CITIGROUP (C) SEC Filings, Jun 3, 2026

Citigroup Global Markets Holdings Inc. is offering callable, contingent coupon medium-term senior notes due December 14, 2027, guaranteed by Citigroup Inc.. Each security has a $1,000 stated principal amount, a contingent coupon of 0.6167% per period (approximately 7.40% per annum if all coupons pay), pricing date June 9, 2026, issue date June 12, 2026 and multiple monthly valuation dates culminating on a final valuation date of December 9, 2027. Coupons pay only if the worst performing underlying is at or above a coupon barrier (70% of initial value) on a valuation date; principal repayment at maturity depends on the worst performing underlying versus a final barrier (70% of initial value). The securities are unsecured obligations of the issuer, are subject to the credit risk of Citigroup entities, may be called on specified potential redemption dates, may have limited liquidity, and had an estimated value on the pricing date of at least $932.50 per security according to CGMI’s models.

Citigroup Global Markets Holdings Inc. is offering autocallable contingent coupon equity-linked securities linked to the worst performing of the S&P 500® Index and the State Street® Utilities Select Sector SPDR® ETF (XLU), due December 14, 2027. The securities have a stated principal amount of $1,000 per security and pay a contingent coupon of 0.6375% per valuation period (equivalent to 7.65% per annum) only if the worst performing underlying on the preceding valuation date is at or above its coupon barrier (set at 70% of each underlying’s initial value). The securities may be automatically redeemed on specified potential autocall dates beginning in December 2026 if the worst performing underlying is at or above its initial value, in which case holders receive $1,000 plus the related contingent coupon. If not redeemed, payment at maturity depends on the final underlying value of the worst performing underlying relative to its final barrier (also 70%), which can result in a loss of up to the full principal. The estimated value on the pricing date is expected to be at least $924.00 per security; the estimate is based on CGMI proprietary models and uses an internal funding rate and therefore is lower than the issue price of $1,000.

Citigroup Global Markets Holdings Inc. priced a primary offering of medium-term senior notes — autocallable contingent coupon equity-linked securities — tied to the S&P 500 Futures 35% Edge Volatility 6% Decrement Index (USD) ER. Each note has a stated principal amount of $1,000, an initial estimated value of at least $889.50 per security, a contingent coupon mechanism (at least 1.5167% per period, equivalent to approximately 18.20% per annum if all coupons are paid), and a maturity date of June 10, 2032. The notes pay contingent coupons only when the Index closes at or above a coupon barrier (set at 70% of the initial underlying value in examples) on specified valuation dates and may be automatically redeemed on specified autocall dates. The underlying Index applies volatility targeting (a 35% target), may apply up to 500% leverage in sub-indexes, and is reduced by a 6% per annum decrement. The pricing supplement emphasizes credit risk of the issuer/guarantor, potential for total loss at maturity if the final underlying value is below the final barrier, limited liquidity, valuation model dependence, and uncertain U.S. federal tax treatment.

Citigroup Global Markets Holdings Inc. is offering callable contingent coupon medium-term senior notes linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500, with a stated principal of $1,000 per security. Pricing date is June 9, 2026, issue date June 12, 2026, and maturity (unless earlier redeemed) is June 13, 2030. The securities pay a contingent coupon of 0.9583% per valuation period (approximately 11.50% per annum if all coupons are paid) only when the worst performing underlying on a valuation date is at or above its coupon barrier (70% of initial value).

The notes are callable by the issuer on listed potential redemption dates; on a call you would receive $1,000 plus any related contingent coupon. At maturity, if the final value of the worst performing underlying is below its final barrier (70% of initial), payment is reduced by the underlying return of that worst performing index, potentially to zero. The securities are unsecured obligations of CGMH and guaranteed by Citigroup Inc., subject to their credit risk. Estimated value on the pricing date is stated as at least $933.00 per security; issue price is $1,000, underwriting fee up to $7.00.

