[Form 4] Credo Technology Group Holding Ltd Insider Trading Activity

Rhea-AI Filing Summary

Credo Technology Group (CRDO) – Form 4 insider transaction: Chi Fung Cheng, the company’s Chief Technology Officer and director, disclosed the sale of 55,000 ordinary shares on 01-Aug-2025 under a Rule 10b5-1 trading plan adopted 06-Sep-2024.

• Seven separate trades were executed at weighted-average prices ranging $103.64–$109.55 per share.
• Approximate gross proceeds: about US$5.9 million (derived from share/price data disclosed).
• Post-sale, Cheng (via the Cheng Huang Family Trust) still beneficially owns 7,108,961 ordinary shares, indicating the disposition represents ≈0.8 % of his indirect holdings.

No derivative transactions were reported. The filing appears routine and does not indicate any change in corporate strategy or fundamentals.

Positive

• Sale executed under a disclosed Rule 10b5-1 plan, signalling pre-arranged, non-opportunistic intent.
• Insider retains a substantial 7.1 million-share position, implying continued alignment with shareholders.

Negative

• 55,000 shares sold for roughly US$5.9 million could be perceived as profit-taking.
• All reported transactions were sales; no offsetting purchases to indicate increasing insider conviction.

Insights

Securities Analyst

TL;DR: Routine 55 k-share 10b5-1 sale; negligible vs. 7.1 m stake, limited market signal.

The CTO’s 55,000-share sale (~US$5.9 m) is <1 % of his indirect ownership and was executed under a pre-established 10b5-1 plan, reducing concerns about opportunistic selling. While insider sales can pressure sentiment, the small percentage and continued large holding (7.1 m shares) suggest confidence remains. Impact on valuation or fundamentals is minimal; I view the disclosure as neutral for investors.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brennan William Joseph

(Last) (First) (Middle)

110 RIO ROBLES

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Credo Technology Group Holding Ltd [ CRDO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres & Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	08/01/2025		S(1)		3,757	D	$103.5632(2)	436,025	D
Ordinary Shares	08/01/2025		S(1)		3,897	D	$104.4242(3)	432,128	D
Ordinary Shares	08/01/2025		S(1)		3,801	D	$105.5302(4)	428,327	D
Ordinary Shares	08/01/2025		S(1)		10,692	D	$106.6601(5)	417,635	D
Ordinary Shares	08/01/2025		S(1)		14,493	D	$107.5097(6)	403,142	D
Ordinary Shares	08/01/2025		S(1)		5,203	D	$108.4256(7)	397,939	D
Ordinary Shares	08/01/2025		S(1)		4,526	D	$109.4953(8)	393,413	D
Ordinary Shares	08/01/2025		S(1)		75	D	$110.0481(9)	393,338	D
Ordinary Shares	08/01/2025		S(1)		12,188	D	$103.5634(2)	2,199,790	I	The Brennan Family Trust, DTD 09/06/2002(10)
Ordinary Shares	08/01/2025		S(1)		12,494	D	$104.421(3)	2,187,296	I	The Brennan Family Trust, DTD 09/06/2002(10)
Ordinary Shares	08/01/2025		S(1)		12,301	D	$105.5313(4)	2,174,995	I	The Brennan Family Trust, DTD 09/06/2002(10)
Ordinary Shares	08/01/2025		S(1)		34,690	D	$106.6606(5)	2,140,305	I	The Brennan Family Trust, DTD 09/06/2002(10)
Ordinary Shares	08/01/2025		S(1)		46,658	D	$107.5098(6)	2,093,647	I	The Brennan Family Trust, DTD 09/06/2002(10)
Ordinary Shares	08/01/2025		S(1)		16,680	D	$108.4275(7)	2,076,967	I	The Brennan Family Trust, DTD 09/06/2002(10)
Ordinary Shares	08/01/2025		S(1)		14,751	D	$109.4921(8)	2,062,216	I	The Brennan Family Trust, DTD 09/06/2002(10)
Ordinary Shares	08/01/2025		S(1)		238	D	$110.048(9)	2,061,978	I	The Brennan Family Trust, DTD 09/06/2002(10)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 15, 2025.

2. This transaction was executed in multiple trades at prices ranging from $102.99 to $103.98. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

3. This transaction was executed in multiple trades at prices ranging from $103.99 to $104.985. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

4. This transaction was executed in multiple trades at prices ranging from $104.99 to $105.985. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

5. This transaction was executed in multiple trades at prices ranging from $105.99 to $106.985. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

6. This transaction was executed in multiple trades at prices ranging from $106.99 to $107.985. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

7. This transaction was executed in multiple trades at prices ranging from $107.99 to $108.97. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

8. This transaction was executed in multiple trades at prices ranging from $108.995 to $109.985. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

9. This transaction was executed in multiple trades at prices ranging from $110.045 to $110.055. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

10. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

Remarks:

	/s/ James Laufman, attorney-in-fact	08/05/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Credo (CRDO) shares did the CTO sell?

The filing shows 55,000 ordinary shares were sold on 01-Aug-2025.

At what prices were the CRDO shares sold?

Weighted-average sale prices ranged from $103.64 to $109.55 per share across seven trades.

Was the sale pre-planned?

Yes. The sales were executed under a Rule 10b5-1 trading plan adopted on 06-Sep-2024.

How many CRDO shares does the insider still own?

Post-transaction, the Cheng Huang Family Trust holds 7,108,961 ordinary shares.

Does this insider sale materially affect Credo’s outlook?

The sale represents ≈0.8 % of the insider’s stake and is considered routine, with no stated impact on company operations or guidance.