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. is offering callable fixed rate notes due January 29, 2029, with a stated principal amount of $1,000 per note and a fixed annual interest rate of 4.10%. Interest is paid semi-annually on January 29 and July 29, starting July 29, 2026, using a 30/360 day count convention.
Beginning January 29, 2027, Citigroup may redeem the notes in whole at 100% of principal plus accrued interest on specified quarterly redemption dates. The notes are intended to qualify as eligible debt securities under the Federal Reserve’s TLAC rule, meaning in a Citigroup Inc. bankruptcy losses would be borne first by shareholders and then unsecured creditors, including these noteholders.
A wholly owned subsidiary may assume Citigroup’s obligations under the notes, with Citigroup guaranteeing payments, and certain bankruptcy or covenant events at Citigroup would then no longer trigger default on the notes. The notes will not be listed on any exchange. CGMI acts as underwriter, may receive an underwriting fee of up to $6.00 per note, and may engage in hedging transactions that can affect secondary market values.
Citigroup Inc. is offering unsecured senior Callable Fixed to Float Range Accrual Notes linked to the 10-year CMT rate and scheduled to mature on January 29, 2046. Each note has a stated principal amount of $1,000 and pays a fixed coupon of 10.00% per annum for the first two years, regardless of the 10-year CMT rate.
After two years, coupon payments become variable and can be up to 10.00% per annum, but only accrue for days when the 10-year CMT rate stays between 0.00% and 5.00%. If the rate is outside that range for all days in a period, the coupon for that period will be 0.00%. Citigroup may redeem the notes in whole on any interest payment date on or after January 29, 2027 at 100% of principal plus any due coupon.
The notes are intended to qualify as TLAC-eligible debt, rank equally with other unsecured unsubordinated Citigroup debt and are not listed on any exchange. The preliminary estimated value per note on the pricing date is expected to be between $910.00 and $1,000. Citigroup Global Markets Inc. acts as underwriter and receives an underwriting fee of up to $35.00 per note. The product involves complex interest, market, credit and tax risks, and may be assumed by a subsidiary subject to a Citigroup guarantee.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing principal-at-risk currency-linked securities tied to the USD/CHF exchange rate, maturing on April 20, 2026. Each note has a $1,000 stated principal amount and an issue price of 100%.
At maturity, if USD/CHF on the valuation date is at or above the strike of 0.7940, holders receive a capped amount of $1,209.20534 per note. If USD/CHF is below the strike, the payout decreases using a leveraged formula with a 15.16640507 factor, but not below the minimum of $209.20534, so investors can lose up to about four-fifths of principal.
The notes are unsecured senior debt, not listed on any exchange, and secondary liquidity is expected to be limited. The estimated value at pricing was $996.30 per note, below the issue price, reflecting internal funding and hedging. The supplement highlights significant market, credit, liquidity, conflicts-of-interest and complex U.S. tax risks, making these securities suitable only for investors who understand structured FX products.
Citigroup Inc. is offering callable fixed rate notes due January 22, 2036 with a stated principal amount of $1,000 per note. The notes pay a fixed interest rate of 4.95% per year, with interest payable semi-annually on January 22 and July 22, starting July 22, 2026, using a 30/360 day-count convention.
Beginning July 22, 2027, Citigroup may redeem the notes in whole (not in part) on specified quarterly redemption dates at 100% of principal plus accrued interest, so investors face reinvestment risk if rates fall. The notes will not be listed on any securities exchange.
The notes are intended to qualify as TLAC-eligible debt, meaning in a Citigroup Inc. bankruptcy, losses would be imposed on shareholders first and then on unsecured creditors, including these noteholders, and recoveries may be limited. A wholly owned subsidiary can assume the issuer’s obligations (with Citigroup guaranteeing payments), and after such an assumption, certain Citigroup bankruptcy or covenant events would no longer trigger an event of default on the notes.
The issue price is $1,000 per note for most investors, while eligible institutional and fee-based advisory accounts may pay between $985 and $1,000 per note. Citigroup Global Markets Inc. acts as underwriter and may receive an underwriting fee of up to $15 per note, and may profit from related hedging. A temporary upward pricing adjustment will apply on CGMI account statements for about six months after issuance.
Citigroup Inc. is offering unsecured callable fixed rate notes that pay interest at 4.05% per year on a stated principal amount of $1,000 per note. Interest is paid semi-annually each January 22 and July 22 from January 22, 2026 until January 22, 2029, when investors also receive back the $1,000 principal, unless the notes are redeemed earlier.
Beginning January 22, 2027, Citigroup may redeem all of the notes on specified quarterly redemption dates at 100% of principal plus accrued interest, which caps investors’ income if rates fall. The notes are intended to qualify as total loss-absorbing capacity (TLAC) debt, meaning that in a Citigroup bankruptcy, losses would be imposed on shareholders first and then on unsecured creditors, including noteholders. A wholly owned subsidiary may also assume the obligations as a successor issuer, with Citigroup guaranteeing payments, which could expose holders to the credit risk of a potentially less creditworthy entity.
The notes will not be listed on any securities exchange, so liquidity may be limited and investors may need to hold to redemption or maturity. Citigroup Global Markets Inc., an affiliate of the issuer, acts as underwriter and may receive an underwriting fee of up to $6.00 per note, and may hedge its exposure, potentially profiting even if the notes’ value declines.
Citigroup Inc. is offering callable fixed rate notes due January 22, 2041, in $1,000 denominations. The notes pay a fixed 5.20% annual interest rate, with interest paid semi-annually on January 22 and July 22, starting July 22, 2026, using a 30/360 day count.
Citigroup may redeem the notes at its option at 100% of principal plus accrued interest, in whole but not in part, on January 22, 2029 and on the 22nd day of each January, April, July and October thereafter if that day is a business day. The notes are not listed on any securities exchange.
The notes are intended to qualify as TLAC-eligible debt, so in a Citigroup bankruptcy losses could be imposed on noteholders after shareholders and other unsecured creditors. A wholly owned subsidiary may assume the obligations under the notes, with Citigroup guaranteeing payments, which changes default and covenant protections. The issue price is $1,000 per note for most investors, with eligible institutional or fee-based advisory accounts paying between $980.00 and $1,000 per note. Citigroup Global Markets Inc. receives an underwriting fee of up to $20.00 per note. Net proceeds will be used for general corporate purposes and related hedging.
Citigroup Inc. is offering callable fixed-rate notes maturing on January 22, 2046. Each note has a stated principal of $1,000 and pays a fixed annual interest rate of 5.45%, with interest paid semi-annually each January 22 and July 22, starting in 2026, using a 30/360 day-count convention.
Citigroup may redeem the notes at its option at 100% of principal plus accrued interest on specified quarterly redemption dates beginning in January 2029. The notes are not listed on any securities exchange, and Citigroup Global Markets Inc. acts as underwriter, receiving an underwriting fee of up to $20 per note, with eligible institutional and fee-based advisory accounts able to buy between $980 and $1,000 per note.
The notes are intended to qualify as TLAC-eligible debt, so in a Citigroup Inc. bankruptcy, losses would be imposed on shareholders first and then unsecured creditors, including these noteholders. A wholly owned subsidiary may assume the obligations as successor issuer, with Citigroup providing a full guarantee, which affects default and covenant protections. Citigroup and its affiliates may hedge and potentially profit from related derivatives, and there are specific selling restrictions in Canada, the European Economic Area and the United Kingdom.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering equity index basket-linked notes with a $1,000 stated principal amount each and a term expected to be 23 to 26 months. The notes are linked to an unequally weighted basket of five non‑U.S. equity indices: EURO STOXX 50® (38%), TOPIX® (26%), FTSE® 100 (17%), Swiss Market Index® (11%) and S&P/ASX 200 (8%).
At maturity, investors receive cash based on the basket return: principal plus 300% of any basket gain, capped at a maximum settlement amount expected between $1,331.20 and $1,389.40 per $1,000, or a one‑for‑one loss of principal for any basket decline, down to a possible total loss. The notes pay no interest and do not provide dividends from the underlying indices.
The notes are unsecured senior debt subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, and may have limited or no liquidity. The estimated value on the trade date is expected between $975.00 and $995.00 per note, below the issue price, reflecting structuring, hedging costs and the issuer’s internal funding rate, and the tax treatment as prepaid forward contracts is described as uncertain.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering principal-at-risk contingent income auto-callable securities linked to the SPDR® S&P 500® ETF Trust. These notes target a monthly contingent coupon of 1.2083% of the $1,000 stated principal (approximately 14.50% per annum) for each month the ETF’s closing price is at or above 95.00% of the initial share price.
The securities may be automatically redeemed on monthly observation dates if the ETF closes at or above the initial share price, paying back principal plus the relevant coupon (including any previously unpaid coupons). If held to maturity and the final price is below the 95% downside threshold, repayment of principal is reduced on a leveraged basis beyond a 5.00% buffer and can fall to zero, with no coupon at maturity.
The notes will not be listed on any exchange, and liquidity will rely on dealer interest. The preliminary estimated value is expected to be at least $945.50 per $1,000 security, reflecting dealer pricing and hedging costs. The product carries issuer and guarantor credit risk, complex market behavior in SPY, and significant tax and withholding uncertainties, especially for non-U.S. investors.
Citigroup Inc. is offering medium-term senior callable fixed rate notes due January 30, 2041. Each note has a $1,000 stated principal amount, pays a fixed interest rate of 5.25% per year, and makes semi-annual interest payments each January 30 and July 30 beginning in 2026, using a 30/360 day count.
The notes may be redeemed at 100% of principal plus accrued interest at Citigroup’s option, in whole but not in part, on the 30th day of January, April, July and October starting in April 2028. The notes are senior unsecured obligations intended to qualify as total loss-absorbing capacity (TLAC), meaning holders rank behind Citigroup shareholders but alongside other unsecured creditors in a Citigroup bankruptcy.
A wholly owned subsidiary can assume the obligations under the notes with Citigroup guaranteeing payments, which changes default triggers if Citigroup later enters resolution. The notes will not be listed on an exchange, CGMI will act as underwriter earning up to $25 per note, issue prices for certain institutional and fee-based accounts can range from $975 to $1,000 per note, and proceeds will be used for general corporate purposes and related hedging.