Razzaghi Hossein 4

What Happened

• Hossein Razzaghi, Chief Commercial Officer of Circle Internet Group (CRCL), had 1,717 shares of Class A common stock withheld to satisfy tax withholding on RSU vesting (value ~$107,536) and separately sold 1,831 shares in an open-market transaction for $64.40 each (proceeds $117,916).
• The withholding reduced shares issued for RSU taxes (a routine tax-withholding action). The open-market sale was executed under a pre-established Rule 10b5-1 trading plan.

Key Details

• Transaction dates and prices:
  • 2026-07-01: 1,717 shares withheld for tax at $62.63/share (value ~$107,536). (F1)
  • 2026-07-02: 1,831 shares sold open market at $64.40/share (proceeds ~$117,916). (F2)
• Reported holdings (per filing footnote): 425,000 shares held outright and 237,856 shares issuable upon RSU vesting. The open-market sale reduces his outright shares by the sold amount.
• Notable footnotes:
  • F1: Withheld shares were used to satisfy tax withholding on vested RSUs.
  • F2: The sale was executed pursuant to a 10b5-1 trading plan (pre-arranged).
  • F3: Holding breakdown described above.
• Filing timeliness: Report filed 2026-07-02 covering transactions on 2026-07-01 and 2026-07-02 — appears timely.

Context

• Tax-withholding via share forfeiture on RSU vesting is routine and does not signal a directional view.
• Sales under 10b5-1 plans are pre-scheduled and also tend to reflect pre-arranged disposition rather than reactive insider views.