Horowitz shifts Circle Internet (CRCL) shares into affiliated living trust

Rhea-AI Filing Summary

Circle Internet Group director Bradley Horowitz reported an internal restructuring of his holdings with no open-market trade. On March 16, 2026, 59 shares of Class A common stock were distributed in kind from Accel XI Strategic Partners L.P. to the Dharma Revocable Living Trust, a revocable grantor trust affiliated with him, without additional consideration.

After this adjustment, the trust holds 961 shares indirectly. Horowitz also has 13,049 shares held outright and 11,624 shares issuable upon the vesting of restricted stock units, for a total of 24,673 Class A shares reflected as direct ownership.

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

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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 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)
03/16/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/16/2026		J(1)		59	A	(1)	961	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	03/17/2026
	** 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).
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FAQ

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

Bradley Horowitz reported an internal restructuring, not a market trade. A pro-rata in kind distribution moved 59 Circle Internet Class A shares from Accel XI Strategic Partners L.P. to the Dharma Revocable Living Trust affiliated with him, with no additional consideration exchanged.

How many Circle Internet (CRCL) shares does the Dharma Revocable Living Trust hold after the Form 4?

Following the reported restructuring, the Dharma Revocable Living Trust holds 961 Circle Internet Class A shares indirectly. The trust is a revocable grantor living trust where Horowitz and his spouse serve as co-trustees and co-beneficiaries, subject to his pecuniary interest disclosure.

What direct Circle Internet (CRCL) holdings does Bradley Horowitz report?

Horowitz reports 13,049 Circle Internet Class A shares held outright and 11,624 additional shares issuable upon vesting of restricted stock units. Together, these positions total 24,673 Class A shares in his direct ownership line on the Form 4 filing.

Did Bradley Horowitz buy or sell Circle Internet (CRCL) shares on the market?

The filing does not show open-market buying or selling. It reports a J-code “other” transaction, describing a pro-rata in kind distribution of 59 shares from Accel XI Strategic Partners L.P. to the Dharma Revocable Living Trust, with no additional consideration paid.

How does the Form 4 describe Bradley Horowitz’s beneficial ownership of CRCL shares held in the trust?

The Form 4 states the trust is a revocable grantor living trust where Horowitz and his spouse are co-trustees and co-beneficiaries. He disclaims beneficial ownership of the Class A shares except to the extent of his pecuniary interest in those securities.