Circle Internet Group (CRCL) president sells 15,000 shares under 10b5-1 plan

Rhea-AI Filing Summary

Circle Internet Group, Inc. President Heath Tarbert reported open-market sales of 15,000 shares of Class A common stock on March 13, 2026. The transactions were executed in six tranches at reported weighted average prices ranging from $113.80 to $118.58 per share.

The filing states the sales were made pursuant to a Rule 10b5-1 trading plan, indicating they were pre-scheduled. After these sales, Tarbert’s reported position totals 584,156 shares and units, including 77,102 shares held outright and 507,054 shares subject to outstanding restricted stock units.

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).

X

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^*

Tarbert Heath

(Last) (First) (Middle)

C/O CIRCLE INTERNET GROUP, INC.

ONE WORLD TRADE CENTER, 87TH FLOOR

(Street)

NEW YORK NY 10007

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/13/2026		S		2,737(1)	D	$113.8(2)	596,419	D
Class A Common Stock	03/13/2026		S		2,941(1)	D	$114.73(3)	593,478	D
Class A Common Stock	03/13/2026		S		2,868(1)	D	$115.62(4)	590,610	D
Class A Common Stock	03/13/2026		S		1,424(1)	D	$116.75(5)	589,186	D
Class A Common Stock	03/13/2026		S		3,220(1)	D	$117.79(6)	585,966	D
Class A Common Stock	03/13/2026		S		1,810(1)	D	$118.58(7)	584,156(8)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

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

2. These shares were sold in multiple transactions at prices ranging from $113.25 to $114.24, inclusive. The weighted average sale price was $113.80. 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. These shares were sold in multiple transactions at prices ranging from $114.25 to $115.25, inclusive. The weighted average sale price was $114.73. 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. These shares were sold in multiple transactions at prices ranging from $115.26 to $116.24, inclusive. The weighted average sale price was $115.62. 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.

5. These shares were sold in multiple transactions at prices ranging from $116.27 to $117.24, inclusive. The weighted average sale price was $116.75. 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.

6. These shares were sold in multiple transactions at prices ranging from $117.29 to $118.28, inclusive. The weighted average sale price was $117.79. 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.

7. These shares were sold in multiple transactions at prices ranging from $118.30 to $118.97, inclusive. The weighted average sale price was $118.58. 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.

8. Represents 77,102 shares of Class A common stock held outright by the reporting person and 507,054 shares of Class A common stock subject to outstanding restricted stock units.

Remarks:

	/s/ Sarah K. Wilson, as Attorney-in-Fact for Heath Tarbert	03/16/2026
	** 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.

FAQ

What insider transaction did Circle Internet Group (CRCL) report for President Heath Tarbert?

President Heath Tarbert reported selling 15,000 shares of Circle Internet Group Class A common stock. The sales occurred on March 13, 2026 in six open-market transactions, each reported with a weighted average price between $113.80 and $118.58 per share.

How many Circle Internet Group (CRCL) shares did Heath Tarbert sell and at what prices?

Heath Tarbert sold 15,000 Class A shares of Circle Internet Group in six transactions. The reported weighted average sale prices ranged from $113.80 to $118.58 per share, reflecting executions across multiple price levels within those ranges on March 13, 2026.

How many Circle Internet Group (CRCL) shares does Heath Tarbert hold after the reported sales?

After the reported sales, Heath Tarbert’s position totals 584,156 Circle Internet Group shares and units. This includes 77,102 shares of Class A common stock held outright and 507,054 shares of Class A common stock underlying outstanding restricted stock units.

Were Heath Tarbert’s Circle Internet Group (CRCL) share sales made under a Rule 10b5-1 plan?

Yes. A footnote states the reported sale was made pursuant to a Rule 10b5-1 trading plan. Such plans allow insiders to pre-schedule trades, meaning the timing of these March 13, 2026 transactions was set in advance rather than decided opportunistically.

What type of security did Heath Tarbert trade in the Circle Internet Group (CRCL) Form 4?

The Form 4 reports transactions in Circle Internet Group’s Class A common stock. All six entries are non-derivative open-market sales, coded “S,” with no associated option exercises or derivative positions reported in the derivative transaction section of the filing.

What does the Form 4 say about the price ranges for the Circle Internet Group (CRCL) insider sales?

Footnotes explain each sale was executed through multiple trades within specified price ranges. For example, one block used trades between $113.25 and $114.24, with a weighted average price of $113.80, and similar detailed ranges are provided for the other reported sale blocks.