Circle Internet Group, Inc. — Director's Dealing 2025

Jun 10, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Circle Internet Group, Inc. (CRCL)
CIK: 0001876042
Period of Report: 2025-06-06

Reporting Person: Chuang Xi Capital Ltd (N/A)
Reporting Person: IDG-Accel China Capital GP II Associates Ltd. (N/A)
Reporting Person: Wide Palace Ltd (N/A)
Reporting Person: IDG China Capital Fund GP III Associates Ltd. (N/A)
Reporting Person: Ho Chi Sing (N/A)
Reporting Person: Zhou Quan (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-06-06	Class A Common Stock	J	6908404	—	Acquired	6908404	Direct
2025-06-06	Class A Common Stock	J	1690306	—	Acquired	8598710	Direct
2025-06-06	Class A Common Stock	J	9548476	—	Acquired	10979473	Indirect
2025-06-06	Class A Common Stock	J	3696857	—	Acquired	14676330	Indirect
2025-06-06	Class A Common Stock	S	859871	$29.295	Disposed	7738839	Direct
2025-06-06	Class A Common Stock	S	1467633	$29.295	Disposed	13208697	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-06-06	Series C Preferred Stock	$	J	6908404	Disposed		Class A Common Stock (6908404)	Direct
2025-06-06	Series D Preferred Stock	$	J	1690306	Disposed		Class A Common Stock (1690306)	Direct
2025-06-06	Series D Preferred Stock	$	J	9548476	Disposed		Class A Common Stock (9548476)	Indirect
2025-06-06	Series E Preferred Stock	$	J	3696857	Disposed		Class A Common Stock (3696857)	Indirect

Footnotes

F1: The Series C Preferred Stock was convertible into Class A Common Stock on a one-for-one basis and had no expiration date. The Issuer's Amended and Restated Certificate of Incorporation (the "Amended and Restated Certificate of Incorporation") became effective immediately prior to the closing of the Issuer's initial public offering, pursuant to which, each share of Series C Preferred Stock that was outstanding as of immediately prior to that time was automatically reclassified, on a one-for-one basis, into a share of Class A Common Stock in a reclassification exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") pursuant to Rule 16b-7 thereunder.

F2: The Series D Preferred Stock was convertible into Class A Common Stock on a one-for-one basis and had no expiration date. Each share of Series D Preferred Stock that was outstanding immediately prior to the effectiveness of the Amended and Restated Certificate of Incorporation was automatically reclassified, on a one-for-one basis, into a share of Class A Common Stock in a reclassification exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-7.

F3: The Series E Preferred Stock was convertible into Class A Common Stock on a one-for-one basis and had no expiration date. Each share of Series E Preferred Stock that was outstanding immediately prior to the effectiveness of the Amended and Restated Certificate of Incorporation was automatically reclassified, on a one-for-one basis, into a share of Class A Common Stock in a reclassification exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-7.

F4: These securities are directly held by Chuang Xi Capital Limited ("Chuang Xi") and may be deemed to be indirectly beneficially owned by the other reporting persons. IDG-Accel China Capital GP II Associates Ltd. ("IDG Capital II GP") is the ultimate general partner of the holding entities of Chuang Xi. Chi Sing Ho and Quan Zhou are directors and shareholders of IDG Capital II GP.

F5: These securities are directly held by Wide Palace Limited ("Wide Palace") and may be deemed to be indirectly beneficially owned by the other reporting persons. IDG China Capital Fund GP III Associates Ltd. ("IDG Capital III GP") is the ultimate general partner of the holding entities of Wide Palace. Chi Sing Ho and Quan Zhou are directors and shareholders of IDG Capital III GP.

F6: These securities were sold in the secondary offering which occurred in conjunction with the Issuer's initial public offering at a price per share of $29.295. This amount represents the initial public offering price of $31.00 per share less the underwriting discount of $1.705 per share.

F7: Each of the reporting persons and entities disclaims beneficial ownership of the reported securities (except to the extent of such person's or entity's pecuniary interest in such securities). The filing of this statement by the reporting persons shall not be deemed an admission that such persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities covered by this statement.