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. (symbol: C), has filed a Rule 424(b)(2) pricing supplement for $1,915,000 in Medium-Term Senior Notes, Series N. These three-year, unsecured Buffer Securities are linked to the worst performer among the Global X Copper Miners ETF, iShares Silver Trust and SPDR Gold Trust and will not pay coupons or dividends.
Key economic terms include: (1) Stated principal of $1,000; (2) Upside participation rate of 137 % on any positive return of the worst-performing underlying; (3) 10 % downside buffer; losses beyond the buffer reduce principal 1 % for every 1 % decline below the 10 % threshold; (4) Valuation date 26 Jun 2028 and maturity 28 Jun 2028; (5) No exchange listing; secondary liquidity, if any, will be limited.
The issue is offered at $1,000 but the bank’s model-based estimated value is $890.80, reflecting embedded distribution fees ($35 per note) and Citigroup’s internal funding spread. Total underwriting fees equal $67,025. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and its parent guarantor, Citigroup Inc.
Investors obtain leveraged commodity-metals exposure and a modest downside buffer, but must forgo dividends, accept issuer credit risk, and face potential capital loss if the worst performing ETF falls more than 10 %. The filing contains typical structured-note risk factors, including liquidity constraints, model risk in valuation, and conflicts arising from hedging by the underwriter.
Citigroup announced the offering of Callable Fixed Rate Notes due December 30, 2032, with a principal amount of $1,000 per note and total issuance of $17.85 million. The notes will pay a fixed interest rate of 5.30% per annum, distributed semi-annually on June 30 and December 30.
Key features include:
- Callable by Citigroup starting September 30, 2026, on quarterly redemption dates
- Interest payments based on 30/360 day count convention
- Notes are unsecured senior debt obligations of Citigroup
- Not listed on any securities exchange
The offering includes an underwriting fee of up to $7.00 per note, with Citigroup Global Markets Inc. acting as principal underwriter. Total proceeds to issuer amount to $17.75 million. Notable risks include early redemption risk, interest rate sensitivity, credit risk, and limited secondary market liquidity.
Citigroup Global Markets Holdings has issued Equity Linked Securities tied to the performance of Novo Nordisk A/S and the S&P 500 Index, due June 30, 2027. The securities offer a 10.20% annual coupon rate but expose investors to significant downside risk.
Key Terms:
- Principal Amount: $1,000 per security
- Total Offering: $1,001,000
- Estimated Value: $966.20 per security
- Downside Threshold: 60% of initial value for each underlying
If a downside event occurs (if either underlying falls below 60% of initial value), investors could lose a significant portion of their investment. The payment at maturity will be based on the worst-performing underlying. Initial values are $70.73 for Novo Nordisk ADS and 6,092.18 for the S&P 500. The securities are not listed on any exchange and carry credit risk of both Citigroup Global Markets Holdings and Citigroup.
Citigroup Global Markets Holdings has issued Callable Dual Directional Barrier Securities linked to the S&P 500 Futures Excess Return Index, due June 28, 2030. The securities, with a stated principal amount of $1,000 per unit, offer unique features:
- Callable by issuer on specified dates with premiums ranging from 11% to 54.0833%
- 200% upside participation rate if not called and the index appreciates
- Positive returns possible even in market decline scenarios above the barrier level
- Downside risk if index falls below 60% barrier (303.426) of initial value (505.71)
Key risks include: no interest payments, exposure to index underperformance versus S&P 500, limited liquidity, and credit risk of Citigroup. The estimated value of $947.90 per security is below the issue price of $1,000, with CGMI receiving an underwriting fee of up to $41.25 per security.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $4.438 million aggregate principal of Autocallable Market-Linked Securities linked to the Citi Dynamic Asset Selector 5 Excess Return Index (CIISDA5N). The notes are zero-coupon, unsecured senior obligations that may redeem early on any of four annual valuation dates (2026-2029) if the Index closes at or above its 226.41 initial level. Early-redemption premiums are 6.75%, 13.50%, 20.25% and 27.00% of principal, respectively.
If not called, investors receive at maturity (28 Jun 2030) the $1,000 principal plus a 100% upside participation in any index gain; if the index is flat or lower, only principal is repaid. The securities offer no periodic coupons, are not listed on any exchange and carry full issuer and guarantor credit risk.
Key economic terms: issue price $1,000; estimated value $947.60; underwriting fee up to $37.50; proceeds to issuer $962.50 per note. Liquidity is expected to be limited; resale value may be materially less than issue price. Investors must accept potential illiquidity, lack of income and a valuation that is below issue price on day one.
The underlying Index is a rules-based strategy allocating between S&P 500 and 10-Year U.S. Treasury futures according to trend and volatility signals, targeting four market regimes and three portfolios. Detailed index mechanics, risk factors and plan-of-distribution disclosures are provided in the accompanying documents.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-denominated medium-term senior notes linked to the S&P 500 Futures 35% Edge Volatility 6% Decrement Index (USD) ER. The notes pay a contingent coupon of 2.675% per quarter (10.70% p.a.) on each scheduled payment date only if the index closes at or above the 50% coupon barrier (214.322) on the prior valuation date. The securities may be automatically called as early as June 30 2026 if the index is at or above its initial level (428.6448) on any of 35 potential autocall dates, returning $1,000 plus the coupon.
If not called, the notes mature on July 6 2035. At maturity investors receive: (i) $1,000 if the final index value is ≥ the 50% final barrier, or (ii) $1,000 × (1 + index return) if the final value is below the barrier—exposing investors to uncapped downside to zero. Investors do not participate in any index appreciation and forego dividends.
