CRCL director sells 1,666 Circle Internet shares

Circle Internet Group director Michele M. Burns sold 1,666 shares of Class A common stock in an open-market transaction.

Rhea-AI Filing Summary

Circle Internet Group director Michele M. Burns sold 1,666 shares of Class A common stock in an open-market transaction. The shares were sold at prices between $98.60 and $99.07 per share, with a weighted average price of $98.76, under a Rule 10b5-1 trading plan.

After this sale, Burns directly holds 330,558 shares of Class A common stock, including 2,018 shares issuable upon the vesting of restricted stock units. The transaction represents a relatively small portion of her overall reported holdings.

Insider Trade Summary 10b5-1

Net Seller: 1,666 shares

Net Sell 1 txn

Insider BURNS M MICHELE

Role Director

Sold 1,666 shs ($165K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	1,666	$98.76	$165K

Holdings After Transaction: Class A Common Stock — 330,558 shares (Direct)

Footnotes (3)

1. F1. The reported sale was made pursuant to a 10b5-1 trading plan.
2. F2. These shares were sold in multiple transactions at prices ranging from $98.60 to $99.07, inclusive. The weighted average sale price was $98.76. 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.
3. F3. Represents 328,540 shares of Class A common stock held outright by the Reporting Person and 2,018 shares of Class A common stock issuable upon the vesting of restricted stock units.

Key Figures

Shares sold: 1,666 shares Weighted average sale price: $98.76 per share Sale price range: $98.60–$99.07 per share +3 more

6 metrics

Shares sold 1,666 shares Open-market sale of Class A common stock

Weighted average sale price $98.76 per share Average across multiple sale transactions

Sale price range $98.60–$99.07 per share Prices of individual trades in the sale

Shares held after transaction 330,558 shares Total Class A common stock position following sale

Outright shares held 328,540 shares Class A common stock held directly by the insider

RSU-linked shares 2,018 shares Shares issuable upon vesting of restricted stock units

Key Terms

Rule 10b5-1 trading plan, weighted average sale price, restricted stock units, open-market sale

4 terms

Rule 10b5-1 trading plan regulatory

"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.

weighted average sale price financial

"The weighted average sale price was $98.76."

restricted stock units financial

"2,018 shares of Class A common stock issuable upon the vesting of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

open-market sale financial

"transaction_action: open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Circle Internet Group (CRCL) report for Michele M. Burns?

Circle Internet Group reported that director Michele M. Burns sold 1,666 shares of Class A common stock. The sale was an open-market transaction executed under a Rule 10b5-1 trading plan at a weighted average price of $98.76 per share.

At what prices did Michele M. Burns sell CRCL shares in this Form 4?

Michele M. Burns sold CRCL Class A common stock in multiple trades between $98.60 and $99.07 per share. The weighted average sale price across these transactions was $98.76, as disclosed in the Form 4 footnotes.

How many Circle Internet Group (CRCL) shares does Michele M. Burns hold after the sale?

After the reported sale, Michele M. Burns holds 330,558 shares of CRCL Class A common stock. This figure includes 328,540 shares held outright and 2,018 shares issuable upon the vesting of restricted stock units described in the filing.

Was the CRCL insider sale by Michele M. Burns made under a Rule 10b5-1 plan?

Yes. The Form 4 states that Michele M. Burns’s sale of 1,666 CRCL shares was made pursuant to a Rule 10b5-1 trading plan. Such plans pre-schedule trades, indicating the transaction timing was arranged in advance rather than decided spontaneously.

Does Michele M. Burns have any remaining derivative or option positions in CRCL after this filing?

The Form 4 derivative summary shows no remaining derivative positions for Michele M. Burns. Her disclosed holdings consist of 328,540 shares of CRCL Class A common stock held outright and 2,018 shares underlying restricted stock units expected to vest.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/03/2026 - 05:05 PM EDT Learn about SEC filing dates

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^*

BURNS M MICHELE

(Last) (First) (Middle)

C/O CIRCLE INTERNET GROUP, INC.

ONE WORLD TRADE CENTER, 87TH FLOOR

(Street)

NEW YORK 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)
06/03/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/03/2026		S(1)		1,666	D	$98.76(2)	330,558(3)	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 $98.60 to $99.07, inclusive. The weighted average sale price was $98.76. 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.

3. Represents 328,540 shares of Class A common stock held outright by the Reporting Person and 2,018 shares of Class A common stock issuable upon the vesting of restricted stock units.

Remarks:

	/s/ Sarah K. Wilson, as Attorney-in-Fact for M. Michele Burns	06/03/2026
	** 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)