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 callable floating rate notes due January 6, 2027 in $1,000 denominations. The notes pay interest each period at compounded SOFR plus 0.50%, subject to a 0.00% minimum rate, with interest expected on March 9, June 9, September 9, 2026 and at maturity.
The issuer may redeem all notes at 100% of principal plus accrued interest on September 9, 2026. The notes will not be listed on any securities exchange and may have limited or no liquidity, so secondary market prices may be below the issue price. Net proceeds are for general corporate purposes and hedging, and affiliates may profit from hedging even if the notes lose value. Key risks include changes or discontinuation of SOFR, use of benchmark replacements, and methodological changes by the NY Federal Reserve that could reduce interest payments and note value.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing fixed to floating rate notes linked to SOFR and due on January 8, 2027. Each note has a stated principal amount of $1,000, with full principal due at maturity if held and not in default.
The notes pay a fixed interest rate of 4.10% per annum from issuance to but excluding March 9, 2026 (1.036% for the first short period). After that, interest resets each period to daily compounded SOFR + 0.15%, subject to a floor of 0.00% and a cap of 4.10% per annum, using an Actual/360 day count and quarterly payments.
The notes will not be listed on any securities exchange, so liquidity may be limited and sale prices uncertain. Key risks include potential changes, limitations or discontinuation of SOFR, the use of benchmark replacements that may not match SOFR economics, and pricing effects from issuer hedging and a temporary post-issuance price adjustment. For U.S. tax purposes, counsel expects the notes to be treated as debt and as “variable rate debt instruments.”
Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., is offering medium-term senior autocallable securities linked to an unequally weighted basket of six equity underlyings, scheduled to mature on January 9, 2029. The $1,000-denomination notes reference the EURO STOXX 50 (40%), FTSE 100 (20%), Nikkei 225 (20%), S&P/ASX 200 (7.5%), Swiss Market Index (7.5%) and iShares China Large-Cap ETF (5%).
The notes automatically redeem if, on any valuation date in 2027 or on January 4, 2029, the basket value is at least its initial level, paying $1,000 plus a premium of at least 9.25%, 18.50% or 27.75% of principal, depending on the date. If not called, and the final basket value is at or above the initial value, investors receive $1,000 plus the applicable premium; if it is lower, repayment equals $1,000 plus $1,000 times the basket return, exposing investors to 1‑for‑1 downside and possible total loss of principal.
The issue price is $1,000 per security, with an underwriting fee of up to $22.50 and per-security proceeds to the issuer of $977.50; the estimated value on the pricing date is expected to be at least $906, below the issue price. The securities will not be listed on any exchange, depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc., pay no dividends on the underlyings, may be volatile in value, and involve complex U.S. tax considerations, including potential constructive ownership and Section 871(m) issues.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities with a $1,000 principal amount per security, linked to the worst performer among the Nasdaq-100® Technology Sector Index, the Energy Select Sector SPDR® Fund and the VanEck® Semiconductor ETF. The notes are scheduled to mature on November 16, 2027 unless called earlier.
Investors may receive quarterly contingent coupons of at least 0.875% of principal (at least 10.50% per annum) only if, on the relevant valuation date, the worst-performing underlying is at or above 70% of its initial value. The notes are automatically redeemed on specified dates if the worst-performing underlying is at or above its initial value, paying $1,000 plus the coupon.
If the notes are not called and on the final valuation date the worst-performing underlying is below 60% of its initial value, principal is reduced in line with that decline and can fall to zero. The securities will not be listed, are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and have an estimated value on the pricing date of at least $907.50 per $1,000 issue price, after an underwriting fee of up to $22.25 per security.
Citigroup Global Markets Holdings Inc. is offering $3,000,000 of Contingent Income Auto-Callable Securities due December 8, 2027, linked to the worst performer between the common stock of BlackRock, Inc. and KKR & Co. Inc.
The notes pay a monthly contingent coupon of 1.3958% of the $1,000 stated principal amount (16.75% per annum) for each valuation date when the worst-performing stock closes at or above 70% of its initial share price, set at $1,079.87 for BlackRock (downside threshold $755.909) and $126.48 for KKR (downside threshold $88.536). If the worst performer is below its threshold on a valuation date, no coupon is paid for that month.
Beginning approximately three months after issuance, the notes are automatically redeemed at $1,000 per security plus the applicable coupon if, on a potential redemption date, the worst-performing stock is at or above its initial price; no further payments are then made. If not redeemed and, at maturity, the worst performer is below its downside threshold, repayment of principal is reduced one-for-one with its share decline, potentially to zero. The securities are unsecured obligations of Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., will not be listed on any exchange, and had an estimated value on the pricing date of $976.70 per $1,000 security.
