Circle Internet director reports trust share distribution

Circle Internet Group director Bradley Horowitz reported an indirect change in ownership of Class A common stock.

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Rhea-AI Filing Summary

Circle Internet Group director Bradley Horowitz reported an indirect change in ownership of Class A common stock. A pro-rata in-kind distribution from Accel XI Strategic Partners L.P. transferred 118 shares to the Dharma Revocable Living Trust without additional consideration.

The trust is a revocable grantor living trust where Horowitz and his spouse are co-trustees and co-beneficiaries, and he disclaims beneficial ownership except for his pecuniary interest. Separately, he holds 13,049 shares outright and 11,624 shares subject to restricted stock units, for 24,673 Class A shares in direct form.

Insider Trade Summary

Other: 118 shares

Other 2 txns

Insider Horowitz Bradley

Role Director

Type	Security	Shares	Price	Value
Other	Class A Common Stock	118	$0.00	$0.00
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 697 shares (Indirect, By Dharma Revocable Living Trust); Class A Common Stock — 24,673 shares (Direct)

Footnotes (3)

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.
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.
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.

FAQ

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

Bradley Horowitz reported an indirect ownership change involving 118 Circle Internet Group Class A shares. These shares were received by the Dharma Revocable Living Trust through a pro-rata in-kind distribution from Accel XI Strategic Partners L.P., with no additional consideration paid for the transfer.

Who actually received the 118 Circle Internet Group (CRCL) shares in the Form 4 filing?

The 118 Class A shares were received by the Dharma Revocable Living Trust, an entity affiliated with Bradley Horowitz. The transfer came from Accel XI Strategic Partners L.P. as a pro-rata in-kind distribution to its limited partners, rather than an open-market purchase or sale.

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

Bradley Horowitz directly holds 24,673 Circle Internet Group Class A shares. This includes 13,049 shares held outright in his name and 11,624 additional shares that are issuable upon the vesting of restricted stock units granted to him by the company.

What is the nature of Bradley Horowitz’s indirect ownership in Circle Internet Group (CRCL)?

His indirect ownership is through the Dharma Revocable Living Trust, where he and his spouse serve as co-trustees and co-beneficiaries. The Form 4 notes he disclaims beneficial ownership of the trust’s shares except to the extent of his pecuniary interest in those securities.

Did Bradley Horowitz buy or sell Circle Internet Group (CRCL) shares for cash in this Form 4?

The Form 4 does not show a cash buy or sell by Horowitz. Instead, it reports an "other" type transaction coded J, reflecting a pro-rata in-kind distribution of 118 shares to an affiliated trust, with no additional consideration changing hands.

What does the Form 4 say about Bradley Horowitz’s beneficial ownership in Circle Internet Group (CRCL)?

The filing states that Horowitz disclaims beneficial ownership of shares held through the Dharma Revocable Living Trust, except for his pecuniary interest. This means his economic stake is acknowledged, while formal beneficial ownership of the trust’s full position is expressly limited.

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Accepted by SEC EDGAR 02/20/2026 - 05:00 PM EST

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

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)
02/18/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	02/18/2026		J⁽¹⁾		118	A	⁽¹⁾	697	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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	02/20/2026
	** 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.

Source: View Original Filing on SEC EDGAR