Citigroup Capital Ix Sample Contracts

Citigroup Capital Ix – RESTATED BY-LAWS of CITIGROUP GLOBAL MARKETS HOLDINGS INC. (a New York corporation) February 6, 2007 (March 7th, 2016)
Citigroup Capital Ix – CITIGROUP GLOBAL MARKETS HOLDINGS INC. Issuer CITIGROUP INC. Guarantor INDENTURE Dated as of , 2016 Senior Debt Securities THE BANK OF NEW YORK MELLON Trustee (March 7th, 2016)

INDENTURE dated as of , 2016, by and between Citigroup Global Markets Holdings Inc., a corporation organized and existing under the laws of the State of New York (the “Company”), Citigroup Inc., a corporation organized and existing under the laws of the State of Delaware, as guarantor (the “Guarantor”), and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”).

Citigroup Capital Ix – Restated Certificate of Incorporation of Salomon Smith Barney Holdings Inc. under section 807 of the Business Corporation Law (March 7th, 2016)
Citigroup Capital Ix – CITIGROUP INC. INDENTURE Dated as of , 2013 Senior Debt Securities THE BANK OF NEW YORK MELLON Trustee (November 13th, 2013)

INDENTURE dated as of , 2013, between Citigroup Inc., a corporation organized and existing under the laws of the State of Delaware, as the Company, and The Bank of New York Mellon, a New York banking corporation, as Trustee.

Citigroup Capital Ix – SECOND SUPPLEMENTAL INDENTURE (December 26th, 2002)

Exhibit 4.30 CITIGROUP INC. AND THE CHASE MANHATTAN BANK SECOND SUPPLEMENTAL INDENTURE Dated as of September 6, 2001 Supplemental to Indenture dated as of October 7, 1996 providing for the issuance of Debt Securities SECOND SUPPLEMENTAL INDENTURE, dated as of September 6, 2001 (the "Second Supplemental Indenture"), between Citigroup Inc. (formerly Travelers Group Inc.), a Delaware corporation (the "Company"), and The Chase Manhattan Bank, a New York banking association, as trustee (the "Trustee"), under the Indenture dated as of October 7, 1996 (as supplemented, the "Indenture"). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Indenture.

Citigroup Capital Ix – MEDIUM-TERM SENIOR NOTE, SERIES F, (December 26th, 2002)

Exhibit 4.17 REGISTERED PRINCIPAL AMOUNT NO. FX ___ OR FACE AMOUNT: $______________________ CUSIP:_________________ CITIGROUP INC. MEDIUM-TERM SENIOR NOTE, SERIES F, DUE NINE MONTHS OR MORE FROM THE DATE OF ISSUE (FIXED RATE) IF APPLICABLE, THE "TOTAL AMOUNT OF OID" AND "YIELD TO MATURITY" SET FORTH BELOW WILL BE COMPLETED SOLELY FOR THE PURPOSES OF APPLYING THE UNITED STATES FEDERAL INCOME TAX ORIGINAL ISSUE DISCOUNT ("OID") RULES. Issue Price: Original Issue Dat

Citigroup Capital Ix – MEDIUM-TERM SENIOR NOTE, SERIES E, (March 21st, 2001)

1 Exhibit 4.15 REGISTERED PRINCIPAL AMOUNT NO. FX ___ OR FACE AMOUNT: $______________________ CUSIP:_________________ CITIGROUP INC. MEDIUM-TERM SENIOR NOTE, SERIES E, DUE NINE MONTHS OR MORE FROM THE DATE OF ISSUE (FIXED RATE) IF APPLICABLE, THE "TOTAL AMOUNT OF OID" AND "YIELD TO MATURITY" SET FORTH BELOW WILL BE COMPLETED SOLELY FOR THE PURPOSES OF APPLYING THE UNITED STATES FEDERAL INCOME TAX ORIGINAL ISSUE DISCOUNT ("OID") RULES. Issue Price: Original Issu

Citigroup Capital Ix – Indenture (March 21st, 2001)

1 EXHIBIT 4.10 ================================================================================ CITIGROUP INC. and BANK ONE TRUST COMPANY, N.A. Trustee _________________ Indenture Dated as of ________, 2001 _________________ Providing for the Issuance of Subordinated Debt Securities ================================================================================ 2 This Cross Reference Sheet, showing the location in the Indenture of the provisions inserted pursuant to Section 310-318(a), inclusive, of the Trust Indenture Act of 1939, as amended, is not to be considered a part of the Indenture. TRUST IND

