SEC Form 4 · accession 0001209191-19-005007
CITIGROUP INC · C
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James A. Forese
Officer — President
Period of report
Jan 20, 2019
Accepted (ET)
Jan 23, 2019 · 5:15 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 | Jan 20, 2019 | F | 40,914 | $63.12 | D | 489,913 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF2,F3 | — | Jan 20, 2019 | A | 104,242 | A | — | — | Common Stock | 104,242 | 104,242 | D |
Explanation of responses
- F1Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of previously awarded stock.
- F2On February 16, 2016 the Reporting Person received from the Issuer a target award of 125,532.70 Performance Share Units ("PSUs"), with the possibility to earn from 0% to 150% of the target award, based on the Issuer's total shareholder return relative to the total shareholder return of certain of its peer financial services companies during the three-year period ending on December 31, 2018. Based on the adjustments described above, the Reporting Person is entitled to receive 104,242.35 PSUs.
- F3(Continuation of Footnote 2) Each PSU is payable only in cash which is expected to be delivered on or about February 28, 2019. Each PSU is equivalent to the cash value of the average of the closing prices of one share of the Issuer's common stock for the period December 20, 2018 through January 18, 2019, plus dividends declared on equivalent shares of the Issuer's common stock from December 31, 2015 through February 28, 2019.