Welcome to our dedicated page for Citigroup SEC filings (Ticker: C), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Citigroup Inc. (C) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, including current reports on Form 8-K and other key documents filed with the U.S. Securities and Exchange Commission. As a global financial-services firm and bank holding company, Citigroup uses SEC filings to report material events, financial results, capital actions, governance decisions and changes affecting its securities.
Citigroup’s Form 8-K filings cover topics such as quarterly and full-year financial results, which are accompanied by press releases and Quarterly Financial Data Supplements detailing financial, statistical and business-related information. Other 8-Ks describe amendments to the company’s certificate of incorporation through certificates of designations for new preferred stock series, supplemental indentures related to senior and subordinated notes, and information about securities registered under Section 12(b) of the Exchange Act.
Filings also disclose capital and liability management actions, including the issuance and redemption of preferred stock and related depositary shares, as well as the declaration of dividends on common and preferred stock. Governance-related 8-Ks outline leadership changes, equity awards to executives, and Board decisions such as the election of the Chief Executive Officer as Chair of the Board and the designation of a Lead Independent Director.
Citigroup uses 8-Ks to report strategic and legacy franchise actions, including plans to sell AO Citibank, its remaining operations in Russia, and agreements to sell an equity stake in Grupo Financiero Banamex, S.A. de C.V., along with associated goodwill impairments and accounting impacts. On Stock Titan, these filings are paired with AI-powered summaries that explain the significance of each document, helping users interpret complex items such as results of operations, capital structure changes, material impairments and governance developments. Investors can also use the filings page to monitor information related to Citigroup’s registered securities and to locate references to other core filings, including annual reports on Form 10-K, quarterly reports on Form 10-Q and, where applicable, insider transaction disclosures.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity‑linked securities tied to the worst of the Nasdaq‑100, Russell 2000, and S&P 500, maturing on October 5, 2027.
The notes pay a contingent coupon of at least 0.725% per period (annualized 8.70%) only if, on the relevant valuation date, the worst performing index is at or above its 70% coupon barrier of initial value. At maturity, if not previously called, holders receive $1,000 if the worst index is at or above its 70% final barrier; otherwise, the payoff is $1,000 plus $1,000 times the worst index return, which can result in a substantial loss up to zero. The issuer may call the notes on specified dates for $1,000 plus any due coupon.
The notes are unsecured and subject to the credit risk of the issuer and guarantor, will not be listed, and may have limited liquidity. The issue price is $1,000 per security, with an underwriting fee up to $22.25 and proceeds to issuer $977.75 per security. The issuer expects an estimated value on the pricing date of at least $920 per security. Non‑U.S. holders may face 30% withholding on coupons.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc. (C), is offering unsecured Upturn Securities linked to the SPDR S&P Regional Banking ETF (KRE) under a 424(b)(2) preliminary pricing supplement. These notes pay no interest and return an amount at maturity based on KRE’s performance from the pricing date to the valuation date. They provide 500.00% upside participation, capped by a maximum return of $280.00–$310.00 per $1,000 (28.00%–31.00%). If KRE declines, losses are 1-for-1, up to total loss of principal.
Key terms: stated principal amount $1,000 per security; pricing date October 31, 2025; issue date November 5, 2025; valuation date April 30, 2027; maturity date May 5, 2027. Payment examples show full downside exposure and upside capped at the maximum return. The securities will not be listed and are subject to the credit risk of both the issuer and guarantor.
Underwriting and valuation: per-security issue price $1,000; underwriting fee $25; proceeds to issuer $975. Estimated value on the pricing date is expected to be at least $912.50 per security, reflecting selling, structuring, and hedging costs and the issuer’s internal funding rate. Fee-based advisory accounts may be charged $975–$980 per security. Investors will forgo dividends on KRE and may face limited or no liquidity before maturity.
Citigroup Inc. (C) reported a Form 4 for Chair & CEO Jane Fraser detailing equity awards granted on 10/22/2025.
Fraser received 259,605.4 shares of deferred stock at $0 under the 2019 Stock Incentive Plan. She was also granted 1,055,000 employee stock options with a $96.3 exercise price, expiring on 10/22/2035. Both the deferred stock and options vest in three equal annual installments beginning on 10/22/2028, and none of the award is eligible for immediate sale.
Following the transaction, Fraser directly beneficially owned 886,023.62 shares of Citigroup common stock.
Citigroup Inc. (C) disclosed a one-time equity award to CEO Jane Fraser, comprising Restricted Stock Units with a grant-date value of $25 million and 1.055 million Citigroup stock options. The RSUs and options vest and become exercisable on a pro‑rata basis following the third, fourth, and fifth anniversaries of the grant date, with the exercise price set by the closing share price on the grant date and vesting conditioned on continued employment.
