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 Contingent Income Auto-Callable Securities with Memory Coupon linked to the common stock of Advanced Micro Devices, Inc. Each security has a $1,000 stated principal amount and pays a quarterly contingent coupon of at least 5.1875% of principal (at least 20.75% per annum) if AMD’s closing price on the relevant valuation date is at or above the downside threshold price, set at 50.00% of the initial share price. Missed coupons may be recovered later under the memory feature when AMD trades back at or 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 an early redemption payment of $1,000 plus the applicable coupon, including any unpaid memory coupons, and the notes terminate. If not called, at maturity investors receive $1,000 plus the final coupon if AMD is at or above the threshold; otherwise the payoff is $1,000 plus $1,000×share return, fully exposing principal to AMD’s downside and potentially resulting in a total loss. The issue price is $1,000 per security, with per-security proceeds to the issuer of $977.50 after a $22.50 underwriting fee. The issuer expects the estimated value on the pricing date to be at least $917.00 per security, below the issue price, reflecting structuring and distribution costs.
Citigroup Inc. reported solid second quarter 2026 results, with revenues, net of interest expense, of 24,766 million, up 14% from 2025. Net interest income rose 13% to 17,125 million and non-interest revenue grew 18% to 7,641 million. Income from continuing operations was 6,024 million, up 49%, and Citigroup’s net income increased 45% to 5,831 million, or $3.15 diluted EPS from continuing operations, up 61%.
At June 30, 2026, total assets were 2,894,654 million and total deposits 1,492,607 million, each up 10% year over year. The CET1 Capital ratio was 12.78%, the Supplementary Leverage ratio was 5.15%, book value per common share was $114.74 and tangible book value per share $100.89, each up 7%. Return on average assets was 0.80%, return on average common stockholders’ equity 11.4% and non-GAAP return on tangible common equity 13.0%, while the efficiency ratio improved to 57.4%.
Performance was broad-based across the five businesses. Second quarter revenues rose in Services (18% to 6,382 million), Markets (17% to 7,007 million), Banking (34% to 1,922 million), Wealth (13% to 3,177 million) and U.S. Consumer Cards (1% to 4,521 million). Net income from continuing operations increased in each of these segments, including 50% growth in Services, 32% in Markets, 286% in Banking and 51% in Wealth. For the first six months of 2026, Citigroup generated 49,399 million in revenues, up 14%, and 11,616 million of net income, up 44%. Common share repurchases totaled 10,300 million and common dividends 2,104 million year to date, while book value and tangible book value per share continued to grow.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering principal-at-risk Contingent Income Auto-Callable Securities due August 2029 linked to the common stock of Valero Energy Corporation. Each security has a $1,000 stated principal amount and pays a quarterly contingent coupon of at least 2.75% (at least 11.00% per annum) only if Valero’s share price on the relevant valuation date is at or above the downside threshold price, set at 50.00% of the initial share price. If on any potential redemption date Valero’s share price is at or above the initial share price, the notes are automatically redeemed for $1,000 plus that period’s coupon, and no further payments are made.
If the notes are not redeemed early and the final Valero share price is at or above the downside threshold, investors receive $1,000 plus the final coupon at maturity. If the final share price is below the downside threshold, repayment is reduced on a 1-to-1 basis with the share return, and investors may receive less than 50% of principal and could lose their entire investment. Investors do not participate in any upside of Valero stock and receive no dividends. The issue price is $1,000 per note, including an underwriting fee of $22.50, while the estimated value on the pricing date is expected to be at least $916.50, reflecting internal funding and structuring costs. Non-U.S. investors may face 30% withholding on coupon payments, and the U.S. tax treatment is uncertain, with Citigroup intending to treat the notes as prepaid forward contracts with taxable coupon income.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing Contingent Income Auto-Callable Securities linked to Palo Alto Networks, Inc. common stock. Each security has a $1,000 stated principal and a 3-year term, unless automatically redeemed earlier.
Investors may receive a quarterly contingent coupon of at least 4.375% of principal (≥17.50% per annum) when the PANW share price on the valuation date is at or above the downside threshold price, set at 50.00% of the initial share price. A memory feature allows previously missed coupons to be paid if the condition is later met.
If on any potential redemption date PANW closes at or above the initial share price, the notes are automatically redeemed for $1,000 plus the applicable coupon (including unpaid coupons). If held to maturity and PANW finishes below the threshold, repayment is reduced 1‑for‑1 with the share decline, and investors can lose most or all principal while receiving no final coupon. The estimated value is expected to be at least $923 per $1,000 note, reflecting structuring and distribution costs and hedging, and secondary market prices are expected to be lower than the issue price.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering QQQ-linked Autocallable Phoenix Securities with an aggregate stated principal amount of $12,000,000 and a stated principal amount of $1,000 per security. The notes pay a monthly contingent coupon of 1.2917% of principal when the Invesco QQQ Trust share price is at or above the coupon barrier price of $630.063, which is 90.00% of the initial share price of $700.07. Missed coupons can be paid later (without interest) if the barrier is subsequently met.
The notes are automatically redeemed if on any interim valuation date QQQ closes at or above the initial share price, returning $1,000 plus the applicable coupon. If not called, at maturity investors receive: (i) $1,000 plus the final coupon (including any unpaid coupons) if the final QQQ price is at or above the same final barrier price of $630.063; or (ii) $1,000 + [$1,000 × buffer rate × (share return + 10.00%)] if QQQ finishes below the barrier, exposing investors to principal losses down to zero.
