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 December 19, 2040, with a stated principal amount of $1,000 per note and a fixed annual interest rate of 5.05%. Interest is paid semi-annually on June 19 and December 19, starting June 19, 2026, using a 30/360 day-count convention. Beginning December 19, 2028, Citigroup may redeem the notes in whole at 100% of principal plus accrued interest on quarterly redemption dates.
The notes are intended to qualify as TLAC-eligible debt, meaning in a Citigroup bankruptcy losses would be borne by shareholders and unsecured creditors, including noteholders. A wholly owned subsidiary may assume the obligations under the notes, with Citigroup guaranteeing payments, which can change default and covenant protections. The notes are not listed on any exchange. The issue price is generally $1,000 per note, with eligible institutional and fee-based accounts paying between $980 and $1,000, and CGMI receiving an underwriting fee of up to $20 per note.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities tied to PayPal Holdings, Inc. stock, maturing February 11, 2027. Each security has a $1,000 stated principal amount and may pay a quarterly contingent coupon of at least 0.8208% (about 9.85% per year) if PayPal’s closing price on the relevant valuation date is at or above 80% of its initial level.
The notes can be automatically redeemed on specified dates starting July 7, 2026 if PayPal is at or above its initial value, returning $1,000 plus the applicable coupon. At maturity, if not called and PayPal has fallen more than the 20% buffer (below 80% of the initial level), principal is reduced 1% for each 1% drop beyond the buffer, with losses potentially large. The securities are unsecured, subject to the credit risk of Citigroup entities, will not be listed on an exchange, and may have limited liquidity.
The issue price is $1,000 per note, with an underwriting fee of up to $21.50 and minimum estimated value on the pricing date expected to be at least $919, reflecting structuring, hedging costs and dealer profit. The U.S. tax treatment is uncertain and may involve ordinary income on coupons and capital gain or loss on disposition, with possible 30% withholding on payments to certain non-U.S. holders.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Apple Inc.-linked autocallable contingent coupon securities totaling $1,733,000.00, each with a $1,000 stated principal amount and maturing on January 22, 2027, unless called earlier.
The notes pay a quarterly contingent coupon of 0.75% of principal (a 9.00% annual rate) only if Apple’s closing share price on the relevant valuation date is at or above a coupon barrier of $214.196, which is 78.00% of the initial value of $274.61. If on certain dates from June 16, 2026 onward Apple closes at or above the initial value, the notes are automatically redeemed at $1,000 plus that coupon.
If the notes are not called and Apple finishes below the final barrier of $214.196, investors receive Apple shares based on a fixed equity ratio of 3.64153 (or equivalent cash), which may be worth far less than principal and could be zero. 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, have an estimated value of $976.50 per note below the issue price, and involve complex, uncertain U.S. tax treatment, including potential 30% withholding for some non‑U.S. holders.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $2.4 million of unsecured Autocallable Contingent Coupon Equity Linked Securities tied to Uber Technologies, Inc. Each security has a $1,000 principal amount and matures on January 22, 2027, unless called earlier.
Investors may receive a contingent coupon of 0.9667% per month (about 11.60% per year) on each valuation date if Uber’s closing value is at or above the coupon barrier of $55.026, which is 68% of the initial value of $80.92. The same level is the final barrier. From June 16, 2026 onward, if Uber’s value on a potential autocall date is at or above the initial value, the notes are automatically redeemed at $1,000 plus the coupon.
If the notes are not called and Uber’s final value is below the barrier, holders receive Uber shares (or cash equivalent) based on an equity ratio of 12.35788 shares per note, which may be worth far less than principal, including a total loss. The estimated value at pricing is $969.20 per note, below the $1,000 issue price, reflecting fees and hedging costs, and the notes are subject to Citigroup credit, liquidity, market and tax risks.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities tied to the worst performer of the iShares Silver Trust (SLV) and the SPDR S&P Metals & Mining ETF (XME), maturing on November 29, 2028. Each $1,000 security pays a contingent coupon of 0.5833% per month (about 7.00% per year) only when the worst-performing underlying on the relevant valuation date is at or above 65% of its initial value; missed coupons can be paid later if the barrier is met.
