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 autocallable barrier securities, issued as Medium-Term Senior Notes, Series N, each with a $1,000 stated principal amount and maturing on July 26, 2029 unless redeemed earlier. The notes are linked to the worst performer of the Dow Jones Industrial Average, the Nasdaq-100 Index® and the Russell 2000® Index.
The notes pay no interest and do not guarantee return of principal. On July 21, 2027, if the worst-performing index is at or above its initial value, the notes are automatically redeemed for $1,150 per $1,000 security (15% premium). If not redeemed, at maturity investors receive: (i) $1,000 plus upside if the worst-performing index is above its initial value, with an 189.00% upside participation rate; (ii) $1,000 if the worst-performing index is at or below its initial value but at or above 60.00% of that value; or (iii) 1-for-1 downside loss if it finishes below 60.00%, down to a possible zero repayment.
The issue price is $1,000, including up to $29.50 in underwriting fees, for minimum issuer proceeds of $970.50 per note. Citigroup expects the estimated value on the pricing date to be at least $912.50, below the issue price, reflecting selling, structuring and hedging costs. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and secondary market liquidity may be limited.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering medium-term senior notes in the form of callable contingent coupon equity-linked securities tied to the worst performing of the Nasdaq-100 Index, Russell 2000 Index and S&P 500 Index, maturing January 27, 2028.
Each security has a $1,000 stated principal amount and pays a contingent coupon of 1.0333% per period (about 12.40% per annum) only if, on the relevant valuation date, the worst performing index is at or above 70.00% of its initial value. Principal is fully repaid at maturity only if the worst performing index on the final valuation date is at or above its 70.00% final barrier; otherwise repayment is reduced one-for-one with the index decline and can fall to zero.
The issuer may call the notes in whole on specified dates, paying $1,000 plus any due coupon. The estimated value on the pricing date is expected to be at least $936.50 per security, below the issue price, reflecting structuring, hedging costs and internal funding. Investors face Citigroup Global Markets Holdings Inc. and Citigroup Inc. credit risk, limited liquidity, complex tax treatment and potential 30% withholding on coupons for non-U.S. holders.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is issuing floating rate notes due July 20, 2066 with a stated principal amount of $1,000 per note. The notes pay quarterly interest at daily compounded SOFR plus 0.10%, subject to a minimum interest rate of 0.00% per annum, using an Actual/360 day-count convention.
Interest is payable on the 20th of January, April, July and October, starting October 20, 2026, and full principal is due at maturity. Investors may request annual early repurchase on or after July 20, 2029 for at least $10,000 in principal, receiving per $1,000 note $970 from 2029–2030, $980 from 2031–2033, $990 from 2034–2036 and $1,000 from 2037 to 2037–2065 repurchase dates, plus accrued interest.
The notes will not be listed on any securities exchange and may have limited liquidity. CGMI acts as underwriter, earning an underwriting fee of up to $10 per note; net proceeds are for general corporate purposes and hedging activities. The notes are treated as variable rate debt instruments for U.S. federal income tax purposes and are intended to qualify as “qualified replacement property,” although that status is not assured.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $16,419,170 of Trigger Autocallable GEARS linked to the MSCI Emerging Markets Index, maturing July 18, 2029. Each unsecured note has a $10 stated principal amount and offers an automatic call on July 22, 2027 if the index is at or above the autocall barrier of 100% of the initial level of 1,688.23. If called, investors receive $10 plus an 18.00% call return ($11.80 total) and no further payments.
If not called, maturity payoff depends on index performance. For a positive index return, investors receive $10 plus leveraged upside at a gearing of 2.11. If the index return is zero or negative but the final level is at or above the downside threshold of 75% of the initial level (1,266.17), principal is repaid. If the final level falls below the threshold, investors are fully exposed to losses on a 1-to-1 basis and can lose up to 100% of principal. Investors forgo dividends on the index constituents, face limited or no secondary liquidity, and are exposed to the credit risk of both the issuer and Citigroup Inc.; any default could result in loss of the entire investment.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured structured notes linked to the Nasdaq-100, Russell 2000 and S&P 500 indices. Each security has a $1,000 stated principal amount, for a total public offering of $10,948,000.
The notes pay a 9.20% per annum contingent coupon, due monthly only if the lowest performing index on the prior calculation day is at or above its coupon threshold (70% of its starting value). The notes are automatically redeemed at par plus coupon if, on any potential autocall date from January 2027 to June 2029, the lowest performing index is at or above its starting value.
