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 issuing $5,024,000 of Contingent Income Auto-Callable Securities linked to MongoDB, Inc. stock. Each $1,000 security can pay a 3.9375% quarterly coupon (15.75% per annum) if MDB’s closing price on the valuation date is at or above the downside threshold of $160.59, which is 50% of the $321.18 initial share price. Missed coupons can be made up later if the share price recovers above the threshold, but may never be paid.
If on any quarterly potential redemption date MDB closes at or above the initial share price, the notes are automatically redeemed at $1,000 plus the applicable coupon. If held to maturity on November 27, 2028 and MDB is below the downside threshold, investors receive $1,000 plus $1,000 × share return, which can result in a loss of most or all principal and no coupon. The notes are not listed, have an estimated value of $964.10 per $1,000 at pricing, and include underwriting and structuring fees that reduce proceeds to the issuer.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured market-linked securities tied to the Dow Jones Industrial Average maturing on August 24, 2028. Each security has a $1,000 stated principal amount and pays no interest. At maturity, holders receive $1,000 plus a return amount if the index closes above the initial value of 46,245.41 on the valuation date, with 100% upside participation but capped by a maximum return of $125 per security (12.5%). If the index is flat or lower, investors receive only the $1,000 principal.
The issue price is $1,000, including up to a $22.50 underwriting fee, while the estimated value on the pricing date is $956.70 per security. The notes are unsecured, subject to the credit risk of both issuers, will not be listed on any exchange, and may have limited or no liquidity. Investors forgo Dow dividends and accept significant risks, including potential real-value loss from inflation and an initial value lower than the issue price. For U.S. tax purposes, the securities are expected to be treated as contingent payment debt instruments, using a 4.069% comparable yield and a projected maturity payment of $1,116.975.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $6,240,000 of autocallable market-linked securities tied to the Citi Dynamic Asset Selector 5 Excess Return Index. Each security has a $1,000 stated principal amount, pays no interest and may be automatically redeemed on annual valuation dates through 2029 if the Index closes at or above its initial level of 232.05.
Early redemption would return $1,000 plus a premium of 6.00%, 12.00%, 18.00% or 24.00%, depending on the year. If the notes are not called, at maturity in November 2030 investors receive $1,000 plus a positive return equal to the Index gain times a 100% upside participation rate, or only $1,000 if the Index is flat or down. The notes are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed, and may have limited liquidity. The issue price is $1,000 per note, with an estimated value of $943.30, an underwriting fee of up to $37.50 and proceeds to the issuer of $962.50 per security.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable market-linked securities tied to the Citi Dynamic Asset Selector 5 Excess Return Index (ticker CIISDA5N), with an aggregate stated principal amount of $646,000 and $1,000 per security. The notes pay no interest and may be automatically redeemed on scheduled valuation dates from 2026 to 2031 if the Index closes at or above an increasing premium threshold.
If called, holders receive $1,000 plus a fixed premium of 6.75% to 40.50% of principal, depending on the call year. If never called, maturity in 2032 returns principal plus any positive Index performance, with a 100% upside participation rate, or principal only if the Index is flat or down. The underlying Index is a rules-based, volatility-targeted strategy allocating between S&P 500 and 10-year U.S. Treasury futures, reduced by a 0.85% per year index fee and capped at a 5% volatility target.
The securities are unsecured, subject to the credit risk of both issuers, not listed on any exchange, may be illiquid, and have an estimated value on pricing of $930 per note versus the $1,000 issue price, reflecting underwriting fees and hedging costs.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $11,545,000 of Autocallable Phoenix Securities linked to Broadcom Inc. (AVGO), due December 9, 2026. Each security has a $1,000 principal amount and can pay a quarterly contingent coupon of 4.9375% of principal if AVGO’s share price on the relevant valuation date is at or above the coupon barrier of $255.15, which is 75.00% of the $340.20 initial share price. The notes are automatically redeemed early at $1,000 plus the due coupon if AVGO closes at or above the initial share price on any interim valuation date.
If the notes are not called and the final share price is at or above the final barrier of $255.15, investors receive $1,000 plus any due coupons (including certain unpaid amounts). If the final share price is below the final barrier, repayment of principal is reduced according to a formula with a 25.00% buffer, and investors can lose most or all of their investment. The notes are unsecured debt, are not listed on any exchange, have an estimated value of $976.00 per $1,000 at pricing, and involve complex risks and uncertain tax treatment.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured, autocallable medium-term senior notes linked to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER. Each security has a $1,000 stated principal amount and pays no interest.
The notes can be automatically redeemed on scheduled valuation dates from December 21, 2026 through December 18, 2030 if the index is at or above its initial level, returning $1,000 plus a fixed premium that starts at 20.30% of principal and steps up to 101.50% on the final valuation date. If not called, maturity outcomes range from principal plus the final premium (if the index is at or above its initial level) to full principal only (if the index is between 50% and 100% of its initial level) to a 1‑for‑1 loss with the index below 50%, allowing up to a total loss of principal.
The underlying index is complex and risky, using up to 500% leveraged futures exposure, a 40% volatility target and a 6% per annum decrement, all of which can cause it to significantly underperform the S&P 500 Index. The securities are not listed, may have limited liquidity, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $850 per $1,000 issue price.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $7,748,000 of Autocallable Phoenix Securities linked to Amazon.com, Inc. common stock. Each security has a $1,000 principal amount, an initial AMZN share price of $220.69, and pays a 4.425% contingent coupon per period when the share price is at or above the coupon barrier of $187.587 (85% of the initial price.
The notes may be automatically redeemed on interim valuation dates if AMZN closes at or above the initial share price, returning $1,000 plus any due coupons. If held to the December 9, 2026 maturity and the final share price is below the $187.587 barrier, repayment of principal is reduced according to a 15% buffer formula and can fall to zero. The securities are unsecured obligations, are not listed, have an estimated value of $983.90 per $1,000 at pricing, and involve complex risk and tax considerations.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured callable contingent coupon equity-linked securities tied to the worst performing of the Dow Jones Industrial Average, the Russell 2000 Index and the S&P 500 Index, maturing in December 2028.
Each $1,000 security may pay a quarterly contingent coupon of at least 8.50% per annum if, on the relevant valuation date, the worst performing index is at or above 65% of its initial level. If the worst index is below this coupon barrier, no coupon is paid for that period.
At maturity, if not previously called, investors receive $1,000 per security only if the worst index is at or above 65% of its initial level; otherwise, repayment is reduced 1:1 with the decline in that index and can fall to zero. The issuer may redeem the notes early on specified dates at $1,000 plus any due coupon. The notes are not listed, have limited liquidity, are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and have an estimated initial value of at least $932 per $1,000 issue price due to embedded costs and structuring.
Citigroup Inc. is offering unsecured callable fixed rate notes due November 26, 2030, in denominations of $1,000 per note. The notes pay a fixed interest rate of 4.25% per year, with interest paid semi-annually on May 26 and November 26, starting in 2026, using a 30/360 day-count convention.
Beginning November 26, 2026, Citigroup may redeem the notes in whole on specified quarterly redemption dates at 100% of principal plus accrued interest. The notes are intended to qualify as TLAC-eligible, meaning that in a Citigroup bankruptcy, losses would be imposed on shareholders and unsecured creditors, including noteholders, before certain other liabilities. A wholly owned subsidiary may assume the notes, with Citigroup guaranteeing payments, which changes how defaults and covenants apply.
The notes will not be listed on any securities exchange, and CGMI, an affiliate underwriter, may profit from underwriting and hedging activities. The issue price is generally $1,000 per note, with eligible institutional and fee-based accounts potentially paying between $990 and $1,000 per note. The notes are treated as fixed rate debt for U.S. tax purposes, but a future assumption by a subsidiary could have complex tax consequences.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Autocallable Contingent Coupon Equity Linked Securities tied to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER, maturing December 24, 2030. Each security has a stated principal of $1,000.
The notes pay a contingent coupon of at least 1.3333% per period (about 16.00% per year) only if, on the relevant valuation date, the index is at or above a 60% coupon barrier. Starting June 22, 2026, the notes are automatically called if the index is at or above its initial level on specified dates, returning $1,000 plus the coupon.
If the notes are not called and the final index value is below the 60% final barrier, principal is reduced 1-for-1 with the index loss and can fall to zero. The underlying index is complex and risky, using up to 500% leverage, a 40% volatility target and a 6% annual decrement, and is expected to underperform the S&P 500® Index. The securities are not exchange-listed, may be illiquid, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issuer expects the initial estimated value to be at least $850 per $1,000 note.