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One of the world's largest financial services companies, Citi (short for Citigroup) runs global banking, credit cards, and wealth management through brands like Citibank and Citi Private Bank, serving everyday customers, big corporations, and governments. It was created in 1998 by merging Citicorp with Travelers Group—the name combines "Citi" from one and "Group" from the other—though its roots reach back to the City Bank of New York, founded in 1812. For years the combined company kept Travelers' iconic red umbrella logo until 2007.
Citigroup Q2 2026 net income up 45% to $5.8B on record revenue
Citigroup reported Q2 2026 net income of $5.8 billion, or $3.15 per diluted share, on revenues of $24.8 billion, compared to net income of $4.0 billion, or $1.96 per diluted share, on revenues of $21.7 billion in Q2 2025.
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Revenues increased 14% year-over-year, driven by growth in all five businesses and Legacy Franchises, plus foreign exchange translation.
The company returned approximately $5.0 billion to common shareholders via share repurchases and dividends during the quarter.
Book value per share was $114.74 and tangible book value per share was $100.89 at quarter end, both up 7% year-over-year.
CEO Jane Fraser announced a planned 12% dividend increase and a $30 billion buyback plan.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
Citigroup shareholders approve 20M share increase to 2019 Stock Incentive Plan
On May 20, 2026, Citigroup stockholders approved an amendment to the 2019 Stock Incentive Plan, increasing authorized shares by 20 million.
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All 13 director nominees were elected, including Jane N. Fraser and John C. Dugan.
KPMG LLP was ratified as independent auditor for 2026.
Advisory vote on 2025 executive compensation was approved.
The additional shares proposal passed with 879,545,713 votes for and 385,218,178 against.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 5.07 Submission of Matters to a Vote of Security Holders · 9.01 Financial Statements and Exhibits
Citigroup Q1 2026 net income rose 42% to $5.8B on revenues of $24.6B, up 14%.
First quarter 2026 net income was $5.8 billion, or $3.06 per diluted share, versus $4.1 billion, or $1.96 per diluted share, in the prior-year quarter.
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Revenues increased 14% to $24.6 billion from $21.6 billion, driven by growth across all five businesses and Legacy Franchises.
Returned approximately $7.4 billion to common shareholders via share repurchases and dividends, with a payout ratio of 134%.
Preliminary CET1 capital ratio was 12.7%, and book value per share was $112.22, up 8% year-over-year.
CEO Jane Fraser reaffirmed the 10-11% RoTCE target for the year, citing strong Services and Markets performance.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
Citi recasts historical segment data ahead of Q1 2026 earnings, moving Retail Banking to Wealth and creating U.S. Consumer Cards segment.
Citi updated its tangible common equity (TCE) allocation methodology among Services, Markets, and Banking segments, increasing TCE for Services and Markets and decreasing for Banking.
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Citi transferred its Retail Banking business from U.S. Personal Banking (USPB) to Wealth and integrated remaining USPB into a new U.S. Consumer Cards segment.
The updated TCE methodology also increased revenues for Services and Markets and decreased revenues for Banking, eliminating a corporate lending revenue share arrangement.
Certain interest rate risk-management activities within Markets were moved to Corporate/Other or between businesses within Markets.
Prior period results and TCE allocations have been recast; consolidated results and TCE remain unchanged for all periods presented.
7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Citigroup files Certificate of Designations for new 6.500% Fixed Rate Reset Noncumulative Preferred Stock, Series JJ
The Certificate of Designations amended Citigroup's Restated Certificate of Incorporation and became effective immediately upon filing.
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On February 11, 2026, Citigroup Inc. filed a Certificate of Designations with the Delaware Secretary of State establishing a new preferred stock series: 6.500% Fixed Rate Reset Noncumulative Preferred Stock, Series JJ.
The offering involves Depositary Shares, each representing a 1/25th interest in a share of the Series JJ preferred stock, per the underwriting agreement dated February 5, 2026.
A Deposit Agreement dated February 12, 2026 was entered into with Computershare Inc. and Computershare Trust Company, N.A. as depositary, registrar, and transfer agent.
The filing also includes an exhibit listing all Citigroup securities registered under Section 12(b) of the Exchange Act, including common stock, preferred stock, trust preferred securities, and medium-term senior notes.
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · 9.01 Financial Statements and Exhibits
Citigroup awards CEO Jane Fraser $42 million in 2025 incentive compensation
The incentive award consists of $6.075 million cash (15%), $14.175 million deferred stock (35%) vesting ratably over four years, and $20.25 million in performance share units (50%) vesting based on three-year performance metrics.
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On February 11, 2026, Citigroup's Compensation Committee approved CEO Jane Fraser's 2025 compensation of $42 million, comprising a $1.5 million base salary and a $40.5 million incentive award.
The award reflects Citi's 2025 performance: record revenue in all five businesses, net income up 13% and revenue up 6% from 2024, and over $17.5 billion returned to common stockholders.
The Compensation Committee cited regulatory progress, including the OCC's termination of a July 2024 amendment to Citibank's 2020 Consent Order, and milestones in divestitures and business simplification.
The filing also includes Exhibit 99.1 listing Citi's securities registered under Section 12(b) of the Exchange Act, as of the filing date.
The report was filed under Item 8.01 (Other Events) because the compensation decision is not a required disclosure item but is being voluntarily reported.
8.01 Other Events · 9.01 Financial Statements and Exhibits
Financing8-K
Citigroup files certificate to create 6.250% Noncumulative Preferred Stock, Series II
The certificate amended Citigroup's Restated Certificate of Incorporation and took effect immediately upon filing.
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On February 2, 2026, Citigroup Inc. filed a Certificate of Designations with the Delaware Secretary of State establishing a new preferred stock series: 6.250% Noncumulative Preferred Stock, Series II.
The offering involves depositary shares, each representing a 1/1,000th interest in a share of the new preferred stock, per an underwriting agreement dated January 27, 2026.
A deposit agreement dated February 3, 2026 was entered into with Computershare Inc. and Computershare Trust Company, N.A. as depositary, registrar, and transfer agent.
The filing also includes an opinion from Skadden, Arps, Slate, Meagher & Flom LLP and a list of securities registered under Section 12(b) of the Exchange Act.
The report was filed under Item 5.03 because the certificate of designations amended the company's articles of incorporation.
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · 9.01 Financial Statements and Exhibits
Citigroup reports Q4 2025 net income of $2.5 billion, or $1.19 per share, on revenues of $19.9 billion.
Results included a $1.2 billion pre-tax loss on sale related to the planned sale of AO Citibank in Russia; excluding this item, Q4 net income was $3.6 billion and EPS was $1.81.
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Fourth quarter 2025 net income was $2.5 billion, down from $2.9 billion in Q4 2024, with revenues of $19.9 billion, up 2% year-over-year.
Full year 2025 net income was $14.3 billion on revenues of $85.2 billion, compared to $12.7 billion on $80.7 billion in 2024.
Citigroup returned approximately $17.6 billion to shareholders in 2025, including $13 billion in share buybacks, and ended the year with a CET1 ratio of 13.2%.
CEO Jane Fraser stated the company is committed to reaching a 10-11% RoTCE target for 2026.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits