花旗集团2025年年度报告（Form 10-K）

(Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934For the fiscal year ended December 31, 2025OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934For the transition period fromtoCommission file number 1-9924Citigroup Inc.(Exact name of registrant as specified in its charter)Delaware52-1568099(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)388 Greenwich Street,New York NY10013(Address of principal executive offices)(Zip code)(212) 559-1000(Registrant’s telephone number, including area code)Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934 formatted in Inline XBRL: See Exhibit 99.01Securities registered pursuant to Section 12(g) of the Act: none Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yesx Noo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yeso Nox Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 duringthe preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirementsfor the past 90 days. Yesx Noo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yesx Noo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company”in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yeso Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal controlover financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issuedits audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filingreflect the correction of an error to previously issued financial statements.o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation receivedby any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐Nox The aggregate market value of Citigroup Inc. common stock held by non-affiliates of Citigroup Inc. on June 30, 2025 was approximately $156.2 billion. Number of shares of Citigroup Inc. common stock outstanding on January 31, 2026: 1,749,319,009 Available online at www.citigroup.com Part I Not Applicable 1.Business4–36, 121–127,129, 160–164,299–300 Part III 10.Directors, Executive Officersand Corporate Governance304–306*11.Executive Compensation**12.Security Ownership ofCertain Beneficial Ownersand Management andRelated Stockholder Matters***13.Certain Relationships andRelated Transactions, andDirector Independence****14.Principal Accountant Feesand Services***** 3.Legal Proceedings—SeeNote 30 to the ConsolidatedFinancial Statements287–293 Part II Part IV *For additional information regarding Citigroup’s Directors, see“Corporate Governance” and “Proposal 1: Election of Directors” inthe definitive Proxy Statement for Citigroup’s Annual Meeting ofStockholders scheduled to be held on May 20, 2026, to be filedwith the SEC (the Proxy Statement), incorporated herein byreference.**See “Compensation Discussion and Analysis,” “The Personnel andCompensation Committee Report,” and “2025 SummaryCompensation Table and Compensation Information” and “CEOPay Ratio” in the Proxy Statement, incorporated herein byreference, other than disclosure under the heading “Pay versusPerformance” information responsive to Item 402(v) of RegulationS-K of SEC rules.***See “About the Annual Meeting,” “Stock Ownership” and “EquityCompensation Plan Information” in the Proxy