Circle Internet Group, Inc. (CRCL): Schedule 13G/A (Amendment No. 1) was filed by Accel-affiliated entities, disclosing beneficial ownership of Class A common stock as of 09/30/2025.
Accel XI L.P. reports 8,566,428 shares with sole voting and dispositive power (4.1%). Accel XI Strategic Partners L.P. reports 643,620 shares with sole power (0.3%). Accel XI Associates L.L.C., as general partner of the two funds, is listed with 9,210,048 shares and sole power (4.4%). Additional positions include Accel Investors (2013) L.L.C. at 909,772 shares (0.4%), Accel XIV L.P. at 191,365 shares (0.1%), Accel XIV Strategic Partners L.P. at 7,766 shares (0.0%), Accel XIV Associates L.L.C. at 199,131 shares (0.1%), and Accel XIV Investors (2019) L.L.C. at 10,215 shares (0.0%).
Percentages are based on 209,836,558 shares outstanding as of August 8, 2025, as disclosed in the company’s Form 10-Q. Items on group status and certifications are noted as not applicable. Signatures were executed by attorney-in-fact Jaspreet Singh.
Positive
None.
Negative
None.
Insights
Neutral ownership update; multiple Accel entities under 5% each.
This filing lists beneficial ownership stakes by several Accel entities in Circle Internet Group, each with sole voting and dispositive power. The largest line shows 9,210,048 shares (4.4%) for Accel XI Associates L.L.C. reflecting its role over related funds.
Percentages are calculated against 209,836,558 shares outstanding as of Aug 8, 2025. Items regarding group classification are marked not applicable, and no transaction terms or proceeds are involved.
The disclosure is administrative; actual impact depends on future ownership changes reported in subsequent filings.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Circle Internet Group, Inc.
(Name of Issuer)
Class A common stock, par value $0.0001 per share
(Title of Class of Securities)
172573107
(CUSIP Number)
09/30/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
172573107
1
Names of Reporting Persons
Accel XI L.P. ("A11")
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
8,566,428.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
8,566,428.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
8,566,428.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.1 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Note to Row 5: 8,566,428 shares, all of which are directly owned by A11. Accel XI Associates L.L.C. ("A11A"), the general partner of A11, may be deemed to have sole power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 8,566,428 shares, all of which are directly owned by A11. A11A, the general partner of A11, may be deemed to have sole power to dispose of these shares.
Note to Row 8: See response to row 7.
Note to Row 11: Based on 209,836,558 shares of Class A common stock ("Common Stock") outstanding as of August 8, 2025, as set forth in the Issuer's quarterly report on Form 10-Q for the quarter ended June 30, 2025, filed with the United States Securities and Exchange Commission (the "Commission") on August 12, 2025 (the "Form 10-Q").
SCHEDULE 13G
CUSIP No.
172573107
1
Names of Reporting Persons
Accel XI Strategic Partners L.P. ("A11SP")
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
643,620.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
643,620.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
643,620.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.3 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Note to Row 5: 643,620 shares, all of which are directly owned by A11SP. A11A, the general partner of A11SP, may be deemed to have sole power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 643,620 shares, all of which are directly owned by A11SP. A11A, the general partner of A11SP, may be deemed to have sole power to dispose of these shares.
Note to Row 8: See response to row 7.
Note to Row 11: Based on 209,836,558 shares of Common Stock outstanding as of August 8, 2025, as set forth in the Form 10-Q.
SCHEDULE 13G
CUSIP No.
172573107
1
Names of Reporting Persons
Accel XI Associates L.L.C. ("A11A")
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
9,210,048.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
9,210,048.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,210,048.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.4 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Note to Row 5: 9,210,048 shares, of which 8,566,428 are directly owned by A11, and 643,620 are directly owned by A11SP. A11A, the general partner of each of A11 and A11SP, may be deemed to have sole power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 9,210,048 shares, of which 8,566,428 are directly owned by A11, and 643,620 are directly owned by A11SP. A11A, the general partner of each of A11 and A11SP, may be deemed to have sole power to dispose of these shares.
Note to Row 8: See response to row 7.
Note to Row 11: Based on 209,836,558 shares of Common Stock outstanding as of August 8, 2025, as set forth in the Form 10-Q.
SCHEDULE 13G
CUSIP No.
172573107
1
Names of Reporting Persons
Accel Investors (2013) L.L.C. ("AI13")
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
909,772.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
909,772.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
909,772.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.4 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Note to Row 5: 909,772 shares, all of which are directly owned by AI13.
Note to Row 6: See response to row 5.
Note to Row 7: 909,772 shares, all of which are directly owned by AI13.
Note to Row 8: See response to row 7.
Note to Row 11: Based on 209,836,558 shares of Common Stock outstanding as of August 8, 2025, as set forth in the Form 10-Q.
SCHEDULE 13G
CUSIP No.
172573107
1
Names of Reporting Persons
Accel XIV L.P. ("A14")
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
191,365.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
191,365.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
191,365.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.1 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Note to Row 5: 191,365 shares, all of which are directly owned by A14. Accel XIV Associates L.L.C. ("A14A"), the general partner of A14, may be deemed to have sole power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 191,365 shares, all of which are directly owned by A14. A14A, the general partner of A14, may be deemed to have sole power to dispose of these shares.
Note to Row 8: See response to row 7.
Note to Row 11: Based on 209,836,558 shares of Common Stock outstanding as of August 8, 2025, as set forth in the Form 10-Q.
SCHEDULE 13G
CUSIP No.
