Sezzle Inc. SEC Filings

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., has filed Product Supplement No. ES-01-10 to its March 7 2023 base prospectus and July 10 2025 prospectus supplement for future issuances of Equity-Linked Securities (ELKS), Callable Yield Securities, or other similarly structured notes (collectively, the “securities”). These medium-term senior notes (Series N) provide fixed coupon payments but do not assure repayment of principal. Repayment at maturity depends on the performance of one or more “Underlying Shares” – individual equities, American depositary shares (ADSs), exchange-traded funds (ETFs) or, in some structures, the worst performer among multiple underlyings.

Key structural terms (set in each future pricing supplement):

• Coupon rate and payment schedule.
• Definition of “Downside Event,” equity ratio, initial share price and downside threshold price.
• Choice of valuation method (closing price vs. intra-day trading price) and observation window (single-day, daily, or period-based testing).
• Issuer call right on specified dates (if applicable).
• Issuer option to settle in cash instead of delivering shares.

Principal risks highlighted:

• Loss of up to 100 % of principal if a downside event occurs; investors receive underlying shares (or cash equivalent) likely worth less than par.
• No participation in upside appreciation; return is capped at coupons.
• Credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc.; securities are senior unsecured obligations.
• Generally no exchange listing, hence limited secondary liquidity; potential reliance on Citigroup Global Markets as sole market-maker.
• Complex U.S. tax treatment; IRS may challenge issuer’s assumptions, and Section 871(m) withholding may apply to non-U.S. holders.
• Broad calculation-agent discretion (an affiliate of the issuer) in determining prices, adjustments and market-disruption resolutions, creating potential conflicts of interest.

The document incorporates extensive risk disclosures covering volatility sensitivity, dividend dilution, market-disruption events, delisting scenarios, ETF-specific considerations, emerging-market exposure, and tax uncertainties. Investors are directed to read this supplement together with the base prospectus, the July 10 2025 prospectus supplement, and the eventual pricing supplement for each issuance before investing.

Sezzle Inc. (SEZL) – Form 4 insider transaction

Chief Financial Officer Karen Hartje sold an aggregate 5,484 shares of Sezzle common stock on 7 July 2025 under a pre-arranged Rule 10b5-1 trading plan adopted 20 Sep 2024. Sales were executed in five tranches at weighted-average prices ranging from $166.86 to $179.00 per share. Following the transactions, Hartje directly owns 126,846 shares, down roughly 4 % from the prior 132,330 shares.

The filing reports only non-derivative sales; no option exercises or other derivative activity occurred. Because the plan was disclosed and Hartje retains a sizeable equity stake, the move appears to be routine portfolio diversification rather than a strategic shift, but it nevertheless represents modest insider selling pressure.

Sezzle Inc. (SEZL) filed an amended Form 4 on 7 July 2025 to correct an error in a prior insider-trading report. The original filing dated 3 July 2025 had shown Chief Executive Officer, Executive Chairman, Director and 10% owner Charles Youakim disposing of 6,978 common shares. The amendment clarifies that no disposition actually occurred.

Following the correction, Mr. Youakim’s direct beneficial ownership remains unchanged at 12,353,427 common shares (par value $0.00001). No derivative securities transactions were reported. The document contains no other transactions, prices, or changes in beneficial ownership.

This amendment removes the appearance of insider selling, which could have been interpreted negatively by investors. However, because the filing merely corrects clerical information and does not reflect a new purchase or sale, it has limited financial impact on Sezzle’s fundamentals.

Ellington Financial Inc. (NYSE: EFC) filed an 8-K disclosing that its Board has declared a monthly cash dividend of $0.13 per common share. The dividend will be paid on August 29 2025 to stockholders of record on July 31 2025. No other material events, financial results, or strategic actions were reported in this filing. The company continues its policy of monthly distributions, offering shareholders an annualized yield of roughly 14.1% based on the latest closing price of $11.05 (for reference only, not in filing). There is no indication of changes to preferred share dividends or guidance. Overall, the filing signals continuity of the firm’s income-oriented strategy without introducing new risks or opportunities.

Ellington Financial Inc. (NYSE: EFC) filed an 8-K disclosing that its Board has declared a monthly cash dividend of $0.13 per common share. The dividend will be paid on August 29 2025 to stockholders of record on July 31 2025. No other material events, financial results, or strategic actions were reported in this filing. The company continues its policy of monthly distributions, offering shareholders an annualized yield of roughly 14.1% based on the latest closing price of $11.05 (for reference only, not in filing). There is no indication of changes to preferred share dividends or guidance. Overall, the filing signals continuity of the firm’s income-oriented strategy without introducing new risks or opportunities.

Chief Operating Officer Amin Sabzivand of Sezzle Inc. (SEZL) submitted an amended Form 4 dated 8 July 2025 to correct an earlier filing. The prior Form 4, filed 3 July 2025, mistakenly reported the disposition of 6,973 common shares. According to the amendment, no such sale occurred; therefore, Sabzivand’s direct beneficial ownership remains at 243,303 shares of Sezzle common stock.

The filing contains no new transactions, option exercises or derivative activity. It simply rectifies the record to accurately reflect the executive’s unchanged equity position. As a result, the perceived insider selling pressure signaled by the erroneous report is removed, but the event is administrative in nature and does not alter Sezzle’s financial or operational outlook.

Chief Operating Officer Amin Sabzivand of Sezzle Inc. (SEZL) submitted an amended Form 4 dated 8 July 2025 to correct an earlier filing. The prior Form 4, filed 3 July 2025, mistakenly reported the disposition of 6,973 common shares. According to the amendment, no such sale occurred; therefore, Sabzivand’s direct beneficial ownership remains at 243,303 shares of Sezzle common stock.

The filing contains no new transactions, option exercises or derivative activity. It simply rectifies the record to accurately reflect the executive’s unchanged equity position. As a result, the perceived insider selling pressure signaled by the erroneous report is removed, but the event is administrative in nature and does not alter Sezzle’s financial or operational outlook.

Chief Operating Officer Amin Sabzivand of Sezzle Inc. (SEZL) submitted an amended Form 4 dated 8 July 2025 to correct an earlier filing. The prior Form 4, filed 3 July 2025, mistakenly reported the disposition of 6,973 common shares. According to the amendment, no such sale occurred; therefore, Sabzivand’s direct beneficial ownership remains at 243,303 shares of Sezzle common stock.

The filing contains no new transactions, option exercises or derivative activity. It simply rectifies the record to accurately reflect the executive’s unchanged equity position. As a result, the perceived insider selling pressure signaled by the erroneous report is removed, but the event is administrative in nature and does not alter Sezzle’s financial or operational outlook.