Circle Internet (CRCL) reports 1,300-share insider sale at $90.10 via trading plan

Rhea-AI Filing Summary

Circle Internet Group, Inc.'s president Heath Tarbert reported an insider stock sale. On 12/12/2025, he sold 1,300 shares of Class A common stock in open market transactions under a pre-arranged Rule 10b5-1 trading plan.

The shares were sold in multiple trades at prices ranging from $90.00 to $90.68, with a weighted average sale price of $90.10. Following this transaction, Tarbert beneficially owns 582,350 shares of Class A common stock, consisting of 86,547 shares held outright and 495,803 shares issuable upon the vesting of 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)
12/12/2025

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	12/12/2025		S(1)		1,300	D	$90.1(2)	582,350(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 $90.00 to $90.68, inclusive. The weighted average sale price was $90.10. 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 86,547 shares of Class A common stock held outright by the Reporting person and 495,803 shares of Class A common stock issuable upon the vesting of restricted stock units.

Remarks:

	/s/ Sarah K. Wilson, as Attorney-in-Fact for Heath Tarbert	12/16/2025
	** 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 insider transaction did Circle Internet Group, Inc. (CRCL) disclose?

Circle Internet Group, Inc. disclosed that its president, Heath Tarbert, sold 1,300 shares of Class A common stock on 12/12/2025 in open market transactions.

At what prices did Heath Tarbert sell CRCL shares?

The 1,300 shares of Circle Internet Group, Inc. Class A common stock were sold in multiple transactions at prices ranging from $90.00 to $90.68, with a weighted average sale price of $90.10.

Was the CRCL insider sale made under a Rule 10b5-1 trading plan?

Yes. The filing states that the reported sale was made pursuant to a Rule 10b5-1 trading plan, which is a pre-arranged plan for buying or selling securities.

How many Circle Internet (CRCL) shares does Heath Tarbert own after the sale?

After the reported sale, Heath Tarbert beneficially owns 582,350 shares of Class A common stock, including 86,547 shares held outright and 495,803 shares issuable upon the vesting of restricted stock units.

What is Heath Tarbert’s role at Circle Internet Group, Inc. (CRCL)?

The reporting person, Heath Tarbert, is identified as an officer of Circle Internet Group, Inc., with the title of President.

Is this CRCL insider filing made by one or multiple reporting persons?

The form is indicated as being filed by one reporting person, not by more than one reporting person.

What portion of Heath Tarbert’s CRCL holdings are restricted stock units (RSUs)?

Out of the 582,350 shares of Class A common stock beneficially owned, 495,803 shares are issuable upon the vesting of restricted stock units, with 86,547 shares held outright.