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 Inc. (C) launched a preliminary prospectus supplement for euro-denominated senior notes with a fixed-to-floating structure. The notes pay a fixed annual rate during an initial period, then switch to a floating rate tied to EURIBOR plus a spread, with interest paid annually (fixed period) and then quarterly (floating period). The company may redeem the notes at its option, including via a make‑whole call before a stated date and at par on specified dates, and may also redeem for tax reasons.
The notes are being offered globally to institutional and professional investors, with no sales to EEA or UK retail investors. Citigroup intends to apply to list the notes on the regulated market of the Luxembourg Stock Exchange, though listing is not assured or required to be maintained. The notes are senior unsecured obligations, issued in €100,000 denominations, and proceeds are to Citigroup for general corporate purposes. A stabilization manager may over‑allot up to 105% of the aggregate principal amount to support the market 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 Nasdaq‑100 Index, the Russell 2000 Index, and the Utilities Select Sector SPDR Fund, due October 27, 2028.
The notes have a $1,000 stated principal per security, price on October 24, 2025, and issue on October 29, 2025. They pay a contingent coupon of at least 0.9042% per month (approximately at least 10.85% per annum), only if on the relevant valuation date the worst‑performing underlying is at or above its coupon barrier, set at 70% of its initial value. The issuer may call the notes, in whole, on specified monthly dates, paying $1,000 plus any due coupon.
If not called, at maturity holders receive $1,000 if the worst performer is at or above its 70% final barrier; otherwise, they receive $1,000 plus the underlying return of that worst performer, which can reduce repayment significantly, potentially to zero. The notes will not be listed, carry the credit risk of the issuer and guarantor, and have an estimated value on pricing of at least $921 per security. CGMI acts as underwriter/principal; selected dealers may receive up to $5.00 per security, and certain service providers up to $4.50 per security.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured, autocallable Medium‑Term Senior Notes linked to the worst performer of the Nasdaq‑100, Russell 2000, and S&P 500. The notes pay no interest, may redeem early at set premiums after valuation dates, and return principal only if conditions are met.
Each security has a $1,000 stated principal amount. Early redemption can occur if the worst-performing index on a valuation date is at or above its initial value, paying $1,000 plus a premium. If held to maturity on October 26, 2028, outcomes are: $1,000 plus the final premium if the worst performer is at or above its initial value; $1,000 if it is below initial but at or above its 70.00% barrier; or $1,000 plus 1:1 downside if it is below the barrier. Minimum premiums set on pricing date step up by schedule, reaching 34.35% at the final valuation date.
Key dates: pricing October 22, 2025; issue October 27, 2025; valuation dates include October 23, 2026 and others. The estimated value is expected to be at least $907.00 per security. Underwriting fee is up to $29.50 per security; proceeds to issuer per security are $970.50. The notes will not be listed and all payments are subject to the credit risk of the issuer and guarantor.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., filed a 424(b)(2) preliminary pricing supplement for Callable Contingent Coupon Equity Linked Securities due October 20, 2028, linked to the worst performer of the Nasdaq-100, Russell 2000, and S&P 500 indices.
The notes pay a contingent coupon of at least 10.10% per annum (paid quarterly at at least 2.525% per period) if, on the prior valuation date, the worst-performing index is at or above its coupon barrier of 70% of initial value. At maturity, if not called, principal is repaid only if the worst performer is at or above its final barrier of 60% of initial value; otherwise, repayment is reduced 1-for-1 with the index decline, potentially to zero. The issuer may call the notes in whole on specified quarterly dates, paying $1,000 plus any due coupon.
Key terms include a $1,000 stated principal amount per security, pricing on October 17, 2025, issue on October 22, 2025, and quarterly valuation dates through October 17, 2028. The securities are unsecured, subject to the credit risk of Citigroup and its guarantor, will not be listed, and carry an underwriting fee of up to $6.50 per security (minimum proceeds to issuer $993.50). The estimated value on the pricing date is expected to be at least $937.00 per security.
Citigroup Global Markets Holdings Inc. filed a preliminary pricing supplement for callable contingent coupon equity-linked securities tied to the worst of the Russell 2000 and S&P 500, guaranteed by Citigroup Inc.
The notes pay a contingent coupon of at least 2.40% per quarter (9.60% per annum) when the worst-performing index on a valuation date is at or above 70% of its initial value. The issuer may call the notes on specified dates for $1,000 plus any coupon. If not called, at maturity on November 3, 2028 holders receive $1,000 if the worst index is at or above its 70% final barrier; otherwise the payoff is $1,000 + $1,000 × underlying return, which can result in significant loss up to the full principal.
Key terms include $1,000 denomination, pricing date October 31, 2025, issue date November 5, 2025, no exchange listing, and payments subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $935.50 per note. CGMI is underwriter; selected dealers may receive up to $6.00 per note.
