SEC Form 4 · accession 0001209191-17-012281
CITIGROUP INC · C
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James C Cowles
Officer — CEO, Europe,Middle East&Africa
Period of report
Feb 16, 2017
Accepted (ET)
Feb 17, 2017 · 5:40 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 | Feb 16, 2017 | A | 23,825 | $0.00 | A | 373,540 | D | |
| Common StockF2 | Feb 16, 2017 | S | 59,000 | $60.08 | D | 314,540 | D | |
| Common StockF2 | Feb 16, 2017 | S | 1,000 | $59.94 | D | 0 | I | By Family Partnership |
| Common Stock | holding | — | — | — | 80 | I | By Children | |
| Common Stock | holding | — | — | — | 2,000 | I | By Trust | |
| Common Stock | holding | — | — | — | 50 | I | By 401(K) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock UnitF3 | — | Feb 16, 2017 | A | 5,792 | A | Aug 16, 2017 | Aug 16, 2017 | Common Stock | 5,792 | 5,792 | D |
Explanation of responses
- F1Award of deferred stock pursuant to the Issuer's 2014 Stock Incentive Plan. This award vests in four equal annual installments beginning on February 20, 2021; none of the award is eligible for immediate sale.
- F2Represents shares the Reporting Person acquired prior to February 16, 2017.
- F3The Stock Unit is a cash-settled award that vests immediately and will be distributed to the Reporting Person six months following the grant date (subject to tax withholding). Each Stock Unit is the economic equivalent of one share of the Issuer's common stock. The cash amount distributed to the Reporting Person will be determined by multiplying the total number of Stock Units by the average of the high and low prices of the Issuer's common stock on August 16, 2017.