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Citigroup Inc SEC Filings

C NYSE

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.

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Citigroup Global Markets Holdings Inc. is issuing $607,000 of unsecured Market Linked Notes, fully and unconditionally guaranteed by Citigroup Inc. These medium-term senior notes, in $1,000 denominations, mature on May 30, 2029 and pay no periodic interest. Instead, the payoff depends on a 50%/50% basket of the EURO STOXX 50® Index and the S&P 500® Index.

At maturity, investors receive at least the $1,000 principal per note, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. If the basket ending value is above its starting value, the notes pay 100% of the basket’s percentage gain, capped at a maximum return of 20.45%, so the maturity amount cannot exceed $1,204.50 per note. The public offering price is $1,000 per note, while the estimated value on the pricing date is $950.20, reflecting selling, structuring and hedging costs. The notes will not be listed on any exchange and may have limited or no liquidity before maturity.

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Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Equity Linked Securities tied to Oracle Corporation (ORCL), with a stated principal of $1,000 per security and total proceeds to the issuer of $2,574,475 on a $2,650,000 issue. The notes pay a fixed coupon of 2.8075% per quarter of principal (an annual rate of 11.23%), but investors give up dividends and any upside in Oracle’s share price.

The securities may be automatically redeemed on specified dates from November 2026 through August 2028 if Oracle’s closing value is at or above the initial level of $197.03, returning $1,000 plus the coupon. If not called, principal repayment at maturity in November 2028 depends on Oracle’s final price versus a barrier of $118.218 (60% of the initial value). A finish below this barrier causes a 1-for-1 loss with Oracle’s decline, down to a total loss of principal (excluding the final coupon).

The securities are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, and may have little or no liquidity. The estimated value on the pricing date is $955.20 per security, below the $1,000 issue price, reflecting selling, structuring and hedging costs and the use of an internal funding rate. The filing also highlights complex and uncertain U.S. tax treatment, especially for Non-U.S. Holders.

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Citigroup Inc. is offering callable fixed rate notes due November 28, 2028. Each note has a stated principal amount of $1,000 and pays a fixed interest rate of 4.00% per year, with interest paid semi-annually on May 28 and November 28, starting May 28, 2026, using a 30/360 day-count convention.

Beginning November 28, 2026, Citigroup may redeem the notes in whole at 100% of principal plus accrued interest on specified quarterly redemption dates. The notes are not listed on any securities exchange. For most investors the issue price is $1,000 per note, while eligible institutional and fee-based advisory accounts may pay between $994 and $1,000 per note. Citigroup Global Markets Inc. receives an underwriting fee of up to $6.00 per note.

The notes are intended to qualify as TLAC-eligible instruments, meaning losses in a Citigroup bankruptcy would be borne by shareholders first and then unsecured creditors, including holders of these notes. A wholly owned subsidiary may assume the obligations under the notes, with Citigroup guaranteeing payments, which can affect default rights and tax treatment. The notes are treated as fixed rate debt without original issue discount for U.S. federal income tax purposes.

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Citigroup Inc. is offering callable fixed rate notes due November 28, 2035, in $1,000 denominations. The notes pay a fixed interest rate of 4.90% per year, with interest paid semi-annually on May 28 and November 28, beginning May 28, 2026, using a 30/360 day-count convention.

Citigroup may redeem the notes at its option, in whole but not in part, at 100% of principal plus accrued interest on the 28th day of February, May, August and November starting in May 2027. The notes are not listed on any securities exchange, and Citigroup Global Markets Inc., acting as underwriter and affiliate, receives an underwriting fee of up to $15.00 per note, with an issue price generally at $1,000 per note (or between $985.00 and $1,000 per note for certain institutional and fee-based accounts).

The notes are intended to qualify as TLAC-eligible debt, meaning that in a Citigroup Inc. bankruptcy losses would be imposed on shareholders first and then on unsecured creditors, including holders of these notes. A wholly owned subsidiary may assume Citigroup’s obligations under the notes subject to conditions, after which certain Citigroup bankruptcy or covenant events would not trigger default. Citigroup and its affiliates may engage in hedging and may profit from these activities, and CGMI may temporarily support secondary market prices for about six months after issuance.

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Citigroup Inc. is offering callable fixed rate notes maturing on November 28, 2045 with a stated principal amount of $1,000 per note. The notes pay a fixed annual interest rate of 5.30%, with interest paid semi-annually on May 28 and November 28, starting May 28, 2026, calculated on a 30/360 day-count basis.

Beginning November 28, 2030, Citigroup may redeem the notes at its option, in whole but not in part, on specified quarterly redemption dates at 100% of principal plus accrued interest. The notes are intended to qualify as TLAC-eligible debt, meaning that in a Citigroup bankruptcy, losses would be borne by shareholders and then unsecured creditors, including these noteholders. A wholly owned subsidiary may assume the obligations under the notes, with Citigroup guaranteeing payments, which can change default and covenant protections.

