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Citigroup said it filed a Certificate of Designations with the Delaware Secretary of State on December 2, 2024, establishing the designations, preferences, powers and rights of a new series of preferred stock, 6.750% Fixed Rate Reset Noncumulative Preferred Stock, Series EE.

8-KAmendments to Articles of Incorporation or Bylaws; Change in Fiscal YearFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Citigroup said it filed a Certificate of Designations with the Delaware Secretary of State on December 2, 2024, establishing the designations, preferences, powers and rights of a new series of preferred stock, 6.750% Fixed Rate Reset Noncumulative Preferred Stock, Series EE.

  2. The company said the Certificate of Designations amended Citigroup's Restated Certificate of Incorporation, as amended, and took effect immediately upon filing.

  3. Citigroup entered into an Underwriting Agreement on November 25, 2024 covering the offer and sale of Depositary Shares, each representing a 1/25th interest in a share of Series EE preferred stock. The Deposit Agreement is dated December 3, 2024.

  4. The company disclosed that the parties to the Deposit Agreement are Computershare Inc. and its affiliate Computershare Trust Company, N.A., which act jointly as Depositary, and Computershare Trust Company N.A., which acts as Registrar and Transfer Agent. The exhibit list includes an opinion of Skadden, Arps, Slate, Meagher & Flom LLP.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Citigroup Files Certificate of Designations for New Series EE Preferred Stock

Citigroup said it filed a Certificate of Designations with the Delaware Secretary of State on December 2, 2024, establishing the designations, preferences, powers and rights of a new series of preferred stock, 6.750% Fixed Rate Reset Noncumulative Preferred Stock, Series EE.

Source · Based on the filing body and exhibits

Charter Amendment Effective Immediately Upon Filing

The company said the Certificate of Designations amended Citigroup's Restated Certificate of Incorporation, as amended, and took effect immediately upon filing.

Source · Based on the filing body and exhibits

Underwriting Agreement and Deposit Agreement for Depositary Shares

Citigroup entered into an Underwriting Agreement on November 25, 2024 covering the offer and sale of Depositary Shares, each representing a 1/25th interest in a share of Series EE preferred stock. The Deposit Agreement is dated December 3, 2024.

Source · Based on the filing body and exhibits

Deposit Agreement Parties and Legal Opinion

The company disclosed that the parties to the Deposit Agreement are Computershare Inc. and its affiliate Computershare Trust Company, N.A., which act jointly as Depositary, and Computershare Trust Company N.A., which acts as Registrar and Transfer Agent. The exhibit list includes an opinion of Skadden, Arps, Slate, Meagher & Flom LLP.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.