花旗美股招股说明书(2026-07-08版)

The information in this preliminary pricing supplement is not complete and may be changed. A registration statement relating to thesesecurities has been filed with the Securities and Exchange Commission. This preliminary pricing supplement and the accompanyingproduct supplement, underlying supplement, prospectus supplement and prospectus are not an offer to sell these securities, nor arethey soliciting an offer to buy these securities, in any state where the offer or sale is not permitted.SUBJECT TO COMPLETION, DATED JULY 8, 2026Citigroup Global Markets HoldingsJuly, 2026 Medium-Term Senior Notes, Series NPricing Supplement No. 2026-USNCH33022Filed Pursuant to Rule 424(b)(2)Registration Statement Nos. 333-293732 and 333-293732-02 Inc. Contingent Income Callable Securities Due January, 2029Based on the Worst Performing of the Nasdaq-100 Index®, the Russell 2000® Index and the S&P 500®IndexPrincipal at Risk SecuritiesOverview ▪ The securities offered by this pricing supplement are unsecured debt securities issued by Citigroup Global Markets Holdings Inc. and guaranteed by Citigroup Inc. The securities offer the potential for quarterly 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 and (ii) your actual yield maybe negative because your payment at maturity may be significantly less than the stated principal amount of yoursecurities, and possibly zero. Each of these risks will depend on the performance of the worst performing of the Nasdaq-100 Index®, the Russell 2000®Index and the S&P 500®Index (each, an “underlying index”), as described below. Youwill be subject to risks associated with each of the underlying indices and will be negatively affected by adversemovements in any one of the underlying indices regardless of the performance of the others. Although you will beexposed to downside risk with respect to the worst performing underlying index, you will not participate in anyappreciation of any underlying index or receive any dividends paid on the stocks included in any underlying index.▪ We have the right to call the securities for mandatory redemption on any potential redemption date prior to the maturity date.▪ Investors in the securities must be willing to accept (i) an investment that may have limited or no liquidity and (ii) the risk of not receiving any payments due under the securities if we and Citigroup Inc. default on our obligations.All paymentson the securities are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.KEY TERMS If the final index level of the worst performing underlying index isgreater than or equaltoits downside threshold level: $1,000If the final index level of the worst performing underlying index isless thanits downsidethreshold level: $1,000 + ($1,000 × the index return of the worst performing underlyingindex) (1) Citigroup Global Markets Holdings Inc. currently expects that the estimated value of the securities on the pricing datewill be at least $918.50 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 thesecurities from you at any time after issuance. See “Valuation of the Securities” in this pricing supplement.(2) CGMI, an affiliate of Citigroup Global Markets Holdings Inc. and the underwriter of the sale of the securities, is acting as principal and will receive an underwriting fee of $22.50 for each $1,000.00 security sold in this offering. Certainselected dealers, including Morgan Stanley Wealth Management, and their financial advisors will collectively receive fromCGMI a fixed selling concession of $17.50 for each $1,000.00 security they sell. Additionally, it is possible that CGMI andits 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) Reflects a structuring fee payable to Morgan Stanley Wealth Management by CGMI of $5.00 for each security. In addition, CGMI will pay to one or more electronic platform providers a fee of $0.50 for each security sold in this offeringwhere related selected dealers and/or custodians implement or utilize such providers.Investing in the securities involves risks not associated with an investment in conventional debt securities. See “Summary Risk Factor