U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 16, 2003 --------------------------- Citigroup Inc. -------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-9924 52-1568099 --------------- ----------- ------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 399 Park Avenue, New York, New York 10043 -------------------------------------------------------- (Address of principal executive offices) (Zip Code) (212) 559-1000 -------------------------------------------------------- (Registrant's telephone number, including area code) Citigroup Inc. Current Report on Form 8-K ITEM 5. OTHER EVENTS. On July 16, 2003, Citigroup Inc. announced that Charles O. Prince, 53, will become Citigroup's Chief Executive Officer and Robert B. Willumstad, 57, President, will become Chief Operating Officer by January 1, 2004. Both were elected to the Citigroup Board of Directors yesterday. Sanford I. Weill will remain Chairman of the Board until the 2006 Annual Meeting of Citigroup shareholders, focusing on the company's relationships with customers and government officials and providing input on strategic issues. A press release announcing these matters was issued on July 16, 2003, a copy of which is being filed as Exhibit 99.1 to this Form 8-K and which is incorporated herein by reference in its entirety. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits Exhibit Number -------------- 99.1 Press Release, dated July 16, 2003, issued by Citigroup Inc. 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. Dated: July 16, 2003 CITIGROUP INC. By: /s/ William P. Hannon --------------------------------- Name: William P. Hannon Title: Controller and Chief Accounting Officer EXHIBIT INDEX Exhibit Number - -------------- 99.1 Press Release, dated July 16, 2003, issued by Citigroup Inc.