Circle Internet (NYSE: CRCL) director reports trust share distribution

Rhea-AI Filing Summary

Circle Internet Group director Bradley Horowitz, through an affiliated trust, reported changes in his indirect holdings of the company’s Class A common stock. On January 9, 2026, the Dharma Revocable Living Trust received a pro-rata in-kind distribution of 117 Class A shares from Accel XI Strategic Partners L.P. without any cash changing hands, increasing the trust’s holdings to 463 shares.

Separately, Horowitz is reported as beneficially owning 24,673 Class A shares directly, consisting of 13,049 shares held outright and 11,624 shares underlying restricted stock units. The shares in the trust are held through a revocable grantor living trust where Horowitz and his spouse are co-trustees and co-beneficiaries, and he disclaims beneficial ownership except to the extent of his pecuniary interest.

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

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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^*

Horowitz Bradley

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/09/2026

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	01/09/2026		J(1)		117	A	(1)	463	I	By Dharma Revocable Living Trust(2)
Class A Common Stock								24,673(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. Represents a pro-rata in kind distribution of shares of the Issuer's Class A common stock by Accel XI Strategic Partners L.P. to its limited partners, including the Reporting Person's affiliated entity, the Dharma Revocable Living Trust without additional consideration.

2. Represents shares of Class A common stock held through a revocable grantor living trust of which the Reporting Person and his spouse are co-trustees and co-beneficiaries. The Reporting person disclaims beneficial ownership of the shares of Class A common stock except to the extent of his pecuniary interest therein.

3. Represents 13,049 shares of Class A common stock held outright by the Reporting Person and 11,624 shares of Class A common stock issuable upon the vesting of restricted stock units.

Remarks:

	Sarah K. Wilson, as Attorney-in-Fact for Bradley Horowitz	01/13/2026
	** 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 Bradley Horowitz?

The filing reports that an affiliated entity, the Dharma Revocable Living Trust, received a pro-rata in-kind distribution of 117 shares of Circle Internet Group’s Class A common stock on January 9, 2026. This distribution came from Accel XI Strategic Partners L.P. and was made without additional consideration.

Who is the reporting person in this Circle Internet Group (CRCL) Form 4?

The reporting person is Bradley Horowitz, who is identified as a director of Circle Internet Group, Inc. He is not listed as an officer or 10% owner in this filing.

How many Circle Internet Group (CRCL) shares does the Dharma Revocable Living Trust hold after the transaction?

After the January 9, 2026 distribution, the Dharma Revocable Living Trust is shown as indirectly holding 463 shares of Circle Internet Group’s Class A common stock for reporting purposes.

How many Circle Internet Group (CRCL) shares does Bradley Horowitz hold directly and through equity awards?

The filing states that Horowitz has a reported beneficial interest in 24,673 Class A shares directly, composed of 13,049 shares held outright and 11,624 shares issuable upon the vesting of restricted stock units.

Was cash paid for the 117-share distribution reported in the Circle Internet Group (CRCL) Form 4?

No. The 117-share transaction is described as a pro-rata in-kind distribution by Accel XI Strategic Partners L.P. to its limited partners, including the Dharma Revocable Living Trust, without additional consideration.

How is beneficial ownership of the trust-held Circle Internet Group (CRCL) shares described for Bradley Horowitz?

The trust-held shares are in a revocable grantor living trust where Horowitz and his spouse are co-trustees and co-beneficiaries. The filing notes that he disclaims beneficial ownership of those shares except to the extent of his pecuniary interest.