Jane Nind Fraser - 20 Jan 2026 Form 4 Insider Report for CITIGROUP INC (C)

Role: Chair & CEO, Director
Signature: Jane Fraser by Joseph B. Wollard, Attorney-in-Fact
Issuer symbol: C
Transactions as of: 20 Jan 2026
Net transactions value: -$8,022,932
Form type: 4
Filing time: 20 Jan 2026, 17:15:31 UTC
Previous filing: 24 Oct 2025
Next filing: 12 Feb 2026
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Fraser Jane Nind	Chair & CEO, Director	CITIGROUP INC., 388 GREENWICH STREET, NEW YORK	Jane Fraser by Joseph B. Wollard, Attorney-in-Fact	20 Jan 2026	0001644491

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	C	Common Stock	Tax liability	$8,022,932	-67,968	-7.7%	$118.04	818,056	20 Jan 2026	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	C	Employee Stock Options (Right to Buy)	Award	$0	+55,000	+5.5%	$0.000000	1,055,000	20 Jan 2026	Common Stock	55,000	$112.80	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of previously awarded stock.
F2	Award of stock options to purchase Citigroup Inc. common stock pursuant to the Issuer's 2019 Stock Incentive Plan. This award vests and becomes exercisable in three equal annual installments beginning on January 20, 2029; none of the award is eligible for immediate sale. As stated on the Reporting Person's Amended Form 4 filed on October 24, 2025, the Issuer approved an award of 1,055,000 stock options in October 2025, including 1,000,000 stock options that were granted to the Reporting Person at that time and 55,000 stock options that were granted in January 2026.

Content

Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of previously awarded stock.

Award of stock options to purchase Citigroup Inc. common stock pursuant to the Issuer's 2019 Stock Incentive Plan. This award vests and becomes exercisable in three equal annual installments beginning on January 20, 2029; none of the award is eligible for immediate sale. As stated on the Reporting Person's Amended Form 4 filed on October 24, 2025, the Issuer approved an award of 1,055,000 stock options in October 2025, including 1,000,000 stock options that were granted to the Reporting Person at that time and 55,000 stock options that were granted in January 2026.