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Citigroup Inc. (C) Q2 FY2026 10-K and 10-Q Summary: Business, Risk Factors, MD&A

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Q2 FY2026, built from SEC filings. Accession numbers are cited throughout so every figure can be checked against sec.gov.

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This page summarizes Citigroup Inc.'s (C) latest annual and quarterly SEC reports: what the business does, the risk factors it discloses, management's discussion of results, legal proceedings, and events after the balance sheet date. It condenses the Form 10-K and Form 10-Q so the whole record fits in one read. It is current through Q2 FY2026, the period ended 2026-06-30, as reported in the 10-Q filed with the SEC.

Sources: Citigroup's Annual Report on Form 10-K for the year ended December 31, 2025 (filed February 20, 2026, SEC accession 0000831001-26-000011) and Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 (filed August 6, 2026, SEC accession 0000831001-26-000045).


Business

From the FY2025 Form 10-K, accession 0000831001-26-000011.

Citigroup's history dates to the founding of the City Bank of New York in 1812. It is a global diversified financial services holding company providing consumers, corporations, governments and institutions with consumer banking and credit, corporate and investment banking, securities brokerage, trade and securities services, and wealth management. Citi does business in nearly 160 countries and jurisdictions. Its stated vision is to be the preeminent banking partner for institutions with cross-border needs, a global leader in wealth management and a valued personal bank in the U.S.

At December 31, 2025 Citi had approximately 226,000 full-time employees (229,000 a year earlier) in over 90 countries, roughly 31% of them in the U.S. Direct staff was 219,000 at June 30, 2026, down 5% year over year.

Segment structure

Through 2025 Citi was managed in five reportable segments, Services, Markets, Banking, Wealth and U.S. Personal Banking (USPB), with unassigned activities in All Other.

Effective as of the first quarter of 2026, Citi reorganized its consumer businesses: Retail Banking was transferred from USPB into Wealth, and the remaining USPB businesses (Branded Cards and Retail Services) were integrated into a new U.S. Consumer Cards (USCC) segment. Prior periods have been recast. Two further changes took effect January 1, 2026: Citi eliminated the corporate lending revenue-share arrangement by updating its tangible-common-equity methodology across Services, Markets and Banking to better align capital usage with the shared economics of corporate lending; and certain interest-rate risk-management activities within Markets were moved to All Other, Corporate/Other or between Markets businesses.

The five segments as currently constituted:

All Other contains Legacy Franchises, Mexico Consumer/Small Business and Middle Market (SBMM), operated principally through Grupo Financiero Banamex (Banamex); Asia Consumer (the Korea wind-down, and Poland before its second-quarter 2026 sale); and Legacy Holdings Assets, together with Corporate/Other (Corporate Treasury activities, unallocated global operations and technology, unallocated staff-function costs including certain transformation spend, other corporate expenses and discontinued operations). At June 30, 2026 Legacy Franchises (managed basis), substantially all in Mexico Consumer/SBMM, comprised 1,288 retail branches, $47 billion of deposits, $17 billion of retail banking loans, $10 billion of credit card balances and $8 billion of corporate loans.

Geographically, Citi reports North America and International; within International it is organized into six clusters, United Kingdom; Japan, Asia North and Australia (JANA); LATAM (which includes Mexico); Asia South; Europe; and Middle East, Africa and Russia (MEA).

Non-GAAP measures Citi emphasizes

Citi presents results excluding two 2025 notable items (the Russia-related loss on sale and the Banamex-related goodwill impairment); All Other on a "managed basis" excluding divestiture-related impacts; Banking and Corporate Lending revenue excluding gain/loss on loan hedges; tangible common equity, return on tangible common equity (RoTCE) and tangible book value per share (TBVPS); and non-Markets net interest income.


Risk factors

Condensed from the FY2025 Form 10-K, accession 0000831001-26-000011.

Market-related

Strategic

Operational

Credit

Liquidity

Compliance

Other


Management's discussion and analysis, full year 2025

From the FY2025 Form 10-K, accession 0000831001-26-000011.

Headline results

Net income of $14.3 billion, or $6.99 per diluted share, versus $12.7 billion and $5.94 in 2024, up 13%, driven by higher revenues, partly offset by higher expenses, a higher effective tax rate (27% vs. 25%) and higher credit provisions. Two notable items:

Excluding both, net income was $16.1 billion, or $7.97 per share.

