Credo Technology (NASDAQ: CRDO) CEO logs Rule 10b5-1 sales, share gift

Rhea-AI Filing Summary

Credo Technology Group Holding Ltd had a director who is also its President & Chief Executive Officer report multiple sales of ordinary shares. The transactions, made through The Brennan Family Trust, were executed on December 11, 2025 under a Rule 10b5-1 trading plan adopted on April 15, 2025. The reported weighted average sale prices for the various trades were based on executions within price ranges from $148.95 to $159.32 per share.

After the reported sales, the trust held 1,882,502 ordinary shares indirectly, while the insider also directly held 301,891 ordinary shares. The insider additionally reported a gift of 10,000 ordinary shares from The Brennan Family Trust to The Brennan Family Fund, a charitable remainder trust, and disclaimed beneficial ownership of the trust shares except to the extent of any 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)
12/11/2025

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	12/11/2025		S(1)		3,373	D	$149.4012(2)	1,939,129	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		4,992	D	$150.5546(4)	1,934,137	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		4,966	D	$151.4033(5)	1,929,171	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		10,883	D	$152.556(6)	1,918,288	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		9,805	D	$153.5576(7)	1,908,483	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		9,374	D	$154.3815(8)	1,899,109	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		1,616	D	$155.5815(9)	1,897,493	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		1,707	D	$156.4179(10)	1,895,786	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		1,232	D	$157.4946(11)	1,894,554	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		1,825	D	$158.4149(12)	1,892,729	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		227	D	$159.1963(13)	1,892,502	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		G(14)		10,000	D	$0	1,882,502	I	The Brennan Family Trust, DTD 09/06/2002(3)
Ordinary Shares	12/11/2025		S(1)		1,316	D	$149.356(2)	318,591	D
Ordinary Shares	12/11/2025		S(1)		1,753	D	$150.5548(4)	316,838	D
Ordinary Shares	12/11/2025		S(1)		1,729	D	$151.4022(5)	315,109	D
Ordinary Shares	12/11/2025		S(1)		3,832	D	$152.5573(6)	311,277	D
Ordinary Shares	12/11/2025		S(1)		3,469	D	$153.4865(7)	307,808	D
Ordinary Shares	12/11/2025		S(1)		3,449	D	$154.3823(8)	304,359	D
Ordinary Shares	12/11/2025		S(1)		601	D	$155.5803(15)	303,758	D
Ordinary Shares	12/11/2025		S(1)		642	D	$156.4199(10)	303,116	D
Ordinary Shares	12/11/2025		S(1)		462	D	$157.4923(11)	302,654	D
Ordinary Shares	12/11/2025		S(1)		679	D	$158.4145(12)	301,975	D
Ordinary Shares	12/11/2025		S(1)		84	D	$159.1964(13)	301,891	D

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 $148.95 to $149.91. 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. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

4. This transaction was executed in multiple trades at prices ranging from $149.99 to $150.94. 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 $150.97 to $151.94. 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 $151.99 to $152.94. 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 $152.95 to $153.95. 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 $153.96 to $154.94. 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 $155.04 to $155.96. 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 $155.97 to $156.93. 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 $157.00 to $157.93. 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 $157.96 to $158.84. 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 $159.01 to $159.32. 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. Represents a gift of 10,000 ordinary shares from The Brennan Family Trust to The Brennan Family Fund, a charitable remainder trust. The Reporting Person does not share any voting or investment power over the securities held by the trust.

15. This transaction was executed in multiple trades at prices ranging from $155.04 to $155.95. 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.

Remarks:

	/s/ James Laufman, attorney-in-fact	12/15/2025
	** 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 insider role is involved in the latest Credo Technology Group (CRDO) transactions?

The reporting person is a director of Credo Technology Group Holding Ltd and also serves as its President & Chief Executive Officer, as indicated in the relationship section.

When did the Credo Technology Group (CRDO) insider share sales take place?

The reported ordinary share sales occurred on December 11, 2025, as shown in the transaction date column of Table I.

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

Yes. The explanation states that the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 15, 2025.

What price range did the Credo Technology Group (CRDO) insider receive for the shares sold?

The footnotes explain that the various sale transactions were executed in multiple trades at prices within ranges from $148.95 up to $159.32 per share, with each group of trades summarized by a weighted average sale price.

How many Credo Technology Group (CRDO) shares does the insider hold after the reported transactions?

Following the transactions, The Brennan Family Trust held 1,882,502 ordinary shares indirectly, and the insider also directly held 301,891 ordinary shares, as shown in the “beneficially owned following transaction” column.

What charitable gift did the Credo Technology Group (CRDO) insider report?

The report notes a gift of 10,000 ordinary shares from The Brennan Family Trust to The Brennan Family Fund, a charitable remainder trust, and states that the reporting person does not share voting or investment power over the securities held by that trust.

How does the insider describe beneficial ownership of Credo Technology (CRDO) shares held in the trust?

The reporting person disclaims beneficial ownership of the shares held by The Brennan Family Trust except to the extent of his pecuniary interest in those securities.