Form 4 for CRCL Circle Internet Group, Inc.
Accepted 2026-06-09 17:08:35 ET · period of report 2026-06-08 · accession 0001876042-26-000186 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DT | 2026-06-09 17:08 | 2026-06-08 | CRCL | Neville Patrick Sean | Dir | C - Cnv Deriv | — | +1.03M | 1.04M | +51,258% | — |
| DMT | 2026-06-09 17:08 | 2026-06-08 | CRCL | Neville Patrick Sean | Dir | S - Sale | $82.87 | -1.03M | 2,018 | -100% | -$85.72M |
| DMT | 2026-06-09 17:08 | 2026-06-08 | CRCL | Neville Patrick Sean | Dir | M - OptEx | — | 0 | 4.25M | New | — |
| DT | 2026-06-09 17:08 | 2026-06-08 | CRCL | Neville Patrick Sean | Dir | C - Cnv Deriv | — | -1.03M | 3.22M | -24% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2026-06-08 | C | A | 1,034,396 | — | 1,036,414 | D | — | — | (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. |
| 2 | Common | Class A Common Stock | 2026-06-08 | S | D | 350,223 | $82.15 | 686,191 | D | — | — | (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. (F2) These shares were sold in multiple transactions at prices ranging from $81.50 to $82.50, inclusive. The weighted average sale price was $82.15. 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. |
| 3 | Common | Class A Common Stock | 2026-06-08 | S | D | 431,451 | $82.94 | 254,740 | D | — | — | (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. (F3) These shares were sold in multiple transactions at prices ranging from $82.50 to $83.50, inclusive. The weighted average sale price was $82.94. 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. |
| 4 | Common | Class A Common Stock | 2026-06-08 | S | D | 252,722 | $83.76 | 2,018 | D | — | — | (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. (F4) These shares were sold in multiple transactions at prices ranging from $83.50 to $84.04, inclusive. The weighted average sale price was $83.76. 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. (F5) Represents 2,018 shares of Class A common stock issuable upon the vesting of restricted stock units. |
| 5 | Derivative | Stock Option (Right to Buy) | 2026-06-08 | M | D | 1,879,073 | — | 0 | D | $0.08 · — to 2027-03-22 | 1,879,073 Class B Common Stock | (F8) 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. (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. (F7) The options are fully vested. |
| 6 | Derivative | Class B Common Stock | 2026-06-08 | M | A | 1,879,073 | — | 4,250,305 | D | — · — to — | 1,879,073 Class A Common Stock | (F8) 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. (F8) 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. (F7) The options are fully vested. (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. (F8) 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. |
| 7 | Derivative | Class B Common Stock | 2026-06-08 | C | D | 1,034,396 | — | 3,215,909 | D | — · — to — | 1,034,396 Class A Common Stock | (F8) 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. (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. (F8) 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. (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. (F1) On June 8, 2026, the Reporting Person converted 1,034,396 shares of Class B common stock into Class A common stock to facilitate a sale, pursuant to a 10b5-1 trading plan, to cover tax withholding obligations on expiring stock options. (F8) 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. |