Mariana 10:10 Plan – May 2024

English law governed notes

Citigroup Global Markets Limited (http://www.citigroup.com/). The product issuer is  Citigroup Global Markets Funding Luxembourg S.C.A. with a guarantee by Citigroup  Global Markets Limited.

The product is designed to provide a return in the form of a cash payment on  termination of the product. The timing and amount of this payment will depend on the  change in value of the preference shares, which in turn will depend on the  performance of the underlying. The product has a fixed term and will terminate on the  maturity date, unless terminated early. The payment at maturity will not exceed GBP  1.77 (Option 1), 1.90 (Option 2) or 2.02 (Option 2). If, at maturity, the final reference level of the underlying has fallen below 70.00%  of the initial reference level, the product may return less than the product notional  amount or even zero.

Early termination following an autocall: The product will terminate prior to the  maturity date if, on any autocall observation date, the reference level is at or above the autocall barrier level. On any such early termination, you will on the immediately  following autocall payment date receive a cash payment equal to the applicable  autocall payment. The relevant dates and autocall payments are shown in the table(s)  in the key information documents.

Termination on the maturity date: If the product has not terminated early, on the  maturity date you will receive:

Option 1

1. if the final reference level is at or above 82.50% of the initial reference level, a cash  payment equal to GBP 1.77;

2. if the final reference level is at or above 70.00% of the initial reference level and  below 82.50% of the initial reference level, a cash payment equal to GBP 1.00;

Option 2

1. if the final reference level is at or above the initial reference level, a cash payment  equal to GBP 1.90;

2. if the final reference level is at or above 70.00% of the initial reference level and  below the initial reference level, a cash payment equal to GBP 1.00;

Option 3

1. if the final reference level is at or above 105.00% of the initial reference level, a cash payment equal to GBP 2.02;

2. if the final reference level is at or above 70.00% of the initial reference level and  below 105.00% of the initial reference level, a cash payment equal to GBP 1.00;

For all 3 options;

3. if the final reference level is below 70.00% of the initial reference level, a cash  payment directly linked to the performance of the underlying. The cash payment will  equal (i) the product notional amount multiplied by (ii) (A) the final reference level  divided by (B) the initial reference level.

Investors should note that the payments described above are based on the expected  value of the preference shares. Therefore any return you may receive on the product  depends directly on the value of the preference shares. As such, your return is only  indirectly dependent on the underlying.

Under the product terms, certain dates specified above and below will be adjusted if  the respective date is either not a business day or not a trading day (as applicable).  Any adjustments may affect the return, if any, you receive.

The product terms also provide that if certain exceptional events occur (1) adjustments may be made to the product and/or (2) the issuer may terminate the product, as  applicable, early. These events are specified in the product terms and principally relate to the product and the issuer. The preference shares in turn contain provisions  allowing the preference shares to be adjusted or terminated early in the case of certain exceptional events, in particular relating to the underlying. Any such adjustments or  early termination are likely to affect the amount and timing of return you receive under  the product, meaning the return (if any) that you receive on such early termination is  likely to be different from the scenarios described above and may be less than the  amount you invested.

The product is intended to be offered to retail investors who fulfil all of the criteria below:

1. they have the ability to make an informed investment decision through sufficient  knowledge and understanding of the product and its specific risks and rewards, either  independently or through professional advice, and they may have experience of  investing in and/or holding a number of similar products providing a similar market  exposure;

2. they seek income and/or capital growth, expect the movement in the underlying to  perform in a way that generates a positive return. They have a long investment horizon and understand that the product may terminate early;

3. they are able to bear a total loss of their initial investment, consistent with the  redemption profile of the product at maturity (market risk);

4. they accept the risk that the issuer or guarantor could fail to pay or perform its  obligations under the product irrespective of the redemption profile of the product  (credit risk);

5. they are willing to accept a level of risk of 5 out of 7 to achieve potential returns,  which reflects a medium-high risk (as shown in the summary risk indicator in the key information document which takes into account both market risk and credit risk).