CITIGROUP INC (C) FY 2022 MD&A

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

EXECUTIVE SUMMARY

As described further throughout this Executive Summary, Citi demonstrated continued progress across the franchise during 2022:

•Citi’s revenues increased 5% versus the prior year, including net gains on sales of Citi’s Philippines and Thailand consumer banking businesses versus a loss on sale of Citi’s Australia consumer banking business in the prior year. Excluding these divestiture-related impacts (see “2022 Results Summary” below), revenues increased 3%, driven by higher net interest income, partially offset by lower non-interest revenues.

•Citi’s expenses increased 6% versus the prior year, including divestiture-related impacts in both the current and prior years. Excluding these divestiture-related impacts (see “2022 Results Summary” below), expenses increased 8%, driven by continued investments in Citi’s transformation, business-led investments and volume-related expenses, as well as other risk and control investments and inflation, all partially offset by productivity savings, the impact of foreign exchange translation and the expense reduction from the closure of five exit markets (see also “Expenses” below).

•Citi’s cost of credit was $5.2 billion, versus $(3.8) billion in the prior year, largely reflecting a net build of $1.2 billion in the allowance for credit losses (ACL) for loans and unfunded commitments, primarily due to consumer loan growth and a deterioration in macroeconomic assumptions, compared to a net ACL release of $8.8 billion in the prior year.

•Citi returned $7.3 billion to common shareholders in the form of dividends and share repurchases.

•Citi’s Common Equity Tier 1 (CET1) Capital ratio increased to 13.0% as of December 31, 2022, compared to 12.2% as of December 31, 2021 (for additional information, see “Capital Resources” below). Citi’s required regulatory CET1 Capital ratio was 12.0% as of January 1, 2023, under the Basel III Standardized Approach.

•Citi made substantial progress on its consumer banking business divestitures in 2022, closing sales in five exit markets and working toward closing four additional sale transactions, as well as progressing with the ongoing wind-downs of the Korea consumer banking business and Russia consumer, local commercial and institutional businesses.

2022 Results Summary

Citigroup

Citigroup reported net income of $14.8 billion, or $7.00 per share, compared to net income of $22.0 billion, or $10.14 per share in the prior year. The decrease in net income was primarily driven by the higher cost of credit, resulting from loan growth in Personal Banking and Wealth Management (PBWM) and a deterioration in macroeconomic assumptions,

and the higher operating expenses, partially offset by the higher revenues. Citigroup’s effective tax rate was 19.4% in the current year versus 19.8% in the prior year. Earnings per share (EPS) decreased 31%, reflecting the decrease in net income, partially offset by a 4% decline in average diluted shares outstanding.

As discussed above, results for 2022 included divestiture-related impacts of approximately $(184) million in after-tax earnings, substantially all of which were recorded in Legacy Franchises (for additional information, see discussion below). Collectively, divestiture-related impacts had a $0.09 negative impact on EPS. This compares to divestiture-related negative impacts on EPS of $0.80 in 2021. (As used throughout this Form 10-K, Citi’s results of operations and financial condition excluding the divestiture-related impacts are non-GAAP financial measures. Citi believes the presentation of its results of operations and financial condition excluding the divestiture-related impacts described above provides a meaningful depiction of the underlying fundamentals of its broader results and Legacy Franchises’ results for investors, industry analysts and others.)

Results for 2022 included pretax divestiture-related impacts of approximately $82 million (approximately $(184) million after-tax), substantially all of which were recorded in Legacy Franchises, primarily consisting of the following:

•Approximately $618 million Philippines gain on sale recorded in revenues

•Approximately $209 million Thailand gain on sale recorded in revenues

•Approximately $(64) million incremental Australia consumer business loss on sale recorded in revenues

•Approximately $535 million goodwill impairment recorded in expenses due to re-segmentation and timing of divestitures

•Approximately $161 million of aggregate divestiture-related costs

Results for 2021 included pretax divestiture-related impacts of $(1.9) billion (approximately $(1.6) billion after-tax) in Legacy Franchises, which primarily consisted of the following:

•Approximately $(694) million Australia loss on sale recorded in revenues

•Approximately $1.1 billion related to charges incurred from the voluntary early retirement program (VERP) in connection with the wind-down of the Korea consumer banking business recorded in expenses

•Contract modification costs related to the Asia divestitures of $119 million

Citigroup revenues of $75.3 billion increased 5% versus the prior year. Excluding the divestiture-related impacts, revenues were up 3%, as the impact of higher interest rates across businesses and strong loan growth in PBWM were partially offset by declines in Banking in Institutional Clients

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Group (ICG) and Asia investment product revenue in Global Wealth Management (Global Wealth), as well as the reduction in revenues from the closure of five exit markets and ongoing wind-downs.

Citigroup’s end-of-period loans were $657 billion, down 2% versus the prior year, largely driven by Legacy Franchises and the impact of foreign exchange translation. The decline in Legacy Franchises primarily reflected the reclassification of loans to Other assets to reflect held-for-sale (HFS) accounting, as a result of the signing of sale agreements for consumer banking businesses in Asia Consumer Banking (Asia Consumer), as well as the impact of the ongoing Korea and Russia wind-downs.

Citigroup’s end-of-period deposits were $1.4 trillion, up 4% versus the prior year, largely driven by Treasury and trade solutions in ICG, partially offset by the impact of foreign exchange translation.

Expenses

Citigroup’s operating expenses of $51.3 billion increased 6% in 2022. Reported expenses included divestiture-related impacts of approximately $696 million in the current year and approximately $1.2 billion in the prior year, substantially all of which were recorded in Legacy Franchises. Excluding these divestiture-related impacts, expenses increased 8% versus the prior year, largely driven by the following:

•Approximately 2% by transformation investments, with about two-thirds related to the risk, controls, data and finance programs (approximately 25% of the program investments were related to technology).

•Approximately 1% by business-led investments, as Citi continues to hire commercial and investment bankers, as well as client advisors in Global Wealth, and continues to invest in client experience, front-office platforms and onboarding.

•Approximately 1% by higher volume-related expenses across both PBWM and ICG.

•Approximately 3% by other risk and control investments and inflation, partially offset by a Revlon-related wire transfer recovery, productivity savings, the impact of foreign exchange translation and the expense reduction from the exit markets.

Citi expects to incur higher expenses in 2023, primarily driven by transformation-related investments, volume-related expenses and inflation-related impacts.

Cost of Credit

Citi’s total provisions for credit losses and for benefits and claims was a cost of $5.2 billion, compared to a benefit of $3.8 billion in the prior year. Results in 2022 included net credit losses of $3.8 billion versus $4.9 billion in the prior year. The higher cost of credit was driven by the net build of $1.2 billion in the ACL for loans and unfunded commitments, compared to a net ACL release of $8.8 billion in the prior year, partially offset by the lower net credit losses. The net ACL build was primarily due to cards loan growth in PBWM and a deterioration in macroeconomic assumptions. For additional information on Citi’s ACL, see “Significant Accounting

Policies and Significant Estimates—Citi’s Allowance for Credit Losses (ACL)” below.

Net credit losses of $3.8 billion decreased 23% from the prior year, largely driven by lower consumer net credit losses. Consumer net credit losses decreased 20% to $3.6 billion, reflecting low loss rates in the first half of 2022, followed by the ongoing normalization of losses toward pre-pandemic levels, particularly in Retail services cards business in PBWM. Corporate net credit losses decreased 54% to $178 million, largely driven by improvements in portfolio credit quality.

Citi expects to incur higher net credit losses in 2023, primarily driven by continued normalization toward pre-pandemic levels, particularly in the cards business in PBWM.

For additional information on Citi’s consumer and corporate credit costs, see each respective business’s results of operations and “Credit Risk” below.

Capital

Citigroup’s CET1 Capital ratio was 13.0% as of December

31, 2022, compared to 12.2% as of December 31, 2021, based

on the Basel III Standardized Approach for determining risk-weighted assets (RWA). The increase was primarily driven by net income, impacts from the closing of the Australia, Philippines and other Asia consumer banking business sales and business actions to reduce RWA, partially offset by the return of capital to common shareholders and interest rate impacts on Citigroup’s investment portfolio. The increase in Citi’s CET1 Capital ratio was also partially offset by the impact of adopting the Standardized Approach for Counterparty Credit Risk (SA-CCR) on January 1, 2022.

Citigroup’s Supplementary Leverage ratio as of December 31, 2022 was 5.8%, compared to 5.7% as of December 31, 2021. The increase was driven by a decrease in Total Leverage Exposure, partly offset by lower Tier 1 Capital. For additional information on Citi’s capital ratios and related components, see “Capital Resources” below.

Citi has continued to pause common share repurchases in order to absorb any temporary capital impacts related to any potential signing of a sale agreement for its Mexico Consumer and Small Business and Middle-Market Banking (Mexico Consumer/SBMM) business (for additional information, see “Macroeconomic and Other Risks and Uncertainties” and the capital return risk factor in “Risk Factors” below) and to continue to have ample capital to serve its clients.

Institutional Clients Group

ICG net income of $10.7 billion decreased 25%, driven by a net ACL release in the prior year, versus a net ACL build in the current year, and higher expenses, partially offset by higher revenues. ICG operating expenses of $26.3 billion increased 10%, primarily driven by continued investment in Citi’s transformation, business-led investments and volume-related expenses, partially offset by a Revlon-related wire transfer recovery, the impact of foreign exchange translation and productivity savings.

ICG revenues of $41.2 billion increased 3% (including losses on loan hedges), as revenue growth in Services and Markets was partially offset by lower revenues in Banking. Results included a gain on loan hedges of $307 million,

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compared with a loss on loan hedges of $140 million in the prior year.

Services revenues of $16.0 billion increased 27%. Treasury and trade solutions (TTS) revenues of $12.2 billion increased 32%, driven by 46% growth in net interest income and 10% growth in non-interest revenue. The strong performance in TTS was driven by the benefit of higher interest rates, as well as business actions, including balance sheet optimization and managing deposit pricing, deepening of relationships with existing clients and an increase in new clients across segments. Securities services revenues of $3.9 billion increased 15%, as net interest income increased 59%, driven by higher interest rates across currencies, as well as the impact of foreign exchange translation, partially offset by a 1% decrease in non-interest revenue due to the impact of lower global financial markets.

