Jeremy Allaire - 26 Feb 2026 Form 4 Insider Report for Circle Internet Group, Inc. (CRCL)

Role
Chairman and CEO, Director
Signature
/s/ Sarah K. Wilson, as Attorney-in-Fact for Jeremy Allaire
Issuer symbol
CRCL
Transactions as of
26 Feb 2026
Net transactions value
-$1,406,875
Form type
4
Filing time
02 Mar 2026, 17:09:47 UTC
Previous filing
04 Feb 2026
Next filing
04 Mar 2026
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Allaire Jeremy Chairman and CEO, Director C/O CIRCLE INTERNET GROUP, INC., ONE WORLD TRADE CENTER, 87TH FLOOR, NEW YORK /s/ Sarah K. Wilson, as Attorney-in-Fact for Jeremy Allaire 02 Mar 2026 0001539940

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CRCL Class A Common Stock Sale $1,270,374 -14,109 -20% $90.04 56,408 26 Feb 2026 Direct F1, F2
transaction CRCL Class A Common Stock Sale $34,125 -379 -0.57% $90.04 66,382 26 Feb 2026 By Oak Trust F1, F2, F3
transaction CRCL Class A Common Stock Sale $34,125 -379 -0.57% $90.04 66,378 26 Feb 2026 By Chestnut Trust F1, F2, F3
transaction CRCL Class A Common Stock Sale $34,125 -379 -0.57% $90.04 66,378 26 Feb 2026 By Beech Trust F1, F2, F3
transaction CRCL Class A Common Stock Sale $34,125 -379 -0.57% $90.04 66,378 26 Feb 2026 By Spruce Trust F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CRCL Class B Common Stock 15,852,979 26 Feb 2026 Class A Common Stock 15,852,979 Direct F4
holding CRCL Class B Common Stock 335,684 26 Feb 2026 Class A Common Stock 335,684 By Allaire 2025 Qualified Annuity Trust F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The reported sale was made pursuant to a 10b5-1 trading plan.
F2 These shares were sold in multiple transactions at prices ranging from $90.00 to $90.05, inclusive. The weighted average sale price was $90.04. The Reporting Person undertakes to provide to the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
F3 Represents shares of Class A common stock held through an irrevocable non-grantor trust, of which the Reporting Person's legal counsel is the sole trustee and the Reporting Person's child is the beneficiary. The Reporting Person disclaims beneficial ownership of the shares of Class A common stock.
F4 Each share of Class B common stock is convertible into Class A common stock on a one-for-one basis at the option of the Reporting Person. In addition, each share of Class B common stock will convert automatically into Class A common stock on a one-for-one basis upon any transfer of such share, except for certain permitted transfers described in the Issuer's Amended and Restated Certificate of Incorporation. Shares of Class B common stock do not expire.
F5 Represents shares of Class B common stock held through an irrevocable grantor trust, of which the Reporting Person is the sole trustee and the Reporting Person is beneficiary. The Reporting Person is entitled to annuity payments from the trust, with any remaining assets to be distributed to the Allaire 2025 GRAT Remainder Trust, of which the Reporting Person's children are beneficiaries. The Reporting Person disclaims beneficial ownership of the shares of Class B common stock except to the extent of his pecuniary interest therein