The notes will not be listed on any securities exchange. The issue price is generally $1,000 per note, with eligible institutional and fee-based advisory investors paying between $980 and $1,000 per note. Citigroup Global Markets Inc. acts as underwriter and may receive an underwriting fee of up to $20 per note, and its expected hedging profits create a temporary upward adjustment in secondary prices for about six months after issuance.

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Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing unsecured Step Down Trigger Autocallable Notes linked to the KraneShares CSI China Internet ETF (KWEB). The notes have a $10.00 stated principal amount, aggregate proceeds of $2,892,500.00, and a fixed call return rate of 15.60% per annum. They may be automatically called quarterly if KWEB’s closing price is at or above the initial price of $37.74, or at or above the downside threshold of $30.19 (80% of the initial price) on the final valuation date, paying call prices up to $13.12 at maturity.

If the notes are not called and KWEB finishes below the downside threshold on the final valuation date, repayment is reduced dollar-for-dollar with the decline in KWEB, potentially to zero, so investors can lose their entire investment. The notes pay no interest, do not pass through ETF dividends, will not be listed on an exchange, and have an initial estimated value of $9.582 per note, below the issue price. All payments depend on the creditworthiness of the issuer and guarantor.

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Citigroup Inc. (C) is offering callable fixed rate senior notes due November 28, 2040, in denominations of $1,000 per note. The notes pay a fixed interest rate of 5.125% per annum, with interest paid semi-annually on May 28 and November 28, starting May 28, 2026, using a 30/360 day-count convention. At maturity, holders receive $1,000 per note plus any accrued and unpaid interest, unless the notes are redeemed earlier.

Beginning on November 28, 2030, Citigroup may redeem the notes in whole at 100% of principal plus accrued interest on specified quarterly redemption dates. The notes are intended to qualify as TLAC-eligible, meaning losses in a Citigroup Inc. bankruptcy would be borne by shareholders first and then unsecured creditors, including noteholders. A wholly owned subsidiary may assume the obligations under the notes, with Citigroup guaranteeing payments, and events of bankruptcy at Citigroup alone would not trigger default if a successor issuer has assumed the notes. The notes will not be listed on any exchange, and CGMI will act as underwriter, earning up to $20 per note in underwriting fees.

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Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Phoenix Securities linked to the Invesco QQQ Trust (QQQ), in $1,000 denominations, maturing in December 2026. The notes pay a contingent coupon of 1.0334% of principal on each monthly observation date only if QQQ’s price is at or above a coupon barrier of $517.557, equal to 85.00% of the $608.89 initial share price. Missed coupons can be paid later if the barrier is subsequently met, but are lost entirely if the barrier is never met again.

The notes are automatically redeemed early at $1,000 plus the applicable coupon if, on any interim valuation date, QQQ’s closing price is at or above the initial share price. If held to maturity and not called, full principal is repaid only if the final share price is at or above the same 85.00% barrier; below that level, repayment is reduced according to a formula with a 15.00% buffer and losses increase as QQQ falls, potentially to zero. The securities will not be listed on an exchange, have an estimated value on the pricing date below the $1,000 issue price, involve complex U.S. tax treatment (including possible 30% withholding for some non-U.S. investors), and are described as suitable only for investors able to understand and bear these risks.

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Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable medium‑term senior notes linked to the worst performer of the S&P 500® Index and the Russell 2000® Index, maturing in December 2028. Each security has a $1,000 stated principal amount and may be automatically redeemed early if, on the first valuation date in December 2026, the worst performing index is at or above its initial level, in which case investors receive $1,100 per security (a 10% premium). If held to the final valuation date in December 2028 and the worst performer is at or above its initial level, the payment is $1,350 per security (a 35% premium).

If the worst performing index is below its initial level but at or above 80% of that level on the final valuation date, investors receive only the $1,000 principal. If it falls below 80%, repayment is reduced one‑for‑one with the index loss, down to zero in extreme declines. The notes do not pay dividends, will not be listed on any exchange, carry an underwriting fee of up to $32 per security, and have an estimated value on the pricing date expected to be at least $895 per security, reflecting model-based pricing and issuer funding costs. U.S. tax treatment is uncertain and based on counsel’s view that the notes are prepaid forward contracts.

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Citigroup Global Markets Holdings Inc. is offering $852,000 of unsecured S&P 500®-linked notes, fully and unconditionally guaranteed by Citigroup Inc. Each note has a $1,000 principal amount, 100% participation in S&P 500® upside, and a maximum return of 20%, so the most an investor can receive at maturity is $1,200 per note.

The notes pay no interest and return principal at maturity only; if the index is flat or down on the calculation day, investors simply receive $1,000 per note, before inflation or opportunity cost. The public offering price is $1,000, while the estimated value is $942.40 per note, reflecting selling, structuring and hedging costs and use of the issuer’s internal funding rate. The notes are not listed, may have limited liquidity, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

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FAQ

How many Citigroup (C) SEC filings are available on StockTitan?

StockTitan tracks 3324 SEC filings for Citigroup (C), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Citigroup (C)?

The most recent SEC filing for Citigroup (C) was filed on November 26, 2025.