CITIGROUP INC SEC Filings

Citigroup Global Markets Holdings Inc. is offering medium-term senior notes due June 1, 2029 that are autocalled, contingent-coupon equity-linked securities linked to the worst performing of the Dow Jones Industrial Average and the S&P 500® Index. Each security has a stated principal amount of $1,000 and may pay periodic contingent coupons of 2.425% per payment (equivalent to 9.70% per annum) only if the worst performing underlying on a valuation date is at or above a coupon barrier equal to 70.00% of its initial value. The securities may be automatically redeemed early if the worst performing underlying on a potential autocall date is at or above its initial underlying value; if not redeemed, the maturity payment depends on the worst performing underlying on the final valuation date and can result in significant loss, including loss of principal.

Citigroup Global Markets Holdings Inc. is offering autocal lable contingent coupon Medium‑Term Senior Notes, Series N, linked to the worst performing of the Dow Jones Industrial Average and the S&P 500® Index. The securities have a stated principal amount of $1,000 per security, a scheduled maturity of June 1, 2029, and multiple valuation dates ending on a final valuation date of May 29, 2029. Contingent coupons of 2.125% per payment (equivalent to 8.50% per annum if all are paid) are payable only when the worst performing underlying on a valuation date is at or above its coupon barrier (70% of initial value). If not autocalled, maturity payoff depends solely on the worst performing underlying relative to its final barrier (70% of initial value), and could result in significant principal loss, including loss of all principal.

Pricing date is May 29, 2026 with issue date June 3, 2026. The cover page shows an estimated value of at least $934.50 per security and an underwriting fee of up to $7.50 per security. All payments are unsecured obligations of the issuer and guaranteed by Citigroup Inc.; investors bear issuer and guarantor credit risk.

Citigroup Global Markets Holdings Inc. is offering callable contingent coupon equity-linked medium-term senior notes due June 1, 2029 tied to the worst performing of the Russell 2000®, the S&P 500® and the State Street® Technology Select Sector SPDR® ETF. Each security has a $1,000 stated principal amount and scheduled valuation dates beginning June 26, 2026. Contingent coupons of 0.9667% per period (approximately 11.60% per annum if all paid) are payable only when the worst performing underlying on a valuation date is at or above its coupon barrier (70% of the initial value). If not redeemed early, maturity pay‑out depends on the final underlying value of the worst performing underlying and may result in loss of principal, including total loss.

Citigroup Global Markets Holdings Inc. is offering Medium-Term Senior Notes, Series N: autocalled, contingent-coupon equity-linked securities with a stated principal amount of $1,000 per security linked to the worst performing of the EURO STOXX 50®, Russell 2000® and S&P 500® indices. Valuation dates begin August 31, 2026 and the final valuation date is May 29, 2029 with maturity on June 1, 2029. On each contingent coupon payment date the securities will pay a contingent coupon equal to at least 2.75% per payment (11.00% per annum) if the worst performing underlying is >= its coupon barrier (75% of initial value). The securities may be automatically redeemed on specified autocall dates if the worst performing underlying is >= its initial value, in which case holders receive $1,000 plus the related contingent coupon. If not auto‑redeemed, payment at maturity depends on the final underlying value of the worst performing underlying and can be significantly less than principal, possibly zero. The preliminary estimated value on the pricing date is at least $900.50 and CGMI will receive an underwriting fee of up to $20.00 per security.

Citigroup Global Markets Holdings Inc. is offering medium-term senior notes structured as autocal lable contingent coupon equity-linked securities due May 25, 2029, guaranteed by Citigroup Inc.. Each security has a $1,000 stated principal amount and an estimated value on the pricing date of $931.00 per security. The securities pay a contingent coupon of 0.9083% per period (approximately 10.90% per annum) only if the worst performing underlying (Nasdaq-100, Russell 2000, S&P 500) on a valuation date is at or above its coupon barrier (70% of initial). If the worst performing underlying falls below its final barrier (70% of initial) on the final valuation date, the maturity payment will be reduced pro rata and could be zero. The notes may be automatically redeemed early on scheduled autocall dates if the worst performing underlying is at or above its initial value on that autocall date. Investors bear Citigroup and CGMI credit risk, limited liquidity, no dividend or upside participation in any underlying, tax uncertainty, and the risk that CGMI’s proprietary estimated value is lower than the issue price.

Citigroup Global Markets Holdings Inc. priced an offering of Medium-Term Senior Notes, Series N — autocal lable contingent coupon equity-linked securities due April 20, 2028, fully guaranteed by Citigroup Inc. The notes reference the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 and the Russell 2000. Each security has a stated principal amount of $1,000, scheduled pricing date May 15, 2026 and issue date May 20, 2026. The notes pay a contingent coupon on scheduled valuation dates only if the worst performing underlying is at or above a coupon barrier (70% of its initial value). If not autocalled earlier, payment at maturity depends on the worst performing underlying versus a final barrier (70% of initial): holders may receive full principal or a reduced cash amount pro rata to the underlying return. The pricing supplement discloses an estimated value of at least $921.00 per security on the pricing date and an underwriting fee of $22.25 per security. The securities carry market, issuer credit, multiple-underlying and tax uncertainties and may offer limited liquidity.

Citigroup Global Markets Holdings Inc. is offering callable contingent coupon medium-term senior notes due February 25, 2028, guaranteed by Citigroup Inc.. The notes have a $1,000 stated principal amount per security and pay periodic contingent coupons when the worst performing underlying meets a 70% coupon barrier on scheduled valuation dates.

The notes reference the Dow Jones Industrial Average, the Nasdaq-100 and the SPDR S&P Regional Banking ETF (KRE). Pricing date is May 19, 2026 and issue date is May 22, 2026. If not previously called, payment at maturity depends on the worst performing underlying versus a final barrier equal to 60% of its initial value; principal may be significantly reduced, possibly to zero.

Citigroup Global Markets Holdings Inc. is offering $1,954,000 aggregate stated principal of Dual Directional Trigger PLUS securities linked to Western Digital Corporation common stock, maturing on May 20, 2027. Each $1,000 security pays at maturity either a leveraged upside return (subject to a $690.00 maximum) if the final share price is above the initial share price ($480.00), a positive unleveraged absolute-return payment if the final share price is between the initial price and the trigger price ($336.00), or 1-for-1 downside exposure if the final share price is below the trigger price. The pricing date was May 8, 2026 and the issue date was May 13, 2026. All payments are obligations of Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., and are subject to the issuer’s credit risk and a range of product, market and tax risks described in the pricing supplement.

The issuer Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Airbag Autocallable Contingent Yield Notes with a Memory Coupon Feature linked to shares of the Invesco QQQ Trust, Series 1 (QQQ). Each $10,000 note pays a contingent monthly coupon (~15.10% p.a.) if the underlying closes at or above a coupon barrier on monthly valuation dates. The notes are autocallable beginning one month after issuance if the underlying closes at or above the initial underlying price. At maturity, holders either receive $10,000 (if final underlying price ≥ conversion price) plus any payable coupons, or a share delivery amount (≈15.62231 shares per $10,000 note) if the final underlying price is below the conversion price, which could result in substantial loss of principal. The notes are unsecured debt of the issuer, guaranteed by Citigroup Inc., are not exchange-listed, and carry both market and credit risk.