Circle Chairman & CEO Jeremy Allaire Reports Routine RSU Vesting & Tax Withholding

Executive Summary

On September 3, 2026, Circle Internet Group, Inc. ($CRCL) Chairman and CEO Jeremy Allaire filed Form 4 disclosing equity settlements and routine tax-withholding transactions executed on September 1, 2026.

Transaction Breakdown

• Derivative Settlements (Code M):
  • A total of 15,193 Restricted Stock Units (RSUs) across three vesting tranches (2,434, 6,742, and 6,017 units) vested and settled into shares of Class B Common Stock.
• Tax Withholding Dispositions (Code F):
  • Class A Common Stock: 8,219 shares were withheld at a price of $95.55 per share ($785,325.45) to satisfy tax liabilities.
  • Class B Common Stock: 8,404 shares were withheld at $95.55 per share ($803,002.20) to satisfy tax obligations upon RSU vesting.

Holdings Summary

• Direct Class A Holdings: 389,960 shares (including 208,069 unvested/issuable RSUs and 181,891 shares held outright).
• Direct Class B Holdings: 15,659,098 shares.
• Indirect Holdings: 247,324 Class A shares held across family trusts (Spruce, Oak, Beech, Chestnut) and 296,296 Class B shares held via the Allaire 2025 Qualified Annuity Trust.

Trading Significance

This filing carries Low market significance as all dispositions represent non-discretionary share withholdings (Code F) to cover tax obligations resulting from scheduled RSU vestings, rather than open-market buying or selling.