您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:花旗集团美股招股说明书(2026-01-14版) - 发现报告

花旗集团美股招股说明书(2026-01-14版)

2026-01-14 美股招股说明书 Angie
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The information in this preliminary pricing supplement is not complete and may be changed. A registration statementrelating to these securities has been filed with the Securities and Exchange Commission. This preliminary pricingsupplement and the accompanying product supplement, prospectus supplement and prospectus are not an offer to sellthese securities, nor are they soliciting an offer to buy these securities, in any state where the offer or sale is notpermitted. SUBJECT TO COMPLETION, DATED JANUARY 13, 2026January, 2026Medium-Term Senior Notes, Series NPricing Supplement No. 2026-USNCH[ ]Filed Pursuant to Rule 424(b)(2)Registration Statement Nos. 333-270327 and 333-270327-01 Holdings Inc. Contingent Income Auto-Callable Securities Due January Based on the Performance of the Common Stock of Alphabet Inc.Principal at Risk Securities ▪The securities offered by this pricing supplement are unsecured debt securities issued by Citigroup Global MarketsHoldings Inc. and guaranteed by Citigroup Inc. The securities offer the potential for monthly contingent couponpayments at an annualized rate that, if all are paid, would produce a yield that is generally higher than the yield on ourconventional debt securities of the same maturity. In exchange for this higher potential yield, you must be willing toaccept the risks that (i) your actual yield may be lower than the yield on our conventional debt securities of the samematurity because you may not receive one or more, or any, contingent coupon payments; (ii) your actual yield may benegative because your payment at maturity may be significantly less than the stated principal amount of your risk of not receiving any payments due under the securities if we and Citigroup Inc. default on our obligations.Allpayments on the securities are subject to the credit risk of Citigroup Global Markets Holdings Inc. andCitigroup Inc. If the final share price isless thanthe downside threshold price: $1,000 + [$1,000 × thebuffer rate × (the share return + the buffer amount)] (1) Citigroup Global Markets Holdings Inc. currently expects that the estimated value of the securities on the pricing datewill be at least $945.00 per security, which will be less than the issue price. The estimated value of the securities is basedon CGMI’s proprietary pricing models and our internal funding rate. It is not an indication of actual profit to CGMI or other (2) CGMI, an affiliate of Citigroup Global Markets Holdings Inc. and the underwriter of the sale of the securities, is actingas principal and will receive an underwriting fee of $1.00 for each $1,000.00 security sold in this offering. Certain selecteddealers, including Morgan Stanley Wealth Management, and their financial advisors will collectively receive from CGMI afixed selling concession of $0.50 for each $1,000.00 security they sell. Additionally, it is possible that CGMI and its Investing in the securities involves risks not associated with an investment in conventionaldebt securities. See “Summary Risk Factors” beginning on page PS-9. The securities are not bank deposits and are not insured or guaranteed by the Federal Deposit InsuranceCorporation or any other governmental agency, nor are they obligations of, or guaranteed by, a bank. Contingent Income Auto-Callable Securities Due January, 2027 Based on the Performance of the Common Stock of Alphabet Inc.Principal at Risk Securities Based on the Performance of the Common Stock of Alphabet Inc. Additional Information General.The terms of the securities are set forth in the accompanying product supplement, prospectus supplement andprospectus, as supplemented by this pricing supplement. The accompanying product supplement, prospectus supplementand prospectus contain important disclosures that are not repeated in this pricing supplement. For example, certain eventsmay occur that could affect whether you receive a contingent coupon payment on a contingent coupon payment date aswell as your payment at maturity or, in the case of a delisting of the underlying shares, could give us the right to call thesecurities prior to maturity for an amount that may be less than the stated principal amount. These events, includingmarket disruption events and other events affecting the underlying shares, and their consequences are described in theaccompanying product supplement in the sections “Description of the Securities—Consequences of a Market Disruption Dilution and Reorganization Adjustments.The initial share price and the downside threshold price are each a“Relevant Price” for purposes of the section “Description of the Securities— Certain Additional Terms for Securities Linkedto an Underlying Company or an Underlying ETF—Dilution and Reorganization Adjustments” in the accompanying product Investment Summary The securities provide an opportunity for investors to earn a monthly contingent coupon payment, which is an amountequal to at least $12.75 (at least 1.275% of the stated principa