Circle Internet Group, Inc.·4

Mar 2, 5:09 PM ET

Allaire Jeremy 4

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

Research Summary

AI-generated summary of this filing

Updated

Circle (CRCL) CEO Jeremy Allaire Sells Shares

What Happened

  • Jeremy Allaire, Chairman and CEO of Circle Internet Group (CRCL), sold a total of 15,625 shares of Class A common stock on Feb 26, 2026 in open-market transactions. The sales consisted of 14,109 shares for $1,270,374 and four separate 379-share lots (total 1,516 shares) for about $34,125 each, for aggregate proceeds of roughly $1.41 million. These were dispositions (sales), not purchases.

Key Details

  • Transaction type: Open-market sales (Code S); executed pursuant to a 10b5-1 trading plan (footnote F1).
  • Date of transaction: 2026-02-26. Form filed with the SEC on 2026-03-02 (timely filing).
  • Price range and average: Sales executed at prices between $90.00 and $90.05; weighted average sale price $90.04 (footnote F2).
  • Shares sold: 15,625 total (14,109 + 4 × 379).
  • Proceeds: Approximately $1,406,874 in total.
  • Shares owned after transaction: Not specified in the provided filing excerpt.
  • Ownership notes: Some holdings are reported via trusts and the Reporting Person disclaims beneficial ownership of certain trust-held shares (see footnotes F3–F5). Footnote F4 explains Class B shares convert one-for-one to Class A under certain conditions.

Context

  • These sales were made under a pre-established 10b5-1 plan, which is a common mechanism for insiders to sell shares according to a pre-set schedule and reduces the implication that the sale was based on inside information. Sales do not necessarily reflect the insider’s view of the company’s long-term prospects.

Insider Transaction Report

Form 4
Period: 2026-02-26
Allaire Jeremy
DirectorChairman and CEO
Transactions
  • Sale

    Class A Common Stock

    [F1][F2]
    2026-02-26$90.04/sh14,109$1,270,37456,408 total
  • Sale

    Class A Common Stock

    [F1][F2][F3]
    2026-02-26$90.04/sh379$34,12566,382 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F1][F2][F3]
    2026-02-26$90.04/sh379$34,12566,378 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F1][F2][F3]
    2026-02-26$90.04/sh379$34,12566,378 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F1][F2][F3]
    2026-02-26$90.04/sh379$34,12566,378 total(indirect: By Trust)
Holdings
  • Class B Common Stock

    [F4]
    Class A Common Stock (15,852,979 underlying)
    15,852,979
  • Class B Common Stock

    [F5]
    (indirect: By Trust)
    Class A Common Stock (335,684 underlying)
    335,684
Footnotes (5)
  • [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
Signature
/s/ Sarah K. Wilson, as Attorney-in-Fact for Jeremy Allaire|2026-03-02

Documents

1 file
  • 4
    wk-form4_1772489384.xmlPrimary

    FORM 4