Circle Internet Group (CRCL) director sells 35,000 shares under 10b5-1 plans
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Circle Internet Group director Neville Patrick Sean reported multiple stock transactions on April 1, 2026. He exercised options to acquire 30,000 shares of Class B common stock at an exercise price of $0.08 per share, then converted Class B into Class A shares and sold 30,000 Class A shares in open-market transactions at $98.04 per share. An irrevocable grantor trust associated with him similarly converted and sold 5,000 Class A shares at $98.04 per share, all pursuant to Rule 10b5-1 trading plans. After these moves, he holds 2,366,356 shares of Class B common stock directly, with additional indirect holdings of 147,842 Class B shares and 33,568 Class A shares through trusts, where he disclaims beneficial ownership except for his pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 35,000 shares ($3,431,400)
Net Sell
9 txns
Insider
Neville Patrick Sean
Role
Director
Sold
35,000 shs ($3.43M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (Right to Buy) | 30,000 | $0.00 | -- |
| Exercise | Class B Common Stock | 30,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 30,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 5,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 30,000 | $0.00 | -- |
| Sale | Class A Common Stock | 30,000 | $98.04 | $2.94M |
| Conversion | Class A Common Stock | 5,000 | $0.00 | -- |
| Sale | Class A Common Stock | 5,000 | $98.04 | $490K |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Stock Option (Right to Buy) — 1,939,073 shares (Direct);
Class B Common Stock — 2,396,356 shares (Direct);
Class B Common Stock — 147,842 shares (Indirect, By Neville 2025 Qualified Annuity Trust);
Class A Common Stock — 30,000 shares (Direct);
Class A Common Stock — 5,000 shares (Indirect, By Neville 2025 Qualified Annuity Trust)
Footnotes (1)
- 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. On April 1, 2026, the Reporting Person converted 30,000 shares of Class B common stock into Class A common stock to facilitate a sale pursuant to a 10b5-1 trading plan. Represents shares of Class B common stock held through an irrevocable grantor trust, of which the Reporting Person is the sole trustee and the Reporting Person is a beneficiary. The Reporting Person is entitled to annuity payments from the trust, with any remaining assets to be distributed to the Calico Trust, of which the Reporting Person's child is the beneficiary. The Reporting Person disclaims beneficial ownership of the shares of Class B common stock except to the extent of his pecuniary interest therein. On April 1, 2026, the Reporting Person converted 5,000 shares of Class B common stock into Class A common stock to facilitate a sale pursuant to 10b5-1 trading plan. Represents shares of Class A Common stock held through an irrevocable grantor trust, of which the Reporting Person's wife, daughter and brother-in-law are trustees and the Reporting Person's children are beneficiaries. The Reporting Person disclaims beneficial ownership of the shares of Class A Common Stock except to the extent of his pecuniary interest therein. The options are fully vested.
Key Figures
Options exercised: 30,000 shares
Direct Class A shares sold: 30,000 shares
Indirect Class A shares sold: 5,000 shares
+5 more
8 metrics
Options exercised
30,000 shares
Stock options for Class B common stock at $0.08 exercise price
Direct Class A shares sold
30,000 shares
Open-market sale at $98.04 per share
Indirect Class A shares sold
5,000 shares
Open-market sale at $98.04 per share by Neville 2025 Qualified Annuity Trust
Net shares sold
35,000 shares
NetBuySellShares from transaction summary, net-sell direction
Direct Class B holdings
2,366,356 shares
Class B common stock held directly after conversions
Indirect Class B holdings
147,842 shares
Class B common stock via Neville 2025 Qualified Annuity Trust
Indirect Class A holdings
33,568 shares
Class A common stock via Calico Trust
Exercise price
$0.08/share
Conversion or exercise price for stock option exercised
Key Terms
Rule 10b5-1 trading plan, Class B common stock, Class A common stock, irrevocable grantor trust, +2 more
6 terms
Rule 10b5-1 trading plan financial
"to facilitate a sale 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.
Class B common stock financial
"Each share of Class B common stock is convertible into Class A common stock"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Class A common stock financial
"converted 30,000 shares of Class B common stock into Class A common stock"
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.
irrevocable grantor trust financial
"Represents shares of Class B common stock held through an irrevocable grantor trust"
pecuniary interest financial
"disclaims beneficial ownership of the shares ... except to the extent of his pecuniary interest therein"
fully vested financial
"The options are fully vested."
FAQ
What did Circle Internet Group (CRCL) director Neville Patrick Sean do in this Form 4?
He exercised options, converted Class B to Class A shares, and sold 35,000 Class A shares. The activity combined derivative exercises with open-market sales executed under pre-arranged Rule 10b5-1 trading plans.
What options did the Circle Internet Group (CRCL) director exercise in this Form 4?
He exercised stock options covering 30,000 shares of Class B common stock at an exercise price of $0.08 per share. A footnote confirms these options are fully vested as of the transaction date.
How are trusts involved in the CRCL insider’s reported holdings?
An irrevocable grantor trust and the Calico Trust hold Class B and Class A shares. The filing explains he is trustee or beneficiary in certain structures but disclaims beneficial ownership except for his pecuniary interest.