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., fully guaranteed by Citigroup Inc., is offering fixed-to-floating rate notes linked to SOFR maturing on February 5, 2027. Each note has a stated principal of $1,000, with full principal due at maturity and interest paid quarterly.
From issuance to April 6, 2026, the notes pay a fixed annual rate of 4.12% (about 1.041% for the first, short period). After that, interest floats at daily compounded SOFR + 0.15%, subject to a floor of 0.00% and a cap of 4.12% per year, using an Actual/360 day count. SOFR was 3.87% on December 31, 2025.
The notes will not be listed on any exchange and may have limited or no liquidity. Citibank, N.A. acts as calculation agent and paying agent, and Citigroup and its affiliates may hedge and earn fees of up to $0.30 per note. The documents highlight risks related to SOFR methodology changes, potential benchmark replacements, market value, and the lack of an active secondary market.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000 denomination autocallable market-linked notes tied to the S&P 500 Futures 35% Intraday Edge Volatility TCA 6% Decrement Index (SPXI3EV6), maturing in 2031.
The notes can be automatically redeemed on set annual valuation dates if the index closes at or above a preset threshold, paying $1,000 plus a fixed premium of at least 14%, rising in steps up to 70% by the final valuation date. If never called, holders receive $1,000 at maturity, with no additional return unless the final index value reaches the last threshold. The estimated value on the pricing date is expected to be at least $909 per note, below the issue price, and the notes will not be listed. The underlying index is complex, uses leverage up to 500%, includes a 6% per year decrement and notional costs, and may significantly underperform the S&P 500, so these notes are described as significantly riskier than conventional debt.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable market-linked notes tied to the S&P 500 Futures 35% Intraday Edge Volatility TCA 6% Decrement Index (USD) ER. Each note has a $1,000 stated principal amount, with a term to January 30, 2031, and no stock-exchange listing.
The notes can be automatically redeemed early on scheduled valuation dates from 2027 to 2030 if the index closes at or above preset premium threshold levels (from 125% down to 110% of the initial value). In that case, investors receive $1,000 plus a fixed premium of at least 9%, 18%, 27% or 36%, depending on the year. If the notes remain outstanding to 2031 and the final index value is at or above 105% of the initial value, the maturity payment is $1,000 plus at least a 45% premium; otherwise, investors receive $1,000.
The underlying index is a highly complex, leveraged, volatility-targeted futures strategy with a 35% volatility target, leverage up to 500%, and a 6% per year decrement plus notional and financing costs, which can cause significant underperformance versus the S&P 500. The notes are subject to issuer and guarantor credit risk, limited liquidity, complex U.S. tax treatment as contingent payment debt instruments, and an estimated value on the pricing date expected to be below the $1,000 issue price.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing market-linked senior notes tied to the Citi Dynamic Asset Selector 5 Excess Return Index, maturing on August 4, 2027. Each security has a $1,000 stated principal amount and does not pay periodic interest.
At maturity, holders receive $1,000 plus a return amount that is positive only if the Index finishes above its initial level; the upside is enhanced by an upside participation rate of at least 150%. If the Index is flat or lower, investors receive only the $1,000 principal. The Index uses a rules-based regime and volatility-targeting approach that shifts between U.S. equity and Treasury futures and is reduced by a 0.85% annual index fee.
The estimated value on the pricing date is expected to be at least $919 per security, below the $1,000 issue price, reflecting structuring, hedging costs and dealer compensation, including an underwriting fee of up to $10 per security and up to $2.50 per security for certain platform providers. The notes will not be listed on an exchange, may have limited liquidity, and are subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $5,174,000 of Contingent Income Callable Securities due January 4, 2028, linked to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices. Each security has a $1,000 principal amount and offers a quarterly contingent coupon of 2.725% of principal (10.90% per annum) for any observation period in which none of the indices closes below 75% of its initial level on any trading day. If a coupon barrier event occurs in a period, no coupon is paid for that quarter.
