Neville Patrick Sean's Form 4/A amendment
AmendedCircle Internet Group, Inc. (CRCL) · filed Jan 9, 2026
- Accession no.
- 0001876042-26-000011
- Filed
- Jan 9, 2026
- Trade date
- Dec 12, 2025
- Filing delay
- 28 days
- Rule 10b5-1 plan
- Checked
- Original filed
- Dec 16, 2025
This filing lists 4 non-derivative transactions and 4 derivative transactions. Open-market sales total $3.15M. It was filed 28 days after the trade.
This amendment replaces 0001876042-25-000074 (filed Dec 16, 2025).
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Neville Patrick SeanCIK 0002060511 | Director |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 12, 2025 | Class A Common Stock | CConversionAcquired | +30,000 | –F1 | – | 30,000 | Direct | |
| Dec 12, 2025 | Class A Common Stock | SSaleDisposed | −30,000 | $90.00 | −$2,700,000 | 30,000 | Direct | |
| Dec 12, 2025 | Class A Common Stock | CConversionAcquired | +5,000 | –F1 | – | 5,000 | Indirect | |
| Dec 12, 2025 | Class A Common Stock | SSaleDisposed | −5,000 | $90.00 | −$450,000 | 5,000 | Indirect |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 12, 2025 | Class B Common Stock | MOption exerciseDisposed | −30,000 | –F1 | – | 2,029,073 | Direct | |
| Dec 12, 2025 | Class A Common Stock | MOption exerciseAcquired | +30,000 | –F1 | – | 2,389,296 | Direct | |
| Dec 12, 2025 | Class A Common Stock | CConversionDisposed | −30,000 | –F1 | – | 2,359,296 | Direct | |
| Dec 12, 2025 | Class A Common Stock | CConversionDisposed | −5,000 | –F3 | – | 162,842 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
Each share of Class B common stock is convertible into Class A common stock on a one-for-one basis at the option of the Reporting Person. In addition, each share of Class B common stock will convert automatically into Class A common stock on a one-for-one basis upon any transfer of such share, except for certain permitted transfers described in the Issuer's Amended and Restated Certificate of Incorporation. Shares of Class B common stock do not expire.
Referenced by the price of 2 transactions in Table I and 3 transactions in Table II.
- F2
On December 12, 2025, the Reporting Person converted 30,000 shares of Class B common stock into Class A common stock to facilitate a sale pursuant to a 10b5-1 trading plan.
- F3
Represents shares of Class B common stock held through an irrevocable grantor trust, of which the Reporting Person is the sole trustee and the Reporting Person is a beneficiary. The Reporting Person is entitled to annuity payments from the trust, with any remaining assets to be distributed to the Calico Trust, of which the Reporting Person's child is the beneficiary. The Reporting Person disclaims beneficial ownership of the shares of Class B common stock except to the extent of his pecuniary interest therein.
Referenced by the price of 1 transaction in Table II.
- F4
On December 12, 2025, the Reporting Person converted 5,000 shares of Class B common stock into Class A common stock to facilitate a sale pursuant to a 10b5-1 trading plan.
- F5
Represents shares of Class A common stock held through an irrevocable grantor trust, of which the Reporting Person's wife, daughter and brother-in-law are trustees and the Reporting Person's child is the beneficiary. The Reporting Person disclaims beneficial ownership of the shares of Class A common stock.
- F6
The options are fully vested.
Remarks
This Form 4/A amends the previously filed Form 4 to correct an inadvertent error in the reporting of the total number of securities beneficially owned following the reported transaction.