Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., filed a free writing prospectus on October 28, 2026, for 5-year autocallable securities linked to the worst of the Dow Jones Industrial Average and the Russell 2000 Index, with a pricing date of November 24, 2026, and a maturity date of November 28, 2031.

Key Highlights

  • Underlying indexes: The securities are linked to the worst performer of the Dow Jones Industrial Average (ticker: "INDU") and the Russell 2000 Index (ticker: "RTY").
  • Principal amount: $1,000 per security, with stated principal not guaranteed in all circumstances.
  • Autocall premium: At least 7.00% per annum, accruing at 1.75% per quarter; the actual premium will be determined on the pricing date.
  • Buffer protection: A 15.00% buffer applies at maturity, with each underlying's final buffer value set at 85.00% of its initial underlying value.
  • Automatic early redemption: Triggered quarterly if the worst performer's closing value equals or exceeds its initial underlying value on a valuation date prior to the final valuation date.
  • Loss scenario: If the worst performer falls more than 15.00% from its initial value at maturity, investors lose 1% of principal for every 1% of depreciation beyond the buffer percentage.
  • CUSIP / ISIN: 17334D2C5 / US17334D2C52.

Structure and Payment Terms of the Citigroup INDU/RTY Autocallable Securities

According to the preliminary terms filed October 28, 2026, Citigroup Global Markets Holdings Inc. is offering 5-year autocallable securities with quarterly valuation dates beginning approximately one year after issuance. The filing states that if, on any valuation date prior to the final valuation date, the closing value of the worst performer is greater than or equal to its initial underlying value, the securities will be automatically called for an amount equal to the principal plus the applicable premium. The hypothetical interim payment table in the filing shows redemption amounts ranging from $1,070.00 at the first valuation date (November 26, 2027, at 7.00%) to $1,332.50 at the final interim valuation date (August 25, 2031, at 33.25%), assuming premiums are set at the lowest indicated value.

At maturity, if the securities have not been autocalled, the filing describes three outcomes depending on the worst performer's final underlying value. If that value is at or above the initial underlying value, the investor receives $1,000 plus the applicable premium (shown hypothetically as $1,350.00). If it falls between the initial and final buffer values, the investor receives $1,000 with no premium. If it falls below the final buffer value of 85.00% of the initial underlying value, the investor receives $1,000 plus $1,000 multiplied by the sum of the worst performer's underlying return and the 15.00% buffer percentage, resulting in a loss of principal. The filing's hypothetical table illustrates a payment of $650.00 at a -50.00% worst underlying return and $150.00 at -100.00%.

The filing notes that the securities will not be listed on any securities exchange, do not pay interest, and are subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. The filing also states that "the estimated value of the securities on the pricing date will be less than the issue price." Registration statements have been filed under File Nos. 333-293732 and 333-293732-02.

What Was Disclosed

Citigroup Global Markets Holdings Inc. filed a free writing prospectus disclosing preliminary terms for 5-year autocallable securities linked to the INDU and RTY indexes, including autocall mechanics, a 15.00% buffer, quarterly valuation dates, and a minimum premium of at least 7.00% per annum, with the pricing date set for November 24, 2026.