NEW YORK (Reuters) -A large majority of Citigroup ( C/PN ) shareholders has approved CEO's Jane Fraser's 33% pay increase to $34.5 million at a virtual annual meeting held on Tuesday, as well as the compensation for other senior executives.

During the meeting, some shareholders questioned the total size of compensation. One specifically questioned bonuses for what the bank calls "transformation", that includes work to comply with regulators' consent orders from 2020 and 2023 demanding risk reduction. Bonuses were paid even as the bank received a $136 million in fines last year for lack of progress in fixing data flaws.

Citigroup's ( C/PN ) chairman John Dugan said the board had held management "accountable" by reducing the payment of the transformation bonus in 2024 and said the bonus program will not be renewed. Despite the criticism, the pay package was easily approved.

Citigroup ( C/PN ) CEO Jane Fraser said expenses for regulatory fixes will still be higher this year but are expected to fall from 2026 on.

Fraser said the bank's restructuring she led over the last years has made it more resilient to economic changes and volatility. "The world is on the cusp of deep structural change", Fraser said, referring to new U.S. economic policies.

Citigroup's ( C/PN ) profit surged in the first quarter as its traders reaped a windfall from volatile markets that fueled client activity.

The issuance of 30 million new shares to be used as variable compensation payments also was approved by more than 90% of shareholders, as well as the reelection of the board of directors.

All the shareholders' proposals, including one that required a limit to severance packages, were rejected, the bank said.