Highlights:

Kard’s commerce media and rewards platform will help Citi deliver more personalized credit card rewards and offers for customers and create new engagement opportunities for merchants
The proposed acquisition aims to combine Citi’s scale with Kard’s technology, talent and brand relationships to enable a superior consumer and merchant experience
This move will advance Citi’s Investor Day priorities and further strengthen its commerce ecosystem strategy

Citi’s U.S. Consumer Cards business today announced that it has entered into an agreement to acquire Kard Financial, Inc. (Kard), a company that operates a commerce media and rewards platform that helps banks and fintechs deepen customer engagement through personalized offers.

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With billions of transactions and a network of leading fintechs, banks and neobanks, Kard provides an innovative commerce media platform that connects financial institutions and merchants through verified transaction data and merchant-funded rewards. Its embedded, machine learning-powered personalization and matching capabilities simplify rewards for issuers, deliver meaningful value to customers and help brands reach high-intent consumers with measurable outcomes.

By combining Citi’s scale and payments expertise with Kard’s technology, talent and merchant relationships, the proposed acquisition will strengthen Citi’s commerce ecosystem, enabling more personalized rewards and offers while creating new opportunities to connect customers, merchants and brands.

"We’re focused on helping customers get more value from their everyday spending," said Abhinav Anand, Citi’s Head of Value Cards, Lending and Commerce. "Kard has built advanced capabilities that complement our vision for the future of commerce and loyalty. With this acquisition, we believe we can work with Kard to accelerate innovation and deliver more personalized experiences for customers while creating new opportunities for brands and merchants to reach, engage and reward consumers in more meaningful ways."

"Joining forces with Citi marks an exciting new chapter for Kard, our team and our customers," said Ben Mackinnon, Kard’s Founder and Chief Executive Officer. "I started Kard with the goal of building more rewarding experiences for consumers. Now being able to do that for Citi’s 70 million cardmembers¹, on top of the millions we support today, accelerates that original vision towards building the future of commerce."

Terms of the transaction were not disclosed and are not material to Citi’s financial results. The transaction is subject to satisfaction of customary closing conditions. Until the transaction closes, Citi and Kard will continue to operate as independent organizations. Keefe, Bruyette & Woods, A Stifel Company, acted as exclusive financial advisor to Kard in connection with the transaction. Sullivan & Cromwell LLP acted as counsel to Citi and Latham & Watkins LLP acted as counsel to Kard.

¹As of December 31, 2025. Includes General Purpose and Private Label Credit Cards and Installment Lending, primarily in the U.S.

About Citi

Citi is a preeminent banking partner for institutions with cross-border needs, a global leader in wealth management and a valued personal bank in its home market of the United States. Citi does business in more than 180 countries and jurisdictions, providing corporations, governments, investors, institutions and individuals with a broad range of financial products and services.

Additional information may be found at www.citigroup.com | X: @Citi | LinkedIn: www.linkedin.com/company/citi | YouTube: www.youtube.com/citi | Facebook: www.facebook.com/citi

About Kard

Kard is the leading rewards infrastructure powering next-generation personalized rewards through a commerce media network. Using predictive AI and first-party transaction data, Kard helps financial institutions, fintechs, and brands understand and influence real consumer spend. Its flexible, API-driven platform enables partners to deliver personalized, data-driven rewards that deepen engagement, build loyalty, and turn rewards into revenue-generating marketing channels. Kard is backed by leading investors including Underscore Ventures, Fin Capital, and Tiger Global.

Certain statements in this release are "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. These statements are not guarantees of future results or occurrences. Actual results may differ materially from those included in these statements due to a variety of factors. These factors include, among others, satisfaction of the closing conditions to the transaction, including required regulatory approvals; and the precautionary statements included in this release. These factors also consist of those contained in Citi’s filings with the U.S. Securities and Exchange Commission, including, without limitation, the "Risk Factors" section of Citi’s 2025 Form 10-K. Any forward-looking statements made by or on behalf of Citi speak only as to the date they are made, and Citi does not undertake to update forward-looking statements to reflect the impact of circumstances or events that arise after the date the forward-looking statements were made.

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Media Contact:

Laura Barganier

718-248-4010

laura.barganier@citi.com