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.
Citigroup Inc. filings document the regulatory record of a global financial institution with common stock, preferred stock, medium-term senior notes and other registered securities. Form 8-K reports cover quarterly and annual results, financial data supplements, Regulation FD materials, registered-security schedules and exhibits tied to debt and preferred stock instruments.
The company’s SEC record also includes proxy disclosures on board governance, shareholder voting matters and executive compensation. Other filings document amendments to the certificate of incorporation through preferred stock designations, underwriting agreements, supplemental indentures and segment-reporting changes affecting Wealth, U.S. Personal Banking, Services, Markets and Banking.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured medium-term notes that pay contingent quarterly coupons linked to the worst performer of the Nasdaq‑100, Russell 2000 and S&P 500 indices.
Each $1,000 security can pay a coupon of at least approximately 11.00% per year, but only if on each valuation date the worst performing index is at or above 70% of its initial level. If this condition is not met, no coupon is paid for that period.
Unless the notes are called early at the issuer’s option, principal repayment at maturity depends on the worst performing index. If its final level is at or above 70% of its start, investors receive $1,000 back; if it is below, repayment is reduced one‑for‑one with the index loss, potentially down to zero. The notes are not listed, may be hard to sell, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to the worst performer of the iShares Silver Trust, the Nasdaq-100 Index and the Russell 2000 Index. Each security has a $1,000 stated principal amount and may pay a contingent coupon of at least 1.3225% per period (at least 15.87% per annum) if, on the relevant valuation date, the worst performing underlying is at or above its coupon barrier, set at 50% of its initial value. The notes can be automatically redeemed on specified potential autocall dates if the worst performer is at or above its initial value, returning $1,000 plus the coupon. If not called and, at maturity, the worst performer is below its final barrier (50% of initial), investors lose 1% of principal for each 1% decline and can lose their entire investment. The securities are not listed, involve significant market, underlying and credit risks, and their estimated initial value is expected to be below the $1,000 issue price.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performer of the Dow Jones Industrial Average, the Russell 2000® Index and the S&P 500® Index, maturing on February 1, 2029. Investors may receive a contingent coupon of 0.8333% per month (about 10.00% per year) only if, on each valuation date, the worst performing index is at or above 70% of its initial level. If the notes are not called and the worst performing index is below 70% of its initial level at maturity, repayment of the $1,000 principal is reduced one-for-one with the index loss and can fall to zero. The issuer may redeem the notes early at par plus any due coupon, the notes are unsecured and unlisted, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The expected estimated value on the pricing date is at least $938 per $1,000 issue price.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable “Phoenix” structured securities linked to the common stock of NVIDIA Corporation (NVDA), maturing in February 2027. These notes pay a contingent coupon of 5.0125% of principal per period only when NVIDIA’s share price on the relevant valuation date is at or above a coupon barrier set at 80% of the initial share price, with missed coupons potentially paid later if the barrier is subsequently met.
The notes can be automatically redeemed early on any interim valuation date if NVIDIA’s closing price is at or above the initial share price, returning principal plus the applicable coupon but no upside participation in stock gains. If held to maturity and not redeemed, investors receive full principal plus any due coupon if the final share price is at or above an 80% final barrier; otherwise, repayment is reduced according to a formula that includes a 20% downside buffer and a buffer rate of 125%, which can lead to substantial or total loss of principal. The estimated value on the pricing date is expected to be at least $936 per $1,000, below the issue price, and the securities will not be listed on any exchange.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured medium-term senior notes called callable contingent coupon equity-linked securities tied to the worst performer of the Dow Jones Industrial Average, the Russell 2000® Index and the S&P 500® Index, maturing on February 7, 2029, unless called earlier.
The notes pay a contingent coupon of at least 2.25% of the $1,000 stated principal per quarter (at least 9.00% per annum) only if, on each valuation date, the worst performing index closes at or above 80% of its initial value. Citigroup may redeem the notes in whole on specified coupon dates, paying $1,000 plus any due coupon.
At maturity, if not redeemed and the worst performing index is at or above 80% of its initial value, investors receive $1,000 plus any final coupon. If it is below that 80% buffer level, repayment is reduced dollar-for-dollar for index losses beyond 20%, potentially resulting in a substantial loss of principal and no coupons. The estimated value on the pricing date is expected to be at least $936.50 per $1,000 note, below the issue price, reflecting structuring and hedging costs and the issuer’s internal funding rate.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to the worst performer of Alphabet, Walmart and Wells Fargo.
