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 Inc. Head of U.S. Personal Banking Gonzalo Luchetti reported both a stock award and a share sale. On February 11, 2026, he acquired 27,951.02 shares of deferred common stock at $0 under Citigroup's 2019 Stock Incentive Plan, bringing his holdings to 102,562.22 shares. This award vests in four equal annual installments starting January 20, 2027 and cannot be sold immediately. On February 12, 2026, he executed an open-market sale of 19,974 common shares at an average price of $115.0257, with individual trades ranging from $114.88 to $115.286, leaving him with 82,588.22 shares held directly.
Livingstone David reported acquisition or exercise transactions in a Form 4 filing for C. The filing lists transactions totaling 17,595 shares. Following the reported transactions, holdings were 456,001 shares.
KHALIQ SYED SHAHMIR reported acquisition or exercise transactions in a Form 4 filing for C. The filing lists transactions totaling 32,570 shares. Following the reported transactions, holdings were 117,227 shares.
Pamela Habner, Head of U.S. Consumer Cards at Citigroup Inc., reported both an equity award and a share sale. On February 11, 2026, she acquired 19,816.21 shares of common stock at $0 as a deferred stock award under Citigroup’s 2019 Stock Incentive Plan. This grant vests in four equal annual installments starting January 20, 2027 and is not eligible for immediate sale.
On February 12, 2026, she completed an open-market sale of 29,754 shares of Citigroup common stock at an average price of $117.2597, with individual trades ranging from $117.05 to $117.6557. After these transactions, she directly owned 63,556.92 shares of Citigroup common stock.
Citigroup Inc.'s chief accounting officer Nicole Giles reported both a stock award and a sale of common shares. On February 11, 2026, she acquired 29,911.26 shares at $0 as a grant under Citigroup's 2019 Stock Incentive Plan and directly sold 16,792 shares at an average price of $119.0411 per share in open-market transactions.
The deferred stock award vests in four equal annual installments beginning on January 20, 2027, and none of these awarded shares are eligible for immediate sale. After the reported transactions, Giles directly beneficially owned 110,466.4 Citigroup common shares.
Citigroup Inc. executive Sunil Garg reported both an equity award and a stock sale. On 02/11/2026 he received 23,097.38 shares of common stock at $0 as a deferred stock award under Citigroup’s 2019 Stock Incentive Plan, which vests in four equal annual installments starting January 20, 2027 and is not immediately saleable. On the same day he sold 18,000 shares of common stock in open-market transactions at an average price of $118.4928 per share. After these transactions, he directly held 129,894.72 Citigroup common shares.
Citigroup Inc. is offering senior unsecured callable fixed-rate notes maturing on February 17, 2038. Each note has a stated principal of $1,000 and pays a fixed interest rate of 5.00% per year, with interest paid semi-annually on February 17 and August 17, starting August 17, 2026, calculated on a 30/360 day-count basis.
Beginning February 17, 2028, Citigroup may redeem the notes in whole on specified quarterly redemption dates at 100% of principal plus accrued interest, limiting how long investors receive the 5.00% coupon. The notes are intended to qualify as TLAC-eligible debt, meaning in a Citigroup bankruptcy, losses would be imposed on shareholders and unsecured creditors, including these noteholders, and recoveries could be limited. A wholly owned subsidiary may assume the obligations under the notes, with Citigroup providing a full guarantee, which could expose investors to a potentially less creditworthy issuer. The notes will not be listed on any exchange, CGMI acts as underwriter and hedging counterparty, earns an underwriting fee of up to $17 per note, and may benefit from hedging even if the note value declines. The notes are treated as fixed-rate debt for U.S. tax purposes, but a future assumption by a subsidiary could raise complex tax issues.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $1,000 autocallable securities linked to the iShares Bitcoin Trust ETF (IBIT), maturing in February 2028. Investors receive no coupons and face full downside risk to the ETF.
The notes can be automatically redeemed in February 2027 if IBIT’s closing value is at or above the initial $38.29 level, paying $1,367.50 per security (a 36.75% premium). If held to maturity, investors get 150% of any ETF gain, par if the ETF finishes between 70% and 100% of the initial value, and 1‑for‑1 losses below the 70% trigger ($26.803).
The securities are not listed, have an issuer special early redemption right at a model‑based fair value that may be significantly below par, and carry complex bitcoin/ETF, market, liquidity and credit risks. Issue price is $1,000 with an estimated value of $974.50 and an underwriting fee of up to $7.50 per security.
Citigroup Global Markets Holdings Inc. is offering unsecured medium-term senior notes linked to the S&P 500® Equal Weight Index, fully and unconditionally guaranteed by Citigroup Inc. Each security has a stated principal amount of $1,000 and matures on April 16, 2027.
At maturity, holders receive $1,000 plus 200% of any positive index return, capped at an additional $130 per security (a maximum total return of 13%). If the index declines, repayment is reduced 1-for-1 with the index performance, exposing investors to significant loss of principal. The securities pay no dividends, will not be listed on an exchange, and have an estimated initial value of at least $918 per security, below the issue price, reflecting structuring and hedging costs.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked senior notes tied to the worst performer among the Nasdaq-100 Index, Oracle Corporation and the Russell 2000 Index, maturing in February 2030.
Each $1,000 note pays a contingent coupon of at least 1.1083% per period (about 13.30% per year) only when the worst-performing underlying stays at or above 50% of its initial level. Missed coupons can be paid later if the barrier is met again. Notes may be automatically redeemed on many scheduled dates once all underlyings “knock in,” returning $1,000 plus due coupons but capping upside. If held to maturity and conditions are not met, investors may receive significantly less than principal, or nothing, based on the worst underlying’s loss. The estimated value on the pricing date is expected to be at least $877.50 per note, below the $1,000 issue price.