of principal.
The underlying index is described as highly risky, using volatility targeting with leverage up to 500% and a 6% per annum decrement, and is expected to underperform the S&P 500 Index. The issue price is $1,000 per note, including a $50 underwriting fee; the estimated value on the pricing date is $908.80, reflecting sales, structuring and hedging costs. Payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the issuer warns of limited or no secondary market and complex, uncertain U.S. tax treatment.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-denomination autocallable contingent coupon equity-linked securities tied to the Nasdaq-100 Futures 35% Edge Volatility 6% Decrement™ Index ER, maturing July 22, 2036. The notes pay a contingent coupon of 1.2042% of face value per month (about 14.45% per year) only if, on the relevant valuation date, the index closes at or above the coupon barrier of 1,089.307, which is 60% of the initial level of 1,815.511.
If on any trading day from July 19, 2027 to just before the final valuation date the index closes at or above its initial level, the notes are automatically redeemed for $1,000 per security (plus any due coupon if that day is also a valuation date), limiting upside by ending future coupon periods. If held to maturity and not earlier called, investors receive $1,000 per note if the final index level is at or above the final barrier of 907.756 (50% of the initial level); if it is below that barrier, repayment is reduced linearly with the index return and can fall to zero, with no final coupon.
The underlying index is a Citigroup-affiliated, volatility-targeted, leveraged futures-based strategy with a 35% volatility target and a 6% per annum decrement, features that can cause it to underperform the Nasdaq-100 Index®. The estimated value at pricing is $881.80 per note versus the $1,000 issue price, reflecting structuring and hedging costs. The notes involve complex index methodology, issuer and guarantor credit risk, potential early redemption at fair value upon certain Cboe volatility index methodology changes, and significant U.S. tax and withholding uncertainty, including possible 30% withholding on coupons for some non-U.S. investors.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing Autocallable Contingent Coupon Equity Linked Securities maturing July 24, 2031. These unsecured senior notes have a $1,000 stated principal and are linked to the worst performing of the Nasdaq‑100 Index®, the Russell 2000® Index and the S&P 500® Index.
Investors may receive contingent coupons of 0.6667% per period (about 8.00% per annum), but only if on each valuation date the worst performing index is at or above 70.00% of its initial value. Beginning July 20, 2027, on specified potential autocall dates the notes are automatically redeemed at $1,000 plus coupon if the worst performer is at or above its initial level, which can cut off future coupons.
If the notes are not called and on the final valuation date the worst performer is at or above 70.00% of its initial value, investors receive full principal back (plus any final coupon). If it is below 70.00%, repayment is $1,000 plus the index return of the worst performer, exposing holders to a loss of up to 100% of principal with no minimum repayment. The estimated value on the pricing date is expected to be at least $901.00 per note, below the $1,000 issue price, reflecting dealer costs, hedging and internal funding. The notes carry the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. and may have limited or no secondary market liquidity.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering medium-term senior Callable Contingent Coupon Equity Linked Securities due July 26, 2029, linked to the worst performing of the Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® S&P® Regional Banking ETF.
Each $1,000 security may pay a 0.825% contingent coupon per period (equivalent to 9.90% per annum) only if, on the relevant valuation date, the worst performing underlying is at or above its coupon barrier, set at 60.00% of its initial value. If the securities are not called and, on the final valuation date, the worst performing underlying is below its 60.00% final barrier, principal is reduced 1:1 with that underlying’s loss, potentially to zero.
The issuer may redeem the notes early on specified dates at $1,000 plus any due coupon. The issue price is $1,000, including up to a $28.00 underwriting fee, with at least $972.00 per security to the issuer and an estimated value of at least $903.00, reflecting selling, structuring and hedging costs. The securities are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and may have limited or no secondary market liquidity.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable barrier securities, issued as Medium-Term Senior Notes, Series N, each with a $1,000 stated principal amount and maturing on July 26, 2029 unless redeemed earlier. The notes are linked to the worst performer of the Dow Jones Industrial Average, the Nasdaq-100 Index® and the Russell 2000® Index.
The notes pay no interest and do not guarantee return of principal. On July 21, 2027, if the worst-performing index is at or above its initial value, the notes are automatically redeemed for $1,150 per $1,000 security (15% premium). If not redeemed, at maturity investors receive: (i) $1,000 plus upside if the worst-performing index is above its initial value, with an 189.00% upside participation rate; (ii) $1,000 if the worst-performing index is at or below its initial value but at or above 60.00% of that value; or (iii) 1-for-1 downside loss if it finishes below 60.00%, down to a possible zero repayment.
The issue price is $1,000, including up to $29.50 in underwriting fees, for minimum issuer proceeds of $970.50 per note. Citigroup expects the estimated value on the pricing date to be at least $912.50, below the issue price, reflecting selling, structuring and hedging costs. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and secondary market liquidity may be limited.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering medium-term senior notes in the form of callable contingent coupon equity-linked securities tied to the worst performing of the Nasdaq-100 Index, Russell 2000 Index and S&P 500 Index, maturing January 27, 2028.
Each security has a $1,000 stated principal amount and pays a contingent coupon of 1.0333% per period (about 12.40% per annum) only if, on the relevant valuation date, the worst performing index is at or above 70.00% of its initial value. Principal is fully repaid at maturity only if the worst performing index on the final valuation date is at or above its 70.00% final barrier; otherwise repayment is reduced one-for-one with the index decline and can fall to zero.
The issuer may call the notes in whole on specified dates, paying $1,000 plus any due coupon. The estimated value on the pricing date is expected to be at least $936.50 per security, below the issue price, reflecting structuring, hedging costs and internal funding. Investors face Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk, limited liquidity, complex tax treatment and potential 30% withholding on coupons for non-U.S. holders.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing floating rate notes due July 20, 2066 with a stated principal amount of $1,000 per note. The notes pay quarterly interest at daily compounded SOFR plus 0.10%, subject to a minimum interest rate of 0.00% per annum, using an Actual/360 day-count convention.
Interest is payable on the 20th of January, April, July and October, starting October 20, 2026, and full principal is due at maturity. Investors may request annual early repurchase on or after July 20, 2029 for at least $10,000 in principal, receiving per $1,000 note $970 from 2029–2030, $980 from 2031–2033, $990 from 2034–2036 and $1,000 from 2037 to 2037–2065 repurchase dates, plus accrued interest.
The notes will not be listed on any securities exchange and may have limited liquidity. CGMI acts as underwriter, earning an underwriting fee of up to $10 per note; net proceeds are for general corporate purposes and hedging activities. The notes are treated as variable rate debt instruments for U.S. federal income tax purposes and are intended to qualify as “qualified replacement property,” although that status is not assured.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $16,419,170 of Trigger Autocallable GEARS linked to the MSCI Emerging Markets Index, maturing July 18, 2029. Each unsecured note has a $10 stated principal amount and offers an automatic call on July 22, 2027 if the index is at or above the autocall barrier of 100% of the initial level of 1,688.23. If called, investors receive $10 plus an 18.00% call return ($11.80 total) and no further payments.
If not called, maturity payoff depends on index performance. For a positive index return, investors receive $10 plus leveraged upside at a gearing of 2.11. If the index return is zero or negative but the final level is at or above the downside threshold of 75% of the initial level (1,266.17), principal is repaid. If the final level falls below the threshold, investors are fully exposed to losses on a 1-to-1 basis and can lose up to 100% of principal. Investors forgo dividends on the index constituents, face limited or no secondary liquidity, and are exposed to the credit risk of both the issuer and Citigroup Inc.; any default could result in loss of the entire investment.