Citigroup Global Markets Holdings Inc. is issuing $12,000,000 in Airbag Autocallable Contingent Yield Notes linked to the Class A shares of Meta Platforms, Inc., fully and unconditionally guaranteed by Citigroup Inc. Each note has a $10,000 denomination and offers a contingent coupon at an annual rate of 15.30% if Meta’s closing price on a monthly valuation date is at or above the coupon barrier of $511.68, equal to 80% of the initial price of $639.60.
Beginning with the January 5, 2026 valuation date, the notes are automatically called if Meta’s price is at least the initial price, returning principal plus the due coupon and any unpaid past coupons under the memory feature. If the notes are not called and the final price on December 4, 2026 is at or above both the barrier and the conversion price of $511.68, investors receive full principal back plus all due coupons.
If the notes are not called and Meta’s final price is below the conversion price, holders receive a fixed share delivery amount of 19.54346 Meta shares per note, which may be worth far less than the $10,000 principal and could be worthless. The notes are unsecured, not listed on any exchange, do not pay Meta dividends, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Autocallable Contingent Coupon Equity Linked Securities linked to Oracle Corporation, each with a $1,000 stated principal amount and maturing on December 20, 2028.
The notes may pay periodic contingent coupons of 1.4042% to 1.425% of principal (equivalent to about 16.85% to 17.10% per annum), but only if Oracle’s share price on the relevant valuation date is at or above a coupon barrier set at 65.00% of the initial share price. If on a potential autocall date Oracle closes at or above its initial level, the notes are automatically redeemed at $1,000 plus that period’s coupon, ending any further payments.
If the notes are not called and Oracle’s final share price is below the 65.00% final barrier, repayment of principal falls in line with Oracle’s decline and can drop to zero. Investors do not receive dividends or upside from Oracle shares, the notes will not be listed, the estimated value on the pricing date is expected to be at least $906.50 per $1,000 issue price, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.
Citigroup Global Markets Holdings Inc. is offering $12,000,000 of Trigger Autocallable Contingent Yield Notes linked to the least performing of the S&P 500® Index and the Russell 2000® Index, fully and unconditionally guaranteed by Citigroup Inc. The notes pay a contingent coupon at an annual rate of 8.25% ($0.2063 per $10 note each quarter) only when the least performing index on a valuation date is at or above 60% of its initial level.
Beginning June 4, 2026, the notes are automatically called if the least performing index is at or above its initial level, returning the $10 principal per note plus that quarter’s coupon. If not called and, at maturity, the least performing index is at or above 60% of its initial level, investors receive principal plus the final coupon; otherwise repayment falls in line with the index’s loss, down to a total loss of principal.
The notes are unsecured, unsubordinated debt of Citigroup Global Markets Holdings Inc., are not bank deposits or FDIC-insured, and all payments depend on the creditworthiness of the issuer and guarantor. The estimated value at pricing is $9.919 per $10 note, and the documentation highlights complex U.S. tax treatment and potential 30% withholding on coupon payments for certain non-U.S. holders.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Callable Contingent Coupon Equity Linked Securities linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500 indices, maturing December 7, 2028.
The notes have a stated principal of $1,000 and pay a contingent coupon of 0.85833% per month (about 10.30% per year) only if, on each valuation date, the worst performing index is at or above 70% of its initial level. If held to maturity and the worst index finishes at or above 60% of its initial level, investors receive $1,000 per note; below that level, repayment is reduced one-for-one 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, limiting future income if markets are favorable. The $4,508,000 offering will not be listed on an exchange, carries full downside exposure to the worst index, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.; the initial estimated value is $993 per note.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing unsecured autocallable securities linked to the worst performer of the Nasdaq-100 Index, the Russell 2000 Index and the S&P 500 Index, with a $1,000.00 stated principal amount per security and a total offering of $1,094,000.00.
The notes pay no interest and do not guarantee repayment of principal. On scheduled valuation dates from 2026 through 2030, if the worst performing index is at or above its initial level, the notes are automatically redeemed for $1,000 plus a fixed premium that starts at 9.15% of principal and steps up on each later date to 45.75% on the final valuation date. If not called, maturity payments depend on the worst index: investors receive $1,000 plus the final premium if it is at or above its initial level, $1,000 if it is between 70% and 100% of its initial level, or a loss matching the percentage decline from its initial level if it finishes below 70%.
The securities will not be listed on any exchange, may have limited or no liquidity, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is $957.10 per security, below the $1,000.00 issue price due to selling, structuring and hedging costs and the issuer’s internal funding rate.