The notes have a $1,000 stated principal amount and can pay a contingent coupon of at least 1.0292% per period (about 12.35% per year) when, on a valuation date, the worst-performing stock is at or above 70% of its initial value. Missed coupons can be paid later if the condition is met, but may be lost entirely.
If not called early and the worst-performing stock is at or above 60% of its initial value at final valuation, holders receive $1,000 back; below 60%, repayment falls one-for-one with that stock’s loss, down to zero. The notes can be automatically redeemed early if the worst-performing stock is at or above its initial value on specified dates. They will not be listed, carry full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and have an estimated initial value of at least $906.50 per $1,000, below the issue price.
Citigroup Inc. is offering depositary shares, each representing a 1/1,000th interest in a share of its perpetual, noncumulative Preferred Stock, Series II. Each preferred share has a $25,000 liquidation preference, equivalent to $25 per depositary share, and dividends are payable in cash quarterly when, as, and if declared by the board, on specified dates in February, May, August, and November. Dividends are noncumulative and subject to regulatory capital and other legal restrictions.
Citigroup may redeem the preferred stock on specified future dividend payment dates or following a defined Regulatory Capital Event at $25,000 per preferred share (or $25 per depositary share) plus any declared and unpaid dividends. The Preferred Stock ranks senior to common stock and on parity with Citigroup’s other preferred series as to dividends and liquidation, carries very limited voting rights, and has no maturity, conversion, or preemptive rights. Application will be made to list the depositary shares on the NYSE under the symbol “C PR I,” and net proceeds are expected to be used for general corporate purposes, including potential redemptions or repurchases of existing securities.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Medium-Term Senior Notes linked to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, maturing on February 2, 2029. The securities may pay a contingent coupon of at least 0.7958% per period, equivalent to an annualized rate of approximately at least 9.55%, but only if on each valuation date the worst performing index is at or above 70% of its initial value. The notes are callable in whole on specified redemption dates, in which case holders receive $1,000 per security plus any due coupon.
At maturity, if not redeemed, investors receive $1,000 per security only if the worst performing index is at or above 60% of its initial value. If it finishes below this final barrier, repayment is reduced one-for-one with the index loss, down to zero. The notes pay no dividends, are not listed, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issuer currently expects the estimated value on the pricing date to be at least $936 per $1,000 issue price, reflecting structuring and hedging costs.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering $1,000-per-security autocallable contingent coupon equity-linked securities due January 26, 2029, tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices. Investors can receive a contingent coupon of 2.50% per quarter (a 10.00% per annum rate) only if, on each valuation date, the worst-performing index is at or above 75.00% of its initial value; otherwise no coupon is paid.
If the notes are not called early and, on the final valuation date, the worst-performing index is at or above 75.00% of its initial value, investors receive $1,000 back per security plus any final coupon. If it is below that level, repayment is reduced in line with the index loss, potentially down to zero. The notes can be automatically redeemed on specified dates starting July 23, 2026 if the worst-performing index is at or above its initial value, in which case investors receive $1,000 plus the coupon.
The issue price is $1,000 per security, with an underwriting fee of up to $20.78 and minimum proceeds to the issuer of $979.22 per security. The estimated value on the pricing date is expected to be at least $923.00 per security. The securities will not be listed on any exchange and involve significant market, credit, liquidity and tax risks.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering equity-linked securities tied to Tesla, Inc. with a stated principal amount of $1,000 per security and a scheduled maturity on July 27, 2026. Investors receive fixed coupons totaling 6.575% over the term, paid as 3.2875% of principal on April 27, 2026 and again at maturity.
At maturity, if Tesla’s final share price is at or above the final buffer value of $359.488 (80.00% of the $449.36 initial value), investors receive $1,000 per security plus the final coupon. If Tesla’s final value is below the buffer, holders receive a fixed number of Tesla shares based on an equity ratio of 2.78173, or, at the issuer’s option, the cash value of those shares, which may be significantly less than principal and could be zero in an extreme decline.
The $500,000 offering is sold at $1,000 per security with a $7.50 underwriting fee and an estimated value of $986.50. The securities are unsecured obligations of the issuer, are not listed on any exchange, involve complex risks, and carry uncertain and potentially adverse U.S. tax treatment, including possible 30% withholding on some payments for certain non-U.S. holders.