SEC Form 4 · accession 0001876042-26-000253
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
Aug 10, 2026
Accepted (ET)
Aug 12, 2026 · 5:00 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 | Aug 10, 2026 | M | 23,333 | $25.81 | A | 744,586 | D | |
| Class A Common StockF2 | Aug 10, 2026 | S | 26,666 | $67.15 | D | 717,920 | 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 | Aug 10, 2026 | M | 23,333 | D | — | Feb 4, 2032 | Class A Common Stock | 23,333 | 369,678 | D |
Explanation of responses
- F1The reported sale was made pursuant to a 10b5-1 trading plan
- F2Represents 436,808 shares of Class A common stock held outright by the Reporting Person and 281,112 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.