Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., filed a free writing prospectus on November 2, 2026, disclosing preliminary terms for 5-year autocallable contingent coupon securities linked to the worst of the Dow Jones Industrial Average and the S&P 500 Dynamic Participation Index.

Key Highlights

  • Pricing date: The securities are scheduled to price on November 12, 2026, with a maturity date of November 17, 2031.
  • Contingent coupon rate: 7.25% per annum, paid monthly, only if the worst performer closes at or above 80.00% of its initial underlying value on the related valuation date.
  • Buffer protection: A 15.00% buffer applies at maturity, with the final buffer value set at 85.00% of each underlying's initial value.
  • Automatic early redemption: Securities are automatically called monthly (beginning after one year) if the worst performer closes at or above its initial underlying value, returning principal plus the contingent coupon.
  • Principal at risk: If the worst performer falls more than 15.00% from its initial value at maturity, investors lose 1% of stated principal for every 1% of depreciation beyond the buffer.
  • CUSIP / ISIN: 17334DZ21 / US17334DZ211, with a stated principal amount of $1,000 per security.
  • No exchange listing: According to the filing, the securities will not be listed on any securities exchange.

Preliminary Terms for Citigroup's Worst-of Autocallable Securities Linked to INDU and SPXDPU1

Citigroup Global Markets Holdings Inc. disclosed preliminary terms for a structured note offering tied to the performance of two underlyings: the Dow Jones Industrial Average (ticker: "INDU") and the S&P 500 Dynamic Participation Index (ticker: "SPXDPU1"). The securities carry a contingent coupon of 7.25% per annum, paid monthly, but only on valuation dates when the closing value of the worst-performing underlying is at or above its coupon barrier value, set at 80.00% of its initial underlying value. The filing states that investors "are not assured of receiving any contingent coupon."

The filing describes an automatic early redemption feature. Beginning after one year, if on any monthly autocall date the worst performer closes at or above its initial underlying value, the securities are called and the holder receives $1,000 plus the applicable contingent coupon. This mechanism, the filing notes, limits the opportunity to receive contingent coupons if the worst performer performs favorably over the full term. Valuation dates are monthly, with the final valuation date preceding the November 17, 2031 maturity.

At maturity, if the securities have not been redeemed, holders receive the full $1,000 principal if the worst performer's final value is at or above 85.00% of its initial value. Below that threshold, the payment is reduced by 1% for each 1% by which the worst performer's decline exceeds the 15.00% buffer. Hypothetical scenarios in the filing show that a -50.00% worst underlying return at maturity would result in a $650.00 payment, and a -100.00% return would result in a $150.00 payment. All payments are subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc., according to the filing.

What Was Disclosed

Citigroup Global Markets Holdings Inc. filed a free writing prospectus setting out preliminary terms for a 5-year structured note with a 7.25% contingent coupon, monthly autocall feature, 15.00% principal buffer, and exposure to the worst of two equity index underlyings, priced on November 12, 2026.