Allaire Jeremy 4

What Happened
Jeremy Allaire, Chairman and CEO of Circle Internet Group (CRCL), had derivative awards convert/vest on Feb 2, 2026. The filing shows 15,193 shares acquired through exercise/conversion of derivatives (code M). To satisfy tax withholding (code F), 8,404 of those shares were withheld at $63.93 per share, generating $537,268. Net to Allaire after withholding: +6,789 shares. The acquisition lines report $0 because these were conversions/vests rather than a cash purchase.

Key Details

• Transaction date: February 2, 2026; Form 4 filed February 4, 2026 (appears timely).
• Codes: M = exercise/conversion of derivative (vesting/settlement); F = shares withheld to pay tax liability.
• Shares: 15,193 shares acquired (vesting/conversion); 8,404 shares withheld (disposed) at $63.93 = $537,268; net increase = 6,789 shares. Implied gross value of the vested shares ≈ $971k (15,193 × $63.93).
• Shares owned after transaction: not specified in the provided excerpt of the filing.
• Notable footnotes: withheld shares were used to satisfy tax withholding upon RSU vesting (F7). Footnotes also note RSUs convert to Class B common stock (F2) and Class B converts one-for-one to Class A on transfer (F6). Some holdings are held in irrevocable trusts and the reporting person disclaims certain beneficial ownership per F1 and F8.

Context
This was a typical vesting/settlement of restricted stock units (derivative conversion) with a cashless-like tax withholding — not an open-market sale or purchase. Withholdings to cover taxes are routine and do not necessarily indicate a change in the insider’s view of the company.