Markets revenues of $19.1 billion increased 7% versus the prior year, largely driven by Fixed income markets, partially offset by lower client activity levels in Equity markets, as well as business actions to reduce RWA. Fixed income markets revenues of $14.6 billion increased 13%, driven by strength in rates and currencies. Equity markets revenues of $4.6 billion were down 9%, largely reflecting reduced client activity in equity derivatives versus the prior year.

Banking revenues of $6.1 billion decreased 35%, including the gain on loan hedges in the current year and loss on loan hedges in the prior year. Excluding the gain and loss on loan hedges, Banking revenues of $5.8 billion decreased 39%, driven by lower revenues in Investment banking and Corporate lending. Investment banking revenues of $3.1 billion decreased 53%, as heightened macroeconomic uncertainty and volatility continued to impact client activity. Excluding the gain and loss on loan hedges, Corporate lending revenues decreased 8% versus the prior year, driven by the impact of foreign currency translation, higher cost of funds and higher hedging costs.

For additional information on the results of operations of ICG in 2022, see “Institutional Clients Group” below.

Personal Banking and Wealth Management

PBWM net income of $3.3 billion decreased 57% versus the prior year, largely driven by a net ACL release in the prior year versus a net ACL build in the current year, as well as higher expenses. PBWM operating expenses of $16.3 billion increased 11%, primarily driven by continued investments in Citi’s transformation, other risk and control initiatives, volume-related expenses and business-led investments, partially offset by productivity savings.

PBWM revenues of $24.2 billion increased 4% versus the prior year, as net interest income growth, driven by strong loan growth across Branded cards and Retail services and higher interest rates, was partially offset by a decline in non-interest revenue, driven by lower investment product revenue in Global Wealth and higher partner payments in Retail services.

U.S. Personal Banking revenues of $16.8 billion increased 7% versus the prior year. Branded cards revenues of $8.9 billion increased 9%, driven by higher net interest income. In Branded cards, new account acquisitions increased 11%, card spend volumes increased 16% and average loans increased 11%. Retail services revenues of $5.5 billion increased 7%,

driven by higher net interest income, partially offset by higher partner payments. Retail banking revenues of $2.5 billion were largely unchanged versus the prior year, as higher interest income and modest deposit growth were offset by lower mortgage revenues due to fewer mortgage originations.

Global Wealth revenues of $7.4 billion decreased 2% versus the prior year, as investment product revenue headwinds, particularly in Asia, more than offset net interest income growth from higher interest rates and higher loan and deposit volumes.

For additional information on the results of operations of PBWM in 2022, see “Personal Banking and Wealth Management” below.

Legacy Franchises

Legacy Franchises net loss of $12 million compared to net income of $1 million in the prior year, primarily driven by higher cost of credit, partially offset by lower expenses and higher revenues, primarily reflecting the Philippines and Thailand gains on sales in the current year and the Australia loss on sale in the prior year. Legacy Franchises expenses of $7.8 billion decreased 6%, largely driven by the absence of the Korea VERP charge in the prior year and the benefit from closing the five exit markets, partially offset by the $535 million goodwill impairment, an approximate $70 million impairment of long-lived assets related to the Russia consumer banking business and $156 million of other aggregate divestiture-related costs.

Legacy Franchises revenues of $8.5 billion increased 3% versus the prior year, primarily driven by the Philippines and Thailand gains on sale versus the Australia loss on sale in the prior year. Excluding these divestiture-related impacts, revenues decreased 15%, primarily driven by the reduction in revenues from the closings of the five exit markets, as well as the impact of the ongoing Korea and Russia wind-downs.

For additional information on the results of operations of Legacy Franchises in 2022, see “Legacy Franchises” below.

Corporate/Other

Corporate/Other net income was $879 million, compared to a net loss of $8 million in the prior year, reflecting higher revenue and lower expenses, partially offset by lower income tax benefits, as well as the second quarter of 2022 release of a CTA (cumulative translation adjustment) loss (net of hedges) from Accumulated other comprehensive income (loss) (AOCI) related to the substantial liquidation of a legacy U.K. consumer operation, recorded in discontinued operations. Corporate/Other operating expenses of $953 million decreased 31%, primarily driven by lower consulting expenses and the impact of certain legal settlements.

Corporate/Other revenues of $1.4 billion increased from $0.5 billion in the prior year, driven by higher net interest income, primarily from the investment portfolio, partially offset by lower non-interest revenue, primarily due to the absence of mark-to-market gains in the prior year as well as higher hedging costs.

For additional information on the results of operations of Corporate/Other in 2022, see “Corporate/Other” below.

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Macroeconomic and Other Risks and Uncertainties

Various geopolitical and macroeconomic challenges and uncertainties continue to adversely impact economic conditions in the U.S. and globally. The U.S. and other countries have continued to experience significantly elevated levels of inflation, resulting in central banks implementing a series of interest rates increases, with additional increases expected in the near term. In addition to causing a humanitarian crisis, the war in Ukraine continues to disrupt energy and food markets. An economic rebound in China remains uncertain, due to the ongoing impacts from COVID-19, the amount of leverage in its economy and stress in the property sector. These and other factors have adversely affected financial markets, negatively impacted global economic growth rates, contributed to lower consumer confidence and increased the risk of recession in Europe, the U.S. and other countries. These and other factors could adversely affect Citi’s customers, clients, businesses, funding costs, expenses and results during 2023.

In addition, Citi could incur a significant loss on sale in 2023, due to CTA losses (net of hedges) in AOCI, goodwill write-offs and other AOCI loss components, related to the potential signing of a sale agreement for any of its remaining consumer banking divestitures. The majority of these losses would be regulatory capital neutral at closing.

For a further discussion of trends, uncertainties and risks that will or could impact Citi’s businesses, results of operations, capital and other financial condition during 2023, see “2022 Results Summary” above and “Risk Factors,” each respective business’s results of operations and “Managing Global Risk,” including “Managing Global Risk—Other Risks—Country Risk—Russia,” below.

CITI’S CONSENT ORDER COMPLIANCE

Citi has embarked on a multiyear transformation, with the target outcome to change Citi’s business and operating models such that they simultaneously strengthen risk and controls and improve Citi’s value to customers, clients and shareholders.

This includes efforts to effectively implement the October 2020 Federal Reserve Board (FRB) and Office of the Comptroller of the Currency (OCC) consent orders issued to Citigroup and Citibank, respectively. In the second quarter of 2021, Citi made an initial submission to the OCC, and submitted its plans to address the consent orders to both regulators during the third quarter of 2021. Citi continues to work constructively with the regulators and provides to both regulators on an ongoing basis additional information regarding its plans and progress. Citi will continue to reflect their feedback in its project plans and execution efforts.

As discussed above, Citi’s efforts include continued investments in its transformation, including the remediation of its consent orders. Citi’s CEO has made the strengthening of Citi’s risk and control environment a strategic priority and has established a Chief Administrative Officer organization to centralize program management. In addition, the Citigroup and Citibank Boards of Directors each formed a Transformation Oversight Committee, an ad hoc committee of each Board, to provide oversight of management’s remediation efforts under the consent orders. The Citi Board of Directors has determined that Citi’s plans are responsive to the Company’s objectives and that progress continues to be made on execution of the plans.

For additional information about the consent orders, see “Risk Factors—Compliance Risks” below and Citi’s Current Report on Form 8-K filed with the SEC on October 7, 2020.

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RESULTS OF OPERATIONS

SUMMARY OF SELECTED FINANCIAL DATA

Citigroup Inc. and Consolidated Subsidiaries

Table continues on the next page, including footnotes.

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SUMMARY OF SELECTED FINANCIAL DATA

(Continued)

Citigroup Inc. and Consolidated Subsidiaries

(1)    Certain series of preferred stock have semiannual payment dates. See Note 21.

(2)    The return on average common stockholders’ equity is calculated using net income less preferred stock dividends divided by average common stockholders’ equity. The return on average total Citigroup stockholders’ equity is calculated using net income divided by average Citigroup stockholders’ equity.

(3)    RoTCE and TBV are non-GAAP financial measures. For information on RoTCE and TBV, see “Capital Resources—Tangible Common Equity, Book Value Per Share, Tangible Book Value Per Share and Returns on Equity” below.

(4)    Citi’s binding CET1 Capital and Tier 1 Capital ratios were derived under the Basel III Standardized Approach as of December 31, 2022, 2021, 2019 and 2018, and were derived under the Basel III Advanced Approaches framework as of December 31, 2020. Citi’s binding Total Capital ratio was derived under the Basel III Advanced Approaches framework for all periods presented.

(5)    Dividends declared per common share as a percentage of net income per diluted share.

(6)    Total common dividends declared plus common share repurchases as a percentage of net income available to common shareholders (Net income less preferred dividends). See “Consolidated Statement of Changes in Stockholders’ Equity,” Note 10 and “Equity Security Repurchases” below for the component details.

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SEGMENT REVENUES AND INCOME (LOSS)

REVENUES

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INCOME

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SEGMENT BALANCE SHEET(1)—DECEMBER 31, 2022

(1)The supplemental information presented in the table above reflects Citigroup’s consolidated GAAP balance sheet by reportable segment and component. The respective segment information depicts the assets and liabilities managed by each segment.

(2)Consolidating eliminations for total Citigroup and Citigroup parent company assets and liabilities are recorded within Corporate/Other.

(3)Total stockholders’ equity and the majority of long-term debt of Citigroup are reflected on the Citigroup parent company balance sheet (see Notes 18 and 30). Citigroup allocates stockholders’ equity and long-term debt to its businesses through intersegment allocations as shown above.

(4)Represents the attribution of Citigroup’s liquid assets (primarily consisting of cash, marketable equity securities and available-for-sale debt securities) to the various businesses based on Liquidity Coverage ratio (LCR) assumptions.

(5)Corporate/Other equity represents noncontrolling interests.

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INSTITUTIONAL CLIENTS GROUP

Institutional Clients Group (ICG) includes Services, Markets and Banking (for additional information on these businesses, see “Citigroup Operating Segments” above). ICG provides corporate, institutional and public sector clients around the world with a full range of wholesale banking products and services, including fixed income and equity sales and trading, foreign exchange, prime brokerage, derivative services, equity and fixed income research, corporate lending, investment banking and advisory services, cash management, trade finance and securities services. ICG transacts with clients in both cash instruments and derivatives, including fixed income, foreign currency, equity and commodity products.

