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 securities linked to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER. The notes are $1,000 per security, priced on October 9, 2025, issued October 15, 2025, and due October 15, 2030. They pay no interest and are subject to Citigroup credit risk.
The notes may redeem early after any valuation date if the underlying closes at or above the autocall barrier of 622.086 (95.00% of the initial value 654.8272), returning $1,000 plus a fixed premium (e.g., 9.25% on April 9, 2026, up to 92.50% on October 9, 2030). If held to maturity: you receive $1,000 plus the final premium if the final value is ≥ autocall barrier; $1,000 if it is < autocall barrier but ≥ the final barrier of 392.896 (60.00% of initial); otherwise $1,000 + ($1,000 × underlying return), exposing you 1-for-1 to downside.
The securities will not be listed. Underwriting fee is up to $43.00 per note (proceeds to issuer $957.00); totals are $4,866,000 issue, $209,238 fees, $4,656,762 proceeds. The estimated value is $899.40 per note, less than the issue price. The index embeds a 6% per annum decrement and may use leverage up to 500% via volatility targeting.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $21,596,000 of Callable Contingent Coupon Equity Linked Securities linked to the worst of the Nasdaq-100, Russell 2000, and S&P 500, due October 12, 2028.
The notes pay a 0.8708% contingent coupon per period (approx. 10.45% per annum) only if the worst-performing index on the prior valuation date is at or above its coupon barrier (70% of initial). At maturity, if not called and the worst index is at or above its final barrier (70%), investors receive $1,000 per note; otherwise, they receive $1,000 + $1,000 × underlying return, which can be significantly less and may be zero.
The issuer may redeem the notes on specified dates for $1,000 plus any due coupon. The notes are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and will not be listed. Underwriting fee: $6 per $1,000 note; proceeds to issuer: $21,466,424. The estimated value on the pricing date is $987.60 per $1,000 note.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc. (C), is offering Enhanced Barrier Digital Securities linked to NVIDIA Corporation (NVDA), maturing on January 21, 2027. Each security has a $1,000 stated principal amount. If the final NVDA value on the valuation date is at or above the final barrier (set at 60.00% of the initial value), holders receive $1,000 plus a digital return amount of at least $135.00 per security (≥13.50%). If the final value is below the barrier, repayment equals $1,000 plus $1,000 times the underlying return, resulting in 1‑to‑1 downside exposure.
Key dates include strike on October 15, 2025, pricing on October 17, 2025, issue on October 22, 2025, valuation on January 15, 2027, and maturity on January 21, 2027. The securities will not be listed. Estimated value on the pricing date is expected to be at least $918.50 per security. CGMI acts as underwriter, receiving a fee of up to $22.25 per security, implying per‑security proceeds to the issuer of $977.75. Investors do not receive NVDA dividends and face credit risk of the issuer and guarantor.
Casper von Koskull, a director of Citigroup Inc. (C), reported two share acquisitions on 10/01/2025 recorded on a Form 4 filed 10/03/2025. The transactions reflect the reinvestment of dividend equivalents and the receipt of deferred shares under the issuer's non-employee director compensation plan. He acquired 12.5934 shares directly and 17.9795 shares indirectly for a combined 30.5729 shares at a price of $102.368 per share. After these entries, his beneficial ownership is reported as 8,023.3583 shares directly and 3,085.5229 shares indirectly. The Form 4 was signed by an attorney-in-fact on behalf of Mr. von Koskull.
Citigroup Inc. director Diana L. Taylor reported two non-derivative acquisitions on 10/01/2025 under Form 4. The filings show an acquisition of 12.5934 shares and an acquisition of 334.7651 shares, each recorded at a price of $102.368, and explained as a reinvestment of dividend equivalents under the issuer's compensation plan for non-employee directors. After these transactions, the reporting person holds 2,161.201 shares directly and 57,450.1413 shares indirectly; the indirect holdings are described as deferred shares held by the issuer for the reporting person under the same plan. The form is signed by an attorney-in-fact on behalf of Ms. Taylor on 10/03/2025.
Jonathan Paul Moulds, a director of Citigroup Inc. (C), reported acquisitions of common stock on 10/01/2025 under the issuer's non-employee director compensation arrangements. The filing lists a purchase at a price of $102.368 tied to a 5.7014 share reinvestment of dividend equivalents and a 270.9116 share grant of deferred shares. The report also notes 338.2543 deferred shares held by the issuer for his benefit and shows 978.4291 shares beneficially owned following one of the transactions. The transactions were reported on a Form 4 signed by an attorney-in-fact on 10/03/2025.
This Form 4 reports that Gary M. Reiner, a director of Citigroup Inc. (C), was awarded 439 shares of Citigroup common stock on 10/01/2025 under the issuer's compensation plan for non-employee directors. The reported acquisition price per share is $102.368. Following the transaction the filing shows 47,300.4175 shares beneficially owned (listed with direct ownership). The filing was signed by an attorney-in-fact on 10/03/2025. The document contains no earnings, guidance, or other corporate actions beyond the director award.
Renee James, a director reporting through the Citigroup Inc. corporate law department, reported two non-derivative acquisitions of Common Stock on 10/01/2025. The filing shows an acquisition of 12.5934 shares at a reported price of $102.368, and a separate acquisition of 167.6309 shares at the same price. Following those transactions the reporting person is shown as beneficially owning 2,161.201 shares directly and 28,767.7021 shares indirectly. The footnotes state the smaller amount reflects reinvestment of dividend equivalents under the issuer's compensation plan for non-employee directors and the larger amount represents deferred shares held by the issuer for the reporting person’s benefit.
This Form 4 discloses insider activity by Duncan P. Hennes, a Director of Citigroup Inc. (C). On 10/01/2025 the reporting person acquired 12.5934 shares and 213.9331 shares of Citigroup common stock at a reported price of $102.368 per share. The filings identify the smaller amount as a reinvestment of dividend equivalents under the company's compensation plan for non-employee directors and the larger amount as deferred shares held for the reporting person under the same plan.
The form is signed by an attorney-in-fact on behalf of Mr. Hennes and reports the holdings as a mix of direct and indirect beneficial ownership: the reinvested dividend shares are direct, while the deferred shares are indirect. No derivative transactions or other dispositions are reported on this Form 4.
John C. Dugan, a director of Citigroup Inc. (C), reported changes in beneficial ownership on 10/01/2025. The filing shows an acquisition of 610.5424 deferred common shares at a reported price of $102.368 per share, recorded as held indirectly for his benefit under the issuer's non-employee director compensation plan. After the transaction, the report lists 31,314.5759 common shares beneficially owned indirectly. The filing also reports a disposition of 13,048.3339 common shares. The deferred shares are described as awarded and held by the issuer for the reporting person under the compensation plan.