FWP 1 dp211649_fwp-us2489677.htm OFFERING SUMMARY

 

Citigroup Global Markets Holdings Inc. Guaranteed by Citigroup Inc. 5 Month Callable Contingent Coupon Securities Linked to DLTR Preliminary Terms This summary of terms is not complete and should be read with the preliminary pricing supplement below Citigroup Global Markets Holdings Inc. Issuer: Citigroup Inc. Guarantor: Dollar Tree, Inc. (ticker:“DLTR”) Underlying: May 29, 2024 Pricing date: August 29, 2024 and October 31, 2024 Valuation dates: November 5, 2024 Maturity date: On the contingent coupon payment date before the maturity date, the securities will pay a contingent coupon equal to 3.26% of the stated principal amount of the securities and on the contingent coupon payment date that is the maturity date, unless previously redeemed, the securities will pay a contingent coupon equal to 2.17% of the stated principal amount of the securities (equivalent to a contingent coupon rate of 13.04% per annum, or 5.43% for the term of the securities) if and only if the closing value of the underlying on the immediately preceding valuation date is greater than or equal to the coupon barrier value. Contingent coupon: 70.50% of the initial underlying value Coupon barrier value: 70.50% of the initial underlying value Final barrier value: We may call the securities, in whole and not in part, for mandatory redemption on the potential redemption date upon not less than three business days' notice Redemption: The contingent coupon payment date related to the valuation date scheduled to occur on August 29, 2024 Potential redemption date: 17331UUA3 / US17331UUA32 CUSIP / ISIN: The closing value on the pricing date Initial underlying value: The closing value on the final valuation date Final underlying value: (Current closing value - initial underlying value) / initial underlying value Underlying return: • If the final underlying value is greater than or equal to the final barrier value : $ 1 , 000 • If the final underlying value is less than the final barrier value : $ 1 , 000 + ( $ 1 , 000 п the underlying return) If the securities are not redeemed prior to maturity and the final underlying value is less than the final barrier value, you will receive significantly less than the stated principal amount of your securities, and possibly nothing, at maturity, and you will not receive any contingent coupon payment at maturity . All payments on the securities are subject to the credit risk of Citigroup Global Markets Holdings Inc . and Citigroup Inc . Payment at maturity: $1,000 per security Stated principal amount: Preliminary Pricing Supplement dated May 24, 2024 Preliminary pricing supplement: * Assumes the securities have not been previously redeemed on any interim valuation date Hypothetical Interim Payment per Security Hypothetical Payment for Interim Valuation Date * Hypothetical Underlying Return on Interim Valuation Date $32.60 100.00% $32.60 50.00% $32.60 25.00% $32.60 0.00% $32.60 - 29.50% $0.00 - 29.51% $0.00 - 50.00% $0.00 - 75.00% $0.00 - 100.00% Hypothetical Payment at Maturity per Security Assumes the securities have not been redeemed prior to maturity and does not include the final contingent coupon payment, if any. Hypothetical Payment at Maturity Hypothetical Underlying Return on Final Valuation Date $1,000.00 100.00% $1,000.00 50.00% $1,000.00 25.00% $1,000.00 0.00% $1,000.00 - 29.50% $704.90 - 29.51% $500.00 - 50.00% $250.00 - 75.00% $0.00 - 100.00%

 
 

Citigroup Global Markets Holdings Inc. Guaranteed by Citigroup Inc. Selected Risk Considerations • You may lose a significant portion or all of your investment. Unlike conventional debt securities, the securities do not provide for the repayment of the stated principal amount at maturity in all circumstances. If the securities are not redeemed prior to maturity, your payment at maturity will depend on the final underlying value. If the final underlying value is less than the final barrier value, you will lose 1% of the stated principal amount of your securities for every 1% by which the underlying has declined from the initial underlying value. There is no minimum payment at maturity on the securities, and you may lose up to all of your investment. • You will not receive any contingent coupon following any valuation date on which the closing value of the underlying on that valuation date is less than the coupon barrier value. • We may redeem the securities at our option, which will limit your ability to receive the contingent coupon payments. • The securities offer downside exposure, but no upside exposure, to the underlying. • The securities are particularly sensitive to the volatility of the closing value of the underlying on or near the valuation dates. • The securities are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. If Citigroup Global Markets Holdings Inc. defaults on its obligations under the securities and Citigroup Inc. defaults on its guarantee obligations, you may not receive anything owed to you under the securities. • The securities will not be listed on any securities exchange and you may not be able to sell them prior to maturity. • The estimated value of the securities on the pricing date will be less than the issue price . For more information about the estimated value of the securities, see the accompanying preliminary pricing supplement . • The value of the securities prior to maturity will fluctuate based on many unpredictable factors . • The issuer and its affiliates may have conflicts of interest with you . • The U . S . federal tax consequences of an investment in the securities are unclear . The above summary of selected risks does not describe all of the risks associated with an investment in the securities. You should read the accompanying preliminary pricing supplement and product supplement for a more complete description of risks relating to the securities. Additional Information Citigroup Global Markets Holdings Inc. and Citigroup Inc. have filed registration statements (including the accompanying preliminary pricing supplement, product supplement, prospectus supplement and prospectus) with the Securities and Exchange Commission (“SEC”) for the offering to which this communication relates. Before you invest, you should read the accompanying preliminary pricing supplement, product supplement, prospectus supplement and prospectus in those registration statements (File Nos. 333 - 270327 and 333 - 270327 - 01) and the other documents Citigroup Global Markets Holdings Inc. and Citigroup Inc. have filed with the SEC for more complete information about Citigroup Global Markets Holdings Inc., Citigroup Inc. and this offering. You may obtain these documents without cost by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, you can request these documents by calling toll - free 1 - 800 - 831 - 9146. Filed pursuant to Rule 433 This offering summary does not contain all of the material information an investor should consider before investing in the securities. This offering summary is not for distribution in isolation and must be read together with the accompanying preliminary pricing supplement and the other documents referred to therein, which can be accessed via the link on the first page.