8-KLeadership ChangesExhibits & Filings

CITIGROUP INC 8-K Report, Executive Changes (Aug 13, 2021)

Filed August 13, 2021For Securities:CC-PNC-PR

Summary

Citigroup Inc. (Citi) has announced a new compensation program for key senior leaders, including its Chief Financial Officer and heads of Institutional Clients Group and Enterprise Operations and Technology. This program is directly tied to the company's ongoing "Transformation Program" aimed at improving its risk and control environment, operations, and client service. The incentive structure links a portion of executive compensation to the successful achievement of specific transformation goals over a multi-year period, running from August 2021 through December 2024. This initiative underscores the company's commitment to holding senior leadership accountable for critical business improvements. The compensation is contingent upon the submission and timely execution of transformation plans to regulators, risk reduction, operational efficiency, and effective leadership. The structure includes potential for up to $5 million in additional compensation for the named executives, with payments phased over several years and the final payment indexed to stock performance. This aligns executive incentives with long-term strategic objectives and risk management enhancements.

Key Highlights

  • 1New executive compensation program linked to Citi's "Transformation Program" focused on risk, controls, operations, and client service.
  • 2Key executives, including the CFO and heads of ICG and Enterprise Operations & Technology, are eligible for additional compensation.
  • 3Compensation is contingent on achieving specific transformation goals and satisfying regulatory requirements from August 2021 to December 2024.
  • 4Eligible executives can earn up to an additional $5 million, payable in installments in February 2023, February 2024, and February 2025.
  • 5The final payment is indexed to changes in Citi's common stock value.
  • 6The program emphasizes accountability for risk reduction, operational execution, and leadership quality.
  • 7Provisions for clawback in case of misconduct are included.

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