Neville Patrick Sean 4

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

Insider Transaction Report

Form 4

Period: 2026-03-02

Circle Internet Group, Inc.CRCL

Neville Patrick Sean

Director

Transactions

Conversion
Class A Common Stock
[F1]
2026-03-02+30,000→ 30,000 total
Sale
Class A Common Stock
[F2]
2026-03-02$90.00/sh−30,000$2,700,000→ 0 total
Conversion
Class A Common Stock
[F1][F3]
2026-03-02+5,000→ 5,000 total(indirect: By Trust)
Sale
Class A Common Stock
[F4][F3]
2026-03-02$90.00/sh−5,000$450,000→ 0 total(indirect: By Trust)
Exercise/Conversion
Stock Option (Right to Buy)
[F1][F2][F6]
2026-03-02−30,000→ 1,969,073 total
Exercise: $0.08Exp: 2027-03-22→ Class B Common Stock (30,000 underlying)
Exercise/Conversion
Class B Common Stock
[F1][F2][F6]
2026-03-02+30,000→ 2,396,356 total
→ Class A Common Stock (30,000 underlying)
Conversion
Class B Common Stock
[F1][F2]
2026-03-02−30,000→ 2,366,356 total
→ Class A Common Stock (30,000 underlying)
Conversion
Class B Common Stock
[F1][F4][F3]
2026-03-02−5,000→ 152,842 total(indirect: By Trust)
→ Class A Common Stock (5,000 underlying)

Holdings

Class A Common Stock
[F5]
(indirect: By Trust)
33,568

Footnotes (6)

[F1]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.
[F2]On March 2, 2026, the Reporting Person converted 30,000 shares of Class B common stock into Class A common stock to facilitate a sale pursuant to a 10b5-1 trading plan.
[F3]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 a beneficiary. The Reporting Person is entitled to annuity payments from the trust, with any remaining assets to be distributed to the Calico Trust, of which the Reporting Person's child is the beneficiary. The Reporting Person disclaims beneficial ownership of the shares of Class B common stock except to the extent of his pecuniary interest therein.
[F4]On March 2, 2026, the Reporting Person converted 5,000 shares of Class B common stock into Class A common stock to facilitate a sale pursuant to a 10b5-1 trading plan.
[F5]Represents shares of Class A Common stock held through an irrevocable grantor trust, of which the Reporting Person's wife, daughter and brother-in-law are trustees and the Reporting Person's children are beneficiaries. The Reporting Person disclaims beneficial ownership of the shares of Class A Common Stock except to the extent of his pecuniary interest therein.
[F6]The options are fully vested.

Signature

Sarah K. Wilson, as Attorney-in-Fact for Patrick Sean Neville|2026-03-04

Documents

1 file

4
wk-form4_1772659355.xmlPrimary
FORM 4