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Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc. (symbol C), is offering Callable Contingent Coupon Equity-Linked Securities due 15 October 2026. Each $1,000 note pays a quarterly contingent coupon of at least 0.9875% (鈮�11.85% annualized) only if, on the relevant valuation date, the worst performing underlying鈥擭asdaq-100 Technology Sector Index, S&P 500 Index or SPDR S&P Regional Banking ETF ("KRE")鈥攃loses at or above its 70 % coupon-barrier. If that condition is not met, the coupon for that quarter is skipped.

The issuer may call the notes quarterly (12 potential redemption dates beginning October 2025) at par plus any due coupon, limiting upside for investors if the underlyings perform well. Absent a call, principal repayment depends on the final level of the worst performer on 9 October 2026:

• 鈮�60 % of initial level: receive full $1,000 principal (and final coupon if barrier met).
• <60 % of initial level: principal is reduced 1-for-1 with the index/ETF decline; investors could lose up to 100% of principal.

No market listing will be provided and liquidity relies on Citigroup Global Markets Inc. making a discretionary secondary market. The estimated value on pricing date is expected to be 鈮�$933, implying an approximate 6.7% initial quote-to-model premium, driven by embedded fees, hedging costs and Citigroup鈥檚 internal funding spread.

Risk highlights include credit risk of the issuer and guarantor, potential for zero coupons in volatile or declining markets, significant downside below the 60% barrier, the negative impact of low correlation among the three underlyings, and the possibility of early redemption when conditions favor investors (re-investment risk). Investors will not receive dividends on any index constituents or ETF shares and will not participate in upside beyond the periodic coupons.

The product is designed for investors seeking enhanced income and who are comfortable with complex structured-note mechanics, equity-market downside risk, and limited liquidity over a ~15-month to 15-quarter horizon.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Medium-Term Senior Notes, Series N in the form of Autocallable Contingent Coupon Equity-Linked Securities tied to CrowdStrike Holdings, Inc. (CRWD). The $1,000-denominated notes price on July 10 2025, settle on July 15 2025 and mature on July 15 2027, unless automatically redeemed earlier.

Income profile. Holders are eligible for a contingent coupon of at least 3.675% per quarter (鈮�14.70% p.a.) on each scheduled payment date, but only if CRWD鈥檚 closing price on the relevant valuation date is at or above the Coupon Barrier (60 % of the initial price). Missed coupons are not made up.

Autocall feature. On any of six potential autocall dates starting January 12 2026, the notes are automatically redeemed at $1,000 plus the current coupon if CRWD closes at or above its initial value. Early redemption caps further income opportunities.

Principal repayment. 鈥� If not called and CRWD鈥檚 final price is 鈮�60 % of the initial value, investors receive the full $1,000 principal plus the final coupon.
鈥� If the final price is <60 %, investors receive either CRWD shares (or, at the issuer鈥檚 option, cash) worth 60 % of the initial value, delivering a loss of up to 100 % of principal.

Key quantitative terms.

• Initial / final barrier: 60 % of initial CRWD closing price.
• Estimated value on the pricing date: at least $921.50 (鈮�92 % of issue price) based on Citigroup鈥檚 models.
• Underwriting fee: up to $18.50 per note; selling concession $17.50; structuring fee up to $1.00.
• Listing: None; liquidity dependent on dealer markets.
• Credit exposure: unsecured obligations of Citigroup Global Markets Holdings Inc.; fully and unconditionally guaranteed by Citigroup Inc.

Risk highlights. Investors face (i) full downside exposure below the 60 % final barrier, (ii) risk of receiving no coupons if the barrier is breached on any valuation date, (iii) early-call risk limiting upside, (iv) liquidity risk due to the absence of an exchange listing, and (v) issuer/guarantor credit risk. The preliminary supplement lists extensive tax and regulatory uncertainties, including potential 30 % withholding on coupon payments to non-U.S. holders and unresolved U.S. tax treatment.

These notes suit investors seeking high contingent income who can tolerate equity risk in CRWD, limited liquidity and possible total loss of principal.