CITIGROUP INC SEC Filings

Citigroup Global Markets Holdings Inc. has provided a preliminary pricing supplement for autocallable medium-term senior notes linked to the worst performing of the Nasdaq-100 Index® and the Russell 2000® Index. The securities have a stated principal amount of $1,000 per security, a pricing date of July 22, 2026, an issue date of July 27, 2026 and a maturity date of July 25, 2031.

The notes may automatically redeem early on specified quarterly valuation dates if the worst performing underlying is at or above its initial value; if not redeemed, payment at maturity depends solely on the worst performing underlying on the final valuation date. The securities include a 15.00% buffer, fixed minimum premiums per valuation date (starting at 9.25% and rising to 46.25% at the final date), an underwriting fee of $40 per security, and estimated value on the pricing date of at least $900 per security. All payments are guaranteed by Citigroup Inc. and are subject to issuer credit risk.

Citigroup Global Markets Holdings Inc. proposes a primary offering of callable, contingent-coupon medium-term senior notes linked to the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 Index® and the Russell 2000® Index. The securities are priced per $1,000 stated principal and, if issued, are expected to be priced on July 16, 2026, issued on July 21, 2026 and mature on July 19, 2029. Each contingent coupon payment will be at least 1.1542% per payment (approximately 13.85% per annum if all are paid) and is payable only if the worst performing underlying on the applicable valuation date is at or above its coupon barrier (75% of initial value). The final payout depends solely on the worst performing underlying relative to its final barrier (70% of initial value). The issuer may call the notes on specified potential redemption dates; all payments are subject to issuer and guarantor credit risk.

Citigroup Global Markets Holdings Inc. is offering Medium-Term Senior Notes, Series N — autocallable securities linked to NVIDIA Corporation with a stated principal amount of $1,000 per security. The securities may automatically redeem on specified valuation dates with fixed premiums (17.45% on July 16, 2027, 34.90% on July 10, 2028, and 52.35% on July 9, 2029). If not redeemed early, repayment at maturity depends on the final underlying value versus a final barrier equal to 65.00% of the initial underlying value. Holders face 1-to-1 downside exposure below the final barrier and will not receive dividends or voting rights on the underlying. The estimated value on the pricing date is stated to be at least $917.50 per security; CGMI will receive an underwriting fee of up to $18.50 per security.

Citigroup Global Markets Holdings Inc. is offering medium-term senior notes due July 31, 2031: autocal lable contingent coupon equity-linked securities linked to the worst performing of the Dow Jones Industrial Average and the S&P 500 Dynamic Participation Index. Each security has a stated principal amount of $1,000. The notes may pay contingent quarterly coupons (at least 0.625% per period, equivalent to 7.50% per annum if all are paid) when the worst performing underlying on a valuation date is at or above its coupon barrier (80.00% of initial). A 15.00% buffer applies to the final valuation: if the worst performing underlying closes below its final buffer (85.00% of initial), holders can lose 1% of principal for each 1% depreciation beyond the buffer. The securities may be automatically redeemed early if the worst performing underlying equals or exceeds its initial value on an autocall date. Issue price is $1,000 per security; CGMI states an estimated value of at least $897.00 and will receive an underwriting fee of $38.00 per security.

Citigroup Global Markets Holdings Inc. is offering medium-term, autocallable contingent coupon notes due July 19, 2029, guaranteed by Citigroup Inc.. Each security has a stated principal amount of $1,000, a contingent coupon (at least 2.125% per payment; annualized 8.50% if all paid) and valuation dates through July 16, 2029. The securities pay contingent coupons only if the worst performing underlying (the Dow Jones Industrial Average, the Nasdaq-100 Index® or the Russell 2000® Index) on a valuation date is at or above its coupon barrier (65% of its initial value). If the worst performing underlying is at or above its initial value on a potential autocall date, the securities will be automatically redeemed for $1,000 plus the related contingent coupon on the next contingent coupon payment date. If not redeemed, payment at maturity depends on the final underlying value relative to a final barrier (55% of initial): holders may receive $1,000 or an amount reduced pro rata to the worst performing underlying’s decline, potentially resulting in significant loss or total loss of principal.

