Citigroup Files 8-K on Director Changes and Compensation
Ticker: C-PR · Form: 8-K · Filed: May 2, 2024 · CIK: 831001
| Field | Detail |
|---|---|
| Company | Citigroup Inc (C-PR) |
| Form Type | 8-K |
| Filed Date | May 2, 2024 |
| Risk Level | low |
| Pages | 4 |
| Reading Time | 5 min |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, executive-compensation, filing
Related Tickers: CTGP
TL;DR
Citi's 8-K is in: director shakeups, exec pay changes, and shareholder votes are on the docket.
AI Summary
Citigroup Inc. filed an 8-K on May 2, 2024, reporting on the departure of directors, election of new directors, and executive compensation arrangements. The filing also covers the submission of matters to a vote of security holders and includes financial statements and exhibits. Specific details regarding the individuals involved in director changes or compensation adjustments are not provided in this excerpt.
Why It Matters
This filing provides updates on the corporate governance and executive compensation structure of Citigroup, which can influence investor confidence and company strategy.
Risk Assessment
Risk Level: low — This is a routine corporate filing detailing governance and compensation matters, not indicating immediate financial distress or significant operational changes.
Key Players & Entities
- CITIGROUP INC (company) — Filer
- 388 GREENWICH STREET (location) — Business Address
- NEW YORK (location) — Business Address City
- DE (location) — State of Incorporation
FAQ
What specific items were submitted to a vote of security holders?
The filing indicates that matters were submitted to a vote of security holders, but the specific nature of these matters is not detailed in the provided excerpt.
Who are the departing directors or officers?
The filing states there was a departure of directors or certain officers, but the names of these individuals are not included in this excerpt.
Who are the newly elected directors?
The filing mentions the election of directors, but their identities are not specified in the provided text.
What are the details of the compensatory arrangements for certain officers?
The filing notes that there are compensatory arrangements for certain officers, but the specifics of these arrangements are not detailed in this excerpt.
When was this 8-K filing submitted?
This 8-K filing was submitted on May 2, 2024.
Filing Stats: 1,190 words · 5 min read · ~4 pages · Grade level 12.6 · Accepted 2024-05-02 16:08:59
Filing Documents
- c-20240430x8k.htm (8-K) — 125KB
- c-20240430xex10d1.htm (EX-10.1) — 105KB
- c-20240430xex99d1.htm (EX-99.1) — 43KB
- 0001104659-24-056383.txt ( ) — 513KB
- c-20240430.xsd (EX-101.SCH) — 6KB
- c-20240430_def.xml (EX-101.DEF) — 17KB
- c-20240430_lab.xml (EX-101.LAB) — 28KB
- c-20240430_pre.xml (EX-101.PRE) — 17KB
- c-20240430x8k_htm.xml (XML) — 19KB
07 Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders. Citigroup's 2024 Annual Meeting of Stockholders was held on April 30, 2024. At the meeting: (1) 13 persons were elected to serve as directors of Citigroup; (2) the selection of KPMG LLP to serve as the independent registered public accounting firm of Citigroup for 2024 was ratified; (3) an advisory vote to approve our 2023 Executive Compensation was approved; (4) a proposal to approve additional shares for, and a term extension and restatement of, the Citigroup 2019 Stock Incentive Plan was approved; (5) a stockholder proposal requesting an Independent Board Chairman policy was not approved; (6) a stockholder proposal requesting a report on the effectiveness of Citi's policies and practices in respecting Indigenous Peoples' rights in Citi's existing and proposed financing was not approved; (7) a stockholder proposal requesting an amendment to the director resignation by-law had been withdrawn after issuance of the Proxy Statement and no vote was recorded for the proposal; (8) a stockholder proposal requesting a report to shareholders on the risks created by the Company's diversity, equity, and inclusion efforts was not approved; (9) a stockholder proposal requesting a report on risks of politicized de-banking was not approved; and (10) a stockholder proposal requesting a report disclosing the Board's oversight regarding the material risks associated with animal welfare was not approved. 2 Set forth below, with respect to each such matter, are the number of votes cast for or against, the number of abstentions and the number of broker non-votes. FOR AGAINST ABSTAINED BROKER NON-VOTES (1) Election of Directors Nominees Ellen M. Costello 1,349,849,483 17,693,979 2,320,739 206,407,982 Grace E. Dailey 1,349,836,252 17,677,130 2,350,819 206,407,982 Barbara J. Desoer 1,359,033,022 8,373,591 2,457,588 206,407,982 John C. Dugan 1,324,847,082 42,782,463 2,2
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number 10.1 Citigroup 2019 Stock Incentive Plan (as amended and restated as of April 30, 2024). 99.1 Citigroup Inc. securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934 as of the filing date. 104 See the cover page of this Current Report on Form 8-K, formatted in Inline XBRL. 4 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CITIGROUP INC. Dated: May 2, 2024 By: /s/ Brent J. McIntosh Brent J. McIntosh Chief Legal Officer and Corporate Secretary 5