Form 4 for C Citigroup

Accepted 2026-02-24 00:00:00 ET · period of report 2026-02-20 · accession 0001193125-26-066983 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
DM	2026-02-24	2026-02-20	C	Mason Mark	CFO	S - Sale	$114.71	-3,627	235.8K	-2%	-$416.0K
D	2026-02-24	2026-02-20	C	Mason Mark	CFO	A - Grant	$0.00	+39.3K	39.3K	New	$0

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock	2026-02-20	S	D	2,000	$114.96	233,788.63	D	—	—
2	Common	Common Stock	2026-02-20	S	D	1,627	$114.40	235,788.63	D	—	—
3	Derivative	Performance Share Units	2026-02-20	A	A	39,347.48	$0.00	39,347.48	D	— · — to —	39,347.48 Common Stock	(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. (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.