ICG’s revenue is generated primarily from fees and spreads associated with these activities. ICG earns fee income for assisting clients with transactional services and clearing and providing brokerage and investment banking services and other such activities. Such fees are recognized at the point in time when Citigroup’s performance under the terms of a contractual arrangement is completed, which is typically at the trade/execution date or closing of a transaction. Revenue generated from these activities is recorded in Commissions and fees and Investment banking fees. Revenue is also generated from assets under custody and administration, which is recognized as/when the associated promised service is satisfied, which normally occurs at the point in time the service is requested by the customer and provided by Citi. Revenue generated from these activities is primarily recorded in Administration and other fiduciary fees. For additional information on these various types of revenues, see Note 5.

In addition, as a market maker, ICG facilitates transactions, including holding product inventory to meet client demand, and earns the differential between the price at which it buys and sells the products. These price differentials and the unrealized gains and losses on the inventory are recorded in Principal transactions. Mark-to-market gains and losses on certain credit derivatives (used to economically hedge the corporate loan portfolio) are also recorded in Principal transactions (for additional information on Principal transactions revenue, see Note 6). Other primarily includes realized gains and losses on available-for-sale (AFS) debt securities, gains and losses on equity securities not held in trading accounts and other non-recurring gains and losses. Interest income earned on assets held, less interest paid on long- and short-term debt, secured funding transactions and customers deposits, is recorded as Net interest income.

The amount and types of Markets revenues are impacted by a variety of interrelated factors, including market liquidity; changes in market variables such as interest rates, foreign exchange rates, equity prices, commodity prices and credit spreads, as well as their implied volatilities; investor confidence and other macroeconomic conditions. Assuming all other market conditions do not change, increases in client activity levels or bid/offer spreads generally result in increases in revenues. However, changes in market conditions can significantly impact client activity levels, bid/offer spreads and the fair value of product inventory. For example, a decrease in market liquidity may increase bid/offer spreads, decrease client activity levels and widen credit spreads on product inventory positions. ICG’s management of the Markets businesses involves daily monitoring and evaluation of the above factors at the trading desk as well as the country level.

In the Markets businesses, client revenues are those revenues directly attributable to client transactions at the time of inception, including commissions, interest or fees earned. Client revenues do not include the results of client facilitation activities (e.g., holding product inventory in anticipation of client demand) or the results of certain economic hedging activities.

ICG’s international presence is supported by trading floors in approximately 80 countries and a proprietary network in 95 countries and jurisdictions. As previously disclosed, Citi intends to end nearly all of the institutional banking services it offers in Russia by the end of the first quarter of 2023. Going forward, Citi’s only operations in Russia will be those necessary to fulfill its remaining legal and regulatory obligations. At this time, the estimated cost to be incurred in relation to this action is approximately $80 million (excluding the impact from any portfolio sales), primarily through 2024. For additional information about Citi’s continued efforts to reduce its operations and exposure in Russia, see “Legacy Franchises” and “Managing Global Risk—Other Risks—Country Risk—Russia” below.

At December 31, 2022, ICG had $1.7 trillion in assets and $845 billion in deposits. Securities services managed $22.2 trillion in assets under custody and administration at December 31, 2022, of which Citi provided both custody and administrative services to certain clients related to $1.9 trillion of such assets. Managed assets under trust were $4.0 trillion at December 31, 2022. For additional information on these operations, see “Administration and Other Fiduciary Fees” in Note 5.

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(1)    Investment banking fees are substantially composed of underwriting and advisory revenues.

(2)    2020 includes an approximate $390 million operational loss related to certain legal matters. 2022 includes a Revlon-related wire transfer recovery.

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ICG Revenue Details

(1)    Citi assesses its Markets business performance on a total revenue basis, as offsets may occur across revenue line items. For example, securities that generate Net interest income may be risk managed by derivatives that are recorded in Principal transactions revenue within Non-interest revenue. For a description of the composition of these revenue line items, see Notes 4, 5 and 6.

(2)    Credit derivatives are used to economically hedge a portion of the corporate loan portfolio that includes both accrual loans and loans at fair value. Gain (loss) on loan hedges include the mark-to-market on the credit derivatives and the mark-to-market on the loans in the portfolio that are at fair value. The fixed premium costs of these hedges are netted against the corporate lending revenues to reflect the cost of credit protection. Citigroup’s results of operations excluding the impact of gain (loss) on loan hedges are non-GAAP financial measures.

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The discussion of the results of operations for ICG below excludes (where noted) the impact of any gain (loss) on hedges of accrual loans, which are non-GAAP financial measures. For a reconciliation of these metrics to the reported results, see the table above.

2022 vs. 2021

Net income of $10.7 billion decreased 25%, primarily driven by substantially higher cost of credit and higher expenses, partially offset by higher revenues.

Revenues increased 3% (including gain (loss) on loan hedges), primarily reflecting higher Services and Markets revenues, partially offset by lower Banking revenues. Services revenues were up 27%, driven by higher revenues in both TTS and Securities services. Markets revenues were up 7%, primarily driven by higher Fixed income markets revenues, partially offset by lower Equity markets revenues and the impact of business actions taken to reduce RWA.

Banking revenues were down 35% (39% excluding the impact of gain (loss) on loan hedges), reflecting lower revenues in both Investment banking and Corporate lending.

Citi expects that revenues in its Markets and Investment banking businesses will continue to reflect the overall market environment during 2023.

Within Services:

•TTS revenues increased 32%, driven by 46% growth in net interest income and 10% growth in non-interest revenue, driven by deepening of existing client relations and gaining new clients across segments. The increase in net interest income was driven by both the cash and trade businesses, reflecting benefits from higher interest rates, balance sheet optimization, higher average deposits and higher average loans. Average deposits grew 1%, as volume growth was partially offset by the impact of foreign exchange translation. Average loans grew 11%, primarily driven by the strength in trade flows in Asia and Latin America, partially offset by loan sales in North America. Strong non-interest revenues growth across both cash and trade businesses reflected client engagement and growth from underlying drivers, including higher U.S. dollar clearing volumes (up 2%), cross-border flows (up 11%) and commercial card spend (up 49%).

•Securities services revenues increased 15%, primarily driven by an increase in net interest income, reflecting higher interest rates across currencies as well as the impact of foreign exchange translation. Non-interest revenues decreased 1%, due to the impact of foreign exchange translation and lower fees in the custody business tied to lower assets under custody and administration (decline of 7%), driven by declines in global financial markets. The decline in non-interest revenues was partially offset by continued elevated levels of corporate activity in issuer services and new client onboarding of $1.2 trillion in assets under custody and administration. Average deposits declined 7%, due to clients seeking higher rate alternatives.

Within Markets:

•Fixed income markets revenues increased 13%, driven by growth in rates and currencies across all regions, due to strong corporate and investor client engagement, partially

offset by a decline in spread products, primarily driven by North America.

•Rates and currencies revenues increased 34%, reflecting increased market volatility, driven by rising interest rates and quantitative tightening, as central banks responded to elevated levels of inflation. Spread products and other fixed income revenues decreased 31%, due to continued lower client activity across spread products and a challenging credit market due to widening spreads for most of the year. The decline in spread products and other fixed income revenues was partially offset by strength in commodities, particularly with corporate clients, as the business assisted those clients in managing risk associated with the increased volatility.

•Equity markets revenues decreased 9%, driven by equity derivatives, primarily reflecting lower activity by both corporate and institutional clients compared to a strong prior year. The lower revenues also reflected a decline in equity cash, driven by lower client activity.

Within Banking:

•Investment banking revenues were down 53%, reflecting a significant decline in the overall market wallet and loss in wallet share, as heightened macroeconomic uncertainty and volatility continued to impact client activity. Advisory revenues decreased 24%, reflecting a decline in North America and EMEA, driven by the decline in the market wallet as well as loss in wallet share. Equity and debt underwriting revenues decreased 73% and 56% respectively, reflecting a decline in North America, EMEA and Asia and driven by the decline in the market wallet as well as wallet share loss. The decline in debt underwriting revenues also reflected markdowns on loan commitments and losses on loan sales.

•Corporate lending revenues increased 8%, including the impact of gain (loss) on loan hedges. Excluding the impact of gain (loss) on loan hedges, revenues decreased 8%, primarily driven by the impacts of foreign currency translation, higher cost of funds and higher hedging costs.

Expenses were up 10%, primarily driven by continued investment in Citi’s transformation, business-led investments and volume-related expenses, partially offset by a Revlon-related wire transfer recovery, the impact of foreign exchange translation and productivity savings.

Provisions were $911 million, compared to a benefit of $2.5 billion in the prior year, driven by an ACL build, partially offset by lower net credit losses.

Net credit losses declined to $152 million, compared to $356 million in the prior year, driven by improvements in portfolio credit quality.

The ACL build was $759 million, compared to a release of $2.8 billion in the prior year. The ACL build was primarily driven by a deterioration in macroeconomic assumptions. For additional information on Citi’s ACL, see “Significant Accounting Policies and Significant Estimates” below.

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For additional information on ICG’s corporate credit portfolio, see “Managing Global Risk—Credit Risk—Corporate Credit” below.

For additional information on trends in ICG’s deposits and loans, see “Managing Global Risk—Liquidity Risk—Loans” and “—Deposits” below.

For additional information about trends, uncertainties and risks related to ICG’s future results, see “Executive Summary” above and “Risk Factors” and “Managing Global Risk—Other Risks—Country Risk—Argentina” and “—Russia” below.

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PERSONAL BANKING AND WEALTH MANAGEMENT

Personal Banking and Wealth Management (PBWM) consists of U.S. Personal Banking and Global Wealth Management (Global Wealth). U.S. Personal Banking includes Retail banking, which provides traditional banking services to retail and small business customers. U.S. Personal Banking’s cards portfolio includes the following proprietary portfolios: Cash, Rewards and Value portfolios and co-branded cards (including, among others, American Airlines and Costco) within Branded cards, and co-brand and private label relationships (including, among others, The Home Depot, Best Buy, Sears and Macy’s) within Retail services. Global Wealth includes Private bank, Wealth at Work and Citigold and provides financial services to clients from affluent to ultra-high-net-worth through banking, lending, mortgages, investment, custody and trust product offerings in 20 countries, including the U.S., Mexico and four wealth management centers: Singapore, Hong Kong, the UAE and London.

