Citigroup Global Markets Holdings Inc. filed a free writing prospectus on November 2, 2026, disclosing preliminary terms for 4-Year Dual Directional Barrier Securities linked to the S&P 500 Futures Excess Return Index (SPXFP), with a scheduled pricing date of November 30, 2026, and maturity on December 5, 2030.

Key Highlights

  • Underlying index: The S&P 500 Futures Excess Return Index, ticker SPXFP, as disclosed in the filing.
  • Participation rate: At least 135.00%, with the actual rate to be set on the pricing date of November 30, 2026.
  • Barrier level: The final barrier value is set at 60.00% of the initial underlying value.
  • Stated principal: $1,000 per security; the securities do not pay interest and will not be listed on any exchange.
  • Loss risk: According to the filing, if the final underlying value falls below the final barrier value, investors lose 1% of stated principal for every 1% decline from the initial underlying value, with no minimum payment at maturity.
  • Credit exposure: All payments are subject to the credit risk of both Citigroup Global Markets Holdings Inc. and guarantor Citigroup Inc.
  • CUSIP / ISIN: 17334D4D1 / US17334D4D18, as listed in the preliminary terms.

Preliminary Terms for the SPXFP-Linked Barrier Securities

The filing sets out the payment structure across three scenarios at maturity. If the final underlying value is greater than or equal to the initial underlying value, the payment is $1,000 plus $1,000 multiplied by the underlying return multiplied by the participation rate (at least 135.00%). If the final underlying value is below the initial underlying value but at or above the final barrier value of 60.00% of the initial underlying value, the payment is $1,000 plus $1,000 multiplied by the absolute value of the underlying return, providing a positive return even when the index declines. The hypothetical examples in the filing, which assume a participation rate set at the lowest indicated value of 135.00%, show payments ranging from $1,675.00 for a 50.00% gain to $1,250.00 for a 25.00% loss within the barrier.

If the final underlying value falls below the final barrier value, the filing states that "you will receive significantly less than the stated principal amount of your securities, and possibly nothing, at maturity." In this scenario, the payment equals $1,000 plus $1,000 multiplied by the underlying return, meaning a 50.00% decline produces a $500.00 payment and a 100.00% decline produces $0.00. The filing further discloses that the estimated value on the pricing date will be less than the issue price, and that the underlying is expected to underperform the total return of the S&P 500 Index because of an implicit financing cost embedded in the SPXFP index.

The securities are guaranteed by Citigroup Inc. and are registered under File Nos. 333-293732 and 333-293732-02. The filing was made pursuant to Rule 433 and notes that the preliminary pricing supplement dated November 2, 2026, should be read in conjunction with the offering summary. The valuation date is December 2, 2030, and the maturity date is December 5, 2030.

What Was Disclosed

Citigroup Global Markets Holdings Inc. disclosed preliminary terms for structured securities linked to SPXFP, including a participation rate of at least 135.00%, a 60.00% barrier level, a $1,000 stated principal, and the full payment structure and risk considerations applicable to the four-year term.