CRDO Form 4: Cheng Chi Fung sells 57,460 shares under 10b5-1 plan

Rhea-AI Filing Summary

The document is a Form 4 reporting insider transactions by Cheng Chi Fung, Chief Technology Officer and director of Credo Technology Group Holding Ltd (CRDO). On 10/05/2025 and 10/06/2025, the reporting person had 2,460 ordinary shares withheld to cover taxes from RSU vesting and multiple sales totaling 57,460 ordinary shares (including the withheld shares). Sales were executed under a Rule 10b5-1 plan adopted by the Cheng Huang Family Trust and in multiple trades at prices ranging approximately from $143.96 to $155.85. After these transactions the reporting person directly holds 111,970 shares and the Cheng Huang Family Trust holds about 6.83M shares (indirect). The filing is procedural and discloses routine insider sales under a pre-established plan.

Positive

• Sales executed under a Rule 10b5-1 plan, which provides an affirmative defense and reduces questions about timing
• RSU tax withholding of 2,460 shares indicates compensation settlement rather than opportunistic sale

Negative

• Total disposition of 57,460 shares (including withheld RSUs) reduces insider economic exposure
• Multiple sales across price bands $143.96–$155.85 may indicate systematic liquidation by the Cheng Huang Family Trust

Insights

Corporate Governance & Insider Trading Analyst

TL;DR: Insider sales of 57,460 shares occurred under a Rule 10b5-1 plan, leaving the family trust with ~6.83M shares.

The transactions include 2,460 RSU shares withheld for taxes and multiple trust-directed sales on 10/06/2025

Using a Rule 10b5-1 plan reduces the likelihood these trades were time-sensitive decisions; prices reported range approximately $143.96–$155.85. Monitor future Form 4s for any change in cadence or plan termination over the next 90 days.

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^*

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)
10/05/2025

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	10/05/2025		F(1)		2,460	D	$143.87	111,970	D
Ordinary Shares	10/06/2025		S(2)		1,984	D	$144.4526(3)	6,886,977	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		5,600	D	$145.5955(5)	6,881,377	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		5,304	D	$146.3463(6)	6,876,073	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		14,460	D	$147.6279(7)	6,861,613	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		8,200	D	$148.3435(8)	6,853,413	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		5,209	D	$149.5502(9)	6,848,204	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		10,320	D	$150.5075(10)	6,837,884	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		1,823	D	$151.2296(11)	6,836,061	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		1,300	D	$152.6408(12)	6,834,761	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		300	D	$153.3433(13)	6,834,461	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		200	D	$154.05	6,834,261	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		200	D	$155.55(14)	6,834,061	I	Cheng Huang Family Trust(4)
Ordinary Shares	10/06/2025		S(2)		100	D	$156.45	6,833,961	I	Cheng Huang Family Trust(4)

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. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Cheng Huang Family Trust on September 6, 2024.

3. This transaction was executed in multiple trades at prices ranging from $143.96 to $144.93. 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.

4. 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.

5. This transaction was executed in multiple trades at prices ranging from $144.98 to $145.97. 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.

6. This transaction was executed in multiple trades at prices ranging from $145.98 to $146.88. 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 $146.98 to $147.97. 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 $147.98 to $148.93. 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.

9. This transaction was executed in multiple trades at prices ranging from $149.00 to $149.98. 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.

10. This transaction was executed in multiple trades at prices ranging from $150.01 to $151.00. 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.

11. This transaction was executed in multiple trades at prices ranging from $151.02 to $151.55. 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 $152.02 to $152.96. 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.

13. This transaction was executed in multiple trades at prices ranging from $153.05 to $153.93. 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.

14. This transaction was executed in multiple trades at prices ranging from $155.25 to $155.85. 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	10/07/2025
	** 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 (CRDO) insider Cheng Chi Fung report on Form 4?

The filing reports 2,460 RSU shares withheld for taxes and multiple sales totaling 57,460 ordinary shares on 10/05/2025–10/06/2025.

Were the sales part of a pre-arranged trading plan for CRDO?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Cheng Huang Family Trust on 09/06/2024.

How many CRDO shares does the Cheng Huang Family Trust hold after these transactions?

After the reported transactions the trust holds approximately 6,833,961 ordinary shares (reported indirectly).

What price range were the CRDO sales executed at?

Reported execution prices ranged approximately from $143.96 to $155.85 across multiple trades.

Did the reporting person retain any direct CRDO shares after the transactions?

Yes. The reporting person directly beneficially owns 111,970 ordinary shares following the transactions.