Citigroup Inc SEC Filings

Citigroup Global Markets Holdings Inc. priced an offering of Autocallable Contingent Coupon Equity Linked Securities linked to Amazon.com, Inc. with a stated principal of $1,000 per security. The securities mature on June 10, 2027, are guaranteed by Citigroup Inc., and pay a contingent coupon of 0.7542% per payment (≈9.05% per annum) only when the underlying closing value on scheduled valuation dates meets or exceeds the coupon barrier of $191.485 (70% of the initial underlying value). The initial underlying value was $273.55; the final barrier is $177.808 (65%). If not autocalled, repayment at maturity depends on the final underlying value: holders receive $1,000 if the final underlying value ≥ final barrier, or an equity delivery (equity ratio 3.65564) or cash in the issuer’s discretion if below, which could result in a significant loss, possibly total loss.

The issuer, Citigroup Global Markets Holdings Inc. (guaranteed by Citigroup Inc.), is offering callable contingent coupon equity‑linked securities due November 10, 2027. Each security has a $1,000 stated principal amount and pays a contingent coupon of 1.0333% per period (approximately 12.40% annualized) only when the worst performing of the three underlyings is at or above its coupon barrier on a valuation date. The securities reference the Dow Jones Industrial, Nasdaq‑100 and Russell 2000; each underlying’s coupon and final barrier equals 70.00% of its initial value. If not called, maturity pay‑outs depend solely on the worst performing underlying on the final valuation date: repayment of $1,000 if at/above the final barrier, or $1,000×(1 + underlying return) if below (potentially resulting in a total loss). The issuer may call the securities on specified contingent coupon dates. Purchasers bear market, correlation, liquidity and issuer/guarantor credit risk.

Citigroup Global Markets Holdings Inc. priced an offering of Autocallable Contingent Coupon Equity Linked Securities due May 10, 2029, linked to the worst performing of the Nasdaq-100®, Russell 2000® and S&P 500® indices. Each security has a $1,000 stated principal amount and pays a contingent coupon of 2.75% per period (11.00% annualized) only if the worst performing underlying on a valuation date is at or above its 75.00% coupon barrier. The securities may be automatically called on specified autocall dates if the worst performing underlying is at or above its initial value, and, if not called, maturity payment depends solely on the final performance of the worst performing underlying against its 75.00% final barrier. Issue price was $1,000 per security; estimated value on pricing date was $970.20 per security. The offering totals $2,510,000 in issue price with proceeds to issuer of $2,459,800 after underwriting fees.

Citigroup Global Markets Holdings Inc. priced a callable contingent coupon equity-linked note due April 10, 2028 issued at $1,000 per security and fully guaranteed by Citigroup Inc. The securities pay a contingent coupon of 0.8008% per payment (approximately 9.61% per annum if all coupons are paid) when the worst performing underlying at each valuation date is at or above a 70% coupon barrier.

Payments and principal at maturity depend solely on the worst performing of the Nasdaq-100, Russell 2000 and S&P 500 measured on specified valuation dates; if that worst performing underlying finishes below its 70% final barrier on the final valuation date, holders suffer proportional losses to principal. The issuer may call the securities on many potential redemption dates; all payments are subject to Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk.

Citigroup Global Markets Holdings Inc. priced callable fixed-rate medium-term senior notes guaranteed by Citigroup Inc. The notes have a stated principal of $1,000 per note, an interest rate of 4.00% per annum, an original issue date of May 22, 2026 and mature on November 22, 2027.

The notes are callable on the 22nd day of February, May, August and November beginning November 22, 2026, with redemption at 100% of principal plus accrued interest. Issue price is $1,000 per note (with eligible institutional or fee‑based advisory account pricing between $995 and $1,000). Proceeds will be used for general corporate purposes and hedging; an affiliate may hedge and profit from those activities. A temporary upward adjustment to secondary market indications will apply for approximately three months post‑issuance.

Citigroup Global Markets Holdings Inc. is offering contingent income callable securities due May 18, 2028 (expected) linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500 indices. Each security has a $1,000 stated principal amount and an expected pricing date of May 15, 2026. Holders may receive a quarterly contingent coupon of $23.75 (2.375% per quarter, 9.50% per annum) only if no coupon barrier event occurs during an observation period. If not called, payment at maturity depends on the final level of the worst performing index: if that index is at or above a downside threshold (65% of its initial level) you receive $1,000; if below, you receive $1,000 plus the index return of the worst performing index and may lose a substantial portion or all of principal. The securities are fully guaranteed by Citigroup Inc. and carry underwriting fees and structuring fees disclosed in the pricing supplement.

Citigroup Global Markets Holdings Inc. is offering autocal lable contingent coupon equity-linked securities due May 12, 2028, guaranteed by Citigroup Inc. Each security has a $1,000 stated principal amount and may pay contingent coupons of 2.50% per valuation date (equivalent to 10.00% per annum) if the worst performing underlying meets its coupon barrier on the applicable valuation date. Payments and automatic early redemption depend solely on the performance of the worst performing of QQQ, IWM, and SPY on scheduled valuation/autocall dates. At maturity, if the worst performing underlying is below its final barrier, holders may receive a fixed number of underlying shares (or cash in CGMI’s discretion) worth significantly less than the stated principal. The securities are unsecured, subject to Citigroup credit risk and may have limited liquidity.

Citigroup Global Markets Holdings Inc. is offering Dual Directional Trigger PLUS medium-term senior notes linked to the common stock of Western Digital Corporation (WDC) with an expected ~12-month term. Each security has a $1,000 stated principal amount and offers a 400.00% upside leverage factor subject to a $690.00 maximum upside return (69.00% of principal). The securities pay at maturity depending on the final share price versus an initial share price and a trigger set at 70.00% of the initial share price: enhanced leveraged upside if shares appreciate (capped at the maximum), a 1-to-1 positive return equal to the absolute depreciation if shares fall but remain at or above the trigger, and full 1-to-1 downside exposure below the trigger (investors may lose up to their entire investment). Payments are obligations of Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., and are subject to issuer credit risk and tax considerations described in the pricing supplement.

Citigroup Global Markets Holdings Inc. is offering callable contingent coupon equity-linked Medium-Term Senior Notes, Series N, linked to the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 and the Russell 2000, with a stated principal of $1,000 per security. Pricing date is May 12, 2026, issue date May 15, 2026 and scheduled maturity (unless earlier redeemed) is April 18, 2028. The notes pay a contingent coupon of 0.6667% per period (approximately 8.00% per year if all coupons are paid) when the worst performing underlying on each valuation date is at or above its 70% coupon barrier; otherwise no coupon is paid. At maturity, repayment depends solely on the worst performing underlying relative to a 60% final barrier, exposing holders to possible significant principal loss. CGMI will act as underwriter and calculation agent; estimated value on the pricing date is stated as at least $919.00 per security and the underwriting fee is up to $23.75 per security.