Revenues of $85.2 billion rose 6% ($86.4 billion excluding the Russia item), with net interest income up 11% and non-interest revenue down 4%. Average loans of $716 billion rose 5%; average deposits of approximately $1.4 trillion rose 4%. Operating expenses of $55.1 billion rose 3% ($54.4 billion excluding the Banamex item), driven by compensation and benefits (performance-related pay and higher severance), the goodwill impairment, technology and communications, and transactional and product servicing, partly offset by lower deposit insurance expense and restructuring charges. Citi and each of its five businesses achieved positive operating leverage for the second consecutive year. Efficiency ratio 64.7%; RoTCE 7.7%; book value per share $110.01; tangible book value per share $97.06.

Provisions for credit losses and for benefits and claims totaled $10.3 billion, $9.1 billion of net credit losses (up 1%) and a $1.2 billion net ACL build driven by the macroeconomic outlook and transfer risk. Prior year: $10.1 billion, $9.0 billion and $1.1 billion respectively.

Capital. CET1 Capital ratio 13.2% at December 31, 2025 (13.6% a year earlier) under the Basel III Standardized Approach; the decline reflected buybacks, higher RWA and dividends, partly offset by net income and favorable AOCI. Supplementary Leverage ratio 5.5% (from 5.8%). Citi returned $17.6 billion to common shareholders, $13.3 billion of repurchases under the multiyear $20 billion program and $4.3 billion of dividends.

Segment results, 2025 vs. 2024

Transformation and consent orders

Citi describes its transformation, including remediating the 2020 FRB and OCC consent orders, as a multiyear, non-linear effort to modernize and simplify the company beyond regulatory remediation. As of December 31, 2025, over 80% of transformation programs were at or nearly at target state. 2025 progress included automated controls to mitigate large erroneous payments in over 90 countries, migration of committed corporate loans to a strategic North American loan processing platform, AI-supported governance of key regulatory report data, onboarding of wholesale and retail contractual data to two strategic data platforms, and retirement or replacement of 548 applications (9% of all applications). Transformation-related expenses rose 14% to approximately $3.3 billion in 2025, driven by data and controls spending; Citi expects investment to stay significant in 2026 and beyond but to decline over time. Governance runs through a Transformation Steering Committee chaired by the CEO and ad hoc Transformation Oversight Committees of both the Citigroup and Citibank boards.

Simplification and divestitures

Since announcing its intention to exit consumer banking across 14 markets in Asia, Europe, the Middle East and Mexico, Citi had by the 2025 10-K: completed the sale of 25% of Banamex's common shares; signed an agreement to sell the Poland consumer banking business (expected to close by mid-2026); continued the Korea wind-down; substantially completed the China and Russia consumer wind-downs; and exited nine markets.

Banamex. On December 15, 2025 Citi completed the sale of 25% of Banamex's outstanding common shares to a company wholly owned by Fernando Chico Pardo and members of his immediate family. Stockholders' equity rose approximately $1.7 billion, a roughly $2.3 billion CTA loss reclassified from AOCI to noncontrolling interests (a temporary benefit that reverses at deconsolidation) less a roughly $0.6 billion net loss on sale in additional paid-in capital. Approximately $(9) billion of unrealized CTA losses, net of hedges and taxes, was attributed to Banamex at December 31, 2025. Citi deconsolidates when it holds under 50% of voting stock without substantive participating rights; at deconsolidation the CTA loss goes through earnings, hitting EPS and RoTCE, though cumulatively regulatory-capital neutral. Timing and structure of the proposed Banamex IPO and further private sales remain subject to market conditions and regulatory approvals.

Russia. On February 18, 2026 Citi signed and closed the sale of AO Citibank, its remaining Russian subsidiary, to Renaissance Capital (RenCap), completing Citi's full exit from Russian operations and covering all remaining businesses and approximately 800 employees. AO Citibank's results had been reported within Services, Markets and Banking as well as All Other. The June 2026 Form 10-Q supplies the balance-sheet detail: at the time of sale the business held approximately $13.5 billion of assets (including $11.4 billion of other assets and $2.0 billion of cash and deposits with banks) against $13.7 billion of liabilities, primarily deposits, among them $1.7 billion of intercompany deposits now owed to Citi by RenCap. The $1.2 billion pretax ($1.1 billion after-tax) loss on sale noted above was recorded in Other revenue and primarily reflected in the fourth quarter of 2025. Citi expected an estimated ~$4 billion CET1 capital benefit in the first quarter of 2026 from deconsolidated RWA, lower disallowed DTAs and CTA release; the $1.6 billion CTA loss released on the sale is cumulatively regulatory-capital neutral. Excluding the loss on sale, AO Citibank contributed income before taxes of $24 million in the first half of 2026 against a $314 million loss a year earlier.

