CITIGROUP INC SEC Filings

Citigroup Global Markets Holdings Inc. is offering callable, non‑interest‑paying medium‑term senior notes linked to the S&P 500 Futures Excess Return Index. The securities have a $1,000 stated principal amount per security, a pricing date of May 26, 2026, an issue date of May 29, 2026, and a maturity date of May 30, 2036. If not called, holders participate in upside at a 315.00% upside participation rate; a final barrier equal to 70.00% of the initial underlying value triggers full downside exposure at maturity. CGMI expects an estimated value of at least $874.00 per security on the pricing date and will receive an underwriting fee of up to $43.00 per security. Payments are unsecured and guaranteed by Citigroup Inc., and all amounts are subject to issuer/guarantor credit risk.

Citigroup Global Markets Holdings Inc. offers market-linked, auto-callable notes due May 23, 2030, fully guaranteed by Citigroup Inc. Each security has a stated principal amount of $1,000, an expected contingent coupon rate of at least 10.40% per annum and features quarterly calculation days and potential automatic early redemption. The securities pay contingent coupons only if the lowest performing underlying meets threshold tests and expose holders to downside principal risk tied to the lowest performing of the EURO STOXX 50®, Russell 2000® and S&P 500® indices.

Citigroup Global Markets Holdings Inc. has provided a preliminary pricing supplement for Contingent Income Auto-Callable Securities due May, 2029, issued by CGMI and fully guaranteed by Citigroup Inc. The securities have a stated principal amount of $1,000 per security and a quarterly contingent coupon of $27.50 (2.75%, 11.00% per annum), payable only if index-based coupon barrier conditions are met. The securities pay at maturity either principal or an indexed cash amount tied to the worst performing of the Nasdaq-100, S&P 500 and EURO STOXX 50 indices; if the worst-performing index falls below its downside threshold (65.00% of initial level), investors may lose a substantial portion, or all, of principal. CGMI currently estimates an indicative value of at least $918.00 per security on the pricing date. The offering includes underwriting and selling concessions; fees and hedging arrangements are described in the supplement.

Citigroup Global Markets Holdings Inc. is offering autocallable buffered medium-term senior notes linked to the common stock of Netflix, Inc. with a stated principal of $1,000 per security and expected maturity in May 2028. The notes pay no interest, are guaranteed by Citigroup Inc., and include automatic early redemption if the underlying share closes at or above the initial share price on a valuation date. The initial share price is $89.65, the final buffer price is $71.72 (a 20.00% buffer), and the final-valuation premium is 35.70 (equivalent to $357.00 per $1,000 security). The issue price is $1,000.00 per security (proceeds to issuer $985.00 after a $15.00 underwriting fee); CGMI estimates an indicative value of $924.50 per security on the pricing date. The notes do not provide dividends or voting rights on the underlying shares and may be illiquid in secondary markets; tax treatment is expected to be that of a prepaid forward contract for U.S. federal income tax purposes, subject to uncertainty and Section 871(m) analysis.

Citigroup Global Markets Holdings Inc. is offering unsecured, autocallable Medium-Term Senior Notes due May 24, 2029 linked to the worst performing of the Dow Jones Industrial, Nasdaq-100 and Russell 2000 indices. The securities have a stated principal of $1,000 per security, an underwriting fee of $23.50 per security and per-security proceeds to the issuer of $976.50. The notes pay a contingent coupon of 2.4375% per period (equivalent to 9.75% per annum) only if the worst performing underlying on a valuation date is at or above its coupon barrier (70% of the initial value). If not called early, maturity payment depends on the final performance of the worst performing underlying and can result in a loss of principal, possibly to zero.

Citigroup Global Markets Holdings Inc. is offering medium-term senior notes — autocalled, principal‑at‑risk securities linked to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER. Each security has a stated principal amount of $1,000, a pricing date of May 26, 2026, an issue date of May 29, 2026 and a maturity date of June 1, 2034.

The notes pay no interest, may automatically redeem early on specified valuation dates for $1,000 plus a fixed premium (schedules of premiums are listed for each valuation date) if the underlying closes at or above the autocall barrier (set at 90.00% of the initial underlying value), and otherwise provide principal repayment only if the final underlying value is at or above the final barrier (set at 50.00% of the initial underlying value). If the final underlying value is below the final barrier, holders suffer 1:1 downside loss versus the underlying. The referenced Index is volatility‑targeted, may apply leverage (up to 500%), and is reduced by a 6% per annum decrement. All payments are subject to Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk.

Citigroup Global Markets Holdings Inc. priced an offering of Autocallable Contingent Coupon Equity Linked Securities linked to Intuit Inc., with a stated principal amount of $1,000 per security and a maturity of June 1, 2029. The securities pay contingent coupons (at least 4.125% per period, equivalent to 16.50% per annum if all are paid) when the underlying's closing value on scheduled valuation dates meets or exceeds a coupon barrier set at 50.00% of the initial underlying value. If a valuation date also meets the autocall trigger (closing value >= initial underlying value), the securities will be automatically redeemed early for $1,000 plus the related contingent coupon. If not autocalled, payment at maturity depends on the final underlying value relative to a final barrier of 50.00% of the initial underlying value, and investors may lose up to their entire principal. All payments are obligations of CGMH and guaranteed by Citigroup Inc.; estimated value on the pricing date is at least $907.50 per security and the issue price is $1,000.

Citigroup Global Markets Holdings Inc. is offering autocallable, contingent-coupon equity-linked securities due May 24, 2032 (stated principal $1,000 per security) linked to the S&P 500 Futures 35% Edge Volatility 6% Decrement Index (USD) ER. The securities pay a contingent coupon of 1.5583% per period (approximately 18.70% per annum) if the underlying meets the coupon barrier on valuation dates and may be automatically called on specified autocall dates. The initial underlying value is 561.0556; the coupon barrier is 392.739 (70%); the final barrier is 280.528 (50%). The Index targets 35% volatility, may apply leverage up to 500%, and is reduced by a 6% per annum decrement, which materially drags performance. The estimated value at pricing was $939.50 versus an issue price of $1,000. Holders bear issuer/guarantor credit risk, limited or no liquidity, no dividend or upside participation in the underlying, and possible total loss at maturity if the final underlying value is below the final barrier.

Citigroup Global Markets Holdings Inc. priced Autocallable Buffered Equity Linked Securities linked to IonQ, Inc. with a $1,000 stated principal per security, an estimated value of $951.10, and an issue price of $1,000. The securities pay quarterly coupons equal to 5.1625% of principal (equivalent to 20.65% per annum), mature on May 21, 2027 (unless autocalled), and include an automatic early redemption if IonQ’s closing value is at or above the initial underlying value on specified autocall dates. At maturity, if the final underlying value is below the final buffer value ($33.156, 60% of the initial underlying value), payment may be in IonQ shares equal to an equity ratio of 30.16045 shares per security or cash at CGMI’s election, exposing holders to potential loss of principal.