A shareholder in Circle, the company behind the USDC stablecoin, has sued President Donald Trump, World Liberty Financial and related companies in federal court in Washington. He claims that two deals linked to the United Arab Emirates were unconstitutional payments from a foreign state, and that they cost Circle business.
The verified complaint in Greenberg v. Trump (No. 1:26-cv-03686) was filed in the US District Court for the District of Columbia on 22 October 2026. It is a derivative suit, meaning the plaintiff, J. Benjamin Greenberg, sues on Circle’s behalf rather than his own. Circle is named only as a “nominal defendant”. Greenberg says he worked at Circle as a software engineer from 2016 to 2018 and owns 10,000 Class A shares.
Circle has distanced itself from the case. “Circle did not initiate, direct, authorize, or participate in the filing,” the company told CNBC, adding that it does not comment on pending litigation.
In brief
- A Circle shareholder filed a derivative suit against Trump, World Liberty and Steve Witkoff in Washington on 22 October.
- It claims Aryam’s $500m World Liberty stake and MGX’s $2bn Binance deal, settled in USD1, were foreign emoluments.
- World Liberty calls the claims meritless; Circle says it did not authorise the filing.
What the complaint alleges
The defendants are Trump and Steve Witkoff, the US Special Envoy to the Middle East, both sued in their official capacities, along with World Liberty Financial LLC, WLF Holdco, Stablecoin Holdco, DT Marks DEFI and DT Marks SC. None of the allegations has been tested in court.
The first deal concerns Aryam, an investor the complaint says is backed by Sheikh Tahnoon bin Zayed Al Nahyan, the UAE’s national security adviser. According to the filing, on 16 January 2025, four days before the inauguration, Aryam agreed to pay $500 million for a 49% stake in World Liberty. Half was paid up front, and the complaint says $187 million of that went to DT Marks DEFI and DT Marks SC, two of the defendants.
The second deal involves MGX, which the complaint describes as created by an Abu Dhabi government council and chaired by Tahnoon. MGX’s $2 billion investment in Binance was announced on 12 March 2025 without naming a stablecoin. World Liberty announced its USD1 stablecoin on 25 March. On 1 May, the filing says, Zach Witkoff announced that USD1 had been “selected as the official stablecoin to close MGX’s $2 billion investment in Binance”. The complaint says USD1’s supply rose from about $127 million on 22 April to about $2.127 billion on 30 April. It adds that in December 2025 Binance began offering zero-fee trading on USD1/USDC pairs, which it says encouraged USDC holders to switch. TSN has previously reported, citing Bloomberg, that Binance holds a large share of USD1 and that World Liberty was made aware of Binance.US’s fundraising but was not taking part.
The complaint itself records the other side’s account. “Binance and World Liberty deny that Binance arranged the use of USD1,” it says, citing a Wall Street Journal report, and quotes Binance’s lawyer as saying Binance “did not control the stablecoin chosen by MGX.” It also says MGX told Forbes that Binance asked for settlement in crypto, and that MGX picked USD1 because it is backed one-to-one and because of its compliance record.
Where Circle comes in
Circle makes most of its money from interest on the reserves behind USDC. The complaint puts that reserve income at $2.64 billion of Circle’s $2.75 billion revenue in 2025. It then argues that if MGX had settled in USDC, Circle would have earned interest on the $2 billion. Using reserve returns of 4.1% in 2025 and 3.5% in the second quarter of 2026, it says $2 billion “generates approximately $70 million to $82 million in reserve income per year”. That is the complaint’s hypothetical figure for income Circle might have earned, not a loss anyone has proved. TSN covered how Circle shares USDC reserve income with partners earlier this month, and its plan to expand into about 40 emerging markets.
The suit brings eight counts, including two under the Foreign Emoluments Clause, plus unjust enrichment, tortious interference and unfair competition. It asks for a declaration, injunctions, an accounting, disgorgement of the alleged emoluments to the US Treasury, and damages. Greenberg did not first ask Circle’s board to sue. The complaint says such a demand would have been “futile” because the board is not independent of the President. Whether the court accepts that argument will decide whether he can bring the case at all.
What the defendants and plaintiff say
Bill Burck of Quinn Emanuel, counsel to World Liberty, told CNBC: “This sounds more like a partisan press release than a lawsuit… Anyone can file a lawsuit in America, even a frivolous one.” World Liberty spokesperson David Wachsman said the company “is compliant with all U.S. laws and regulations”, that “no one at World Liberty Financial works for the U.S. Government”, and that “these claims are without merit and we look forward to resolving them in court.” White House spokesperson Anna Kelly called it a “frivolous lawsuit” and said: “There are no conflicts of interest.” CNBC said Witkoff’s spokesperson had not immediately responded.
Matt Pelikan, of Evergreen Legal Strategies, the firm representing Greenberg, told CNBC: “We’re suing to stop the corruption and to force President Trump to return the profits to American taxpayers.”
The case turns on standing before it reaches the emoluments question
The first fight is likely to be procedural, not constitutional. A derivative plaintiff normally has to show that asking the board to sue would have been pointless. Circle’s statement that it did not authorise or take part in the filing may give the defendants an opening. If the futility argument fails, the court never has to decide what counts as an emolument.
The $70m–$82m is arithmetic, not evidence of harm
The headline numbers rest on a counterfactual. The complaint multiplies $2 billion by Circle’s reserve yields. That assumes MGX would have used USDC and kept the full sum on issue for a year. Binance and World Liberty deny that Binance arranged the use of USD1, and MGX’s own stated reasons cut against the idea that it was steered. For Circle’s shareholders, the suit puts a price on a road not taken. It does not show that the road was ever open.
The competitive claim is the more ordinary one
Strip out the constitutional counts and what is left is a familiar commercial complaint: a rival stablecoin won business that Circle wanted. Unfair competition and tortious interference claims need evidence that business was steered, not just lost. The complaint relies on timing, on public statements and on “information and belief”. World Liberty says the claims are without merit. The next thing to watch on the docket is whether they move to dismiss on demand futility before the court ever reaches the emoluments claims.
Sources
- Verified Complaint, Greenberg v. Trump, No. 1:26-cv-03686 (D.D.C.), Document 1, filed 22 October 2026, via CourtListener
- CourtListener, docket for Greenberg v. Trump, 1:26-cv-03686, read 24 October 2026
- Luke Fountain and Kevin Breuninger, “Lawsuit accuses Trump of illegally profiting off foreign crypto deals”, CNBC, 22 October 2026
Related stories
- Binance.US Looking to Raise as Much as $100m at About $1bn
- Circle Spells Out USDC Partner Economics for the First Half of 2026
- Circle Plans a Push Into About 40 Emerging Markets, CEO Tells Reuters
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