At December 31, 2022, U.S. Personal Banking had 654 retail bank branches concentrated in the six key metropolitan areas of New York, Chicago, Los Angeles, San Francisco, Miami and Washington, D.C. U.S. Personal Banking had $151 billion in outstanding credit card balances, $113 billion in deposits and $37 billion in retail banking loans.

At December 31, 2022, Global Wealth had $325 billion in deposits, $84 billion in mortgage loans, $61 billion in personal and small business loans and $5 billion in outstanding credit card balances.

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2022 vs. 2021

Net income was $3.3 billion, compared to $7.7 billion in the prior year, reflecting significantly higher cost of credit and higher expenses, partially offset by higher revenues.

Revenues increased 4%, primarily due to higher net interest income, driven by strong loan growth in Branded cards and Retail services and higher interest rates. The increase was partially offset by lower non-interest revenue, reflecting lower investment product revenue in Global Wealth and higher partner payments in Retail services resulting from higher revenues.

U.S. Personal Banking revenues increased 7%, reflecting higher revenues in cards.

Cards revenues increased 8%. Branded cards revenues increased 9%, primarily driven by higher net interest income on higher loan balances. Branded cards new account acquisitions increased 11% and card spend volume increased 16%. Average loans increased 11%, reflecting the higher card spend volumes.

Retail services revenues increased 7%, primarily driven by higher net interest income on higher loan balances and lower payment rates, partially offset by the increase in partner payments. The increase in partner payments reflected higher income sharing as a result of higher revenues (for additional information on partner payments, see Note 5). Retail services credit card spend volume increased 8% and average loans increased 6%, reflecting the higher card spend volumes.

Retail banking revenues were largely unchanged, as the higher interest rates and modest deposit growth were offset by lower mortgage revenues due to fewer mortgage originations, driven by the higher interest rates. Average deposits increased 3%, largely reflecting higher levels of consumer liquidity in the first half of 2022.

Global Wealth revenues decreased 2%, reflecting investment product revenue headwinds, particularly in Asia, driven by overall market volatility, partially offset by net interest income growth, driven by higher interest rates and higher loan and deposit volumes. Average loans increased 2% and average deposits increased 5%. Client assets decreased 8%, primarily driven by declines in equity market valuations. Global Wealth advisors increased 4% during 2022. Private bank revenues decreased 6%, Citigold revenues decreased 1% and Wealth at Work revenues increased 6%.

Expenses increased 11%, primarily driven by continued investments in Citi’s transformation, other risk and control initiatives, volume-related expenses and business-led investments, partially offset by productivity savings.

Provisions were $3.8 billion, compared to a benefit of $1.2 billion in the prior year, largely driven by a net ACL build. Net credit losses decreased 1%, driven by historically low loss rates experienced in the first half of 2022, followed by the ongoing normalization of losses toward pre-pandemic levels, particularly in Retail services (net credit losses up 7% to $1.3 billion). Branded cards net credit losses declined 17% to $1.4 billion.

The net ACL build was $0.7 billion, compared to a net release of $4.3 billion in the prior year, primarily driven by U.S. Cards loan growth and a deterioration in macroeconomic assumptions. For additional information on Citi’s ACL, see “Significant Accounting Policies and Significant Estimates” below.

For additional information on U.S. Personal Banking’s Retail banking, and its Branded cards and Retail services portfolios, see “Credit Risk—Consumer Credit” below.

For additional information about trends, uncertainties and risks related to PBWM’s future results, see “Executive Summary” above and “Risk Factors” below.

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LEGACY FRANCHISES

As of December 31, 2022, Legacy Franchises included (i) Asia Consumer Banking (Asia Consumer), representing the consumer banking operations of the remaining eight Asia and EMEA exit countries; (ii) Mexico Consumer Banking (Mexico Consumer) and Mexico Small Business and Middle-Market Banking (Mexico SBMM), collectively Mexico Consumer/SBMM, which Citi also plans to exit; and (iii) Legacy Holdings Assets (certain North America consumer mortgage loans and other legacy assets). Asia Consumer provides traditional retail banking and branded card products to retail and small business customers. Mexico Consumer/SBMM provides traditional retail banking and branded card products to consumers and small business customers and traditional middle-market banking products and services to commercial customers through Citibanamex.

Legacy Franchises also included the following consumer banking businesses prior to their sale: Australia, until its closing on June 1, 2022; the Philippines, until its closing on August 1, 2022; Thailand and Malaysia, until their closings on November 1, 2022; and Bahrain, until its closing on December 1, 2022. In addition, Citi has entered into agreements to sell its consumer banking businesses in India, Indonesia, Taiwan and Vietnam, and announced its wind-down of consumer banking operations in Korea and China and consumer banking and local commercial banking operations in Russia (see below). In December 2022, Citi announced the pursuit of sales of portfolios within its China consumer banking business, subject to applicable regulations. See Note 2 for additional information on Legacy Franchises’ consumer banking business sales and wind-downs.

As previously disclosed, Citi announced the wind-down of its consumer banking and local commercial banking operations in Russia, including its active pursuit of sales of certain Russia consumer banking portfolios. In connection with this wind-down plan, Citi expects to incur approximately $110 million in costs (excluding the impact from any portfolio sales), primarily through 2024, largely driven by restructuring, vendor termination fees and other related charges. In December 2022, Citi (i) sold a portfolio of ruble-denominated personal installment loans, totaling approximately $240 million in outstanding loan balances as of the fourth quarter of 2022 and (ii) entered into a referral agreement to settle a portfolio of ruble-denominated credit card loans, subject to customer consents; the outstanding card loans balance was approximately $219 million as of the fourth quarter of 2022. For additional information about Citi’s continued efforts to reduce its operations and exposure in Russia, see “Institutional Clients Group” above and “Risk Factors” and “Managing Global Risk—Other Risks—Country Risk—Russia” below.

At December 31, 2022, on a combined basis, Legacy Franchises had 1,438 retail branches, $23 billion in retail banking loans and $51 billion in deposits. In addition, the businesses had $8 billion in outstanding card loan balances, and Mexico SBMM had $7 billion in outstanding corporate loan balances. These amounts exclude approximately $12 billion of loans ($9 billion of retail banking loans and $3 billion of credit card loan balances) and approximately $16 billion of deposits, all of which were reclassified to Other assets and Other liabilities held-for-sale (HFS) as a result of Citi’s agreements to sell its consumer banking businesses in India, Indonesia, Taiwan and Vietnam. See Note 2 for additional information.

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2022 vs. 2021

Net loss was $12 million, compared to net income of $1 million in the prior year, primarily driven by higher cost of credit, partially offset by lower expenses and higher revenues.

Results for 2022 included divestiture-related impacts of approximately $87 million (approximately $(180) million after-tax), which primarily consisted of (i) an approximate $618 million Philippines gain on sale recorded in revenues, (ii) an approximate $209 million Thailand gain on sale recorded in revenues, (iii) an approximate $(64) million incremental Australia consumer banking loss on sale recorded in revenues, (iv) an approximate $535 million goodwill impairment recorded in expenses and (v) an approximate $156 million of other aggregate divestiture-related costs.

Results for 2021 included divestiture-related impacts of approximately $(1.9) billion (approximately $(1.6) billion after-tax), which primarily consisted of (i) an approximate $(694) million Australia loss on sale recorded in revenues, (ii) an approximate $1.1 billion related to charges incurred from the voluntary early retirement program (VERP) in connection with the wind-down of the Korea consumer banking business recorded in expenses and (iii) contract modification costs related to the Asia divestitures of approximately $119 million recorded in expenses.

Revenues increased 3%, primarily driven by higher revenues in Asia Consumer and Mexico Consumer/SBMM, partially offset by lower Legacy Holdings Assets revenues.

Asia Consumer revenues increased 12%, primarily driven by the Philippines and Thailand gains on sale, versus the Australia loss on sale in the prior year, partially offset by the loss of revenues from the closing of the five exit markets and impacts of the ongoing Korea and Russia wind-downs.

Mexico Consumer/SBMM revenues increased 2%, as cards revenues in Mexico Consumer increased 7% and SBMM revenues increased 9%, primarily due to higher interest rates and higher deposit and loan growth. The increase in revenues was partially offset by a 1% decrease in retail banking revenues, primarily driven by lower fiduciary fees reflecting declines in equity market valuations.

Legacy Holdings Assets revenues of $(90) million decreased from $195 million in the prior year, largely driven by a CTA loss (net of hedges) recorded in AOCI in the second quarter of 2022, related to the substantial liquidation of a legacy U.K. consumer operation (for additional information, see “Corporate/Other” below and Note 2), as well as the continued wind-down of Legacy Holdings Assets.

Expenses decreased 6%, primarily driven by the absence of the $1.2 billion divestiture-related costs in the prior year, including the Korea VERP of approximately $1.1 billion and contract modification costs related to Asia divestiture markets of approximately $119 million, and the benefit from the closing of the five exit markets. The decline was partially offset by an approximate $535 million goodwill impairment in the first quarter of 2022, an approximate $70 million impairment of long-lived assets related to the Russia consumer banking business in the second quarter of 2022 and approximately $156 million of other aggregate divestiture-related costs.

Provisions were $571 million, compared to a benefit of $62 million in the prior year, primarily driven by a lower net ACL release, partially offset by lower net credit losses. Net credit losses decreased 58%, primarily reflecting improved delinquencies in both Asia Consumer and Mexico Consumer and the reclassification of loans and net credit losses to reflect HFS accounting as a result of the signing of sale agreements for the aforementioned consumer banking businesses in Asia Consumer.

The net ACL release was $136 million, compared to a net release of $1.6 billion in the prior year. The continued release primarily reflected further improvement in portfolio credit quality. For additional information on Citi’s ACL, see “Significant Accounting Policies and Significant Estimates” below.

For additional information about trends, uncertainties and risks related to Legacy Franchises’ future results, see “Executive Summary” above and “Risk Factors” and “Managing Global Risk—Other Risks—Country Risk—Russia” below.