Citigroup Capital Ix – MEDIUM-TERM SENIOR NOTE, SERIES D, (November 7th, 2000)

1 Exhibit 4.17 REGISTERED PRINCIPAL AMOUNT NO. FX OR FACE AMOUNT: --- $ ------------------ CUSIP: ------------- CITIGROUP INC. MEDIUM-TERM SENIOR NOTE, SERIES D, DUE NINE MONTHS OR MORE FROM THE DATE OF ISSUE (FIXED RATE) IF APPLICABLE, THE "TOTAL AMOUNT OF OID" AND "YIELD TO MATURITY" SET FORTH BELOW WILL BE COMPLETED SOLELY FOR THE PURPOSES OF APPLYING THE UNITED STATES FEDERAL INCOME TAX ORIGINAL ISSUE DISCOUNT ("OID") RULES. Issue Price: Original Issue Date: Interest Rate:

Citigroup Capital Ix – MEDIUM-TERM SENIOR NOTE, SERIES C, (May 26th, 2000)

1 Exhibit 4.17 REGISTERED PRINCIPAL AMOUNT NO. FX OR FACE AMOUNT: --- $ ------------------ CUSIP: ------------- CITIGROUP INC. MEDIUM-TERM SENIOR NOTE, SERIES C, DUE NINE MONTHS OR MORE FROM THE DATE OF ISSUE (FIXED RATE) IF APPLICABLE, THE "TOTAL AMOUNT OF OID" AND "YIELD TO MATURITY" SET FORTH BELOW WILL BE COMPLETED SOLELY FOR THE PURPOSES OF APPLYING THE UNITED STATES FEDERAL INCOME TAX ORIGINAL ISSUE DISCOUNT ("OID") RULES. Issue Price: Original Issue Date: Interest Rate:

Citigroup Capital Ix – SECOND SUPPLEMENTAL INDENTURE (January 22nd, 1999)

Exhibit 4.44 CITIGROUP INC. AND THE FIRST NATIONAL BANK OF CHICAGO SECOND SUPPLEMENTAL INDENTURE Dated as of January 21, 1999 Supplemental to Indenture dated as of July 17, 1998 providing for the issuance of Subordinated Debt Securities SECOND SUPPLEMENTAL INDENTURE, dated as of January 21, 1999 (the "Second Supplemental Indenture"), between Citigroup Inc. (formerly Travelers Group Inc.), a Delaware corporation (the "Company"), and The First National Bank of Chicago, a banking association organized and existing under the laws of the United States, as trustee (the "Trustee"), under the Indenture dated as of July 17, 1998, as supplemented by the First Supplemental Indenture, dated

Citigroup Capital Ix – CAPITAL SECURITIES GUARANTEE AGREEMENT (December 15th, 1998)

Exhibit 4.38 =========================== CAPITAL SECURITIES GUARANTEE AGREEMENT Citigroup Capital IX Dated as of [ ], [ ] =========================== TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1 Definitions and Interpretation................................. 1 ARTICLE II TRUST INDENTURE ACT SECTION 2.1 Trust Indenture Act; Application............................... 4 SECTION 2.2 Lists of Holders of Securities........

Citigroup Capital Ix – CAPITAL SECURITIES GUARANTEE AGREEMENT (December 15th, 1998)

Exhibit 4.41 ============================ CAPITAL SECURITIES GUARANTEE AGREEMENT Citigroup Capital XII Dated as of [ ], [ ] ============================ TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1 Definitions and Interpretation................................. 1 ARTICLE II TRUST INDENTURE ACT SECTION 2.1 Trust Indenture Act; Application............................... 4 SECTION 2.2 Lists of Holders of Securities......

Citigroup Capital Ix – CERTIFICATE OF INCORPORATION (December 15th, 1998)

Exhibit 4.01 RESTATED CERTIFICATE OF INCORPORATION OF CITIGROUP INC. Citigroup Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: The name of the corporation is Citigroup Inc. (hereinafter the "Corporation") and the date of filing of its original Certificate of Incorporation with the Delaware Secretary of State is March 8, 1988. The name under which the Corporation filed its Certificate of Incorporation is Commercial Credit Group, Inc. The text of the Certificate of Incorporation as amended or supplemented heretofore is hereby restated and integrated, but not amended, to read as herein set forth in full and there is no discrepancy between the provisions of the Certificate of Incorpora

Citigroup Capital Ix – FIRST SUPPLEMENTAL INDENTURE (December 15th, 1998)

