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., guaranteed by Citigroup Inc., is offering unsecured autocallable notes linked to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index. The notes are issued in $1,000 denominations, are scheduled to price on January 23, 2026 and, unless called earlier, mature on January 30, 2032.
The notes pay no interest and do not guarantee return of principal. On each scheduled valuation date from January 2027 onward, if the worst-performing index is at or above 92% of its initial level, the notes are automatically redeemed for $1,000 plus a fixed premium that steps up from 9.50% to 57.00% of principal by the final valuation date.
If the notes are not called, the maturity payment depends only on the worst index on the final valuation date. If it is at or above 92% of its initial level, investors receive $1,000 plus the final premium (at least 57%). If it is below 92% but at or above 75%, investors receive only $1,000. If it is below 75%, repayment is reduced 1-for-1 with the index loss, up to a total loss of principal. The notes are not listed, have an estimated initial value of at least $935 per $1,000, carry full credit risk of the issuer and guarantor, and involve complex market and tax considerations.
Citigroup Global Markets Holdings Inc. is offering autocallable senior unsecured securities linked to the worst performing of the S&P 500® Index and the Russell 2000® Index, fully and unconditionally guaranteed by Citigroup Inc. Each security has a stated principal amount of $1,000 and may be automatically redeemed on January 27, 2027 if the worst performing index is at or above its initial value, paying $1,094.50 at the minimum 9.45% premium. If held to February 1, 2029 and the worst index is at or above its initial value, investors receive $1,350 at the minimum 35.00% premium. If the worst index finishes below its 80% trigger level, repayment falls in line with index losses, potentially to zero. The issue price is $1,000, the estimated value on the pricing date is expected to be at least $900 per security, and the underwriting fee is up to $32 per security. The securities will not be listed on any securities exchange and pay no dividends.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering market-linked notes tied to the worst performer of the Russell 2000® and S&P 500® indexes, maturing on January 21, 2028. Each security has a $1,000 stated principal amount and pays no interest.
At maturity, investors receive $1,000 plus a positive return only if the worst-performing index’s final level is above its initial level. The upside is multiplied by a 100% participation rate but is capped by a maximum return that will be at least $100 per security (10%). If the worst-performing index is flat or down, investors receive only the $1,000 principal, before inflation and opportunity cost.
The notes are unsecured obligations subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. They are not listed, may have limited liquidity, and do not provide dividends or voting rights on the underlying indexes. A preliminary estimated value on the pricing date is expected to be at least $939.50 per security, below the $1,000 issue price, reflecting fees, hedging costs and Citigroup’s internal funding rate.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performer among the Dow Jones Industrial Average, Nasdaq-100 Index and S&P 500 Index, maturing on July 12, 2028. Each security has a $1,000 principal amount.
The notes may pay a quarterly contingent coupon of at least 2.25% of principal (at least 9.00% per year) if, on each valuation date, the worst-performing index is at or above its 70% coupon barrier. If the notes are not called and, at maturity, the worst-performing index is below its 70% final barrier, repayment is reduced one-for-one with that index’s loss, down to zero. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The notes are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, and have an estimated value on the pricing date expected to be at least $933.50 per $1,000, below the issue price.
Citigroup Global Markets Holdings Inc., fully 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 S&P 500® Index, each with a $1,000 stated principal amount and maturing in January 2029.
The notes may pay contingent coupons of at least 1.1292% of principal per period (about 13.55% per year) only if, on each valuation date, the worst-performing index is at or above 80% of its initial level. At maturity, if not called and the worst index is at or above 80% of its initial value, investors receive $1,000 per note; if it is below that barrier, repayment is reduced dollar-for-dollar with the index loss and can fall to zero.
Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The securities are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, have an estimated value on the pricing date of at least $936.50 per $1,000, and involve complex market and U.S. tax risks, including potential 30% withholding on coupons for some non-U.S. investors.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to GE Vernova Inc. The notes have a $1,000 stated principal amount per security, price on January 8, 2026 and, unless called earlier, mature on January 13, 2028. They pay a contingent coupon of 3.75% of principal per quarter (15.00% per annum) only if GE Vernova’s closing value on each valuation date is at or above a coupon barrier set at 60.00% of the initial share price.
Beginning July 8, 2026, the notes are automatically redeemed if GE Vernova’s value is at or above the initial level on an autocall date, returning $1,000 plus that period’s coupon. If the notes are not called and the final share value is at or above 60.00% of the initial value, investors receive $1,000 at maturity. If it is below 60.00%, investors receive GE Vernova shares (or cash) based on a fixed equity ratio and may lose most or all of their principal.
The securities will not be listed, so liquidity may be limited, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. Per security, the issue price is $1,000.00, the underwriting fee is up to $18.50, and proceeds to the issuer are $981.50. Citigroup currently expects the estimated value on the pricing date to be at least $913.00 per security. U.S. federal tax treatment is uncertain, and non‑U.S. holders may face 30% withholding on coupon payments.
Citigroup Inc. director Titilope Cole reported acquiring additional common stock on 01/02/2026. The filing shows an award of 1,262.605 deferred shares under Citigroup's Compensation Plan for Non-Employee Directors at a price of $0, reflecting stock-based compensation rather than a cash purchase. It also reports the reinvestment of dividend equivalents under the same plan, adding 9.7427 shares at $118.802 per share. Following these transactions, Cole's beneficial ownership increased to 72,247.4261 shares of Citigroup common stock, held directly.
Citigroup Inc. director Grace E. Dailey reported acquiring additional Citigroup common stock in her capacity as a non-employee director. On 01/02/2026, she acquired 1,262.605 shares of common stock at a price of $0 through reinvestment of dividend equivalents under Citigroup’s Compensation Plan for Non-Employee Directors. On the same date, she also received 10.915 deferred shares at a price of $118.802 per share, also under the non-employee director compensation plan. Following these transactions, Dailey beneficially owned 17,717.8495 Citigroup common shares directly.
Citigroup Inc. reported that director John C. Dugan filed a Form 4 disclosing acquisitions of deferred common stock on 01/02/2026 under the company’s Compensation Plan for Non-Employee Directors. One transaction added 1,262.605 deferred common shares at a price of $0, bringing his directly held beneficial ownership to 14,310.9389 shares. A second transaction added 526.0854 deferred common shares at a price of $118.802, held indirectly, for a total of 31,840.6613 shares reported as indirectly beneficially owned for his benefit.
Citigroup Inc. director Duncan P. Hennes reported equity awards and dividend reinvestments in Citigroup common stock tied to his service as a non-employee director. On 01/02/2026, he acquired 1,262.605 shares of deferred common stock at $0 under Citigroup’s Compensation Plan for Non-Employee Directors, bringing his directly held common stock to 3,835.806 shares.
He also acquired 10.915 shares and 185.4199 shares of common stock at a price of $118.802 per share through reinvestment of dividend equivalents under the same plan. Following these transactions, he held 1,674.605 shares directly and 39,071.301 shares indirectly as deferred common stock held by Citigroup for his benefit, including 2,172.1160 shares that vested on 01/02/2026 and were transferred to his deferred compensation account.