SEC Form 4 · accession 0001209191-16-151947
CITIGROUP INC · C
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John C Gerspach
Officer — Chief Financial Officer
Period of report
Nov 22, 2016
Accepted (ET)
Nov 23, 2016 · 4:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000831001
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 22, 2016 | M | 150,000 | $49.10 | A | 402,269 | D | |
| Common StockF3,F2 | Nov 22, 2016 | F | 141,577 | $55.54 | D | 260,692 | D | |
| Common StockF2 | holding | — | — | — | 14,890 | I | By 2015 GRAT 1 | |
| Common StockF2 | holding | — | — | — | 16,909 | I | By 2015 GRAT 2 | |
| Common StockF4 | holding | — | — | — | 40,000 | I | By 2016 GRAT 1 | |
| Common StockF5 | holding | — | — | — | 40,000 | I | By 2016 GRAT 2 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (Right to Buy)F1 | $49.10 | Nov 22, 2016 | M | 150,000 | D | Feb 14, 2012 | Feb 14, 2017 | Common Stock | 150,000 | 0 | D |
Explanation of responses
- F1On February 14, 2011, the Issuer awarded 150,000 employee stock options to the Reporting Person in accordance with Rule 16b-3. The transactions reported on this Form 4 are exempted pursuant to Rule 16b-3.
- F2Reflects the following distributions from the Reporting Person's current and expired Grantor Retained Annuity Trusts ("GRATs") to the Reporting Person's direct holdings that occurred since his last Form 4 filing on February 18, 2016: 27,330 shares from 2014 GRAT-1 on May 25, 2016; 25,110 shares from 2015 GRAT-1 on May 25, 2016; 23,091 shares from 2015 GRAT-2 on November 9, 2016; and 16,867 shares from 2014 GRAT-2 on November 13, 2016.
- F3Payment of exercise price and tax liability by withholding securities incident to the exercise of employee stock options issued in accordance with Rule 16b-3.
- F4On May 10, 2016, the Reporting Person transferred 40,000 shares to the 2016 GRAT-1, of which he is the Trustee.
- F5On November 9, 2016, the Reporting Person transferred 40,000 shares to the 2016 GRAT-2, of which he is the Trustee.