The notes can be called early on specified dates if the worst-performing underlying is at or above its initial value, in which case investors receive $1,000 plus applicable coupons. If held to maturity and not called, principal is fully returned only if the worst-performing underlying is at or above 85% of its initial value; below that level, losses exceed a 15.00% buffer and can be substantial. The securities are unsecured, subject to the credit risk of Citigroup entities, will not be listed on an exchange, and have an estimated value on the pricing date expected to be at least $877.50 per $1,000 security, below the $1,000 issue price, reflecting structuring and distribution costs.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured, equity-linked notes tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices. Each security has a $1,000 principal amount and may pay a quarterly contingent coupon of at least 0.7458% (about 8.95% per year) if the worst-performing index on the prior valuation date stays at or above 70% of its initial level.
The notes mature on December 29, 2028 and are callable at the issuer’s option on specified dates, at $1,000 plus any due coupon. If held to maturity and not redeemed, principal is fully repaid only if the worst-performing index finishes at or above 60% of its initial value; otherwise, repayment is reduced one-for-one with that index’s loss and can fall to zero. The securities are not listed, are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the estimated value on the pricing date is expected to be at least $927.50 per $1,000 issue price.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable securities linked to the worst performer of the EURO STOXX 50® Index and the Russell 2000® Index, maturing December 21, 2028. The securities have a $1,000 stated principal amount and pay no interest.
The notes can be automatically redeemed early if, on a valuation date in 2026 or 2027, the worst performing index is at or above its initial level, paying back $1,000 plus a fixed premium of 11.85% or 23.70%. If held to maturity and not called, investors receive $1,000 plus a 35.55% premium if the worst performer is at or above 90% of its initial level, $1,000 if it is between 70% and 90%, and a loss matching the full downside of the worst index if it finishes below 70%, potentially down to zero.
The offering size is $2,000,000, with an underwriting fee of up to $22.50 per security and initial estimated value of $972.10. The notes are not listed, have limited liquidity, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering principal-at-risk Contingent Income Auto-Callable Securities linked to the common stock of Advanced Micro Devices, Inc. (AMD), maturing in December 2028. Each note has a $1,000 stated principal amount and pays a quarterly contingent coupon of 3.4375% of principal (13.75% per annum) only if AMD’s closing price on the related valuation date is at or above 50% of the initial share price (the downside threshold). Missed coupons can be made up later if AMD recovers above the threshold.
The notes are auto-callable: if on any potential redemption date AMD’s price is at or above the initial share price, investors receive early redemption equal to $1,000 plus the applicable contingent coupon (including any previously unpaid coupons), and the notes terminate. If not called, and on the final valuation date AMD is at or above the downside threshold, investors receive $1,000 plus the final contingent coupon (with any unpaid coupons). If AMD finishes below the downside threshold, repayment is $1,000 plus $1,000 times the share return, exposing investors to full downside and possible total loss of principal, with no coupon at maturity. The securities will not be listed on any exchange. The estimated value on the pricing date is expected to be at least $918.50 per $1,000 note, and the underwriter receives fees of $22.50 per note.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering barrier securities linked to the Nikkei 225 Index maturing on January 9, 2029. Each security has a $1,000 stated principal amount, no coupons, and a leveraged payoff tied to index performance.
If the index rises, holders receive $1,000 plus 200% of the index gain, capped by a maximum return at maturity of at least $500 per security. If the index is flat or down but not below 85% of its initial level, investors receive $1,000 back. If the index closes below that 85% barrier on the valuation date, repayment falls 1-for-1 with the index loss and investors can lose their entire investment.
The securities pay no interest, provide no dividends, are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and will not be listed on an exchange. The issue price is $1,000 per security, with an underwriting fee of up to $25 and expected estimated value on the pricing date of at least $900 per security.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-denomination autocallable barrier securities linked to the EURO STOXX 50® Index, maturing December 27, 2030. The notes may be automatically redeemed early if, on any annual valuation date before maturity, the index closes at or above its initial level, paying $1,000 plus a premium that steps up from 10% in 2026 to 40% in 2029.
If the notes are not redeemed early, payment at maturity depends on index performance. If the final index level is at or above the initial level, holders receive $1,000 plus the greater of a 30% premium or 100% of the index gain. If the index is below the initial level but at or above 75% of that level, holders receive only the $1,000 principal. If it falls below 75%, repayment is reduced 1‑for‑1 with the index loss, potentially down to zero. The securities are not listed, pay no dividends, include an underwriting fee of up to $23.50 per security, and have an estimated initial value of at least $915.50 per $1,000, reflecting structuring and hedging costs.