The issuer may redeem the notes in whole on specified quarterly dates starting about three months after issuance, paying $1,000 per security plus any due coupon. If the notes are not called, at maturity investors receive $1,000 per security if the worst-performing index is at or above 75% of its initial level. If the worst-performing index finishes below that threshold, repayment is reduced one-for-one with the index loss, down to zero in severe declines, meaning investors can lose their entire principal and may receive few or no coupons. The notes are not listed on any exchange, have an estimated value of $971.20 per $1,000 at pricing, and involve complex market and tax risks.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured barrier securities linked to the Nikkei 225 Index maturing on January 9, 2029. Each security has a $1,000 stated principal amount and pays no interest.
At maturity, if the Nikkei 225 has risen from the initial value of 50,339.48, investors receive $1,000 plus 200% of the index gain, capped by a maximum return of $500 per security (50% of principal). If the index is flat or down but at or above the final barrier of 42,788.558 (85% of the initial value), investors receive $1,000. If the index closes below the barrier, repayment is $1,000 plus the full index return, so losses match the index decline and investors can lose their entire investment.
The securities are not listed, may have limited liquidity and are subject to the credit risk of both issuers. The issue price is $1,000, including up to a $25 underwriting fee, with estimated value on the pricing date of $942.70 per security.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Callable Contingent Coupon Equity Linked Securities tied to the worst performer of the Nasdaq‑100, Russell 2000 and S&P 500 indices, maturing on October 3, 2030.
The notes pay a contingent coupon of 0.75% of principal per period (equivalent to 9.00% per annum) 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.
At maturity, if not earlier called, investors receive $1,000 per note only if the worst-performing index is at or above 60% of its initial level; otherwise repayment is reduced one‑for‑one with the index loss, potentially down to zero. Citigroup may redeem the notes in whole on specified dates by paying $1,000 plus any due coupon.
The notes are not listed, may have limited liquidity, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000 per note versus an estimated value of $980.20, with a total offering size of $3,062,000.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering barrier securities linked to the MSCI EAFE® Index maturing on January 9, 2029. Each security has a $1,000 stated principal amount and provides 200% upside participation in index gains, but total return is capped at a maximum $300 per security (30%). If the index ends below the initial level but at or above the 85% barrier (2,465.357), investors receive only the $1,000 principal. If the final value is below the barrier, repayment is reduced 1-for-1 with the index loss, and the entire investment can be lost. The notes pay no interest, provide no dividends, are not exchange-listed, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000 per security versus an estimated value of $949.10.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-denomination autocallable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, maturing January 5, 2027. The notes pay a contingent coupon of 2.625% per quarter (10.50% per year) only if, on each valuation date, the worst-performing index is at or above 90% of its initial value.
If on any autocall date the worst-performing index is at or above its initial value, the notes are automatically redeemed at $1,000 plus the coupon, which can cap the total income. At final maturity, if not called and the worst-performing index has fallen more than 10% from its initial level, principal is reduced 1% for each percentage point of loss beyond the 10% buffer, potentially resulting in a significant loss. The securities are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., are not listed, and had an estimated value of $982.70 per $1,000 at pricing, below the issue price.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities due January 5, 2027 with a stated principal amount of $1,000 per security and total proceeds to the issuer of $1,676,775.00.
The notes pay a quarterly contingent coupon of 2.9375% of principal (an annual rate of 11.75%) only if, on each valuation date, the worst performing of the EURO STOXX 50® Index, Russell 2000® Index and S&P 500® Index is at or above its coupon barrier value, set at 90.00% of its initial level. The same 90.00% level serves as a final buffer value.
The securities may be automatically redeemed on valuation dates in 2026 if the worst performing index is at or above its initial level, returning $1,000 plus the coupon. If held to maturity without autocall and the worst performing index is below its final buffer value, investors lose 1% of principal for every 1% decline beyond the 10.00% buffer, potentially resulting in a significant loss. Investors face index, volatility, liquidity, tax and credit risk, and the estimated value of $986.60 per security is below the $1,000 issue price.