SEC Form 4 · accession 0001876042-26-000187
Circle Internet Group, Inc. · CRCL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nikhil Chandhok
Officer — Chief Product & Tech. Officer
Period of report
Jun 8, 2026
Accepted (ET)
Jun 9, 2026 · 5:09 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001876042
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Jun 8, 2026 | M | 23,333 | $25.81 | A | 548,475 | D | |
| Class A Common StockF2 | Jun 8, 2026 | S | 26,666 | $83.75 | D | 521,809 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3 | $25.81 | Jun 8, 2026 | M | 23,333 | D | — | Feb 4, 2032 | Class A Common Stock | 23,333 | 1,076,344 | D |
Explanation of responses
- F1The reported sale was made pursuant to a 10b5-1 trading plan.
- F2Represents 225,733 shares of Class A common stock held outright by the Reporting Person and 296,076 shares of Class A common stock subject to outstanding restricted stock units.
- F31/4 of the shares of Class A Common stock subject to the option award vested upon the one-year anniversary following the vesting commencement date and the remaining portion vest in 36 successive equal monthly installments thereafter, in each case, subject to the Reporting Person's continued service relationship with Circle Internet Group, Inc. through each applicable vesting date.