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. is offering 6,225 contingent income auto-callable securities tied to Meta Platforms, Inc. common stock, with a stated principal of $1,000 per security and aggregate stated principal of $6,225,000. The securities pay a quarterly contingent coupon of 2.55% ($25.50) if the underlying closing price on a valuation date is at or above the downside threshold of $393.396 (60% of the initial share price of $655.66. The notes may be automatically redeemed early if the share price on a potential redemption date is at or above the initial share price, in which case holders receive principal plus the related contingent coupon. If not auto‑redeemed and the final share price is below the downside threshold, holders receive a loss linked 1:1 to the share return and may lose up to all principal.
Citigroup Inc. is offering callable fixed rate notes with a stated principal of $1,000 per note, a 4.50% annual interest rate and a maturity date of February 25, 2033. Interest is paid semi-annually and the notes are callable beginning August 25, 2027 on specified redemption dates.
The notes may be assumed by any wholly owned subsidiary "upon at least 15 business days' notice" with a Citigroup guarantee and release of Citigroup from obligations. The issue price is $1,000 per note (underwriting fee up to $12.00 per note); the notes will not be listed on an exchange. The notes are designated to qualify as eligible debt for the Federal Reserve's TLAC rule.
Citigroup Inc. reported that Chief Human Resources Officer Sara Wechter acquired 18,496.94 Performance Share Units (PSUs) tied to long‑term performance. These PSUs stem from a target award of 36,126.83 PSUs granted in 2023, with a payout range from 0% to 150% of target based on results.
The final PSU amount is based on Citigroup’s average return on tangible common equity and cumulative tangible book value per share over the three‑year period ending December 31, 2025. Each PSU will be settled only in cash, expected on or about February 28, 2026, using the average closing price of Citigroup common stock for the 20 trading days immediately before January 20, 2026 plus equivalent dividends.
Citigroup Inc. Chief Risk Officer Zdenek Turek reported equity compensation changes. He was granted 34,248 Performance Share Units (PSUs), payable only in cash based on Citigroup’s stock price and dividends over a defined performance period. To cover tax on vesting of earlier awards, 5,339.19 common shares at $115.55 per share were withheld, a tax-withholding disposition rather than an open-market sale. After these entries, he directly holds 237,471.65 common shares and the 34,248 PSUs, plus 125.693 common shares held indirectly through a 401(k) plan.
Citigroup Global Markets Holdings Inc. is offering contingent income callable securities with an aggregate stated principal amount of $10,642,000. The securities have a stated principal amount of $1,000 per security, were priced on February 20, 2026, issued on February 25, 2026, and mature on February 25, 2028 (final valuation date February 22, 2028, subject to postponement).
The securities pay a quarterly contingent coupon of $25.50 per security (2.55% quarterly; 10.20% per annum) only if no coupon barrier event occurs during the observation period. Each coupon barrier and downside threshold equals 70.00% of the initial index level for the Nasdaq-100 (initial 25,012.62), Russell 2000 (initial 2,663.780) and S&P 500 (initial 6,909.51). At maturity, payment depends on the worst-performing index: if that index is below its downside threshold you absorb a 1-to-1 loss in index return; if at or above, you receive the stated principal.
Citigroup Inc executive Ernesto Torres Cantu, Head of International, reported compensation-related equity activity. He was granted 30,530.50 Performance Share Units on February 20, 2026, payable only in cash based on Citigroup’s performance over a three-year period ending December 31, 2025.
To cover tax withholding tied to previously vested stock, 8,041.66 shares of common stock were disposed of at $115.55 per share. After these transactions, he directly owned 147,060.92 Citigroup common shares, with an additional 45,835 shares reported as indirectly owned by his spouse.
Citigroup Inc. reported that executive Skyler Edward, Head of Enterprise Services & Public Affairs, acquired 22,075.62 Performance Share Units (PSUs) as a grant tied to long-term performance. These PSUs were earned from a 2023 target award based on Citigroup’s average return on tangible common equity and cumulative tangible book value per share over a three-year performance period ending December 31, 2025.
Each PSU is payable only in cash, with payment expected on or about February 28, 2026. The cash value will equal the average closing price of Citigroup common stock over twenty trading days preceding January 20, 2026, plus dividends on equivalent shares over the measurement period. Following this award, Edward’s directly held common stock position is reported at 207,022 shares.
Citigroup Inc. executive Andrew M. Sieg, Head of Wealth, reported a tax-related share disposition. On the vesting of previously awarded stock, 36,016.12 shares of common stock were withheld at $115.55 per share to satisfy tax withholding obligations. After this non-open-market transaction, he directly holds 265,392.83 shares of Citigroup common stock.
Citigroup Inc. Chief Operating Officer Anand Selvakesari reported an equity incentive tied to prior performance. He acquired 34,255.54 Performance Share Units (PSUs), which resulted from a 2023 target award that could range from 0% to 150% based on a three-year performance period ending December 31, 2025.
Each PSU will be settled only in cash, expected on or about February 28, 2026, and is valued using the average closing price of Citigroup common stock over twenty trading days before January 20, 2026, plus equivalent dividends. Following the transactions, he directly holds 231,227.31 shares of Citigroup common stock.
Citigroup Inc. executive Andrew John Morton reported a tax-related share disposition. On the reported date, shares of Citigroup common stock were withheld to cover tax obligations tied to the vesting of previously awarded stock, rather than through an open-market sale. After this tax-withholding disposition, Morton’s directly held Citigroup common stock position was reported at 387,291.6500 shares.