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CORPORATE/OTHER

Activities not assigned to the operating segments (ICG, PBWM and Legacy Franchises) are included in Corporate/Other. Corporate/Other included certain unallocated costs of global staff functions (including finance, risk, human resources, legal and compliance-related costs), other corporate expenses and unallocated global operations and technology expenses and income taxes, as well as results of Corporate Treasury investment activities and discontinued operations. At December 31, 2022, Corporate/Other had $96 billion in assets, primarily related to the investment securities.

NM Not meaningful

2022 vs. 2021

Net income was $879 million, compared to a net loss of $8 million in the prior year, reflecting higher revenues and lower expenses, partially offset by lower income tax benefits and a second quarter of 2022 release of a CTA loss (net of hedges) from AOCI, recorded in discontinued operations, related to the substantial liquidation of a U.K. consumer legacy operation (for additional information, see “Legacy Franchises” above and Note 2).

Revenues were $1.4 billion, compared to $470 million in the prior year, driven by higher net interest income, partially offset by lower non-interest revenue. The higher net interest income was primarily due to the investment portfolio driven by higher balances, higher interest rates and lower mortgage-backed securities prepayments, partially offset by higher cost of funds related to higher institutional certificates of deposit. The lower non-interest revenue was primarily due to the absence of mark-to-market gains in the prior year as well as higher hedging costs.

Expenses decreased 31%, primarily driven by lower consulting expenses and the impact of certain legal settlements.

For additional information about trends, uncertainties and risks related to Corporate/Other’s future results, see “Executive Summary” above and “Risk Factors” below.

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CAPITAL RESOURCES

Overview

Capital is used principally to support assets in Citi’s businesses and to absorb potential losses, including credit, market and operational losses. Citi primarily generates capital through earnings from its operating businesses. Citi may augment its capital through issuances of common stock and noncumulative perpetual preferred stock, among other issuances. Further, Citi’s capital levels may also be affected by changes in accounting and regulatory standards, as well as the impact of future events on Citi’s business results, such as the signing or closing of divestitures and changes in interest and foreign exchange rates.

During 2022, Citi returned a total of $7.3 billion of capital to common shareholders in the form of $4.0 billion in dividends and $3.3 billion in share repurchases totaling approximately 56 million common shares. Citi has continued to pause common share repurchases in order to absorb any temporary capital impacts related to any potential signing of a sale agreement for its Mexico Consumer and Small Business and Middle-Market Banking (Mexico Consumer/SBMM) business (for additional information, see “Executive Summary—Macroeconomic and Other Risks and Uncertainties” above) and to continue to have ample capital to serve its clients. For additional information on capital-related trends, uncertainties and risks related to Citi’s exit businesses, including the impact of CTA losses, see “Executive Summary” above and “Risk Factors—Strategic Risks” and “—Operational Risks” below.

Capital Management

Citi’s capital management framework is designed to ensure that Citigroup and its principal subsidiaries maintain sufficient capital consistent with each entity’s respective risk profile, management targets and all applicable regulatory standards and guidelines. Citi assesses its capital adequacy against a series of internal quantitative capital goals, designed to evaluate its capital levels in expected and stressed economic environments. Underlying these internal quantitative capital goals are strategic capital considerations, centered on preserving and building financial strength.

The Citigroup Capital Committee, with oversight from the Risk Management Committee of Citigroup’s Board of Directors, has responsibility for Citi’s aggregate capital structure, including the capital assessment and planning process, which is integrated into Citi’s capital plan. Balance sheet management, including oversight of capital adequacy, for Citigroup and its subsidiaries is governed by each entity’s Asset and Liability Committee, where applicable.

For additional information regarding Citi’s capital planning and stress testing exercises, see “Stress Testing Component of Capital Planning” below.

Current Regulatory Capital Standards

Citi is subject to regulatory capital rules issued by the Federal Reserve Board (FRB), in coordination with the OCC and FDIC, including the U.S. implementation of the Basel III rules (for information on potential changes to the Basel III rules, see “Basel III Revisions” below). These rules establish an

integrated capital adequacy framework, encompassing both risk-based capital ratios and leverage ratios.

Risk-Based Capital Ratios

The U.S. Basel III rules set forth the composition of regulatory capital (including the application of regulatory capital adjustments and deductions), as well as two comprehensive methodologies (a Standardized Approach and Advanced Approaches) for measuring total risk-weighted assets.

Total risk-weighted assets under the Standardized Approach include credit and market risk-weighted assets, which are generally prescribed supervisory risk weights. Total risk-weighted assets under the Advanced Approaches, which are primarily model based, include credit, market and operational risk-weighted assets. As a result, credit risk-weighted assets calculated under the Advanced Approaches are more risk sensitive than those calculated under the Standardized Approach. Market risk-weighted assets are currently calculated on a generally consistent basis under both the Standardized and Advanced Approaches. The Standardized Approach does not include operational risk-weighted assets.

Under the U.S. Basel III rules, Citigroup is required to maintain several regulatory capital buffers above the stated minimum capital requirements to avoid certain limitations on capital distributions and discretionary bonus payments to executive officers. Accordingly, for the fourth quarter of 2022, Citigroup’s required regulatory CET1 Capital ratio was 11.5% under the Standardized Approach (incorporating its Stress Capital Buffer of 4.0% and GSIB (global systemically important bank) surcharge of 3.0%) and 10.0% under the Advanced Approaches (inclusive of the fixed 2.5% Capital Conservation Buffer and GSIB surcharge of 3.0%).

In addition, commencing January 1, 2023, Citi’s GSIB surcharge increased from 3.0% to 3.5%, which is applicable to both the Standardized and Advanced Approaches, resulting in a required CET1 Capital ratio of 12.0% under the Standardized Approach and 10.5% under the Advanced Approaches, both as of such date (for additional information, see “GSIB Surcharge” below).

Similarly, Citigroup’s primary subsidiary, Citibank, N.A. (Citibank), is required to maintain minimum regulatory capital ratios plus applicable regulatory buffers, as well as hold sufficient capital to be considered “well capitalized” under the Prompt Corrective Action framework. In effect, Citibank’s required CET1 Capital ratio was 7.0% under both the Standardized and Advanced Approaches, which is the sum of the minimum 4.5% CET1 requirement and a fixed 2.5% Capital Conservation Buffer. For additional information, see “Regulatory Capital Buffers” and “Prompt Corrective Action Framework” below.

Further, the U.S. Basel III rules implement the “capital floor provision” of the Dodd-Frank Act (the so-called “Collins Amendment”), which requires banking organizations to calculate “generally applicable” capital requirements. As a result, Citi must calculate each of the three risk-based capital ratios (CET1 Capital, Tier 1 Capital and Total Capital) under both the Standardized Approach and the Advanced Approaches and comply with the more binding of each of the resulting risk-based capital ratios.

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Tier 1 Leverage Ratio

Under the U.S. Basel III rules, Citigroup is also required to maintain a minimum Tier 1 Leverage ratio of 4.0%. Similarly, Citibank is required to maintain a minimum Tier 1 Leverage ratio of 5.0% to be considered “well capitalized” under the Prompt Corrective Action framework. The Tier 1 Leverage ratio, a non-risk-based measure of capital adequacy, is defined as Tier 1 Capital as a percentage of quarterly adjusted average total assets less amounts deducted from Tier 1 Capital.

Supplementary Leverage Ratio

Citi is also required to calculate a Supplementary Leverage ratio (SLR), which differs from the Tier 1 Leverage ratio by including certain off-balance sheet exposures within the denominator of the ratio (Total Leverage Exposure). The SLR represents end-of-period Tier 1 Capital to Total Leverage Exposure. Total Leverage Exposure is defined as the sum of (i) the daily average of on-balance sheet assets for the quarter and (ii) the average of certain off-balance sheet exposures calculated as of the last day of each month in the quarter, less applicable Tier 1 Capital deductions. Advanced Approaches banking organizations are required to maintain a stated minimum SLR of 3.0%.

Further, U.S. GSIBs, including Citigroup, are subject to a 2.0% leverage buffer in addition to the 3.0% stated minimum SLR requirement, resulting in a 5.0% SLR. If a U.S. GSIB fails to exceed this requirement, it will be subject to increasingly stringent restrictions (depending upon the extent of the shortfall) on capital distributions and discretionary executive bonus payments.

Similarly, Citibank is required to maintain a minimum SLR of 6.0% to be considered “well capitalized” under the Prompt Corrective Action framework.

Regulatory Capital Treatment—Modified Transition of the Current Expected Credit Losses Methodology

In 2020, the U.S. banking agencies issued a final rule that modified the regulatory capital transition provision related to the current expected credit losses (CECL) methodology. The rule does not have any impact on U.S. GAAP accounting.

The rule permitted banks to delay for two years the “Day One” adverse regulatory capital effects resulting from adoption of the CECL methodology on January 1, 2020 until January 1, 2022, followed by a three-year transition to phase out the regulatory capital benefit provided by the delay.

In addition, for the ongoing impact of CECL, the agencies utilized a 25% scaling factor as an approximation of the increased reserve build under CECL compared to the previous incurred loss model and, therefore, allowed banks to add back to CET1 Capital an amount equal to 25% of the change in CECL-based allowances in each quarter between January 1, 2020 and December 31, 2021. Beginning January 1, 2022, the cumulative 25% change in CECL-based allowances between January 1, 2020 and December 31, 2021 started to be phased in to regulatory capital (i) at 25% per year on January 1 of each year over the three-year transition period and (ii) along with the delayed Day One impact.

Citigroup and Citibank elected the modified CECL transition provision provided by the rule. Accordingly, the Day One regulatory capital effects resulting from adoption of

the CECL methodology, as well as the ongoing adjustments for 25% of the change in CECL-based allowances in each quarter between January 1, 2020 and December 31, 2021, started to be phased in on January 1, 2022 and will be fully reflected in Citi’s regulatory capital as of January 1, 2025.

As of December 31, 2022, Citigroup’s reported CET1 Capital ratio of 13.0% benefited from the deferrals of the CECL transition provision by 24 basis points. For additional information on Citigroup’s and Citibank’s regulatory capital ratios excluding the impact of the CECL transition provision, see “Capital Resources (Full Adoption of CECL)” below.