172573107
1
Names of Reporting Persons
Accel XIV Strategic Partners L.P. ("A14SP")
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
7,766.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
7,766.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
7,766.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.0 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Note to Row 5: 7,766 shares, all of which are directly owned by A14SP. A14A, the general partner of A14SP, may be deemed to have sole power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 7,766 shares, all of which are directly owned by A14SP. A14A, the general partner of A14SP, may be deemed to have sole power to dispose of these shares.
Note to Row 8: See response to row 7.
Note to Row 11: Based on 209,836,558 shares of Common Stock outstanding as of August 8, 2025, as set forth in the Form 10-Q.
SCHEDULE 13G
CUSIP No.
172573107
1
Names of Reporting Persons
Accel XIV Associates L.L.C. ("A14A")
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
199,131.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
199,131.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
199,131.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.1 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Note to Row 5: 199,131 shares, of which 191,365 are directly owned by A14 and 7,766 are directly owned by A14SP. A14A, the general partner of each of A14 and A14SP, may be deemed to have sole power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 199,131 shares, of which 191,365 are directly owned by A14 and 7,766 are directly owned by A14SP. A14A, the general partner of each of A14 and A14SP, may be deemed to have sole power to dispose of these shares.
Note to Row 8: See response to row 7.
Note to Row 11: Based on 209,836,558 shares of Common Stock outstanding as of August 8, 2025, as set forth in the Form 10-Q.
SCHEDULE 13G
CUSIP No.
172573107
1
Names of Reporting Persons
Accel XIV Investors (2019) L.L.C. ("AI19")
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
10,215.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
10,215.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,215.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.0 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Note to Row 5: 10,215 shares, all of which are directly owned by AI19.
Note to Row 6: See response to row 5.
Note to Row 7: 10,215 shares, all of which are directly owned by AI19.
Note to Row 8: See response to row 7.
Note to Row 11: Based on 209,836,558 shares of Common Stock outstanding as of August 8, 2025, as set forth in the Form 10-Q.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Circle Internet Group, Inc.
(b)
Address of issuer's principal executive offices:
One World Trade Center New York, NY, 10007
Item 2.
(a)
Name of person filing:
This joint Schedule 13G is being filed by Accel XI L.P. ("A11"), Accel XI Strategic Partners L.P. ("A11SP"), Accel XI Associates L.L.C. ("A11A"), Accel Investors (2013) L.L.C. ("AI13"), Accel XIV L.P. ("A14"), Accel XIV Strategic Partners L.P. ("A14SP"), Accel XIV Associates L.L.C. ("A14A") and Accel XIV Investors (2019) L.L.C. ("AI19"). The foregoing entities are collectively referred to as the "Reporting Persons."
A11A, the general partner of each of A11 and A11SP, may be deemed to have sole power to vote and sole power to dispose of the shares of the Issuer directly owned by each of A11 and A11SP. A14A, the general partner of each of A14 and A14SP, may be deemed to have sole power to vote and sole power to dispose of the shares of the Issuer directly owned by each of A14 and A14SP.
(b)
Address or principal business office or, if none, residence:
Accel
500 University Avenue
Palo Alto, CA 94301
(c)
Citizenship:
A11, A11SP, A14, and A14SP are Delaware limited partnerships. A11A, AI13, A14A, and AI19 are Delaware limited liability companies.
(d)
Title of class of securities:
Class A common stock, par value $0.0001 per share
(e)
CUSIP No.:
172573107
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
See Row 9 of cover page for each Reporting Person.
(b)
Percent of class:
See Row 11 of cover page for each Reporting Person.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Row 5 of cover page for each Reporting Person.
(ii) Shared power to vote or to direct the vote:
See Row 6 of cover page for each Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
See Row 7 of cover page for each Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
See Row 8 of cover page for each Reporting Person.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Under certain circumstances set forth in the limited partnership agreements of A11, A11SP, A14, and A14SP, and the limited liability company agreements of A11A, AI13, A14A, and AI19, the general partner and limited partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner or member, as the case may be.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Accel XI L.P. ("A11")
Signature:
Jaspreet Singh
Name/Title:
Jaspreet Singh, Attorney-in-fact
Date:
11/13/2025
Accel XI Strategic Partners L.P. ("A11SP")
Signature:
Jaspreet Singh
Name/Title:
Jaspreet Singh, Attorney-in-fact
Date:
11/13/2025
Accel XI Associates L.L.C. ("A11A")
Signature:
Jaspreet Singh
Name/Title:
Jaspreet Singh, Attorney-in-fact
Date:
11/13/2025
Accel Investors (2013) L.L.C. ("AI13")
Signature:
Jaspreet Singh
Name/Title:
Jaspreet Singh, Attorney-in-fact
Date:
11/13/2025
Accel XIV L.P. ("A14")
Signature:
Jaspreet Singh
Name/Title:
Jaspreet Singh, Attorney-in-fact
Date:
11/13/2025
Accel XIV Strategic Partners L.P. ("A14SP")
Signature:
Jaspreet Singh
Name/Title:
Jaspreet Singh, Attorney-in-fact
Date:
11/13/2025
Accel XIV Associates L.L.C. ("A14A")
Signature:
Jaspreet Singh
Name/Title:
Jaspreet Singh, Attorney-in-fact
Date:
11/13/2025
Accel XIV Investors (2019) L.L.C. ("AI19")
Signature:
Jaspreet Singh
Name/Title:
Jaspreet Singh, Attorney-in-fact
Date:
11/13/2025
Comments accompanying signature: Signed pursuant to a Power of Attorney already on file with the appropriate agencies.