The pricing supplement describes Citigroup Global Markets Holdings Inc. medium‑term senior notes due June 8, 2028 that are equity‑linked to the worst performing of three underlyings: the Nasdaq‑100 Index, the SPDR S&P Regional Banking ETF (KRE) and the Utilities Select Sector SPDR ETF (XLU). Each security has a stated principal amount of $1,000, a contingent coupon feature that pays 0.99% per contingent coupon date (annualized 11.88%) if the worst performing underlying on a valuation date is at or above its coupon barrier, and downside exposure to the worst performing underlying at maturity.

The pricing date is June 5, 2026, the issue date is June 10, 2026, and valuation dates run monthly through a final valuation date of June 5, 2028. CGMI estimated the securities’ value on the pricing date at least $924 per security and will receive an underwriting fee of up to $7.50 per security. The securities are unsecured obligations of CGMI, guaranteed by Citigroup Inc., and all payments are subject to the issuers’ credit risk.

Citigroup Global Markets Holdings Inc. priced a callable contingent‑coupon, equity‑linked medium‑term note series guaranteed by Citigroup Inc. The notes have a stated principal of $1,000 per security, a contingent coupon equal to 0.80% per payment (9.60% per annum) if the worst performing underlying meets a 70% coupon barrier on valuation dates, and mature on June 14, 2029. Pricing and issue dates are June 10, 2026 and June 15, 2026, respectively. The notes reference the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 and the Russell 2000, may be called on specified redemption dates, and expose holders to full downside of the worst performing underlying.

Citigroup Global Markets Holdings Inc. is offering callable contingent coupon equity-linked medium-term senior notes due June 8, 2028, fully guaranteed by Citigroup Inc. Each security has a stated principal amount of $1,000 and may pay contingent coupons (at least 1.175% per period, equivalent to 14.10% per annum if all are paid) depending on the worst performing of the EURO STOXX 50®, Nasdaq-100® and Russell 2000® indices on scheduled valuation dates. The issuer may call the securities on specified potential redemption dates; if not called, payment at maturity depends on the final value of the worst performing underlying and whether a knock-in event occurred. The pricing date is June 4, 2026, issue date is June 8, 2026, and the final valuation date is scheduled for June 5, 2028. The estimated value on the pricing date is disclosed as at least $946.50 per security and the issue price is $1,000 per security; CGMI will receive an underwriting fee of $2.00 per security.

Citigroup Global Markets Holdings Inc. is offering Callable Contingent Coupon Equity Linked Securities linked to the worst performing of COPX, SLV and GDX, with a stated principal amount of $1,000 per security. The securities pay a contingent coupon of 1.0833% per period (approximately 13.00% per annum) only when the worst performing underlying on a valuation date is at or above its coupon barrier (50% of the initial underlying value). Issue date is June 4, 2026 and maturity is June 6, 2028. If the worst performing underlying on the final valuation date is below its final barrier (50% of initial value), principal at maturity is reduced by that underlying's return, possibly resulting in a large loss. The securities are guaranteed by Citigroup Inc. and priced at $1,000 per security with an estimated value of $927.60 on the pricing date.

Citigroup Global Markets Holdings Inc. is offering callable contingent coupon equity-linked securities due March 6, 2029, guaranteed by Citigroup Inc. The securities have a stated principal amount of $1,000 per security and an aggregate issue price of $2,300,000. The pricing date was June 1, 2026 and the issue date is June 4, 2026. Each scheduled contingent coupon equals 1.10% of principal (equivalent to 13.20% per annum) and is payable only if the worst performing underlying on the applicable valuation date is at or above its coupon barrier (70% of its initial value). The securities reference four indices (EURO STOXX 50®, Nikkei 225, Russell 2000®, S&P 500®) and expose holders to the performance of the single worst performing underlying. There is a 30.00% buffer applied at maturity and a buffer rate of 1.4286. If not called earlier, maturity payment depends on the worst performing underlying on the final valuation date; significant losses, including loss of the entire principal, are possible if that underlying declines beyond the buffer. The estimated value on pricing was $992.60 per security, below the issue price. All payments are subject to Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk.