CRDO CEO discloses staged sales; direct holdings 337,923 shares

Rhea-AI Filing Summary

William J. Brennan, President, CEO and a director of Credo Technology Group Holding Ltd (CRDO), reported multiple stock sales on 10/07/2025 and 10/08/2025 executed under a Rule 10b5-1 trading plan adopted on 04/15/2025. The transactions were effected in many small trades with reported weighted average sale prices ranging from $135.4502 to $148.915. Following these sales the reporting person directly held 337,923 ordinary shares and indirectly held 1,992,502 ordinary shares through The Brennan Family Trust. The filer disclaims beneficial ownership of the trust shares except for pecuniary interest.

Positive

• Sales executed under a disclosed Rule 10b5-1 plan, showing procedural compliance
• Detailed weighted-average prices disclosed for the multiple transactions, increasing transparency
• Trust ownership clearly identified as 1,992,502 indirect shares, clarifying ownership structure

Negative

• Significant disposals through multiple trades reduced direct holdings to 337,923 shares
• Large number of small trades may reflect material liquidity from an insider and could affect market perception

Insights

Corporate Governance Specialist

TL;DR: Director/CEO executed planned sales under a 10b5-1 plan, with comprehensive disclosure of weighted average prices.

The sales were processed under a written Rule 10b5-1 plan adopted on 04/15/2025, which provides an affirmative defense to alleged insider trading when plan conditions are met. The filing lists many small disposals on 10/07/2025 and 10/08/2025 with weighted average prices between $135.4502 and $148.915.

The key governance implication is procedural: adoption and public disclosure of the plan increases transparency. Investors may request the detailed trade-by-trade prices and quantities from the SEC staff or issuer to fully verify execution details within the plan timeframe.

Equity Markets Analyst

TL;DR: Multiple block sales reduced direct holdings to 337,923 shares while indirect trust holdings remain 1,992,502 shares.

The reported disposals are split across many transactions producing weighted average sale prices from $135.45 up to $148.92. The pattern indicates staged selling rather than a single large block trade, which can moderate immediate market impact.

Market-watch items include any future amendments to the 10b5-1 plan and whether further scheduled dispositions remain; such items would be monitorable in subsequent Section 16 filings over the coming weeks.

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)
10/07/2025

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	10/07/2025		S(1)		333	D	$135.4502(2)	356,542	D
Ordinary Shares	10/07/2025		S(1)		276	D	$136.4736(3)	356,266	D
Ordinary Shares	10/07/2025		S(1)		1,385	D	$137.4465(4)	354,881	D
Ordinary Shares	10/07/2025		S(1)		2,274	D	$138.4625(5)	352,607	D
Ordinary Shares	10/07/2025		S(1)		1,625	D	$139.4861(6)	350,982	D
Ordinary Shares	10/07/2025		S(1)		388	D	$140.4477(7)	350,594	D
Ordinary Shares	10/07/2025		S(1)		523	D	$141.7819(8)	350,071	D
Ordinary Shares	10/07/2025		S(1)		938	D	$142.3721(9)	349,133	D
Ordinary Shares	10/07/2025		S(1)		476	D	$143.5788(10)	348,657	D
Ordinary Shares	10/07/2025		S(1)		956	D	$144.4745(11)	347,701	D
Ordinary Shares	10/07/2025		S(1)		302	D	$145.337(12)	347,399	D
Ordinary Shares	10/08/2025		S(1)		1,233	D	$137.9989(13)	346,166	D
Ordinary Shares	10/08/2025		S(1)		473	D	$138.9729(14)	345,693	D
Ordinary Shares	10/08/2025		S(1)		226	D	$140.1396(15)	345,467	D
Ordinary Shares	10/08/2025		S(1)		1,451	D	$141.1838(16)	344,016	D
Ordinary Shares	10/08/2025		S(1)		870	D	$141.9414(17)	343,146	D
Ordinary Shares	10/08/2025		S(1)		336	D	$143.3401(18)	342,810	D
Ordinary Shares	10/08/2025		S(1)		1,953	D	$144.1298(19)	340,857	D
Ordinary Shares	10/08/2025		S(1)		528	D	$144.9658(20)	340,329	D
Ordinary Shares	10/08/2025		S(1)		824	D	$146.1879(21)	339,505	D
Ordinary Shares	10/08/2025		S(1)		879	D	$147.1233(22)	338,626	D
Ordinary Shares	10/08/2025		S(1)		603	D	$148.332(23)	338,023	D
Ordinary Shares	10/08/2025		S(1)		100	D	$148.915	337,923	D
Ordinary Shares								1,992,502	I	The Brennan Family Trust, DTD 09/06/2002(24)

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 $135.01 to $135.98. 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 $136.05 to $136.99. 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 $137.01 to $138.008. 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 $138.02 to $139.00. 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 $139.01 to $139.99. 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 $140.06 to $140.92. 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 $141.21 to $142.01. 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 $142.02 to $143.00. 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 $143.21 to $143.90. 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 $144.01 to $144.92. 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 $145.04 to $145.64. 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 $137.65 to $138.59. 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. This transaction was executed in multiple trades at prices ranging from $138.70 to $139.54. 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.

15. This transaction was executed in multiple trades at prices ranging from $139.70 to $140.63. 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.

16. This transaction was executed in multiple trades at prices ranging from $140.68 to $141.63. 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.

17. This transaction was executed in multiple trades at prices ranging from $141.66 to $142.52. 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.

18. This transaction was executed in multiple trades at prices ranging from $142.77 to $143.65. 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.

19. This transaction was executed in multiple trades at prices ranging from $143.66 to $144.63. 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.

20. This transaction was executed in multiple trades at prices ranging from $144.67 to $145.61. 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.

21. This transaction was executed in multiple trades at prices ranging from $145.73 to $146.59. 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.

22. This transaction was executed in multiple trades at prices ranging from $146.68 to $147.63. 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.

23. This transaction was executed in multiple trades at prices ranging from $147.65 to $148.63. 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.

24. 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	10/09/2025
	** 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 Credo insider William J. Brennan sell (CRDO)?

The filing reports multiple disposals on 10/07/2025 and 10/08/2025 executed under a Rule 10b5-1 plan with weighted average prices from $135.4502 to $148.915.

How many CRDO shares does the reporting person own after these transactions?

Following the reported sales the reporting person directly owned 337,923 ordinary shares and indirectly owned 1,992,502 ordinary shares through The Brennan Family Trust.

When was the 10b5-1 trading plan adopted for these sales?

The Rule 10b5-1 trading plan was adopted on 04/15/2025, as stated in the Form 4 explanations.

Can I get exact trade-by-trade prices and quantities for these sales?

Yes. The reporting person states the weighted averages reflect multiple trades and undertakes to provide full information upon request to the SEC staff, the issuer, or a security holder.

Does the reporting person still control shares via a trust?

Yes. The Form 4 shows indirect beneficial ownership of 1,992,502 shares through The Brennan Family Trust, with a disclaimer of beneficial ownership except for pecuniary interest.