The award is subject to standard forfeiture and clawback provisions and Citi’s Stock Ownership Commitment, requiring Ms. Fraser to retain 75% of net vested shares while serving as an executive officer or director, and 50% for one year after executive officer service ends. Citi also filed a press release noting Ms. Fraser’s appointment as Chair of the Board and John Dugan as Lead Director.
Citigroup Global Markets Holdings Inc. filed a preliminary 424(b)(2) pricing supplement for autocallable contingent coupon equity-linked securities due October 30, 2028, fully and unconditionally guaranteed by Citigroup Inc. The notes reference the worst performing of Alphabet (GOOG), Amazon (AMZN), Apple (AAPL) and Microsoft (MSFT).
The notes pay a 2.50% quarterly contingent coupon (10.00% p.a.) only if, on the relevant valuation date, the worst-of is at or above its 65% coupon barrier. Missed coupons may be paid later if the condition is met. The notes are automatically called on scheduled dates if the worst-of is at or above its initial value, returning $1,000 plus the coupon. If not called, at maturity investors receive $1,000 if the worst-of is at or above its 55% final barrier; otherwise, repayment is $1,000 plus the worst-of return, which can be significantly less and may be zero.
Issue price is $1,000 per note, underwriting fee $28.50, and proceeds to issuer $971.50 per note. The estimated value on the pricing date is expected to be at least $884 per note. The notes will not be listed and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.
Citigroup Global Markets Holdings Inc. filed a 424B3 pricing supplement for autocallable contingent coupon market-linked notes tied to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER, fully and unconditionally guaranteed by Citigroup Inc.
The notes have a stated principal of $1,000 per note, price on May 27, 2025, issue on May 30, 2025, and mature on May 30, 2035 unless earlier redeemed. They pay a 1.75% contingent coupon per quarter (equivalent to 7.00% per annum) only if the underlying closes on the prior valuation date at or above the coupon barrier of 299.808 (61% of the initial value of 491.4879). The notes may be automatically called on scheduled potential autocall dates if the underlying is at or above its initial value, returning $1,000 plus the related coupon.
The notes will not be listed. CGMI acts as underwriter and receives up to $45.00 per note. The estimated value is $902.30 per note, reflecting CGMI models and internal funding rate. Payments depend on index performance and credit of the issuer and guarantor; risk factors emphasize potential non-payment of coupons and early redemption limiting returns.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured market-linked notes tied to the S&P 500 Futures Excess Return Index, due November 1, 2028. The notes pay no interest and repay based on index performance from the initial to final value.
Each note has a $1,000 stated principal. Upside participation is 100%, subject to a maximum return at maturity set on the pricing date and at least $500 per note (50%). On declines, losses match the index depreciation, capped by a maximum loss at maturity of $50 (5%). If the index is flat or down at valuation, you could receive less than principal, subject to that 5% cap.
The notes will not be listed. The estimated value on the pricing date is expected to be at least $923 per note, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. CGMI, as underwriter, may pay selected dealers up to $5.00 per note and other service providers up to $4.50 per note. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and investors forgo dividends on the underlying index.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities tied to the worst of the Nasdaq‑100, Russell 2000, and S&P 500, due October 28, 2027. The notes pay a contingent coupon at a rate of at least 10.80% per annum when the worst performing index on a valuation date is at or above its 80% coupon barrier.
The notes may be automatically called on specified dates beginning April 24, 2026 if the worst performing index is at or above its initial level, returning $1,000 per note plus the related coupon (and any previously unpaid contingent coupons). If not called, at maturity investors receive $1,000 if the worst index is at or above its 70% final barrier; otherwise repayment is reduced one-for-one with the decline of the worst index. Issue price is $1,000 per security; underwriting fee up to $4; proceeds $996 per security. The estimated value on the pricing date is expected to be at least $939 per security. The notes will not be listed and are subject to the credit risk of the issuer and guarantor.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., filed a preliminary 424(b)(2) pricing supplement for Autocallable Barrier Securities linked to the Russell 2000 Index, due October 31, 2030. The notes do not pay interest and may redeem early at set premiums if the index closes at or above its initial value on scheduled valuation dates.
The stated principal amount is $1,000 per security; CGMI acts as underwriter with a fee of up to $23.50 per security. The issuer expects an estimated value of at least $912.50 on the pricing date. Early redemption premiums are 10.15% (2026), 20.30% (2027), 30.45% (2028), and 40.60% (2029). If held to maturity, investors receive par plus the greater of the final-date premium (25.00%) or 100% participation in index appreciation; par is repaid if the index is down but at or above the 75% barrier. Below the barrier, losses match the index decline one-for-one.
The securities will not be listed and are subject to the credit risk of the issuer and guarantor. Investors do not receive dividends on the underlying.