[Form 4] Circle Internet Group, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Danita K. Ostling, a director of Circle Internet Group, Inc. (CRCL), sold 1,290 shares of Class A common stock on 08/18/2025 at a reported price of $127.075 per share. After the sale she beneficially owned 28,952 shares, consisting of 21,892 shares held outright and 7,060 shares issuable upon vesting of restricted stock units. The Form 4 was signed by Sarah Wilson as attorney-in-fact on 08/20/2025 and reports the sale was part of a secondary offering of the issuer's shares.

Positive

• Continued meaningful ownership: Reporting person still beneficially owns 28,952 shares after the sale, maintaining alignment with shareholders
• Transparent disclosure: Sale and vesting details are fully disclosed on Form 4 with attorney-in-fact signature

Negative

• Insider sale occurred: 1,290 Class A shares were sold, which could be viewed as insider liquidity
• Sale executed via secondary offering: Shares were sold as part of a secondary offering, which may increase float

Insights

Securities Analyst

TL;DR: Routine insider sale of 1,290 shares; holding remains material at 28,952 shares.

The reported sale of 1,290 Class A shares at $127.075 in a secondary offering is a transaction consistent with liquidity events rather than an abrupt change in insider ownership. Ostling's remaining beneficial ownership of 28,952 shares, including 7,060 RSUs, indicates continued economic exposure to CRCL equity. For investors, this is a routine disclosure that provides transparency about insider liquidity without signaling a governance shift.

Corporate Governance Expert

TL;DR: Disclosure meets Section 16 reporting norms; sale was disclosed via Form 4 and executed through an offering.

The Form 4 clearly identifies the reporter as a director and documents the sale date, price, and post-transaction holdings. Filing by an attorney-in-fact is properly executed. The note that the sale was part of a secondary offering is material for context and suggests the transaction followed an issuer-led liquidity process rather than a private disposition by the director.

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
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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^*

Ostling Danita K

(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)
08/18/2025

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	08/18/2025		S(1)		1,290	D	$127.075	28,952(2)	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 shares of Class A common stock sold by the Reporting Person as part of a secondary offering of the Issuer's shares.

2. Represents 21,892 shares of Class A common stock held outright by the Reporting Person and 7,060 shares of Class A common stock issuable upon the vesting of restricted stock units.

Remarks:

	Sarah Wilson, as Attorney-in-Fact for Danita K. Ostling	08/20/2025
	** 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 did CRCL director Danita K. Ostling sell on 08/18/2025?

She sold 1,290 shares of Class A common stock at a reported price of $127.075 per share.

How many CRCL shares does Danita K. Ostling beneficially own after the transaction?

She beneficially owns 28,952 shares following the reported sale, comprising 21,892 outright shares and 7,060 issuable upon RSU vesting.

Was the sale part of a larger offering or a private sale?

The Form 4 states the shares were sold as part of a secondary offering of the issuer's shares.

Who signed the Form 4 for Danita K. Ostling and when?

The Form 4 was signed by Sarah Wilson, as Attorney-in-Fact for Danita K. Ostling on 08/20/2025.

What reporting status is indicated for the filer on the Form 4?

The filing indicates the reporter is a Director and the form was filed by one reporting person.