A statement on Tuesday from Chairman Michael O'Neill said Michael Corbat, previously chief executive for Europe, Middle East and Africa, would succeed Pandit as CEO and become a board member.
Chief Operating Officer John Havens, a long-time associate of Pandit, also resigned.
Pandit's departure follows a series of high-profile defeats this year. In March the Federal Reserve rejected Citigroup's capital plans after a stress test. Pandit had led analysts and investors to believe the dividend-raising plans would be approved.
Just last month, Pandit agreed to a low sale price for his bank's stake in the brokerage operated by Morgan Stanley. Citigroup took a $4.7 billion charge in the third quarter to write down the value of that stake.
Citigroup shares fell 2.4 percent to $35.77 in premarket trading Tuesday. The shares rose sharply on Monday after the bank reported quarterly results that were much better than analysts expected.
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