Mark Mason - 20 Feb 2026 Form 4 Insider Report for CITIGROUP INC (C)

Role: Chief Financial Officer
Signature: Mark Mason by Joseph B. Wollard, Attorney-in-Fact
Issuer symbol: C
Transactions as of: 20 Feb 2026
Net transactions value: -$416,045
Form type: 4
Filing time: 24 Feb 2026, 16:09:46 UTC
Previous filing: 13 Feb 2026
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Mason Mark	Chief Financial Officer	CITIGROUP INC., 388 GREENWICH STREET, NEW YORK	Mark Mason by Joseph B. Wollard, Attorney-in-Fact	24 Feb 2026	0001487290

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership
transaction	C	Common Stock	Sale	$186,128	-1,627	-0.69%	$114.40	235,789	20 Feb 2026	Direct
transaction	C	Common Stock	Sale	$229,917	-2,000	-0.85%	$114.96	233,789	20 Feb 2026	Direct
holding	C	Common Stock						349	20 Feb 2026	By 401(K)

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	Performance Share Units	Award	$0	+39,347		$0.000000	39,347	20 Feb 2026	Common Stock	39,347		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	On February 16, 2023 the Reporting Person received from the Issuer a target award of 76,850.54 Performance Share Units ("PSUs"), with the possibility to earn from 0% to 150% of the target award, based on (i) the Issuer's average return on tangible common equity ("RoTCE") over the three-year period ending on December 31, 2025 (the "Performance Period") and (ii) the Issuer's cumulative tangible book value per share ("TBVPS") over the Performance Period. Based on performance during the Performance Period, the Reporting Person is entitled to receive 39,347.48 PSUs.
F2	(con't) Each PSU is payable only in cash which is expected to be delivered on or about February 28, 2026. Each PSU is equivalent to the cash value of the average of the closing prices of one share of the Issuer's common stock on the New York Stock Exchange for the twenty trading days immediately preceding January 20, 2026, plus dividends declared on equivalent shares of the Issuer's common stock from December 31, 2022 through February 28, 2026.

Content

On February 16, 2023 the Reporting Person received from the Issuer a target award of 76,850.54 Performance Share Units ("PSUs"), with the possibility to earn from 0% to 150% of the target award, based on (i) the Issuer's average return on tangible common equity ("RoTCE") over the three-year period ending on December 31, 2025 (the "Performance Period") and (ii) the Issuer's cumulative tangible book value per share ("TBVPS") over the Performance Period. Based on performance during the Performance Period, the Reporting Person is entitled to receive 39,347.48 PSUs.

(con't) Each PSU is payable only in cash which is expected to be delivered on or about February 28, 2026. Each PSU is equivalent to the cash value of the average of the closing prices of one share of the Issuer's common stock on the New York Stock Exchange for the twenty trading days immediately preceding January 20, 2026, plus dividends declared on equivalent shares of the Issuer's common stock from December 31, 2022 through February 28, 2026.