花旗美股招股说明书(2026-06-01版)

June, 2026Medium-Term Senior Notes, Series NPricing Supplement No. 2026-USNCH32157 Citigroup Global Markets Holdings Inc. Callable Barrier Securities Linked to the S&P 500 Futures Excess Return Index Due June 30, 2031 The securities offered by this pricing supplement are unsecured debt securities issued by Citigroup Global Markets Holdings Inc. and guaranteed by Citigroup Inc. Unlike conventional debtsecurities, the securities do not pay interest and do not repay a fixed amount of principal at maturity. The underlying tracks futures contracts on the S&P 500®Index and is expected to underperform the total return performance of the S&P 500®Index because of an implicit financing cost.See “Summary Risk Factors” for more information. We have the right to call the securities for mandatory redemption at a premium on any potential redemption date specified below. If we do not exercise our right to redeem the securitiesprior to maturity, then the securities will no longer offer the opportunity to receive a premium but instead will offer the opportunity to participate in any appreciation of the underlying at theupside participation rate specified below. In this circumstance, if the underlying has appreciated, you will receive a positive return at maturity equal to that appreciation multiplied by theupside participation rate specified below. If the underlying has depreciated, but not below the final barrier value specified below, you will be repaid the stated principal amount of your In order to obtain the modified exposure to the underlying that the securities provide, investors must be willing to forgo interest on the securities and dividends with respect to the underlyingand accept (i) exposure to an index that is expected to underperform the total return of the S&P 500®Index, (ii) an investment that may have limited or no liquidity and (iii) the risk of notreceiving any amount due under the securities if we and Citigroup Inc. default on our obligations.All payments on the securities are subject to the credit risk of Citigroup GlobalMarkets Holdings Inc. and Citigroup Inc. If the securities are not redeemed prior to maturity and the final underlying value is less than the final barrier value, you will receivesignificantly less than the stated principal amount of your securities, and possibly nothing, at maturity. In addition, CGMI will pay to one or more electronic platform providers a fee of up to $2.00 for each security sold in this offering where related selected dealers and/or custodians implement or utilize suchproviders. Investing in the securities involves risks not associated with an investment in conventional debt securities. See “Summary Risk Factors” beginning onpage PS-5. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the securities or determined that this pricing supplement and theaccompanying product supplement, underlying supplement, prospectus supplement and prospectus are truthful or complete. Any representation to the contrary is a criminal offense.You should read this pricing supplement together with the accompanying product supplement, underlying supplement, prospectus supplement and prospectus, which can be accessed via Additional Information The terms of the securities are set forth in the accompanying product supplement, prospectus supplement and prospectus, as supplemented bythis pricing supplement. The accompanying product supplement, prospectus supplement and prospectus contain important disclosures that are not repeated in this pricing supplement. For example, the accompanying product supplement contains important information about how the closingvalue of the underlying will be determined 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 the underlying. The accompanying underlying supplement contains information aboutthe reference index on which the underlying is ultimately based that is not repeated in this pricing supplement. It is important that you read theaccompanying product supplement, underlying supplement, prospectus supplement and prospectus together with this pricing supplement beforedeciding whether to invest in the securities. Certain terms used but not defined in this pricing supplement are defined in the accompanying productsupplement. Citigroup Global Markets Holdings Inc. Hypothetical Payment Upon Early Redemption The following table illustrates how the amount payable per security upon early redemption will be calculated if we choose to exercise our call righton a potential redemption date. If we choose to redeem the securities on the potential redemption datebelow... June 30, 2027June 29, 2028 $1,000.00 + applicable premium = $1,000.00 + $160.00 = $1,160.00$1,000.00 + applicable premium = $1,000.00 + $320.00 = $1,320.00$1,000.00 + applicable premium = $1,000.00 + $480.00 = $1,4