If not called, at maturity in July 2029 investors receive par only if the lowest performing index is at or above its downside threshold (60% of starting value); otherwise repayment is reduced in proportion to that index’s decline, potentially to zero. The estimated value is $972.10 per note, below the public price, and investors face issuer and guarantor credit risk, limited or no secondary liquidity, and uncertain U.S. tax treatment, including possible 30% withholding on coupons for some non-U.S. holders.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable equity-linked securities with a stated principal amount of $1,000 per security, linked to the worst performing of Alphabet Inc., NVIDIA Corporation and the VanEck Semiconductor ETF. Initial underlying values are Alphabet $370.92, NVIDIA $212.50 and VanEck Semiconductor ETF $590.77, each with a 50.00% final barrier set at $185.460, $106.250 and $295.385, respectively.
The notes pay a fixed coupon of 0.975% per month (11.70% per annum) until redeemed or matured, and may be automatically called on scheduled dates from July 2027 through June 2028 if the worst performing underlying is at or above a step-down autocall barrier (from 100.00% to 78.00% of its initial value). If held to maturity and not called, investors receive $1,000 per note plus the final coupon if the worst performer finishes at or above its barrier; otherwise they receive $1,000 plus the underlying return of the worst performer, which can reduce repayment to zero. The issue price is $1,000, including a $26.00 underwriting fee and $974.00 in proceeds to the issuer, and the estimated value is expected to be at least $895.00 per security. The securities are unsecured obligations, not bank deposits, and are not insured by the FDIC.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Phoenix Securities linked to the Invesco QQQ Trust with an aggregate stated principal amount of $12,000,000 ($1,000 per security), maturing July 19, 2027.
Investors may receive a monthly contingent coupon of 1.4167% of principal if QQQ’s closing price on the relevant valuation date is at or above the coupon barrier of $652.959 (90% of the $725.51 initial share price). Missed coupons have a “memory” feature and are paid if the barrier is met on a later date, but are forfeited if it is never met, including on the final valuation date.
The notes auto-call at $1,000 plus any due coupons (including unpaid past coupons) if QQQ closes at or above the initial share price on any interim valuation date. If held to maturity and not called, investors receive par plus coupons if the final price is at or above the final barrier of $652.959; otherwise repayment follows a buffered loss formula with a 10% buffer, and principal can be reduced substantially, down to zero. The estimated value is $996.10 per $1,000 security, below the issue price, and the notes carry issuer and guarantor credit risk, complex U.S. tax treatment and potential 30% withholding on coupons for many non-U.S. holders.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable equity-linked notes tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500. Each note has a $1,000 principal amount, prices on July 24, 2026 and matures July 29, 2031, unless called earlier.
Holders may receive quarterly contingent coupons of at least 2.7625% of principal (equivalent to at least 11.05% per annum) only when the worst index on the prior valuation date is at or above 70.00% of its initial level. The notes are automatically redeemed at $1,000 plus the coupon if, on specified potential autocall dates, the worst index is at or above its initial level.
If not called, maturity repayment depends on the worst index on the final valuation date: return of principal if it is at or above 60.00% of its initial level, or principal reduced one-for-one with its loss below that barrier, down to zero. Investors forgo dividends and upside in the indices, face limited liquidity, complex tax treatment and full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $945.50 per $1,000 note, below the issue price.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering $10,021,000 of Autocallable Buffered Notes linked to the MSCI Emerging Markets Index (MXEF), each with a stated principal amount of $1,000 and scheduled to mature on July 19, 2028.
If on the July 23, 2027 valuation date the index closes at or above the initial level of 1,690.70, the notes are automatically redeemed for $1,218 per $1,000 note (a 21.80% premium) and terminate. If not called, at maturity investors receive $1,000 plus 125% of any positive index return.
If the final index value is below the initial level but at or above 85.00% of it (1,437.095), principal is repaid in full. Below that buffer, principal is reduced, with losses increasing at approximately 117.647% of the index decline beyond the 15.00% buffer. The estimated value is $973.40 per note versus the $1,000 issue price, based on CGMI’s proprietary pricing models and internal funding rate, and investors bear both Citigroup credit risk and the product’s structural and tax complexity.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $9,575,000 of unsecured structured notes in $1,000 denominations linked to the iShares Expanded Tech-Software ETF, the Russell 2000 Index and the S&P 500 Index. The notes pay a 10.50% per annum contingent monthly coupon only if, on each calculation day, the lowest performing underlying is at or above 60% of its starting value, and the notes may be automatically redeemed from January 2027 through June 2029 if that lowest underlying is at or above its starting value.
If not called and at maturity in July 2029 the lowest underlying is at or above its 60% downside threshold, investors receive the $1,000 principal per note; if it is below, repayment is reduced in proportion to that decline, potentially to zero, and no final coupon is paid. The notes carry the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., have limited expected secondary liquidity, and feature an estimated value of $971.40 per note on the pricing date, below the $1,000 public offering price due to selling, structuring and hedging costs and the issuer’s internal funding rate. Complex U.S. tax treatment and potential 30% withholding on coupons for certain non-U.S. holders are highlighted.