Circle director updates CRCL share and RSU holdings

Circle Internet Group, Inc. director Bradley Horowitz reported updated holdings of the company’s Class A common stock.

Rhea-AI Filing Summary

Circle Internet Group, Inc. director Bradley Horowitz reported updated holdings of the company’s Class A common stock. Following the reported transactions, he holds 24,673 shares directly, which include 13,049 shares held outright and 11,624 shares issuable upon vesting of restricted stock units.

An additional 1,059 shares are held indirectly through the Dharma Revocable Living Trust, a revocable grantor living trust for which he and his spouse serve as co-trustees and co-beneficiaries. A separate entry reflects a 53-share pro-rata in kind distribution from Accel XI Strategic Partners L.P. to its limited partners, including the Dharma trust, without additional consideration.

Insider Trade Summary

Other: 53 shares

Other 2 txns

Insider Horowitz Bradley

Role Director

Type	Security	Shares	Price	Value
Other	Class A Common Stock	53	$0.00	$0.00
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 1,059 shares (Indirect, By Dharma Revocable Living Trust); Class A Common Stock — 24,673 shares (Direct)

Footnotes (3)

1. F1. 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. F2. 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. F3. 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.

Key Figures

Direct holdings after transaction: 24,673 shares Indirect holdings via trust: 1,059 shares Pro-rata distribution: 53 shares +2 more

5 metrics

Direct holdings after transaction 24,673 shares Class A common stock held directly following reported transactions

Indirect holdings via trust 1,059 shares Class A common stock held through Dharma Revocable Living Trust

Pro-rata distribution 53 shares In kind distribution from Accel XI Strategic Partners L.P. to limited partners

Outright direct shares 13,049 shares Class A common stock held outright by Bradley Horowitz

Shares from RSU vesting 11,624 shares Class A common stock issuable upon vesting of restricted stock units

Key Terms

Form 4, pro-rata in kind distribution, revocable grantor living trust, restricted stock units, +1 more

5 terms

Form 4 regulatory

"Bradley Horowitz reported updated holdings of Circle Internet Group Class A shares on a Form 4."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

pro-rata in kind distribution financial

"Represents a pro-rata in kind distribution of shares of the Issuer's Class A common stock by Accel XI Strategic Partners L.P."

revocable grantor living trust financial

"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."

restricted stock units financial

"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."

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.

beneficial ownership financial

"The Reporting Person disclaims beneficial ownership of the shares of Class A common stock except to the extent of his pecuniary interest therein."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

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

What insider activity did Bradley Horowitz report for Circle Internet Group (CRCL)?

Bradley Horowitz reported updated holdings of Circle Internet Group Class A shares on a Form 4. The filing reflects a 53-share pro-rata in kind distribution to an affiliated trust and summarizes his direct and indirect positions, rather than an open-market purchase or sale.

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

Bradley Horowitz holds 24,673 Circle Internet Group Class A shares directly and 1,059 shares indirectly through the Dharma Revocable Living Trust. The direct position combines shares owned outright with additional shares issuable upon vesting of restricted stock units described in the footnotes.

What is the 53-share transaction reported in the Circle Internet Group (CRCL) Form 4?

The 53-share transaction is a pro-rata in kind distribution of Class A common stock by Accel XI Strategic Partners L.P. to its limited partners. One recipient is the Dharma Revocable Living Trust associated with Bradley Horowitz, and no additional consideration was paid for this distribution.

How many Circle Internet Group (CRCL) shares related to restricted stock units does Bradley Horowitz report?

The Form 4 footnotes state that 11,624 Circle Internet Group Class A shares are issuable upon the vesting of restricted stock units. These units are included within the 24,673 shares shown as part of Bradley Horowitz’s direct Class A common stock holdings after the reported transactions.

What does Bradley Horowitz disclose about beneficial ownership of Circle Internet Group (CRCL) shares in the trust?

Bradley Horowitz discloses that shares in the Dharma Revocable Living Trust are held through a revocable grantor living trust where he and his spouse are co-trustees and co-beneficiaries. He disclaims beneficial ownership of those shares except to the extent of his pecuniary interest in them.

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

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Accepted by SEC EDGAR 05/13/2026 - 04:58 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).

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 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)
05/11/2026

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	05/11/2026		J(1)		53	A	(1)	1,059	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	05/13/2026
	** 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.
* Form 4: SEC 1474 (03-26)