Tarbert Heath 4

4 · Circle Internet Group, Inc. · Filed Mar 2, 2026

AI-generated summary of this filing

Updated Mar 2, 2026

Circle (CRCL) President Tarbert Heath Sells Shares, Exercises Options

What Happened

Tarbert Heath, President of Circle Internet Group (CRCL), reported multiple transactions on Feb 26, 2026. He exercised options to acquire 2,000 shares at $25.09 per share for $50,180. On the same date he sold 10,753 shares in the open market for a total of $969,275 (weighted average price $90.14). The filing also shows a separate derivative-related disposition of 2,000 shares at $0 (the filing reports $0 proceeds).

Key Details

Transaction date: 2026-02-26.
Option exercise (M): 2,000 shares acquired at $25.09 — cost $50,180.
Open-market sale (S): 10,753 shares disposed; weighted average sale price $90.14; total proceeds $969,275. Sales occurred at prices between $90.00 and $90.50.
Derivative disposition (M): 2,000 shares reported disposed at $0 (no proceeds reported).
Sale executed pursuant to a 10b5-1 trading plan (footnote F1). Reporting person will provide per-share breakdown within the $90.00–$90.50 range upon request (F2).
Shares reported owned/controlled: 129,494 shares of Class A common stock held outright and 405,654 Class A shares issuable upon vesting of restricted stock units (F3).
Vesting/award note: option award vests 25% after one year and then monthly over 36 months, subject to continued service (F4).
Filing date: 2026-03-02. The report was filed on the expected Section 16 reporting deadline following the Feb 26 transactions (not marked late).

Context

The filing shows both an option exercise (acquisition) and a significant open-market sale. Purchases (exercises) can signal an insider acquiring stock, but the larger item here is the sale of ~10.8k shares under a pre-established 10b5-1 plan, which often reflects routine, pre-planned disposition rather than ad hoc trading. The separate derivative disposition at $0 is reported as such in the filing; the form does not provide additional explanation for that line.

Form 4

Period: 2026-02-26

President

Transactions

Exercise/Conversion
Class A Common Stock
2026-02-26$25.09/sh+2,000$50,180→ 545,901 total
Sale
Class A Common Stock
[F1][F2][F3]
2026-02-26$90.14/sh−10,753$969,275→ 535,148 total
Exercise/Conversion
Stock Option (Right to Buy)
[F4]
2026-02-26−2,000→ 926,013 total
Exercise: $25.09Exp: 2033-09-02→ Class A Common Stock (2,000 underlying)

Footnotes (4)

[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 $90.50, inclusive. The weighted average sale price was $90.14. 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 129,494 shares of Class A common stock held outright by the Reporting Person and 405,654 shares of Class A common stock issuable upon the vesting of restricted stock units.
[F4]1/4 of the shares of Class A Common stock subject to the option award vested upon the one-year anniversary following the vesting commencement date and the remaining portion vest in 36 successive equal monthly installments thereafter, in each case, subject to the Reporting Person's continued service relationship with Circle Internet Group, Inc. through each applicable vesting date.

Signature

/s/ Sarah K. Wilson, as Attorney-in-Fact for Heath Tarbert|2026-03-02

1 file