Regulatory Capital Buffers

Citigroup and Citibank are required to maintain several regulatory capital buffers above the stated minimum capital requirements. These capital buffers would be available to absorb losses in advance of any potential impairment of regulatory capital below the stated minimum regulatory capital ratio requirements.

Banking organizations that fall below their regulatory capital buffers are subject to limitations on capital distributions and discretionary bonus payments to executive officers based on a percentage of “Eligible Retained Income” (ERI), with increasing restrictions based upon the severity of the breach. ERI is equal to the greater of (i) the bank’s net income for the four calendar quarters preceding the current calendar quarter, net of any distributions and tax effects not already reflected in net income, and (ii) the average of the bank’s net income for the four calendar quarters preceding the current calendar quarter.

As of December 31, 2022, Citi’s regulatory capital ratios exceeded the regulatory capital requirements. Accordingly, Citi is not subject to payout limitations as a result of the U.S. Basel III requirements.

Stress Capital Buffer

Citigroup is subject to the FRB’s Stress Capital Buffer (SCB) rule, which integrates the annual stress testing requirements with ongoing regulatory capital requirements. The SCB equals the peak-to-trough CET1 Capital ratio decline under the Supervisory Severely Adverse scenario over a nine-quarter period used in the Comprehensive Capital Analysis and Review (CCAR) and Dodd-Frank Act Stress Testing (DFAST), plus four quarters of planned common stock dividends, subject to a floor of 2.5%. SCB-based capital requirements are reviewed and updated annually by the FRB as part of the CCAR process. For additional information regarding CCAR and DFAST, see “Stress Testing Component of Capital Planning” below. The fixed 2.5% Capital Conservation Buffer will continue to apply under the Advanced Approaches (for additional information, see below).

In August 2022, the FRB finalized and announced Citi’s SCB requirement of 4.0% for the four-quarter window starting from October 1, 2022 to September 30, 2023.

Accordingly, as of October 1, 2022, Citi is required to maintain an 11.5% required regulatory CET1 Capital ratio under the Standardized Approach, incorporating this SCB and its GSIB surcharge of 3.0%. Previously, from October 1, 2021 through September 30, 2022, Citi had been subject to a 3.0% SCB, and a 10.5% required regulatory CET1 Capital ratio

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under the Standardized Approach. Citi’s required regulatory CET1 Capital ratio under the Advanced Approaches (using the fixed 2.5% Capital Conservation Buffer) remains unchanged at 10.0%. The SCB applies to Citigroup only; the regulatory capital framework applicable to Citibank, including the Capital Conservation Buffer, is unaffected by Citigroup’s SCB.

Capital Conservation Buffer and Countercyclical Capital Buffer

Citigroup is subject to a fixed 2.5% Capital Conservation Buffer under the Advanced Approaches. Citibank is subject to the fixed 2.5% Capital Conservation Buffer under both the Advanced Approaches and the Standardized Approach.

In addition, Advanced Approaches banking organizations, such as Citigroup and Citibank, are subject to a discretionary Countercyclical Capital Buffer. The Countercyclical Capital Buffer is currently set at 0% by the U.S. banking agencies.

GSIB Surcharge

The FRB imposes a risk-based capital surcharge upon U.S. bank holding companies that are identified as GSIBs, including Citi. The GSIB surcharge augments the SCB, Capital Conservation Buffer and, if invoked, any Countercyclical Capital Buffer.

A U.S. bank holding company that is designated a GSIB is required, on an annual basis, to calculate a surcharge using two methods and is subject to the higher of the resulting two surcharges. The first method (“method 1”) is based on the Basel Committee’s GSIB methodology. Under the second method (“method 2”), the substitutability category under the Basel Committee’s GSIB methodology is replaced with a quantitative measure intended to assess a GSIB’s reliance on short-term wholesale funding. In addition, method 1 incorporates relative measures of systemic importance across certain global banking organizations and a year-end spot foreign exchange rate, whereas method 2 uses fixed measures of systemic importance and application of an average foreign exchange rate over a three-year period. The GSIB surcharges calculated under both method 1 and method 2 are based on measures of systemic importance from the year immediately preceding that in which the GSIB surcharge calculations are being performed (e.g., the method 1 and method 2 GSIB surcharges calculated during 2022 will be based on 2021 systemic indicator data). Generally, Citi’s surcharge determined under method 2 will result in a higher surcharge than its surcharge determined under method 1.

Should a GSIB’s systemic importance change year-over-year, such that it becomes subject to a higher GSIB surcharge, the higher surcharge would become effective on January 1 of the year that is one full calendar year after the increased GSIB surcharge was calculated (e.g., a higher surcharge calculated in 2024 using data as of December 31, 2023 would not become effective until January 1, 2026). However, if a GSIB’s systemic importance changes such that the GSIB would be subject to a lower surcharge, the GSIB would be subject to the lower surcharge on January 1 of the year immediately following the calendar year in which the decreased GSIB surcharge was calculated (e.g., a lower surcharge calculated in 2024 using data as of December 31, 2023 would become

effective January 1, 2025).

The following table presents Citi’s effective GSIB surcharge as determined under method 1 and method 2 during 2022 and 2021:

Citi’s GSIB surcharge effective during both 2022 and 2021 was 3.0%, as derived under the higher method 2 result. Citi’s GSIB surcharge effective for 2023 has increased from 3.0% to 3.5%, as derived under the higher method 2 result.

Citi expects that its method 2 GSIB surcharge will continue to remain higher than its method 1 GSIB surcharge. Accordingly, based on Citi’s method 2 result as of December 31, 2021 and its estimated method 2 result as of December 31, 2022, Citi’s GSIB surcharge is expected to remain at 3.5% effective January 1, 2024. Citi’s GSIB surcharge effective for 2025 will likely be based on the lower of its method 2 scores for year-end 2022 and 2023 and, therefore, is not expected to exceed 3.5%.

Prompt Corrective Action Framework

In general, the Prompt Corrective Action (PCA) regulations direct the U.S. banking agencies to enforce increasingly strict limitations on the activities of insured depository institutions that fail to meet certain regulatory capital thresholds. The PCA framework contains five categories of capital adequacy as measured by risk-based capital and leverage ratios: (i) “well capitalized,” (ii) “adequately capitalized,” (iii) “undercapitalized,” (iv) “significantly undercapitalized” and (v) “critically undercapitalized.”

Accordingly, an insured depository institution, such as Citibank, must maintain minimum CET1 Capital, Tier 1 Capital, Total Capital and Tier 1 Leverage ratios of 6.5%, 8.0%, 10.0% and 5.0%, respectively, to be considered “well capitalized.” In addition, insured depository institution subsidiaries of U.S. GSIBs, including Citibank, must maintain a minimum Supplementary Leverage ratio of 6.0% to be considered “well capitalized.” Citibank was “well capitalized” as of December 31, 2022.

Furthermore, to be “well capitalized” under current federal bank regulatory agency definitions, a bank holding company must have a Tier 1 Capital ratio of at least 6.0%, a Total Capital ratio of at least 10.0% and not be subject to a FRB directive to maintain higher capital levels.

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Stress Testing Component of Capital Planning

Citi is subject to an annual assessment by the FRB as to whether Citigroup has effective capital planning processes as well as sufficient regulatory capital to absorb losses during stressful economic and financial conditions, while also meeting obligations to creditors and counterparties and continuing to serve as a credit intermediary. This annual assessment includes two related programs: the Comprehensive Capital Analysis and Review (CCAR) and Dodd-Frank Act Stress Testing (DFAST).

For the largest and most complex firms, such as Citi, CCAR includes a qualitative evaluation of a firm’s abilities to determine its capital needs on a forward-looking basis. In conducting the qualitative assessment, the FRB evaluates firms’ capital planning practices, focusing on six areas of capital planning: governance, risk management, internal controls, capital policies, incorporating stressful conditions and events, and estimating impact on capital positions. As part of the CCAR process, the FRB evaluates Citi’s capital adequacy, capital adequacy process and its planned capital distributions, such as dividend payments and common share repurchases. The FRB assesses whether Citi has sufficient capital to continue operations throughout times of economic and financial market stress and whether Citi has robust, forward-looking capital planning processes that account for its unique risks.

All CCAR firms, including Citi, are subject to a rigorous evaluation of their capital planning process. Firms with weak practices may be subject to a deficient supervisory rating, and potentially an enforcement action, for failing to meet supervisory expectations. For additional information regarding CCAR, see “Risk Factors—Strategic Risks” below.

DFAST is a forward-looking quantitative evaluation of the impact of stressful economic and financial market conditions on Citi’s regulatory capital. This program serves to inform the FRB and the general public as to how Citi’s regulatory capital ratios might change using a hypothetical set of adverse economic conditions as designed by the FRB. In addition to the annual supervisory stress test conducted by the FRB, Citi is required to conduct annual company-run stress tests under the same adverse economic conditions designed by the FRB.

Both CCAR and DFAST include an estimate of projected revenues, losses, reserves, pro forma regulatory capital ratios and any other additional capital measures deemed relevant by Citi. Projections are required over a nine-quarter planning horizon under two supervisory scenarios (baseline and severely adverse conditions). All risk-based capital ratios reflect application of the Standardized Approach framework under the U.S. Basel III rules.

In addition, Citibank is required to conduct the annual Dodd-Frank Act Stress Test. The annual stress test consists of a forward-looking quantitative evaluation of the impact of stressful economic and financial market conditions under several scenarios on Citibank’s regulatory capital. This program serves to inform the Office of the Comptroller of the Currency as to how Citibank’s regulatory capital ratios might change during a hypothetical set of adverse economic conditions and to ultimately evaluate the reliability of Citibank’s capital planning process.

Citigroup and Citibank are required to disclose the results of their company-run stress tests.

