花旗集团美股招股说明书(2026-01-29版)

The information in this preliminary pricing supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities andExchange Commission. This preliminary pricing supplement and the accompanying product supplement, underlying supplement, prospectus supplement and prospectus are not an offerto sell these securities, nor are they soliciting an offer to buy these securities, in any state where the offer or sale is not permitted.SUBJECT TO COMPLETION, DATED JANUARY 29, 2026 February, 2026Medium-Term Senior Notes, Series NPricing Supplement No. 2026-USNCH30200Filed Pursuant to Rule 424(b)(2)Registration Statement Nos. 333-270327 and 333-270327-01 Citigroup Global Markets HoldingsInc. ▪The securities offered by this pricing supplement are unsecured debt securities issued by Citigroup Global Markets Holdings Inc. and guaranteed by Citigroup Inc. Unlike conventional debtsecurities, the securities do not pay interest and do not repay a fixed amount of principal at maturity. Instead, the securities offer a payment at maturity that may be greater than or less thanthe stated principal amount, depending on the performance of theworst performingof the underlyings specified below from its initial underlying value to its final underlying value.▪ The securities offer modified exposure to the performance of the worst performing underlying, with (i) a digital (fixed) return at maturity so long as the final underlying value of the worstperforming underlying is greater than or equal to its final buffer value and (ii) if the final underlying value of the worst performing underlying is less than its final buffer value, a limited bufferagainst the depreciation of the worst performing underlying as described below. In exchange for these features, investors in the securities must be willing to forgo (i) any appreciation of theworst performing underlying in excess of the digital return and (ii) any dividends with respect to any underlying. In addition, investors in the securities must be willing to accept downsideexposure to any depreciation of the worst performing underlying in excess of the buffer percentage specified below.If the worst performing underlying depreciates by more than thebuffer percentage from its initial underlying value to its final underlying value, you will lose 1% of the stated principal amount of your securities for every 1% by which thatdepreciation exceeds the buffer percentage.▪ ▪In order to obtain the modified exposure to the worst performing underlying that the securities provide, investors must be willing to accept (i) an investment that may have limited or noliquidity and (ii) the risk of not receiving any amount due under the securities if we and Citigroup Inc. default on our obligations.All payments on the securities are subject to the creditrisk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. If the final underlying value of the worst performing underlying is less than its final buffer value, which means that the worst performingunderlying has depreciated from its initial underlying value by more than the buffer percentage, you will lose 1% of the stated principalamount of your securities at maturity for every 1% by which that depreciation exceeds the buffer percentage. Digital return amount:$100.00 per security (representing a digital return equal to 10.00% of the stated principal amount). You will receive the digital return amount only ifthe final underlying value of the worst performing underlying is greater than or equal to its final buffer value. The securities will not be listed on any securities exchange (1) Citigroup Global Markets Holdings Inc. currently expects that the estimated value of the securities on the pricing date will be at least $931.50 per security, which will be less than the issue price. Theestimated value of the securities is based on CGMI’s proprietary pricing models and our internal funding rate. It is not an indication of actual profit to CGMI or other of our affiliates, nor is it an indication ofthe price, if any, at which CGMI or any other person may be willing to buy the securities from you at any time after issuance. See “Valuation of the Securities” in this pricing supplement.(2) CGMI will receive an underwriting fee of up to $10.00 for each security sold in this offering. The total underwriting fee and proceeds to issuer in the table above give effect to the actual total underwriting fee.For more information on the distribution of the securities, see “Supplemental Plan of Distribution” in this pricing supplement. In addition to the underwriting fee, CGMI and its affiliates may profit from expected hedging activity related to this offering, even if the value of the securities declines. See “Use of Proceeds and Hedging” in the accompanying prospectus. (3) The per security proceeds to issuer indicated above represent the minimum per security proceeds to issuer for any security, ass