Fraser Jane Nind 4

What Happened
Jane Nind, Chair & CEO of Citigroup, received an award of 115,668.71 Performance Share Units (PSUs) reported as a derivative grant on 2026-02-20 (transaction code A). The award is recorded at $0.00 per unit (standard for grants); the PSUs are payable only in cash and are expected to be delivered on or about February 28, 2026. The PSUs represent the earned portion of a February 16, 2023 target award of 225,915.45 PSUs based on performance metrics.

Key Details

• Transaction date: 2026-02-20; Form 4 filed 2026-02-24 (appears within the standard 2-business-day reporting window).
• Transaction type: A = Award/Grant (derivative). Reported acquisition amount: 115,668.71 PSUs; price shown $0.00.
• Payment: PSUs payable in cash on/about Feb 28, 2026. Cash value = average closing price of Citigroup common stock for the 20 trading days ending Jan 20, 2026, plus dividends declared from Dec 31, 2022 through Feb 28, 2026 (per footnote).
• Origin: Target award granted Feb 16, 2023 (225,915.45 PSUs); payout range 0%–150% based on RoTCE and cumulative TBVPS over the performance period; final earned amount = 115,668.71 PSUs.
• Shares owned after transaction: Not disclosed in the provided Form 4.

Context
PSUs are performance-based long-term compensation that here pay out in cash rather than stock; this is a compensation realization, not an open-market buy or sell. Such awards reflect company compensation outcomes tied to specific performance goals but do not by themselves indicate the insider’s trading sentiment.