Management's stated 2026 uncertainties

Geopolitical challenges, tensions and conflicts; changes in U.S. law or policy including trade and tariffs; and lower interest rates, each capable of hurting growth, unemployment, inflation and market stability, and thereby Citi's clients, funding costs, provisions and results.


Current quarter, second quarter of 2026

From the Form 10-Q for the quarter ended June 30, 2026, accession 0000831001-26-000045.

Results

Net income $5.8 billion, or $3.15 per diluted share, versus $4.0 billion and $1.96 a year earlier, up 45% on higher revenues and lower provisions, partly offset by higher expenses. Six-month net income was $11.6 billion, up 44%.

Revenues $24.8 billion, up 14% (six months: $49.4 billion, up 14%), with growth in all five businesses and in Legacy Franchises (managed basis), partly offset by Corporate/Other. Net interest income $17.1 billion, up 13%; non-Markets NII up 6%; Markets NII $4.0 billion versus $2.9 billion. Non-interest revenue $7.6 billion, up 18%; non-Markets NIR up 39%; Markets NIR $3.0 billion versus $3.2 billion.

Operating expenses $14.2 billion, up 5%, on higher compensation and benefits (performance-related pay and investment in the businesses, largely offset by productivity savings and lower transformation expense), higher transactional and product servicing (Equity Markets volumes and USCC customer engagement) and higher deposit insurance costs (absence of a prior-year benefit plus deposit growth), partly offset by lower professional services expense from reduced transformation spend.

Provisions $2.5 billion, net credit losses $2.4 billion (up 8%, driven by Banking and Legacy Franchises) and a $118 million net ACL build from portfolio growth and macroeconomic variable changes, offset by portfolio quality improvement including USCC seasonality. Prior-year quarter: $2.9 billion, comprising $2.2 billion of net credit losses and a $638 million build.

Ratios. Efficiency ratio 57.4% (from 62.7%); operating leverage 960 bps, with Citi and four of its five businesses achieving positive operating leverage; RoTCE 13.0% (from 8.7%); return on average common equity 11.4%; return on average assets 0.80%. Book value per common share $114.74 (+7%); tangible book value per share $100.89 (+7%). Dividend payout ratio 19%; total payout ratio 92%.

Segment results, 2Q26 vs. 2Q25

Balance sheet at June 30, 2026 (vs. December 31, 2025)

Total assets $2.895 trillion, up $237 billion (9%). Trading account assets $634 billion (+18%) on client demand in Markets; securities borrowed and reverse repos $405 billion (+14%); investments $463 billion (+4%, with AFS up 16% on Treasury, MBS and foreign government purchases and HTM down 12% on maturities and paydowns); loans net of allowance $774 billion (+6%) on Markets financing, Services trade loans, the American Airlines card portfolio in USCC and Wealth securities-based lending and mortgages; cash and deposits with banks $366 billion (+5%).

Total deposits $1.493 trillion, up $89 billion (6%), driven by operational deposits in Services. Securities loaned and repos $411 billion (+18%); short-term borrowings $69 billion (+33%) on commercial paper and FHLB advances; long-term debt $334 billion (+6%) on FHLB advances, non-bank customer-related and bank benchmark debt.

Preferred stock $19.6 billion, down $0.5 billion, reflecting $2.3 billion of redemptions against $1.8 billion of issuances (Series X was redeemed in its entirety on February 18, 2026). Common equity $192.5 billion, essentially flat: $11.6 billion of net income, a $1.5 billion increase from the April 2026 Banamex equity sale and $0.2 billion of lower AOCI losses, against $10.3 billion of buybacks and $2.7 billion of dividends ($2.1 billion common, $0.6 billion preferred). Noncontrolling interests rose $904 million (59%) on the Banamex sale.

Capital, liquidity and regulation

CET1 Capital ratio 12.78% (13.48% a year earlier), approximately 120 basis points above the regulatory requirement, Tier 1 14.68%, Total Capital 15.67%, Supplementary Leverage ratio 5.15%. Citigroup and Citibank were above all regulatory requirements and "well capitalized." Citi returned $5.0 billion to common shareholders in the quarter: $4.0 billion of repurchases under the 2026 $30 billion common stock repurchase program announced May 7, 2026, and $1.0 billion of dividends. GSIB surcharge 3.5%; the FRB confirmed on June 24, 2026 that Citi's Stress Capital Buffer will remain at 3.6% until October 1, 2027.

Citi early adopted the revised enhanced supplementary leverage ratio standards for GSIBs on January 1, 2026: at June 30, 2026 the eSLR buffer was 1.0% (50% of the 2.0% method 1 GSIB surcharge), giving a minimum SLR requirement of 4.0% for both Citigroup and Citibank, versus 5.0% and 6.0% previously.

On March 19, 2026 the U.S. banking agencies issued a notice of proposed rulemaking (the Basel III proposal) that would replace the Standardized and Advanced Approaches with a single expanded risk-based approach (ERBA) for the largest banks, with capital requirements consisting of a prescribed minimum, the SCB, the GSIB surcharge and any applicable countercyclical buffer; the FRB separately proposed changes to the GSIB surcharge rule. Comment periods have closed and both proposals remain under consideration.

Average Liquidity Coverage Ratio 113% (114% at March 31, 2026; 115% a year earlier), the sequential decline reflecting Markets trading and client growth partly offset by wholesale funding. End-of-period high-quality liquid assets of $648 billion. Citigroup Global Markets Limited held $27 billion of total regulatory capital, above PRA requirements.

Citi states that under a 100 bps upward rate shock the approximately $3 billion initial negative AOCI impact could potentially be offset in shareholders' equity through forecast interest income and investment portfolio paydowns over roughly 17 months.

Divestitures and disposals during the period

The third 2026 disposal, the sale of the Russian subsidiary AO Citibank, closed in the first quarter and is described under "Simplification and divestitures" above.

Citi states that with the exception of Banamex it has largely completed its exits from the 14 international consumer markets in its strategic refresh: of the 13 exits, 10 consumer banking businesses were disposed of by sale, two markets exited via wind-down and loan portfolio disposition, and the Korea consumer wind-down is largely complete.

Litigation

At June 30, 2026 Citi estimated the aggregate reasonably possible unaccrued loss for disclosed contingency matters at up to approximately $1.2 billion. Developments in the quarter: a further Greek pension claim (Giannopoulou & Others v. Citibank Europe Public Limited) was filed June 9, 2026 by former Citi employees, with a hearing scheduled for December 11, 2026; and in the interchange fee litigation the court granted preliminary approval of the injunctive relief class settlement on June 9, 2026, with a final fairness hearing scheduled for November 16, 2026, while the Target Corp. et al. v. Visa Inc. et al. and 7-Eleven, Inc. et al. v. Visa Inc. et al. cases were settled and dismissed with prejudice after remand for trial. Payments under those settlements have been made or are covered by existing accruals.

Management's stated uncertainties for the rest of 2026

Elevated inflation; conflicts in the Middle East; changes in U.S. laws or policies; and changes in interest rates and monetary policies, which could produce market volatility and disruption, weaken growth and employment, and adversely affect Citi's clients, funding costs, provisions and results for the remainder of 2026.


Subsequent events

The Form 10-Q for the quarter ended June 30, 2026 (accession 0000831001-26-000045) does not include a separate subsequent-events note; the following post-period items are disclosed within it.

FAQ · Citigroup 10-K and 10-Q summary

What does Citigroup Inc. (C) do?

Citigroup's history dates to the founding of the City Bank of New York in 1812. It is a global diversified financial services holding company providing consumers, corporations, governments and institutions with consumer banking and credit, corporate and investment banking, securities brokerage, trade and securities services, and wealth management. Citi does business in nearly 160 countries and jurisdictions. Its stated vision is to be the preeminent banking partner for institutions with cross-border needs, a global leader in wealth management and a valued personal bank in the U.S.

What are the main risk factors Citigroup Inc. discloses?

Citigroup Inc. (C): Macroeconomic, geopolitical and other challenges. Rising unemployment, recession or slowing growth in the U.S., Europe and elsewhere; deteriorating consumer and corporate confidence; elevated inflation; market volatility and disruption; and government fiscal or monetary actions. Citi specifically flags the substantial new import tariffs and the significant increase in the U.S. effective tariff rate that occurred in 2025, with potential for further changes in trade policy driving volatility, inflation, supply-chain and trade-flow disruption, and credit losses.

What did Citigroup Inc. management say about the latest quarter?

Citigroup Inc. (C): Net income of $14.3 billion, or $6.99 per diluted share, versus $12.7 billion and $5.94 in 2024, up 13%, driven by higher revenues, partly offset by higher expenses, a higher effective tax rate (27% vs. 25%) and higher credit provisions. Two notable items: Russia-related: a $1.2 billion pretax ($1.1 billion after-tax) loss on sale within revenues from held-for-sale treatment of AO Citibank. Banamex-related: a $726 million ($714 million after-tax) goodwill impairment in expenses tied to the agreement to sell a 25% stake in Banamex.

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