The pricing date is July 14, 2026, the issue date is July 17, 2026, and CGMI’s estimated value on the pricing date is disclosed as at least $924.00 per security, below the issue price. Investors bear market and issuer credit risk, possible limited liquidity, tax uncertainty, and reliance on CGMI as calculation agent and market‑maker.

Citigroup Global Markets Holdings Inc. priced an offering of medium-term senior notes — structured as autocallable contingent coupon equity-linked securities tied to NVIDIA Corporation with a stated principal amount of $1,000 per security. The securities pay a contingent coupon of 3.25% per period (13.00% per annum) on each contingent coupon payment date if the closing value of NVIDIA on the immediately preceding valuation date is at or above a coupon barrier set at 60.00% of the initial underlying value. The notes may be automatically redeemed on specified potential autocall dates if NVIDIA’s closing value on those dates is at or above the initial underlying value; maturity is July 13, 2028 if not earlier redeemed. At maturity, if the final underlying value is below the final barrier (also 60.00% of the initial underlying value), holders will receive a fixed number of NVIDIA shares equal to the equity ratio (or, at Citigroup’s election, cash), which could be worth significantly less than the stated principal and possibly nothing. The pricing supplement discloses an estimated value on the pricing date of at least $924.50 per security and an underwriting fee of $18.50 per security.

Citigroup Global Markets Holdings Inc. priced a offering of callable, contingent-coupon, equity-linked medium-term senior notes tied to NIKE, Inc. shares, subject to completion dated July 9, 2026. Each security has a stated principal amount of $1,000, a contingent coupon of 3.75% per period (equivalent to 15.00% per annum if all coupons are paid), and a maturity date of July 13, 2028.

The notes pay each contingent coupon only if the underlying closing value on specified valuation dates is at or above a coupon barrier equal to 61.00% of the initial underlying value. If not redeemed and the final underlying value is below the final barrier (also 61.00% of the initial underlying value), holders receive an equity ratio-based number of NIKE shares (or cash in issuer's discretion), which may be worth significantly less than the principal, possibly zero. CGMI estimates the securities' value at at least $922.50 per security on pricing; the issue price is $1,000 with an underwriting fee of $18.50 and proceeds to issuer of $981.50 per security.

Citigroup Global Markets Holdings Inc. is offering autocallable Medium-Term Senior Notes due July 29, 2031, guaranteed by Citigroup Inc.. Each security has a $1,000 stated principal amount and may automatically redeem on scheduled valuation dates if the worst performing underlying is at or above its initial value. Valuation dates run annually from July 27, 2027 through the final valuation date on July 24, 2031. Premiums for early redemption and at maturity will be fixed on the pricing date and are stated as minimums (ranging from 10.10% up to 50.50% of principal). If not auto‑redeemed, repayment at maturity depends solely on the worst performing of the Russell 2000® and S&P 500® indices relative to their initial values; a final underlying value below its final barrier value (75.00% of initial) results in pro rata losses down to potentially total loss. The estimated value on the pricing date is expected to be at least $901.50 per security; the issue price is $1,000 with an underwriting fee up to $41.00, leaving per‑security proceeds to issuer of $959.00.

Citigroup Inc. offers callable fixed-to-float range accrual notes linked to the 10-year CMT rate, with a stated principal of $1,000 per note. The notes issue on July 20, 2026 and mature on July 20, 2046, unless earlier redeemed.

The notes pay a fixed coupon of at least 10.00% per annum on each interest date during the first two years. After two years, coupons convert to a variable rate based on a contingent rate (determined at pricing and at least 10.00% per annum) multiplied by the ratio of accrual days to elapsed days in each period; accrual days occur when the 10‑year CMT rate falls within a stated 0.00%–5.00% range. Citigroup may call the notes on any interest payment date on or after July 20, 2027 upon notice, and a wholly owned subsidiary may assume obligations after notice, subject to conditions described in the pricing supplement.