Exhibit 4.32 CITIGROUP INC. AND THE CHASE MANHATTAN BANK FIRST SUPPLEMENTAL INDENTURE Dated as of December 15, 1998 Supplemental to Indenture dated as of October 7, 1996 providing for the issuance of Debt Securities FIRST SUPPLEMENTAL INDENTURE, dated as of December 15, 1998 (the "First Supplemental Indenture"), between Citigroup Inc. (formerly Travelers Group Inc.), a Delaware corporation (the "Company"), and The Chase Manhattan Bank, a New York banking association, as trustee (the "Trustee"), under the Indenture dated as of October 7, 1996 (as supplemented, the "Indenture"). WHEREAS, pursuant to Section 9.1(8) of the Indenture, the Company and the Trustee may enter into a

Citigroup Capital Ix – CAPITAL SECURITIES GUARANTEE AGREEMENT (December 15th, 1998)

Exhibit 4.37 ============================= CAPITAL SECURITIES GUARANTEE AGREEMENT Citigroup Capital VIII Dated as of [ ], [ ] ============================= TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1 Definitions and Interpretation........................... 1 ARTICLE II TRUST INDENTURE ACT SECTION 2.1 Trust Indenture Act; Application......................... 4 SECTION 2.2

Citigroup Capital Ix – CAPITAL SECURITIES GUARANTEE AGREEMENT (December 15th, 1998)

Exhibit 4.39 ========================= CAPITAL SECURITIES GUARANTEE AGREEMENT Citigroup Capital X Dated as of [ ], [ ] ========================= TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1 Definitions and Interpretation................................. 1 ARTICLE II TRUST INDENTURE ACT SECTION 2.1 Trust Indenture Act; Application............................... 4 SECTION 2.2 Lists of Holders of Securities...........

Citigroup Capital Ix – FIRST SUPPLEMENTAL INDENTURE (December 15th, 1998)

Exhibit 4.09 CITIGROUP INC. AND THE FIRST NATIONAL BANK OF CHICAGO FIRST SUPPLEMENTAL INDENTURE Dated as of December 15, 1998 Supplemental to Indenture dated as of July 17, 1998 providing for the issuance of Subordinated Debt Securities FIRST SUPPLEMENTAL INDENTURE, dated as of December 15, 1998 (the "First Supplemen tal Indenture"), between Citigroup Inc. (formerly Travelers Group Inc.), a Delaware corporation (the "Company"), and The First National Bank of Chicago, a banking association organized and existing under the laws of the United States, as trustee (the "Trustee"), under the Indenture dated as of July 17, 1998 (as supplemented, the "Indenture"). WHEREAS, pursuant to Section 13

Citigroup Capital Ix – CAPITAL SECURITIES GUARANTEE AGREEMENT (December 15th, 1998)

Exhibit 4.42 ========================== CAPITAL SECURITIES GUARANTEE AGREEMENT Citigroup Capital XIII Dated as of [ ], [ ] ========================== TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1 Definitions and Interpretation................................. 1 ARTICLE II TRUST INDENTURE ACT SECTION 2.1 Trust Indenture Act; Application............................... 4 SECTION 2.2 Lists of Holders of Securities........

Citigroup Capital Ix – MEDIUM-TERM SENIOR NOTE, SERIES A (December 15th, 1998)

Exhibit 4.14 REGISTERED PRINCIPAL AMOUNT OR FACE AMOUNT NO. FX ___ CITIGROUP INC. CUSIP MEDIUM-TERM SENIOR NOTE, SERIES A (FIXED RATE) Due Nine Months or More from the Date of Issue IF APPLICABLE, THE "TOTAL AMOUNT OF OID" AND "YIELD TO MATURITY" SET FORTH BELOW WILL BE COMPLETED SOLELY FOR THE PURPOSES OF APPLYING THE UNITED STATES FEDERAL INCOME TAX ORIGINAL ISSUE DISCOUNT ("OID") RULES. Issue Price: Original Issue Date: Interest Rate: Stated Maturity: Specified Currency (If other than U.S. dollars): Authorized Denominations: (If other than as set forth i

Citigroup Capital Ix – CAPITAL SECURITIES GUARANTEE AGREEMENT (December 15th, 1998)

Exhibit 4.40 ============================= CAPITAL SECURITIES GUARANTEE AGREEMENT Citigroup Capital XI Dated as of [ ], [ ] ============================= TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1 Definitions and Interpretation................................. 1 ARTICLE II TRUST INDENTURE ACT SECTION 2.1 Trust Indenture Act; Application............................... 4 SECTION 2.2 Lists of Holders of Securities......