The notes have a 10.00% buffer, but losses accelerate once QQQ falls more than that below the initial level. The issue price is $1,000 per security with an underwriting fee of $1.00, while the estimated value is $997.60 per security based on Citigroup Global Markets Inc.’s models. Tax treatment is uncertain, and non-U.S. holders may face 30% withholding on coupon payments.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Contingent Coupon Equity Linked Securities linked to the worst performer of the Dow Jones Industrial Average, the Russell 2000® Index and the S&P 500® Index, maturing on February 9, 2028.
Each security has a $1,000 principal amount and pays a contingent coupon of 3.00% per period (equivalent to 12.00% per annum) only if, on every trading day in an observation period, all underlyings stay at or above their coupon barrier values (54,085.88/37,860.116 for the Dow, 3,036.975/2,125.883 for the Russell 2000, 7,736.52/5,415.564 for the S&P 500).
The notes are subject to worst-of performance, automatic early redemption if on specified potential autocall dates the worst-performing index is at or above its initial value, and a knock-in feature: if any index ever closes below its knock-in value and finishes below its initial value, principal is reduced one-for-one with the worst index’s loss, potentially to zero. The total offering is $1,598,000, with an issue price of $1,000 and an estimated value of $986.20 per security, reflecting dealer costs and hedging.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000 denomination autocallable contingent coupon equity-linked securities maturing February 9, 2028, linked to the worst performer of the Dow Jones Industrial Average, Russell 2000® Index and S&P 500® Index. The notes pay a 2.50% contingent coupon per observation period (equivalent to 10.00% per annum) only if, on every trading day in that period, each index stays at or above its coupon barrier, set at 70% of its initial value; any breach cancels that period’s coupon. The same 70% level is the knock-in threshold over the entire term. If not called early and the worst index is below its initial value on the final valuation date and a knock-in event has occurred, principal is reduced one-for-one with the worst index’s loss, down to zero.
The securities may be automatically redeemed on specified dates from February 4, 2027 if the worst index is at or above its initial value, returning $1,000 plus the coupon. Total offering size is $1,661,000, with an underwriting fee of $24 per security and issuer proceeds of $976 per security. The initial estimated value is $973 per security, below the issue price, reflecting structuring and funding costs.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering autocallable unsecured senior notes linked to the S&P 500 Futures Excess Return Index, with a $1,000 stated principal amount per security and no periodic interest payments.
The notes may be automatically redeemed on annual valuation dates from 2027 to 2030 if the index is at or above its initial level, paying $1,087, $1,174, $1,261 or $1,348 per security at the minimum premium levels. If held to August 29, 2031 without early redemption, investors receive $1,000 plus a 43.50% premium if the index is at or above its initial level, $1,000 if the index is down but not below 85.00% of its initial level, or a loss of principal on a 1:1 basis beyond a 15.00% buffer if the index falls below that level.
The issue price is $1,000, including an underwriting fee of up to $42.50 per note, for minimum proceeds to the issuer of $957.50 per note. The estimated value on the pricing date is expected to be at least $899.50 per note, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. Investors face credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., limited or no secondary market liquidity, structural caps on upside, exposure to index volatility on discrete valuation dates only, and complex U.S. tax and withholding considerations.
Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., offers autocallable contingent coupon equity-linked senior notes due August 14, 2028, linked to the worst performing of Invesco QQQ Trust Series 1, iShares Russell 2000 ETF and SPDR S&P 500 ETF Trust. Each security has a $1,000 stated principal amount. On each quarterly valuation date, investors receive a 2.50% contingent coupon (equivalent to 10.00% per annum) only if the worst performing ETF’s closing value is at or above its 65.00% coupon barrier; missed coupons can be recouped later if the barrier is met before final maturity. The notes are subject to automatic early redemption on specified dates if the worst performing ETF is at or above its initial value, returning $1,000 plus the applicable contingent coupon and any unpaid coupons.
If not called and the worst performer is at or above its 65.00% final barrier at maturity, investors receive $1,000 per note (plus any due coupon). Otherwise, investors receive a fixed number of shares of the worst performer (or, at the issuer’s election, cash) equal to a preset equity ratio, which can be worth substantially less than principal, and no final coupon. Initial ETF levels are $717.30 (QQQ), $299.77 (IWM) and $769.79 (SPY). The issue price is $1,000, including a $9.00 underwriting fee, while the estimated value on the pricing date is expected to be at least $936.50, reflecting model-based valuation and hedging costs. The notes carry complex market, liquidity, credit and tax risks, including potential 30% withholding on coupons for certain non‑U.S. investors and uncertain treatment as prepaid forward contracts.
Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing unsecured Barrier Securities linked to the S&P 500 Futures 35% Edge Volatility 6% Decrement Index (USD) ER, maturing August 7, 2031, with a stated principal of $1,000 per security and no interest payments.
At maturity, if the final index value exceeds the initial value of 567.9143, investors receive $1,000 plus 260% of the index gain. If the index is at or below the initial level but at or above the 50% barrier of 283.957, investors receive only $1,000. If it is below the barrier, repayment is $1,000 plus the full index return, producing 1-for-1 downside and potential total loss.
The index itself is complex and risky, using a 35% volatility target with leverage up to 500% on S&P 500 futures and a decrement of 6% per annum, and is expected to underperform the S&P 500 Index. The issue price is $1,000, but Citigroup Global Markets Inc. estimates the initial value at $886.10, reflecting embedded costs, and notes that secondary market liquidity may be limited. All payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.