C DEF 14A DEF-14A Report April 28, 2015 | Alphaminr
CITIGROUP INC

C DEF 14A Report ended April 28, 2015

CITIGROUP INC
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TABLE OF CONTENTS
PROXY STATEMENT HIGHLIGHTSMISSION STATEMENTABOUT THE ANNUAL MEETINGHOW WE HAVE DONEAnnual ReportprintCORPORATE GOVERNANCECorporate Governance GuidelinesprintDirector IndependenceprintMeetings of the Board of Directors and CommitteesprintMeetings of Non-Management DirectorsprintBoard Leadership StructureprintBoard DiversityprintBoards Role in Risk OversightprintCommittees of the Board of DirectorsprintInvolvement in Certain Legal ProceedingsprintCertain Transactions and Relationships, Compensation Committee Interlocks, and Insider ParticipationprintIndebtednessprintBusiness Practices CommitteesprintCode of Ethics for Financial ProfessionalsprintEthics HotlineprintCode of ConductprintCommunications with the BoardprintSTOCK OWNERSHIPSECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCEPROPOSAL 1: ELECTION OF DIRECTORSDirector Criteria and Nomination ProcessprintDirector QualificationsprintThe NomineesprintDirectors CompensationprintAUDIT COMMITTEE REPORTPROPOSAL 2: RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMPROPOSAL 3: ADVISORY VOTE TO APPROVE CITIS 2014 EXECUTIVE COMPENSATIONOur Shareholder EngagementprintCompensation Discussion and AnalysisprintExecutive Summaryprint2014 Company PerformanceprintCitis Executive Compensation AwardsprintRisk and Citis Incentive Compensation ProgramsprintCitis Additional Executive Compensation PoliciesprintThe Personnel and Compensation Committee Reportprint2014 Summary Compensation Table and Compensation InformationprintManagement Analysis of Potential Adverse Effects of Compensation PlansprintPROPOSAL 4: APPROVAL OF ADDITIONAL AUTHORIZED SHARES UNDER THE CITIGROUP 2014 STOCK INCENTIVE PLANStockholder ProposalsSubmission of Future Stockholder ProposalsCost of Annual Meeting and Proxy SolicitationHouseholdingDirections to Annual Meeting LocationANNEXESAnnex A - Additional Information Regarding Proposal 3 A-1printScorecard Glossary A-1printCitigroup Non-U.S. GAAP Financial Measures Reconciliations A-3printAnnex B - Additional Information Regarding Proposal 4 B-1printSupplemental Information on Equity Plan Grants B-1printDescription of the Citigroup 2014 Stock Incentive Plan B-2printCertain United States Federal Income Tax Consequences B-7printEquity Compensation Plan Information B-9printCitigroup 2014 Stock Incentive Plan (as amended and restatedeffective April 28, 2015, subject to approval by stockholders) B-10print