Citigroup Global Markets Holdings Inc. Launches New Autocallable Medium-Term Notes Linked to Dow Jones, Nasdaq-100, and Russell 2000

Details of the New Medium-Term Senior Notes

Citigroup Global Markets Holdings Inc. has filed a pricing supplement for Series N medium-term senior notes linked to the worst performing of three major indices: the Dow Jones Industrial Average, Nasdaq-100, and Russell 2000. These notes do not pay periodic interest and feature unique redemption terms dependent on index performance.

These unsecured debt instruments are backed by Citigroup Inc., providing credit support but exposing investors to the credit risks of both Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Automatic Early Redemption Feature Explained

A pivotal feature of these securities is the potential for automatic early redemption. If on any valuation date before the final valuation date the closing value of the worst performing underlying index is at or above its initial value, the notes will be redeemed early at a premium determined by that valuation date.

Investors should be aware that early redemption disqualifies them from premiums on subsequent valuation dates, underscoring the importance of monitoring index performance to understand timing and return potential.

Payment Structure at Maturity

If the notes are not redeemed early, the maturity payment depends on the final value of the worst performing index. Should this value be equal to or exceed its initial level, investors receive the principal plus any applicable premium. If the final value falls below the initial value but remains above a specified barrier, investors will receive only the principal amount.

However, if the final index value dips below the barrier, investors face losses, receiving less than the principal amount. This risk highlights the volatility and downside exposure inherent in these securities.

Offering Terms and Conditions

Each security has a stated principal of $1,000, with a pricing date of July 22, 2026, and an issue date of July 27, 2026. The maturity date is July 25, 2031, unless early redemption occurs. These securities will not be listed on any exchange, potentially impacting liquidity.

The underwriting fee is $41.25 per security, affecting net proceeds and returns. The total proceeds to the issuer amount to $3,133,195.00 after deducting underwriting fees.

Investment Risks to Consider

These securities carry risks uncommon to traditional debt instruments, primarily the potential for principal loss if the underlying indices underperform. Investors will not receive dividends or benefit from index appreciation.

Additionally, the absence of exchange listing limits liquidity, making early sale challenging and reinforcing the need for a long-term investment perspective.

Impact of Underlying Index Performance on Returns

The worst performing index among the Dow Jones Industrial Average, Nasdaq-100, and Russell 2000 determines early redemption and final maturity payments. Market fluctuations can significantly influence investment outcomes.

Investors should stay informed on market trends and the performance drivers of these indices to better anticipate potential returns.

Investor Guidance and Strategy

Prospective investors should assess their risk tolerance and investment goals carefully. The absence of guaranteed interest and exposure to loss may not suit all portfolios.

Consulting financial advisors is recommended to ensure alignment with overall investment strategies and to fully understand the complex terms of these notes.

Summary of the Offering

Citigroup Global Markets Holdings Inc.’s issuance of these medium-term senior notes offers a unique investment linked to major stock indices with the allure of early redemption premiums. However, investors must weigh the associated risks and limited liquidity carefully.

Thorough due diligence and ongoing monitoring of underlying index performance are essential for investors considering this opportunity, ensuring their financial objectives and risk profiles are appropriately matched.