Director’s option exercise and planned share sale at Circle (CRCL)

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Circle Internet Group, Inc. director Rajeev V Date reported an exercise-and-sell transaction in Class A Common Stock. He exercised stock options to acquire 3,819 shares at $0.08 per share, then sold 3,819 shares at $115.00 per share under a pre-arranged Rule 10b5-1 trading plan. Following these transactions, he directly held 152,328 Class A shares.

Insider Trade Summary 10b5-1

Net Seller: 3,819 shares ($439,185)

Net Sell 3 txns

Insider Date Rajeev V

Role null

Sold 3,819 shs ($439K)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	3,819	$0.00	--
Exercise	Class A Common Stock	3,819	$0.08	$305.52
Sale	Class A Common Stock	3,819	$115.00	$439K

Holdings After Transaction: Stock Option (Right to Buy) — 34,376 shares (Direct, null); Class A Common Stock — 156,147 shares (Direct, null)

Footnotes (1)

The reported sale was made pursuant to a 10b5-1 trading plan. The stock options are fully vested.

Key Figures

Shares sold: 3,819 shares Sale price: $115.00 per share Shares acquired via option exercise: 3,819 shares +4 more

7 metrics

Shares sold 3,819 shares Class A Common Stock sold in open-market transaction on May 6, 2026

Sale price $115.00 per share Price for Class A Common Stock sale on May 6, 2026

Shares acquired via option exercise 3,819 shares Class A Common Stock received from option exercise on May 6, 2026

Option exercise price $0.08 per share Conversion price for exercised stock options

Shares owned after transaction 152,328 shares Director’s direct Class A Common Stock holdings after May 6, 2026

Options outstanding after exercise 34,376 options Remaining stock options (right to buy) after exercising 3,819 options

Option expiration date March 7, 2028 Expiration for the Stock Option (Right to Buy) position

Key Terms

Rule 10b5-1 trading plan, Stock Option (Right to Buy), Class A Common Stock

3 terms

Rule 10b5-1 trading plan financial

"The reported sale was made pursuant to a 10b5-1 trading plan."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Stock Option (Right to Buy) financial

"security_title: Stock Option (Right to Buy) with 3,819 underlying shares"

Class A Common Stock financial

"transactions involve Class A Common Stock of Circle Internet Group, Inc."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Form 4 Insider Transactions: What Each Field Means →

05/08/2026 - 05:01 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Date Rajeev V

(Last)

(First)

(Middle)

C/O CIRCLE INTERNET GROUP, INC.

ONE WORLD TRADE CENTER, 87TH FLOOR

(Street)

NEW YORK

10007

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Circle Internet Group, Inc. [ CRCL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/06/2026		M		3,819	A	$0.08	156,147	D
Class A Common Stock	05/06/2026		S⁽¹⁾		3,819	D	$115	152,328	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$0.08	05/06/2026		M			3,819	⁽²⁾	03/07/2028	Class A Common Stock	3,819	$0	34,376	D

Explanation of Responses:

1. The reported sale was made pursuant to a 10b5-1 trading plan.

2. The stock options are fully vested.

Remarks:

	Sarah K. Wilson, as Attorney-in-Fact for Rajeev V. Date	05/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Rajeev V Date report for Circle Internet Group (CRCL)?

Rajeev V Date reported exercising stock options and selling shares of Circle Internet Group. He acquired 3,819 Class A Common shares by exercising options, then sold 3,819 shares in an open-market transaction, both on the same date, as disclosed in a Form 4 filing.

How many Circle Internet Group (CRCL) shares did the director sell and at what price?

The director sold 3,819 shares of Circle Internet Group Class A Common Stock at $115.00 per share. This open-market sale was part of an exercise-and-sell pattern, where the same number of shares had just been acquired through an option exercise.

At what price did Rajeev V Date exercise his Circle Internet Group (CRCL) stock options?

He exercised options to acquire 3,819 Circle Internet Group Class A shares at an exercise price of $0.08 per share. These options were fully vested, and the resulting shares were then sold in the market as reflected in the same Form 4.

How many Circle Internet Group (CRCL) shares does the director hold after this Form 4 transaction?

After the reported exercise and sale, Rajeev V Date directly holds 152,328 shares of Circle Internet Group Class A Common Stock. This figure reflects his ownership immediately following the May 6, 2026 transactions disclosed in the Form 4 filing.

Was the Circle Internet Group (CRCL) insider sale made under a Rule 10b5-1 trading plan?

Yes. A footnote states the reported sale was made pursuant to a Rule 10b5-1 trading plan. Such plans are pre-arranged trading programs, which typically indicate the timing of the sale was scheduled in advance rather than decided opportunistically.

What happens to Rajeev V Date’s stock options for Circle Internet Group (CRCL) after this transaction?

The Form 4 shows a stock option transaction for 3,819 shares with a $0.08 conversion price, leaving 34,376 options outstanding after the exercise. A footnote notes that these stock options are fully vested as of the reported date.