Common use of Participant’s Consent Clause in Contracts

Participant’s Consent. BY ACCEPTING THE AWARD, PARTICIPANT EXPLICITLY CONSENTS (I) TO THE USE OF PARTICIPANT’S PERSONAL INFORMATION FOR THE PURPOSE OF BEING CONSIDERED FOR PARTICIPATION IN FUTURE EQUITY, DEFERRED CASH OR OTHER AWARD PROGRAMS (TO THE EXTENT HE/SHE IS ELIGIBLE UNDER THE TERMS OF SUCH PLAN OR PROGRAM, AND WITHOUT ANY GUARANTEE THAT ANY AWARD WILL BE MADE); AND (II) TO THE USE, TRANSFER, PROCESSING AND STORAGE, ELECTRONICALLY OR OTHERWISE, OF HIS/HER PERSONAL INFORMATION, AS SUCH USE HAS OCCURRED TO DATE, AND AS SUCH USE MAY OCCUR IN THE FUTURE, IN CONNECTION WITH THIS OR ANY OTHER EQUITY OR OTHER AWARD, AS DESCRIBED ABOVE. *** Appendix A Example of Determination of Relative TSR Company TSR Citigroup 1.32 Peer 1 1.50 Peer 2 1.40 Peer 3 1.30 Peer 4 1.20 Peer 5 1.10 Peer 6 0.95 Peer 7 0.85 75th percentile TSR, defined as the average TSR of 2nd and 3rd ranked peers = 1.35. 50th percentile TSR, defined as the average TSR of 4th and 5th ranked peers = 1.15. 25th percentile TSR, defined as the average TSR of 6th and 7th ranked peers = 0.90. At the 50th percentile, the result of the relative TSR metric is 100% of one half of Target PSUs. At the 75th percentile, the result of the relative TSR metric is 150% of one half of Target PSUs. Accordingly, as the relative TSR of Citigroup in this example is between the 50th percentile and the 75th percentile, straight-line interpolation is used to determine the relative TSR:

Participant’s Consent. BY ACCEPTING THE AWARD, PARTICIPANT EXPLICITLY CONSENTS (I) TO THE USE OF PARTICIPANT’S PERSONAL INFORMATION FOR THE PURPOSE OF BEING CONSIDERED FOR PARTICIPATION IN FUTURE EQUITY, DEFERRED CASH OR OTHER AWARD PROGRAMS (TO THE EXTENT HE/SHE IS ELIGIBLE UNDER THE TERMS OF SUCH PLAN OR PROGRAM, AND WITHOUT ANY GUARANTEE THAT ANY AWARD WILL BE MADE); AND (II) TO THE USE, TRANSFER, PROCESSING AND STORAGE, ELECTRONICALLY OR OTHERWISE, OF HIS/HER PERSONAL INFORMATION, AS SUCH USE HAS OCCURRED TO DATE, AND AS SUCH USE MAY OCCUR IN THE FUTURE, IN CONNECTION WITH THIS OR ANY OTHER EQUITY OR OTHER AWARD, AS DESCRIBED ABOVE. *** Appendix A Example of Determination of Relative TSR Company TSR Citigroup 1.32 Peer 1 1.50 Peer 2 1.40 Peer 3 1.30 Peer 4 1.20 Peer 5 1.10 Peer 6 0.95 Peer 7 0.85 75th percentile TSR, defined as the average TSR of 2nd and 3rd ranked peers = 1.35. 50th percentile TSR, defined as the average TSR of 4th and 5th ranked peers = 1.15. 25th percentile TSR, defined as the average TSR of 6th and 7th ranked peers = 0.90. At the 50th percentile, the result of the relative TSR metric is 100% of one half of Target PSUs. At the 75th percentile, the result of the relative TSR metric is 150% of one half of Target PSUs. Accordingly, as the relative TSR of Citigroup in this example is between the 50th percentile and the 75th percentile, straight-line interpolation is used to determine the relative TSR:

Participant’s Consent. BY ACCEPTING THE AWARD, PARTICIPANT EXPLICITLY CONSENTS (I) TO THE USE OF PARTICIPANT’S PERSONAL INFORMATION FOR THE PURPOSE OF BEING CONSIDERED FOR PARTICIPATION IN FUTURE EQUITY, DEFERRED CASH OR OTHER AWARD PROGRAMS (TO THE EXTENT HE/SHE HE IS ELIGIBLE UNDER THE TERMS OF SUCH PLAN OR PROGRAM, AND WITHOUT ANY GUARANTEE THAT ANY AWARD WILL BE MADE); AND (II) TO THE USE, TRANSFER, PROCESSING AND STORAGE, ELECTRONICALLY OR OTHERWISE, OF HIS/HER HIS PERSONAL INFORMATION, AS SUCH USE HAS OCCURRED TO DATE, AND AS SUCH USE MAY OCCUR IN THE FUTURE, IN CONNECTION WITH THIS OR ANY OTHER EQUITY OR OTHER AWARD, AS DESCRIBED ABOVE. *** Appendix A Example of Determination of Relative TSR Company TSR Citigroup 1.32 Peer 1 1.50 Peer 2 1.40 Peer 3 1.30 Peer 4 1.20 Peer 5 1.10 Peer 6 0.95 Peer 7 0.85 75th percentile TSR, TSR is defined as the average TSR of 2nd Peer 2 and 3rd ranked peers Peer 3 = 1.35. 50th percentile TSR, TSR is defined as the average TSR of 4th Peer 4 and 5th ranked peers Peer 5 = 1.15. 25th percentile TSR, TSR is defined as the average TSR of 6th Peer 6 and 7th ranked peers Peer 7 = 0.90. Accordingly, the TSR of Citigroup is between the 50th percentile and the 75th percentile. At the 50th percentile, the result of the relative TSR metric is 100% of one half of Target PSUs. At the 75th percentile, the result of the relative TSR metric is 150% of one half of Target PSUs. Accordingly, as the The relative TSR of Citigroup metric in this example is between the 50th percentile and the 75th percentilelinearly interpolated result, straight-line interpolation is used to determine the relative TSRas follows: