8-K 1 y09600e8vk.txt CITIGROUP GLOBAL MARKETS HOLDINGS INC. UNITED STATES 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) May 31, 2005 --------------------------- Citigroup Global Markets Holdings Inc. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) New York 1-15286 11-2418067 --------------- ----------- ------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 388 Greenwich Street, New York, New York 10013 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (212) 816-6000 -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Citigroup Global Markets Holdings Inc. Current Report on Form 8-K ITEM 8.01 OTHER EVENTS. On May 31, 2005, Citigroup Inc., the parent company of Citigroup Global Markets Holdings Inc., issued a press release announcing that Smith Barney Fund Management LLC and Citigroup Global Markets Inc. completed the settlement with the U.S. Securities and Exchange Commission disclosed by Citigroup Inc. in January 2005 resolving an investigation by the SEC into matters relating to arrangements between certain Smith Barney mutual funds, an affiliated transfer agent, and an unaffiliated sub-transfer agent. A copy of the above-referenced press release is being filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits

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: June 1, 2005 CITIGROUP GLOBAL MARKETS HOLDINGS INC. By: /s/ John R. Dye -------------------------------------- Name: John R. Dye Title: Assistant Secretary EXHIBIT INDEX

CITIGROUP GLOBAL MARKETS HOLDINGS INC 8-K