C-PN SEC Filings

The issuer, Citigroup Global Markets Holdings Inc. (guaranteed by Citigroup Inc.), is offering autocallable contingent coupon equity-linked medium-term senior notes due June 27, 2029. Each security has a $1,000 stated principal amount and may pay contingent coupons of 0.7417% per valuation period (approximately 8.90% per annum if all coupons are paid). Coupons are paid only if the worst performing underlying (Nasdaq-100, Russell 2000, or S&P 500) is ≥70% of its initial value on each valuation date. If the worst performing underlying is ≥ its initial value on a potential autocall date, the securities will be automatically redeemed at $1,000 plus the related coupon. If not called, maturity payoff depends on the worst performing underlying on the final valuation date and may result in significant loss of principal, including a full loss.

Citigroup Global Markets Holdings Inc. is offering medium-term, autocallable senior notes (guaranteed by Citigroup Inc.) linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500. The securities have a stated principal amount of $1,000 per security, a pricing date of June 22, 2026, an issue date of June 25, 2026 and a maturity date of June 26, 2031.

The notes do not pay interest and may be automatically redeemed early if the worst performing underlying on a valuation date is at or above its initial value; early-redemption premiums range from 11.40% (first valuation date) up to 57.00% (final valuation date). If not redeemed, repayment at maturity depends solely on the worst performing underlying versus a final barrier equal to 70.00% of its initial value, with 1:1 downside below that barrier.

Citigroup Global Markets Holdings Inc. priced an Autocallable Contingent Coupon Equity Linked Security linked to Uber Technologies, Inc. with a stated principal of $1,000 per security and a maturity of June 23, 2028. The notes pay a contingent coupon of 3.75% per coupon date (equivalent to 15.00% per annum) only if the underlying closing value on each valuation date is at or above a coupon barrier equal to 71.50% of the initial underlying value. The securities may be automatically redeemed early if the underlying closes at or above the initial underlying value on potential autocall dates, and at maturity holders may receive underlying shares (via an equity ratio) or cash if the final underlying value is below the final barrier. The estimated value on pricing date is stated to be at least $925.50 per security; CGMI will receive an underwriting fee of $18.50 per security. All payments are subject to the issuer’s and guarantor’s credit risk.

Citigroup Global Markets Holdings Inc. is offering autocallable contingent coupon medium-term senior notes linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500. Each note has a $1,000 stated principal amount, a potential periodic contingent coupon equal to 0.8833% per period (~10.60% per annum), potential automatic early redemption on specified valuation dates, and a final maturity of June 27, 2029. Contingent coupons are paid only if the worst performing underlying on a valuation date is at or above its coupon barrier (80% of initial). If not autocalled, principal at maturity depends on the worst performing underlying versus a final barrier (70% of initial), exposing investors to partial or total loss of principal. Issue price is $1,000.00 per security; CGMI estimates an initial value of at least $915.00 per security and will receive an underwriting fee up to $29.50 per security.

Citigroup Global Markets Holdings Inc. is offering autocallable securities due June 15, 2029, linked to the worst performing of Halliburton Company and Vertex Pharmaceuticals Incorporated, with a stated principal amount of $1,000 per security.

The securities were priced on June 12, 2026 and issued on June 17, 2026. Each security has an estimated value of $946.50 on the pricing date and an issue price of $1,000, with an underwriting fee of $29.50 per security. Payments are fully guaranteed by Citigroup Inc. and redemption/maturity payouts depend on the worst performing underlying versus scheduled premium threshold and final barrier levels.

Citigroup Inc. is offering callable fixed rate notes with a stated principal of $1,000 per note that pay 5.35% per annum interest from the original issue date to maturity. The notes mature on June 17, 2036 and are callable by the issuer on each June 17 beginning June 17, 2032. The issue price is $1,000 per note and CGMI acts as underwriter. The notes permit a wholly owned subsidiary to assume Citigroup’s obligations after notice, subject to conditions, and are intended to qualify as eligible debt for the Federal Reserve’s TLAC rule. Proceeds will be used for general corporate purposes and hedging.

Citigroup Inc. priced callable fixed-rate notes with a 5.60% coupon, $1,000 stated principal per note, original issue date June 17, 2026 and maturity June 17, 2041. The notes are callable at 100% beginning June 17, 2029 on scheduled quarterly redemption dates. The issue price is $1,000 per note (with institutional/fee-account pricing between $980 and $1,000), and Citigroup may have a wholly owned subsidiary assume obligations after at least 15 business days’ notice. Proceeds are for general corporate purposes and hedging. Additional features include a 30/360 day count convention, temporary six-month upward pricing adjustment for secondary-market indications, and TLAC-related creditor treatment described in the supplement.

Citigroup Global Markets Holdings Inc. is offering autocallable contingent coupon equity-linked medium-term notes linked to the worst performing of Amazon.com, Inc. and Apple Inc., with a stated principal amount of $1,000 per security and maturity of June 22, 2029. The securities may pay contingent coupons (at least 2.7875% per payment, equivalent to 11.15% per annum if all are paid) on specified valuation dates only if the worst performing underlying is at or above its coupon barrier (60% of the initial value). The notes may be automatically redeemed on specified autocall dates if the worst performing underlying is at or above its initial value; otherwise payment at maturity depends on the final performance of the worst performing underlying and can result in a loss of principal, possibly to $0.00. The issue price is $1,000 with an estimated value on the pricing date expected to be at least $909.00, an underwriting fee of up to $20.00 per security, and proceeds to issuer of $980.00 per security.

Citigroup Global Markets Holdings Inc. is offering medium-term senior notes due June 23, 2031 linked to the worst performing of the Dow Jones Industrial, Nasdaq-100 and Russell 2000. Each security has a $1,000 stated principal amount and a contingent coupon feature that can pay approximately 10.75% per annum (at least $0.8958 per $1,000 on each contingent coupon payment date) if the worst performing underlying is at or above its coupon barrier on a valuation date. The securities may be automatically redeemed on specified potential autocall dates, and at maturity holders may receive less than principal (possibly zero) if the final value of the worst performing underlying is below its final barrier (60.00% of initial). The pricing supplement discloses an estimated value of at least $939.00 per security on the pricing date and an underwriting fee of $5.00 per security. The securities are unsecured obligations of CGMH and are guaranteed by Citigroup Inc.; they carry issuer credit risk, limited liquidity, complex payoff mechanics and uncertain U.S. federal tax treatment.