CITIGROUP INC
For the period ended May 20, 2026. Filed Apr 2, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 20, 2026 · Filed Apr 2, 2026
Contents
PROXY STATEMENT HIGHLIGHTS
Voting Items Proposal 1: Election of Directors (Pages 48-69) The Board recommends you vote FOR each nominee Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm (Pages 71-72) The Board recommends you vote FOR this proposal Proposal 3: Advisory Vote to Approve Our 2025 Executive Compensation (Pages 73-109) The Board recommends you vote FOR this proposal Proposal 4: Approval of Additional Shares for the Citigroup 2019 Stock Incentive Plan (Pages 110-117) The Board recommends you vote FOR this proposal
Meeting and Voting Information (For additional information, please see About the 2026 Annual Meeting starting on pages 120-125.)
Date and Time May 20, 2026, 2:00 p.m. E.T.
Voting Stockholders as of the record date are entitled to vote. Each share of common stock is entitled to one vote for each Director nominee and one vote for each of the other proposals to be voted on.
Admission Procedures Go to www.virtualshareholder meeting.com/CITI2026 to attend the virtual meeting. Please remember to submit your 16-digit control number on your proxy card or voting instruction form as well as your first and last name and your email address.
Board and Corporate Governance Highlights Citi’s Board of Directors Nominees The nominees for the Board of Directors each have the qualifications and experience to guide Citi’s strategy and oversee management’s execution of that strategic vision. Citi’s Board of Directors consists of individuals with the skills and backgrounds necessary to oversee Citi’s efforts on delivering sustainable, client-led revenue growth while operating within a complex financial and regulatory environment.
Independence
85% of our Board Nominees are Independent.
Board Refreshment
The average board tenure of our nominees is 8.7 years and 5 nominees have served for more than 10 years. There have been 3 new Directors elected within the last 5 years.
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