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Citigroup’s Capital Resources

The following table presents Citi’s required risk-based capital ratios as of December 31, 2022, September 30, 2022 and December 31, 2021:

(1)Beginning October 1, 2022, Citi’s required risk-based capital ratios included the 4.0% SCB and 3.0% GSIB surcharge under the Standardized Approach, and the 2.5% Capital Conservation Buffer and 3.0% GSIB surcharge under the Advanced Approaches (all of which must be composed of CET1 Capital). For prior periods presented, Citi’s required risk-based capital ratios included the 3.0% SCB and 3.0% GSIB surcharge under the Standardized Approach, and the 2.5% Capital Conservation Buffer and 3.0% GSIB surcharge under the Advanced Approaches. Commencing January 1, 2023, Citi’s GSIB surcharge increased from 3.0% to 3.5%, which is applicable to both the Standardized Approach and Advanced Approaches. See “Regulatory Capital Buffers” above for more information.

The following tables present Citi’s capital components and ratios as of December 31, 2022, September 30, 2022 and December 31, 2021:

(1)Citi’s regulatory capital ratios and components reflect certain deferrals based on the modified regulatory capital transition provision related to the CECL standard. For additional information, see “Capital Resources—Regulatory Capital Treatment—Modified Transition of the Current Expected Credit Losses Methodology” above.

(2)Citi’s binding CET1 Capital and Tier 1 Capital ratios were derived under the Basel III Standardized Approach, whereas Citi’s binding Total Capital ratio was derived under the Basel III Advanced Approaches framework for all periods presented.

(3)Tier 1 Leverage ratio denominator. Represents quarterly average total assets less amounts deducted from Tier 1 Capital.

(4)Supplementary Leverage ratio denominator.

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Common Equity Tier 1 Capital Ratio

Citi’s Common Equity Tier 1 (CET1) Capital ratio under the Basel III Standardized Approach was 13.0% as of December 31, 2022, relative to a required regulatory CET1 Capital ratio of 11.5% as of such date under the Standardized Approach. This compares to a CET1 Capital ratio of 12.3% as of September 30, 2022 and 12.2% as of December 31, 2021, relative to a required regulatory CET1 Capital ratio of 10.5% as of such dates under the Standardized Approach.

Citi’s CET1 Capital ratio under the Basel III Advanced Approaches was 12.2% as of December 31, 2022, compared to 11.8% as of September 30, 2022 and 12.3% as of December 31, 2021, relative to a required regulatory CET1 Capital ratio of 10.0% as of such dates under the Advanced Approaches framework.

Citi’s CET1 Capital ratio increased under both the Standardized Approach and Advanced Approaches from September 30, 2022, driven primarily by net income, business actions to reduce RWA, beneficial net movements in AOCI and impacts from the closing of Asia consumer banking business sales, partially offset by the payment of common dividends.

Citi’s CET1 Capital ratio increased under the Standardized Approach from year-end 2021, due to the net income of $14.8 billion, impacts from the closing of the Australia, Philippines and other Asia consumer banking business sales and business actions to reduce RWA, partially offset by the return of capital to common shareholders and interest rate impacts on Citigroup’s investment portfolio. The increase in Citi’s CET1 Capital ratio was also partially offset by the impact of adopting the Standardized Approach for Counterparty Credit Risk (SA-CCR) on January 1, 2022.

Citi’s CET1 Capital ratio decreased under the Advanced Approaches from year-end 2021, due to the return of capital to common shareholders, the interest rate impacts on Citigroup’s investment portfolio and the impact of adopting the SA-CCR, partially offset by the net income of $14.8 billion and the impacts from the closing of the Australia, Philippines and other Asia consumer banking business sales.

For additional information on SA-CCR, see “Standardized Approach for Counterparty Credit Risk” below.

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Components of Citigroup Capital

(1)Issuance costs of $131 million related to outstanding noncumulative perpetual preferred stock at December 31, 2022 and 2021 were excluded from common stockholders’ equity and netted against such preferred stock in accordance with FRB regulatory reporting requirements, which differ from those under U.S. GAAP.

(2)Citi’s regulatory capital ratios and components reflect certain deferrals based on the modified regulatory capital transition provision related to the CECL standard. For additional information, see “Capital Resources—Regulatory Capital Treatment—Modified Transition of the Current Expected Credit Losses Methodology” above.

(3)Includes goodwill “embedded” in the valuation of significant common stock investments in unconsolidated financial institutions.

Footnotes continue on the following page.

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(4)Of Citi’s $27.7 billion of net DTAs at December 31, 2022, $12.2 billion of net DTAs arising from net operating loss, foreign tax credit and general business credit tax carry-forwards, as well as $0.3 billion of DTAs arising from temporary differences that exceeded 10%/15% limitations, were excluded from Citi’s CET1 Capital as of December 31, 2022. DTAs arising from net operating loss, foreign tax credit and general business credit tax carry-forwards are required to be entirely deducted from CET1 Capital under the U.S. Basel III rules. DTAs arising from temporary differences are required to be deducted from capital only if they exceed 10%/15% limitations under the U.S. Basel III rules.

(5)Assets subject to 10%/15% limitations include MSRs, DTAs arising from temporary differences and significant common stock investments in unconsolidated financial institutions. At December 31, 2022, this deduction related only to DTAs arising from temporary differences that exceeded the 10% limitation. At December 31, 2021, none of these assets were in excess of the 10%/15% limitations.

(6)Represents Citigroup Capital XIII trust preferred securities, which are permanently grandfathered as Tier 1 Capital under the U.S. Basel III rules.

(7)Represents the amount of non-grandfathered trust preferred securities that were previously eligible for inclusion in Tier 2 Capital under the U.S. Basel III rules. Commencing January 1, 2022, non-grandfathered trust preferred securities have been fully phased out of Tier 2 Capital.

(8)Under the Standardized Approach, the allowance for credit losses is eligible for inclusion in Tier 2 Capital up to 1.25% of credit risk-weighted assets, with any excess allowance for credit losses being deducted in arriving at credit risk-weighted assets, which differs from the Advanced Approaches framework, in which eligible credit reserves that exceed expected credit losses are eligible for inclusion in Tier 2 Capital to the extent that the excess reserves do not exceed 0.6% of credit risk-weighted assets. The total amount of eligible credit reserves in excess of expected credit losses that were eligible for inclusion in Tier 2 Capital, subject to limitation, under the Advanced Approaches framework were $4.7 billion and $4.4 billion at December 31, 2022 and December 31, 2021, respectively.

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Citigroup Capital Rollforward

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Citigroup Risk-Weighted Assets Rollforward (Basel III Standardized Approach)

(1)General credit risk exposures include cash and balances due from depository institutions, securities, and loans and leases. General credit risk exposures decreased during the three and 12 months ended December 31, 2022 primarily due to Asia consumer divestitures and a decrease in corporate lending, partially offset by an increase in card activities.

(2)Repo-style transactions include repurchase and reverse repurchase transactions, as well as securities borrowing and securities lending transactions. Repo-style transactions decreased during the 12 months ended December 31, 2022 primarily due to reduced exposure in repurchase agreements and securities lending, as well as a decrease in margin loans.

(3)Securitization exposures increased during the three and 12 months ended December 31, 2022 primarily due to new exposures.

(4)Equity exposures increased during the three months ended December 31, 2022 primarily due to increases in market value of various investments.

(5)OTC derivatives decreased during the three months ended December 31, 2022 primarily due to decreases across FX, commodities and equities. OTC derivatives decreased during the 12 months ended December 31, 2022 primarily due to decreases in rates, FX, commodities and equities, partially offset by the impact from the adoption of SA-CCR. For additional information on SA-CCR, see “Standardized Approach for Counterparty Credit Risk” below.

(6)Other exposures include cleared transactions, unsettled transactions and other assets. Other exposures decreased during the 12 months ended December 31, 2022 primarily due to decreases in centrally cleared derivatives and default fund contributions, partially offset by an increase in fixed assets.

(7)Off-balance sheet exposures decreased during the 12 months ended December 31, 2022 primarily due to a decrease in loan commitments.

(8)Market risk-weighted assets decreased during the three and 12 months ended December 31, 2022 primarily due to exposure changes, partially offset by changes in model inputs regarding volatility and the correlation between market risk factors.

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Citigroup Risk-Weighted Assets Rollforward (Basel III Advanced Approaches)

(1)Retail exposures increased during the three months ended December 31, 2022 primarily due to an increase in card activities, partially offset by a decrease from divestitures. Retail exposures increased during the 12 months ended December 31, 2022 primarily due to increases in card activities, consumer loans and model recalibrations, partially offset by a decrease from divestitures.

(2)Wholesale exposures decreased during the 12 months ended December 31, 2022 primarily due to decreases in wholesale loans and available-for-sale securities.

(3)Repo-style transactions include repurchase and reverse repurchase transactions as well as securities borrowing and securities lending transactions. Repo-style transactions decreased during the 12 months ended December 31, 2022 primarily due to reduced exposure in repurchase agreements and securities lending, as well as a decrease in margin loans.

(4)Securitization exposures increased during the three and 12 months ended December 31, 2022 primarily driven by new exposures.

(5)Equity exposures increased during the three months ended December 31, 2022 primarily due to increases in market value of various investments.

(6)OTC derivatives decreased during the three months ended December 31, 2022 primarily due to exposure decreases across FX and commodities. OTC derivatives decreased during the 12 months ended December 31, 2022 primarily due to exposure decreases across FX and commodities, partially offset by the impact from the adoption of SA-CCR. For additional information on SA-CCR, see “Standardized Approach for Counterparty Credit Risk” below.

(7)Derivatives CVA increased during the 12 months ended December 31, 2022 primarily due to the adoption of SA-CCR. For additional information on SA-CCR, see “Standardized Approach for Counterparty Credit Risk” below.

(8)Other exposures include cleared transactions, unsettled transactions, assets other than those reportable in specific exposure categories and non-material portfolios. Other exposures increased during the three and 12 months ended December 31, 2022 primarily due to an increase in fixed assets.

(9)Market risk-weighted assets decreased during the three and 12 months ended December 31, 2022 primarily due to exposure changes, partially offset by changes in model inputs regarding volatility and the correlation between market risk factors.

(10)Operational risk-weighted assets increased during the 12 months ended December 31, 2022 primarily due to new model severity updates.

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Supplementary Leverage Ratio

The following table presents Citi’s Supplementary Leverage ratio and related components as of December 31, 2022, September 30, 2022 and December 31, 2021:

(1)Represents the daily average of on-balance sheet assets for the quarter.

