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]:花旗美股招股说明书(2026-06-25版) - 发现报告

花旗美股招股说明书(2026-06-25版)

2026-06-25 美股招股说明书 棋落
报告封面

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, underlying supplement, prospectus supplement and prospectusare not an offer to sell these securities, nor are they soliciting an offer to buy these securities, in any state where the offer July, 2026Medium-Term Senior Notes, Series NPricing Supplement No. 2026-USNCH32732Filed Pursuant to Rule 424(b)(2) Citigroup Global Markets HoldingsInc. Autocallable Securities Linked to the Worst Performing of the Dow Jones Industrial AverageTMRussell 2000®Index and the S&P 500® ▪The securities offered by this pricing supplement are unsecured debt securities issued by Citigroup Global MarketsHoldings Inc. and guaranteed by Citigroup Inc. Unlike conventional debt securities, the securities do not pay interest,do not guarantee the repayment of principal at maturity and are subject to potential automatic early redemption on aperiodic basis on the terms described below. Your return on the securities will depend solely on the performance of theworst performingof the underlyings specified below. The securities offer the potential for automatic early redemption at a premium following the first valuation date (otherthan the final valuation date) on which the closing value of the worst performing underlying on that valuation date isgreater than or equal to its initial underlying value. If the securities are not automatically redeemed prior to maturity,the securities will provide for (i) repayment of the stated principal amountplusa premium at maturity if the finalunderlying value of the worst performing underlying on the final valuation date is greater than or equal to its initialunderlying value or (ii) repayment of the stated principal amount at maturity, with no premium, if the final underlying value of the worst performing underlying on the final valuation date is less than its initial underlying value but greater movements inany one of the underlyings. Although you will have downside exposure to the worst performingunderlying on the final valuation date, you will not receive dividends with respect to any underlying or participate inany appreciation of any underlying. ▪Investors in the securities must be willing to accept (i) an investment that may have limited or no liquidity and (ii) therisk 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. and (1) Citigroup Global Markets Holdings Inc. currently expects that the estimated value of the securities on the pricing datewill be at least $892.50 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 otherof our affiliates, nor is it an indication of the price, if any, at which CGMI or any other person may be willing to buy the (2) CGMI will receive an underwriting fee of up to $41.00 for each security sold in this offering. The total underwriting feeand proceeds to issuer in the table above give effect to the actual total underwriting fee. For more information on thedistribution of the securities, see “Supplemental Plan of Distribution” in this pricing supplement. In addition to theunderwriting 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. Citigroup Global Markets Holdings Inc. Additional Information 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, theaccompanying product supplement contains important information about how the closing value of each underlying will bedetermined and about adjustments that may be made to the terms of the securities upon the occurrence of marketdisruption events and other specified events with respect to each underlying. The accompanying underlying supplement Hypothetical Payment Upon Automatic Early Redemption The following table illustrates how the amount payable per security upon automatic early redemption will be calculated ifthe closing value of the worst performing underlying on any valuation date prior to the final valuation date is greater thanor equal to its initial underlying value. The table assumes that the premium applicable to each valuation date will be set atthe lowest value indicated under