Credo (CRDO) Insider Filing: 2,460 Shares Withheld for Taxes at $123.06

Rhea-AI Filing Summary

Credo Technology Group insider Cheng Chi Fung, who serves as Chief Technology Officer and a director, reported a Form 4 disclosing a sale of 2,460 ordinary shares on 09/01/2025 at a price of $123.06 per share. After the transaction Mr. Fung directly beneficially owns 114,430 shares and indirectly beneficially owns 7,108,961 shares through the Cheng Huang Family Trust, where he and his spouse are trustees and family members are beneficiaries. The filing notes the 2,460 shares were withheld by the issuer to satisfy tax withholding obligations in connection with RSU vesting.

Positive

• Substantial indirect ownership remains: 7,108,961 shares held via the Cheng Huang Family Trust, indicating continued family alignment with the company
• Transaction originates from RSU tax withholding, suggesting the sale was administrative rather than opportunistic market selling

Negative

• Reported disposition of 2,460 shares at $123.06 reduces the reporting person's direct holdings
• Form notes disclaimer that the reporting person disclaims beneficial ownership of trust shares except to the extent of pecuniary interest, which may limit direct voting influence clarity

Insights

Securities Analyst

TL;DR: Small tax-withholding sale; reporting person retains substantial indirect ownership, so limited immediate governance impact.

The reported disposition of 2,460 shares appears to be a routine withholding event tied to RSU settlement rather than an open-market divestment. The transaction proceeds at $123.06 per share and results in reported direct ownership of 114,430 shares and indirect ownership of 7,108,961 shares via a family trust. For investors, the magnitude of indirect holdings indicates continued long-term alignment between the reporting person’s family and the company, while the withheld shares modestly reduce direct holdings.

Corporate Governance Expert

TL;DR: Routine insider tax-related share withholding; no evidence of change in control or material governance shift.

Form 4 details a withholding to satisfy tax obligations tied to RSU vesting, a common administrative action. The reporting person is both an officer and director, and the filing discloses significant indirect holdings through a family trust, with an explicit disclaimer limiting personal beneficial ownership to pecuniary interest. This maintains transparency around potential related-party influence but does not indicate an actionable governance concern.

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

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^*

Cheng Chi Fung

(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)
	Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

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	09/01/2025		F(1)		2,460	D	$123.06	114,430	D
Ordinary Shares								7,108,961	I	Cheng Huang Family Trust(2)

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. Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting and settlement of RSUs.

2. Represents ordinary shares held by the Cheng Huang Family Trust of which the Reporting Person and his spouse are trustees and the Reporting Person, his spouse and their children are beneficiaries. The Reporting Person disclaims beneficial ownership except to the extent of his and his spouse's pecuniary interest therein. The full name of the trust is the Cheng Huang Family Trust U/T/A DTD 12/22/2003.

Remarks:

	/s/ James Laufman, attorney-in-fact	09/03/2025
	** 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

What did Cheng Chi Fung report on the Form 4 for CRDO?

The filing reports a sale (withholding) of 2,460 ordinary shares on 09/01/2025 at $123.06 per share related to RSU tax withholding.

How many CRDO shares does Cheng Chi Fung own after the transaction?

After the transaction Mr. Fung directly beneficially owns 114,430 shares and indirectly owns 7,108,961 shares via the Cheng Huang Family Trust.

Was the sale an open-market transaction or tax withholding?

The filing states the 2,460 shares were withheld by the issuer to satisfy tax withholding obligations from RSU vesting.

What is the nature of the Cheng Huang Family Trust holdings?

The trust (Cheng Huang Family Trust U/T/A DTD 12/22/2003) holds 7,108,961 ordinary shares; Mr. Fung and his spouse are trustees and family members are beneficiaries; he disclaims beneficial ownership except to the extent of pecuniary interest.

What roles does Cheng Chi Fung hold at Credo Technology Group?

The Form 4 lists Mr. Fung as a Director and as an Officer with the title Chief Technology Officer.