Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., filed a free writing prospectus on November 5, 2026, disclosing preliminary terms for 5-Year Callable Barrier Securities linked to the S&P 500 Futures Excess Return Index (ticker: SPXFP), with a pricing date of November 30, 2026, and a maturity date of December 4, 2031.

Key Highlights

  • Underlying index: The securities are linked to the S&P 500 Futures Excess Return Index (ticker: SPXFP), according to the filing.
  • Upside participation rate: At least 215.00% (actual rate to be set on the pricing date of November 30, 2026), with hypothetical illustrations using 50.00% of the initial underlying value as the final barrier value.
  • Callable premium: The issuer may redeem the securities annually at a premium of 25.25% per annum on each potential redemption date, with hypothetical redemption amounts ranging from $1,252.50 (December 3, 2027) to $2,010.00 (December 5, 2030) per $1,000 security.
  • Barrier protection: If the final underlying value is at or above 50.00% of the initial underlying value but not above the initial value, the filing states holders receive $1,000 (stated principal); below that barrier, losses are 1% for every 1% decline from the initial underlying value, with no minimum payment.
  • CUSIP / ISIN: 17334D4G4 / US17334D4G49, as stated in the filing.
  • No exchange listing: According to the filing, "the securities will not be listed on any securities exchange and you may not be able to sell them prior to maturity."
  • Credit risk: The filing states all payments are subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Preliminary Terms for Citigroup's SPXFP-Linked Callable Barrier Securities

Citigroup Global Markets Holdings Inc., with Citigroup Inc. as guarantor, disclosed preliminary terms for structured securities linked to the S&P 500 Futures Excess Return Index in a free writing prospectus filed pursuant to Rule 433. The securities carry a stated principal amount of $1,000 per security, a pricing date of November 30, 2026, a valuation date of December 1, 2031, and a maturity date of December 4, 2031. The filing notes the actual upside participation rate will be determined on the pricing date, with the offering summary illustrating hypothetical outcomes at a 50.00% participation rate as the lowest value indicated.

The filing describes three payment scenarios at maturity: if the final underlying value exceeds the initial underlying value, the holder receives $1,000 plus the return amount; if the final underlying value is at or above the final barrier value (50.00% of the initial underlying value) but not above the initial value, the holder receives $1,000; and if the final underlying value falls below the final barrier value, the holder receives $1,000 plus $1,000 multiplied by the underlying return, which the filing warns could result in losing "up to all of your investment." The securities do not pay interest.

The issuer retains the right to call the securities in whole, but not in part, on any annual potential redemption date with not less than three business days' notice, paying a cumulative premium of 25.25% per annum. The filing cautions that if redeemed early, holders lose the opportunity to participate in any further appreciation of the underlying at maturity. The filing also notes that the underlying is "expected to underperform the total return performance of the S&P 500 Index" due to an implicit financing cost, and that the estimated value of the securities on the pricing date will be less than the issue price.

What Was Disclosed

Citigroup Global Markets Holdings Inc. filed an amended and restated offering summary outlining preliminary terms for 5-Year Callable Barrier Securities linked to the SPXFP index, including payment structures, redemption rights, risk factors, and CUSIP/ISIN identifiers, ahead of a November 30, 2026 pricing date.