Credo (CRDO) CEO and family trust sell shares under 10b5-1 plan

Rhea-AI Filing Summary

Credo Technology Group Holding Ltd President and Chief Executive Officer William Joseph Brennan reported multiple sales of ordinary shares dated January 29, 2026, executed under a pre-arranged Rule 10b5-1 trading plan adopted on April 15, 2025.

The filing shows a series of open-market sales of Credo ordinary shares held directly by Brennan and indirectly through The Brennan Family Trust, DTD 09/06/2002. After the reported transactions, Brennan directly held 252,625 ordinary shares, while the trust held 1,832,502 ordinary shares, with Brennan disclaiming beneficial ownership of the trust’s shares except to the extent of his pecuniary interest.

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)
01/29/2026

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	01/29/2026		S(1)		1,171	D	$123.7591(2)	269,470	D
Ordinary Shares	01/29/2026		S(1)		1,094	D	$124.8464(3)	268,376	D
Ordinary Shares	01/29/2026		S(1)		3,270	D	$126.0144(4)	265,106	D
Ordinary Shares	01/29/2026		S(1)		5,444	D	$126.8372(5)	259,662	D
Ordinary Shares	01/29/2026		S(1)		2,448	D	$127.7133(6)	257,214	D
Ordinary Shares	01/29/2026		S(1)		1,010	D	$129.107(7)	256,204	D
Ordinary Shares	01/29/2026		S(1)		143	D	$129.6446(8)	256,061	D
Ordinary Shares	01/29/2026		S(1)		504	D	$130.838(9)	255,557	D
Ordinary Shares	01/29/2026		S(1)		1,219	D	$131.8397(10)	254,338	D
Ordinary Shares	01/29/2026		S(1)		1,132	D	$132.7598(11)	253,206	D
Ordinary Shares	01/29/2026		S(1)		420	D	$133.7905(12)	252,786	D
Ordinary Shares	01/29/2026		S(1)		161	D	$134.5676(13)	252,625	D
Ordinary Shares	01/29/2026		S(1)		2,946	D	$123.8121(2)	1,879,556	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		3,144	D	$124.8442(3)	1,876,412	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		9,277	D	$126.0129(4)	1,867,135	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		15,217	D	$126.8329(5)	1,851,918	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		6,091	D	$127.7138(6)	1,845,827	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		3,702	D	$129.0033(7)	1,842,125	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		378	D	$129.6415(8)	1,841,747	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		1,356	D	$130.8359(9)	1,840,391	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		3,280	D	$131.8395(10)	1,837,111	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		3,046	D	$132.7591(11)	1,834,065	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		1,128	D	$133.7899(12)	1,832,937	I	The Brennan Family Trust, DTD 09/06/2002(14)
Ordinary Shares	01/29/2026		S(1)		435	D	$134.5666(13)	1,832,502	I	The Brennan Family Trust, DTD 09/06/2002(14)

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 $123.35 to $124.33. 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 $124.36 to $125.35. 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 $125.37 to $126.34. 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 $126.35 to $127.34. 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 $127.35 to $128.27. 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 $128.53 to $129.27. 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 $129.36 to $130.26. 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 $130.49 to $131.28. 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. This transaction was executed in multiple trades at prices ranging from $131.36 to $132.34. 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.

11. This transaction was executed in multiple trades at prices ranging from $132.38 to $133.30. 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.

12. This transaction was executed in multiple trades at prices ranging from $133.35 to $134.33. 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.

13. This transaction was executed in multiple trades at prices ranging from $134.36 to $134.78. 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.

14. 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	02/02/2026
	** 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

What insider trading activity did Credo (CRDO) report on January 29, 2026?

Credo reported multiple sales of ordinary shares dated January 29, 2026 by President and CEO William Joseph Brennan and The Brennan Family Trust. The trades were open-market sales documented in a Form 4, covering both directly and indirectly held Credo ordinary shares.

Were the CRDO insider share sales made under a Rule 10b5-1 plan?

Yes. The filing states the sales were effected under a Rule 10b5-1 trading plan adopted by William Joseph Brennan on April 15, 2025. Such plans pre-schedule trades, allowing insiders to sell shares over time according to predetermined instructions.

How many Credo (CRDO) shares does William Joseph Brennan hold directly after these trades?

Following the reported January 29, 2026 transactions, William Joseph Brennan beneficially owned 252,625 Credo ordinary shares directly. This figure reflects his remaining direct holdings after a series of open-market sales at various prices disclosed in the Form 4.

What is The Brennan Family Trust’s Credo (CRDO) share position after the reported sales?

After the January 29, 2026 transactions, The Brennan Family Trust, DTD 09/06/2002, held 1,832,502 Credo ordinary shares. The Form 4 notes that Brennan disclaims beneficial ownership of these trust-held shares except to the extent of his pecuniary interest.

What prices were Credo (CRDO) shares sold for in these insider transactions?

The reported sales occurred at weighted average prices ranging from about $123.76 to $134.57 per share. Each line item reflects a weighted average price for multiple trades within a specified intraday price range, as detailed in the filing’s explanatory footnotes.

Is William Joseph Brennan both a director and officer of Credo (CRDO)?

Yes. The Form 4 identifies William Joseph Brennan as both a director and an officer of Credo Technology Group Holding Ltd, serving specifically as President and Chief Executive Officer, while not being marked as a 10% owner in the check-box section.