Other key terms: issue price $1,000, estimated value $868.90 (13.1% below issue), underwriting fee $50 (5%), total offering size $50,000. The notes are unsecured, unsubordinated, not FDIC-insured, unlisted, and subject to Citigroup credit risk. The underlying index embeds leverage to S&P 500 futures, an implicit financing cost, and a 6% annual decrement, all of which may weigh on performance.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing bearish European-style put warrants linked to the better performer of the Russell 2000 and the S&P 500 indices. Each warrant carries a $1,000 notional amount and is offered at a premium of 8.85% ($88.50). Investors receive a cash payout on 2 July 2026 only if the final value of the highest-performing index is below its strike value (defined as 100 % of its highest closing level recorded between 24 June 2025 and 24 December 2025). If the index closes at or above that level, the warrants expire worthless and the entire premium is lost.
The payout, if triggered, equals the notional multiplied by the absolute strike differential percentage; however, the breakeven occurs only if the final index level is at least 8.85 % lower than its strike (91.15 % of the look-back high). The instrument therefore requires a substantive market decline to generate a positive return.
Key structural points: the warrants are unsecured senior obligations of Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc.; they are not listed on any exchange and may suffer limited or no liquidity. The preliminary estimated value on the pricing date is expected to be ≥ $80 (≤ 8 % of notional), materially below the $88.50 issue price, reflecting dealer spreads and hedging costs. CGMI acts as sole underwriter, earning up to 0.21 % underwriting fee plus hedging gains; Insperex LLC acts as qualified independent underwriter.
Risk profile: investors face full credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc., the possibility of total loss of premium, sensitivity to adverse moves in either index, and the absence of secondary-market quotations. The product targets sophisticated option-approved investors willing to accept high downside-directional risk and illiquidity in exchange for leveraged bearish exposure until 29 June 2026.
Citigroup Global Markets Holdings Inc. (guaranteed by Citigroup Inc.) has filed a 424(b)(2) preliminary pricing supplement for a new tranche of Market Linked Securities — Series N linked to the S&P 500® Index and maturing on 5 November 2026.
The $1,000-denominated, unsecured senior notes offer 300% upside participation in any index appreciation from the July 31 2025 starting value, but returns are capped at a minimum 13.00% ($1,130) to be fixed on the pricing date. If the index closes at or below the starting value on the calculation day (November 2 2026), investors incur a dollar-for-dollar loss on the decline, exposing them to full downside risk up to a total loss of principal. No periodic coupons or dividends are paid.
The notes are expected to price at $1,000 with an estimated value of ≥ $913.50, implying an initial value shortfall of up to 8.65%. A maximum underwriting discount/commission of 2.575% ($25.75) applies, of which Wells Fargo Securities may re-allow up to 1.75% plus $0.75 distribution fee to selected dealers. The securities will not be exchange-listed, limiting liquidity, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.
Key terms include:
- Participation Rate: 300%
- Maximum Return: ≥ 13.00%
- Maturity Payment: $1,000 ± performance adjustment per defined formula
- CUSIP/ISIN: 17333LCG8 / US17333LCG86
Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., is offering Market-Linked Senior Notes tied to the performance of NVIDIA Corporation common stock. These unsecured notes carry no coupon and mature on September 23, 2026 (issue date: July 23, 2025; pricing date: July 18, 2025). The stated principal amount is $1,000 per note.
Upside: If NVIDIA’s ending value exceeds its starting value, holders receive the principal plus 150 % participation in the appreciation, capped at a minimum 28 % maximum return (≥ $1,280 total payout).
Downside: A 15 % buffer applies. If NVIDIA falls ≤ 15 %, principal is repaid in full. If it falls by more than 15 %, investors lose principal on a 1-for-1 basis beyond the buffer—potentially up to 85 % loss.
Key structural features include: no periodic interest or dividends, secondary-market liquidity likely limited (no exchange listing), and all payments subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The expected initial estimated value is at least $912.00, below the $1,000 offering price, reflecting dealer spreads and hedging costs.
Underwriting: Citigroup Global Markets Inc. acts as lead agent; Wells Fargo Securities distributes the notes. Maximum underwriting discount/commission is 2.575 % ($25.75 per note), leaving net proceeds of roughly $974.25 per note to the issuer.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc. (ticker C), is offering unsecured, senior autocallable notes linked to the S&P 500 Futures 35% Edge Volatility 6% Decrement Index (USD) ER. The notes are priced at $1,000 each, will be issued on 3 Jul 2025 and, unless earlier redeemed, mature on 9 Jul 2030.
Key structural features
- Auto-call barrier: 90% of the initial index value. If this level is met on any annual valuation date, the notes redeem early for par plus the applicable premium.
- Premium schedule: 22.5% (2026), 45% (2027), 67.5% (2028), 90% (2029) and 112.5% (2030) of principal.
- Downside protection: Principal is returned in full only if the final index value remains ≥60% of its initial level. Below that “final barrier”, investors lose 1% of principal for every 1% decline in the index, exposing them to full downside beyond a 40% drop.
- No coupons or dividends; investors receive payments only upon auto-call or at maturity.
- Estimated value: At least $850, materially below the issue price, reflecting dealer margin and funding costs. Underwriting fee is $45 (4.5%).
- Credit risk: Payments depend on the ability of Citigroup Global Markets Holdings Inc. and Citigroup Inc. to perform.
- Liquidity: The notes will not be listed; secondary trading, if any, will be at the dealer’s discretion and may be at prices well below face value.
The underlying index is highly complex and volatile. It tracks leveraged futures on the S&P 500® Index, includes an embedded financing cost and an explicit 6% annual decrement, all of which can materially depress performance relative to the parent equity index. Consequently, while the premium schedule appears generous, investors face meaningful downside risk, potential under-performance of the index, and limited upside participation.