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Citigroup Inc. (Exact Name of Registrant As Specified in Its Charter)

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Citigroup Inc. (Exact Name of Registrant As Specified in Its Charter) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-9924 Citigroup Inc. (Exact name of registrant as specified in its charter) Delaware 52-1568099 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 388 Greenwich Street, New York NY 10013 (Address of principal executive offices) (Zip code) (212) 559-1000 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934 formatted in Inline XBRL: See Exhibit 99.01 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yes ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ Number of shares of Citigroup Inc. common stock outstanding on June 30, 2021: 2,026,785,183 Available on the web at www.citigroup.com CITIGROUP’S SECOND QUARTER 2021—FORM 10-Q OVERVIEW 1 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 3 Executive Summary 3 Summary of Selected Financial Data 6 SEGMENT AND BUSINESS—INCOME AND REVENUES 8 SEGMENT BALANCE SHEET 9 Global Consumer Banking (GCB) 10 North America GCB 12 Latin America GCB 14 Asia GCB 16 Institutional Clients Group 18 Corporate/Other 22 CAPITAL RESOURCES 23 MANAGING GLOBAL RISK TABLE OF CONTENTS 36 MANAGING GLOBAL RISK 37 SIGNIFICANT ACCOUNTING POLICIES AND SIGNIFICANT ESTIMATES 80 DISCLOSURE CONTROLS AND PROCEDURES 85 DISCLOSURE PURSUANT TO SECTION 219 OF THE IRAN THREAT REDUCTION AND SYRIA HUMAN RIGHTS ACT 85 SUPERVISION AND REGULATION 85 FORWARD-LOOKING STATEMENTS 86 FINANCIAL STATEMENTS AND NOTES TABLE OF CONTENTS 89 CONSOLIDATED FINANCIAL STATEMENTS 90 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 98 UNREGISTERED SALES OF EQUITY SECURITIES, REPURCHASES OF EQUITY SECURITIES AND DIVIDENDS 216 OVERVIEW This Quarterly Report on Form 10-Q should be read in conjunction with Citigroup’s Annual Report on Form 10-K for the year ended December 31, 2020 (2020 Annual Report on Form 10-K) and Citigroup’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (First Quarter of 2021 Form 10-Q). Additional information about Citigroup is available on Citi’s website at www.citigroup.com. Citigroup’s annual reports on Form 10-K, quarterly reports on Form 10-Q and proxy statements, as well as other filings with the U.S. Securities and Exchange Commission (SEC), are available and accessible free of charge on Citi’s website by clicking on the “Investors” tab and selecting “SEC Filings,” then “Citigroup Inc.” The SEC’s website also contains current reports on Form 8-K and other information regarding Citi at www.sec.gov. Certain reclassifications and updates have been made to the prior periods’ financial statements and disclosures to conform to the current period’s presentation. For additional information, see footnote 1 to “Summary of Selected Financial Data” and “Segment and Business—Income (Loss) and Revenues” below and Notes 1 and 3 to the Consolidated Financial Statements. Throughout this report, “Citigroup,” “Citi” and “the Company” refer to Citigroup Inc. and its consolidated subsidiaries. Please see “Risk Factors” in Citi’s 2020 Annual Report on Form 10-K for a discussion of material risks and uncertainties that could impact Citigroup’s businesses, results of operations and financial condition. 1 Citigroup is managed pursuant to two business segments: Global Consumer Banking and Institutional Clients Group, with the remaining operations in Corporate/Other. Citigroup Segments Global Institutional Consumer Banking Clients Group (GCB) (ICG) • North America • Banking • Latin America(1) – Investment banking – Treasury and trade solutions • Asia(2) – Corporate lending Consisting of: – Private bank • Retail banking and wealth • Markets and securities services management, including – Fixed income markets – Residential real estate – Equity markets – Small business banking – Securities services • Citi-branded cards in all regions • Citi retail services in North America Corporate/Other • Corporate Treasury • Operations and technology • Global staff functions and other corporate expenses • Legacy non-core assets: – Consumer loans – Certain portfolios of securities, loans and other assets • Discontinued operations The following are the four regions in which Citigroup operates. The regional results are fully reflected in the segment and Corporate/Other results above. Citigroup Regions(3) Europe, North Middle East Latin Asia America and Africa America (EMEA) (1) Latin America GCB consists of Citi’s consumer banking business in Mexico. (2) Asia GCB includes the results of operations of GCB activities in certain EMEA countries for all periods presented. (3) North America includes the U.S., Canada and Puerto Rico, Latin America includes Mexico and Asia includes Japan. As previously disclosed, Citi will focus its consumer banking franchise in Asia and EMEA on four wealth centers—Singapore, Hong Kong, the United Arab Emirates (UAE) and London—and is pursuing exits of its consumer franchises in 13 markets across the two regions. ICG will continue to serve clients, including its commercial banking clients, in all of these markets. For additional information, see “Executive Summary” and “Asia GCB” in Citi’s First Quarter of 2021 Form 10-Q. For information regarding risks related to Citi’s exits in the 13 markets, see “Forward-Looking Statements” below. 2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS EXECUTIVE SUMMARY Second Quarter of 2021 Results Summary Second Quarter of 2021—Results Demonstrated Progress Citigroup Across the Franchise Citigroup reported net income of $6.2 billion, or $2.85 per As described further throughout this Executive Summary, share, compared to net income of $1.1 billion, or $0.38 per during the second quarter of 2021: share, in the prior-year period. The increase in net income was driven by lower cost of credit, partially offset by lower • Citi’s earnings increased significantly versus the prior- revenues and higher expenses. Citigroup’s effective tax rate year period, largely reflecting an allowance for credit loss was 16% in the current quarter compared to 5% in the second (ACL) release of $2.4 billion as a result of an quarter of 2020. The current quarter tax rate reflects certain improvement in portfolio quality as well as the continued tax benefit items related to non-U.S. operations. For additional improvement in Citi’s macroeconomic outlook (see “Cost information on Citi’s tax rate, see “Income Taxes” below. of Credit” below). Earnings per share also increased significantly, reflecting the • Citi’s revenues declined, as continued strength in equity increase in net income, as well as a slight decline in average markets, the private bank and securities services in diluted shares outstanding. Institutional Clients Group (ICG) was more than offset by Citigroup revenues of $17.5 billion in the second quarter normalization in market activity in fixed income markets of 2021 decreased 12% from the prior-year period, primarily within ICG and lower average card loans in Global reflecting lower revenues in both GCB and ICG. Consumer Banking (GCB), as well as the impact of lower Citigroup’s end-of-period loans decreased 1% to $677 interest rates. billion. Excluding the impact of foreign currency translation • Citi continued to invest in its transformation, including into U.S. dollars for reporting purposes (FX translation), infrastructure supporting its risk and control environment, Citigroup’s end-of-period loans decreased 3%, reflecting a as well as other strategic investments. higher level of repayments in both GCB and ICG. Citigroup’s • Citi had deposit growth across GCB and ICG, reflecting end-of-period deposits increased 6% to $1.3 trillion. consistent client engagement, with both corporate and Excluding the impact of FX translation,
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