Citigroup Global Markets Holdings Inc. is offering Trigger Callable Yield Notes linked to the least performing of the Nasdaq-100 Index (NDX) and the Russell 2000 Index (RTY), fully and unconditionally guaranteed by Citigroup Inc.
The notes pay a 9.40% per annum monthly coupon (e.g., $0.0783 per $10 note) and are callable at the issuer’s discretion on any monthly coupon date beginning approximately three months after issuance. If not called, at maturity on January 15, 2027 you receive the $10 principal plus the final coupon if the least performing index is at or above its 70% downside threshold; otherwise, repayment is reduced proportionally to the decline, up to a full loss.
Per-note economics: Issue price $10.00, proceeds to issuer $9.90, and an underwriting discount $0.10. The issuer estimates a value of at least $9.755 per note on the trade date. Initial levels and thresholds: NDX 24,579.32 (threshold 17,205.52) and RTY 2,495.499 (threshold 1,746.849). Payments depend on the creditworthiness of the issuer and guarantor.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performing of the Nasdaq-100, Russell 2000, and S&P 500, due October 25, 2028. The notes may pay a contingent coupon of at least 1.0125% per month (equivalent to at least 12.15% per annum) when, on the relevant valuation date, the worst-performing index closes at or above its 75% coupon barrier.
The notes are callable at the issuer’s option on specified dates; if called, holders receive $1,000 per note plus any related coupon. If not called, at maturity investors receive $1,000 only if the worst-performing index is at or above its 75% final barrier; otherwise the return is $1,000 plus $1,000 times the index return of the worst performer, which can result in significant loss, including zero.
The securities are offered at $1,000 per note with an underwriting fee of up to $6.50 and proceeds to the issuer of $993.50 per note. The issuer expects an estimated value on the pricing date of at least $937.50 per note. The notes will not be listed and are subject to the credit risk of both the issuer and the guarantor. Investors do not receive dividends or upside participation.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performer of the Russell 2000 Index and the S&P 500 Index, due October 25, 2029. The notes pay a contingent coupon of at least 6.75% per annum (≥0.5625% per period) only if, on each valuation date, the worst-performing index closes at or above its coupon barrier, set at 70% of its initial value.
The issuer may redeem the notes in whole on specified dates, paying $1,000 plus any due coupon. If not redeemed, at maturity investors receive $1,000 if the worst performer is at or above its final barrier (also 70% of initial). Otherwise, repayment is $1,000 plus $1,000 times the worst performer’s return, which can result in substantial loss, up to total loss. The notes are unsecured and subject to the credit risk of both issuers, will not be listed, and may have limited liquidity. Indicative economics include an issue price of $1,000, an estimated value of at least $900 per security on the pricing date, and an underwriting fee of up to $37.50 per security.
Citigroup Global Markets Holdings Inc. (C) filed a preliminary 424B2 for principal-at‑risk Contingent Income Auto‑Callable Securities linked to SPDR S&P 500 ETF Trust (SPY), fully and unconditionally guaranteed by Citigroup Inc. The notes pay a 1.0833% monthly contingent coupon (≈13.00% per annum) when SPY’s closing price on the valuation date is at or above the downside threshold.
The notes may auto‑redeem on monthly potential redemption dates if SPY is at or above the initial share price, paying $1,000 plus the contingent coupon (including any previously unpaid coupons). If held to maturity and not auto‑redeemed, payment depends on SPY’s final level: at or above the downside threshold set at 90.00% of the initial price returns $1,000 plus the coupon; below that, repayment is reduced by a leveraged downside formula with a 10.00% buffer (buffer rate ≈111.111%). The notes are not listed. The issue price is $1,000; CGMI expects an estimated value of at least $950.50 per note on the pricing date. Underwriting fee is $1.00 per $1,000; dealers may receive a $0.50 selling concession and a $0.50 structuring fee.
Citigroup Global Markets Holdings Inc. filed a preliminary 424(b)(2) for Autocallable Contingent Coupon Equity Linked Securities tied to Tesla, Inc., due November 1, 2028, fully and unconditionally guaranteed by Citigroup Inc. The notes may pay a contingent coupon of at least 4.15% per quarter (equivalent to at least 16.60% per annum) if on each valuation date TSLA closes at or above the coupon barrier value.
The securities are autocallable on specified dates if TSLA’s closing value is greater than or equal to the initial underlying value; if called, holders receive $1,000 plus the related coupon. If not called, maturity payoff is $1,000 if the final value is at or above the final barrier (60% of initial); otherwise, it equals $1,000 + ($1,000 × underlying return), which can be significantly less than $1,000 and may be zero. The notes are not listed and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.
Per-security economics: Issue price $1,000, underwriting fee $40, and proceeds to issuer $960. The issuer currently expects an estimated value of at least $888.50 per security on the pricing date.