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Circle Internet (CRCL) director reports trust share distribution

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Circle Internet Group, Inc. director Bradley Horowitz filed an update to his share holdings. A Dharma Revocable Living Trust associated with him received 23 shares of Class A common stock in a pro-rata in kind distribution from Accel XI Strategic Partners L.P. without additional consideration. Following these entries, he holds 26,691 Class A shares directly, including 13,049 shares outright and 13,642 shares issuable upon vesting of restricted stock units, and 1,082 shares indirectly through the trust, for which he disclaims beneficial ownership beyond his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Horowitz Bradley
Role null
Type Security Shares Price Value
Other Class A Common Stock 23 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 1,082 shares (Indirect, By Dharma Revocable Living Trust); Class A Common Stock — 26,691 shares (Direct, null)
Footnotes (1)
  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. 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. Represents 13,049 shares of Class A common stock held outright by the Reporting Person and 13,642 shares of Class A common stock issuable upon the vesting of restricted stock units.
Trust distribution 23 shares Pro-rata in kind distribution to Dharma Revocable Living Trust
Direct holdings total 26,691 shares Class A common stock following reported transactions
Direct shares outright 13,049 shares Class A common stock held outright by Horowitz
RSUs outstanding 13,642 shares Class A common stock issuable upon RSU vesting
Indirect trust holdings 1,082 shares Class A common stock held by Dharma Revocable Living Trust
pro-rata in kind distribution financial
"Represents a pro-rata in kind distribution of shares of the Issuer's Class A common stock"
revocable grantor living trust financial
"Represents shares of Class A common stock held through a revocable grantor living trust"
restricted stock units financial
"13,642 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.
pecuniary interest financial
"disclaims beneficial ownership of the shares of Class A common stock except to the extent of his pecuniary interest therein"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/26/2026J(1)23A(1)1,082IBy Dharma Revocable Living Trust(2)
Class A Common Stock26,691(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 13,642 shares of Class A common stock issuable upon the vesting of restricted stock units.
Remarks:
/s/ Sarah K. Wilson, as Attorney-in-Fact for Bradley Horowitz06/30/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did CRCL director Bradley Horowitz report on this Form 4?

Bradley Horowitz reported an update to his Circle Internet Group, Inc. share holdings. The filing reflects a small, 23-share pro-rata in kind distribution to an affiliated trust and updated totals for his direct and indirect ownership positions, including restricted stock units.

How many Circle Internet (CRCL) shares does Bradley Horowitz hold directly after this filing?

After the reported transactions, Bradley Horowitz directly holds 26,691 Class A common shares. This total consists of 13,049 shares held outright and 13,642 additional shares that are issuable upon the vesting of restricted stock units granted to him by Circle Internet Group, Inc.

What is the Dharma Revocable Living Trust’s interest in Circle Internet Group, Inc. shares?

The Dharma Revocable Living Trust holds 1,082 Class A common shares of Circle Internet Group, Inc. It is a revocable grantor living trust where Horowitz and his spouse serve as co-trustees and co-beneficiaries, and Horowitz disclaims beneficial ownership except for his pecuniary interest.

What is the nature of the 23-share transaction reported for CRCL?

The 23 shares reflect a pro-rata in kind distribution from Accel XI Strategic Partners L.P. to its limited partners. An affiliated entity of Bradley Horowitz, the Dharma Revocable Living Trust, received these Circle Internet Group, Inc. shares without additional consideration as part of that distribution.

Does Bradley Horowitz fully own the Circle Internet (CRCL) shares held in the Dharma Revocable Living Trust?

Horowitz disclaims full beneficial ownership of shares held in the Dharma Revocable Living Trust. According to the filing, he only acknowledges beneficial ownership of those Circle Internet Group, Inc. shares to the extent of his pecuniary interest in the trust’s holdings.