(2)Citi’s regulatory capital ratios and components reflect certain deferrals based on the modified regulatory capital transition provision related to the CECL standard. For additional information, see “Capital Resources—Regulatory Capital Treatment—Modified Transition of the Current Expected Credit Losses Methodology” above.

(3)Represents the average of certain off-balance sheet exposures calculated as of the last day of each month in the quarter.

(4)Under the U.S. Basel III rules, banking organizations are required to include in Total Leverage Exposure the effective notional amount of sold credit derivatives, with netting of exposures permitted if certain conditions are met.

(5)Repo-style transactions include repurchase and reverse repurchase transactions as well as securities borrowing or securities lending transactions.

As presented in the table above, Citigroup’s Supplementary Leverage ratio was 5.8% at December 31, 2022, compared to 5.7% at September 30, 2022 and December 31, 2021. The quarter-over-quarter increase was primarily driven by an increase in Tier 1 Capital due to net income in the fourth quarter of 2022 and beneficial net movements in AOCI, partially offset by an increase in Total Leverage Exposure. The year-over-year increase was primarily driven by a decrease in Total Leverage Exposure.

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Capital Resources of Citigroup’s Subsidiary U.S.

Depository Institutions

Citigroup’s subsidiary U.S. depository institutions are also subject to regulatory capital standards issued by their respective primary bank regulatory agencies, which are similar to the standards of the FRB.

The following tables present the capital components and ratios for Citibank, Citi’s primary subsidiary U.S. depository institution, as of December 31, 2022, September 30, 2022 and December 31, 2021:

(1)Citibank’s required risk-based capital ratios are inclusive of the 2.5% Capital Conservation Buffer (all of which must be composed of CET1 Capital).

(2)Citibank’s regulatory capital ratios and components reflect certain deferrals based on the modified regulatory capital transition provision related to the CECL standard. For additional information, see “Capital Resources—Regulatory Capital Treatment—Modified Transition of the Current Expected Credit Losses Methodology” above.

(3)Under the Advanced Approaches framework, eligible credit reserves that exceed expected credit losses are eligible for inclusion in Tier 2 Capital to the extent that the excess reserves do not exceed 0.6% of credit risk-weighted assets, which differs from the Standardized Approach in which the ACL is eligible for inclusion in Tier 2 Capital up to 1.25% of credit risk-weighted assets, with any excess ACL being deducted in arriving at credit risk-weighted assets.

(4)Citibank’s binding CET1 Capital and Tier 1 Capital ratios were derived under the Basel III Advanced Approaches framework as of December 31, 2022 and September 30, 2022, and under the Basel III Standardized Approach as of December 31, 2021, whereas Citibank’s binding Total Capital ratio was derived under the Basel III Advanced Approaches framework for all periods presented.

(5)Citibank must maintain required CET1 Capital, Tier 1 Capital, Total Capital and Tier 1 Leverage ratios of 6.5%, 8.0%, 10.0% and 5.0%, respectively, to be considered “well capitalized” under the revised Prompt Corrective Action (PCA) regulations applicable to insured depository institutions as established by the U.S. Basel III rules. Citibank must also maintain a required Supplementary Leverage ratio of 6.0% to be considered “well capitalized.”

(6)Tier 1 Leverage ratio denominator. Represents quarterly average total assets less amounts deducted from Tier 1 Capital.

(7)Supplementary Leverage ratio denominator.

As indicated in the table above, Citibank’s capital ratios at December 31, 2022 were in excess of the regulatory capital requirements under the U.S. Basel III rules. In addition, Citibank was “well capitalized” as of December 31, 2022.

As presented in the table above, Citibank’s Supplementary Leverage ratio was 6.9% at December 31, 2022, compared to 7.0% at September 30, 2022 and 6.7% at December 31, 2021. The quarter-over-quarter decrease was primarily driven by an increase in Total Leverage Exposure, partially offset by an increase in Tier 1 Capital due to net income in the fourth quarter of 2022 and beneficial net movements in AOCI. The year-over-year increase was primarily driven by a decrease in Total Leverage Exposure.

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Impact of Changes on Citigroup and Citibank Capital Ratios

The following tables present the estimated sensitivity of Citigroup’s and Citibank’s capital ratios to changes of $100 million in CET1 Capital, Tier 1 Capital and Total Capital (numerator), and changes of $1 billion in Advanced Approaches and Standardized Approach risk-weighted assets and quarterly adjusted average total assets, as well as Total Leverage Exposure (denominator), as of December 31, 2022. This information is provided for the purpose of analyzing the

impact that a change in Citigroup’s or Citibank’s financial position or results of operations could have on these ratios. These sensitivities only consider a single change to either a component of capital, risk-weighted assets, quarterly adjusted average total assets or Total Leverage Exposure. Accordingly, an event that affects more than one factor may have a larger basis point impact than is reflected in these tables.

Citigroup Broker-Dealer Subsidiaries

At December 31, 2022, Citigroup Global Markets Inc., a U.S. broker-dealer registered with the SEC that is an indirect wholly owned subsidiary of Citigroup, had net capital, computed in accordance with the SEC’s net capital rule, of $13 billion, which exceeded the minimum requirement by $8 billion.

Moreover, Citigroup Global Markets Limited, a broker-dealer registered with the United Kingdom’s Prudential Regulation Authority (PRA) that is also an indirect wholly owned subsidiary of Citigroup, had total regulatory capital of $27 billion at December 31, 2022, which exceeded the PRA’s minimum regulatory capital requirements.

In addition, certain of Citi’s other broker-dealer subsidiaries are subject to regulation in the countries in which they do business, including requirements to maintain specified levels of net capital or its equivalent. Citigroup’s other principal broker-dealer subsidiaries were in compliance with their regulatory capital requirements at December 31, 2022.

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Total Loss-Absorbing Capacity (TLAC)

U.S. GSIBs, including Citi, are required to maintain minimum levels of TLAC and eligible long-term debt (LTD), each set by reference to the GSIB’s consolidated risk-weighted assets (RWA) and total leverage exposure.

Minimum External TLAC Requirement

The minimum external TLAC requirement is the greater of (i) 18% of the GSIB’s RWA plus the then-applicable RWA-based TLAC buffer (see below) and (ii) 7.5% of the GSIB’s total leverage exposure plus a leverage-based TLAC buffer of 2% (i.e., 9.5%).

The RWA-based TLAC buffer equals the 2.5% Capital Conservation Buffer, plus any applicable Countercyclical Capital Buffer (currently 0%), plus the GSIB’s capital surcharge as determined under method 1 of the GSIB surcharge rule (2.0% for Citi for 2022). Accordingly, Citi’s total current minimum TLAC requirement was 22.5% of RWA for 2022.

Minimum Long-Term Debt (LTD) Requirement

The minimum LTD requirement is the greater of (i) 6% of the GSIB’s RWA plus its capital surcharge as determined under method 2 of the GSIB surcharge rule (3.0% for Citi for 2022), for a total current requirement of 9% of RWA for Citi, and (ii) 4.5% of the GSIB’s total leverage exposure.

The table below details Citi’s eligible external TLAC and LTD amounts and ratios, and each TLAC and LTD regulatory requirement, as well as the surplus amount in dollars in excess of each requirement.

(1)    External TLAC includes method 1 GSIB surcharge of 2.0%.

(2)    LTD includes method 2 GSIB surcharge of 3.0%.

As of December 31, 2022, Citi exceeded each of the TLAC and LTD regulatory requirements, resulting in a $29 billion surplus above its binding TLAC requirement of LTD as a percentage of Total Leverage Exposure.

For additional information on Citi’s TLAC-related requirements, see “Liquidity Risk—Total Loss-Absorbing Capacity (TLAC)” below.

Capital Resources (Full Adoption of CECL)(1)

The following tables present Citigroup’s and Citibank’s capital components and ratios under a hypothetical scenario where the full impact of CECL is reflected as of December 31, 2022:

(1)See footnote 2 on the “Components of Citigroup Capital” table above.

(2)Citibank’s required capital ratios were the same under the Standardized Approach and the Advanced Approaches framework.

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Standardized Approach for Counterparty Credit Risk

In 2020, the U.S. banking agencies adopted the Standardized Approach for Counterparty Credit Risk (SA-CCR) to calculate exposure for all derivative contracts at the netting set level. In addition, SA-CCR is used in numerous other instances throughout the regulatory framework, including but not limited to the Supplementary Leverage ratio, certain components of the GSIB score, single counterparty credit limits and legal lending limits.

As previously disclosed, Citi adopted SA-CCR as of the mandatory compliance date of January 1, 2022. Adoption of SA-CCR increased Citigroup’s Standardized RWA by approximately $51 billion, which resulted in a 49 basis points decrease to Citigroup’s CET1 Capital ratio under the Standardized Approach on January 1, 2022.

Adoption of SA-CCR also increased Citigroup’s Advanced RWA by approximately $29 billion, which resulted in a 29 basis points decrease to Citigroup’s CET1 Capital ratio under the Advanced Approaches on January 1, 2022.

Regulatory Capital Standards Developments

Basel III Revisions

As described above, the U.S. banking agencies implemented a number of international capital standards adopted by the Basel Committee on Banking Supervision (Basel Committee), following the Global Financial Crisis regulatory reforms (see the U.S. Basel III rules discussion above). The Basel Committee finalized the Basel III reforms in December 2017, which included revisions to the methodologies in deriving credit, market and operational risk-weighted assets, the imposition of a new aggregate output floor for risk-weighted assets and revisions to the leverage ratio framework.

The U.S. banking agencies may revise the U.S. Basel III rules in the future, in response to the Basel Committee’s final Basel III reforms. For information about risks related to changes in regulatory capital requirements, see “Risk Factors—Strategic Risks” below.

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Tangible Common Equity, Book Value Per Share, Tangible Book Value Per Share and Return on Equity

Tangible common equity (TCE), as defined by Citi, represents common stockholders’ equity less goodwill and identifiable intangible assets (other than mortgage servicing rights (MSRs)). RoTCE represents annualized net income available to common shareholders as a percentage of average TCE. Tangible book value per share represents average TCE divided by average common shares outstanding. Other companies may calculate these measures differently. TCE, RoTCE and tangible book value per share are non-GAAP financial measures. Citi believes TCE, TBV and RoTCE provide

alternative measures of capital strength and performance for

investors, industry analysts and others.

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