Credo Technology Group Holding Ltd SEC Filings

Credo Technology Group Holding Ltd (CRDO) filed a Form 144 notifying the proposed sale of 112,580 common shares, representing an aggregate market value of $16,759,784.60. The sale is planned on 10/08/2025 through Goldman Sachs & Co. LLC on the NASD. The filing lists prior acquisitions of the shares mainly as restricted stock units and earlier stock-option exercises between 2016 and 2025, and shows two recent open-market sales in the past three months totaling 7,580 shares for gross proceeds of about $890,059. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information.

Credo Technology Group Holding Ltd reported a Form 144 notice for a proposed sale of 154,984 Class A common shares, scheduled approximately on 10/07/2025, listed for sale through Goldman Sachs & Co. LLC on the NASD. The filing shows those shares were acquired in tranches between 01/27/2022 and 04/04/2024, primarily as restricted stock units and a private issuance from the issuer. The filing also discloses multiple prior sales by related parties in 08/2025 and 09/2025 with individual gross proceeds reported per sale.

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.

Credo Technology Group Holding Ltd entered into an equity distribution agreement with Goldman Sachs & Co. LLC to sell its ordinary shares from time to time with an aggregate offering price of up to $750,000,000.

The shares may be sold as an at-the-market offering under SEC Rule 415, including ordinary broker transactions, trades through market makers, on or through the Nasdaq Global Select Market or other venues, in the over-the-counter market, or using other methods permitted by law. The detailed terms of this at-the-market program are set out in the equity distribution agreement, which is filed as an exhibit.

Credo Technology Group Holding Ltd filed a prospectus supplement describing potential offerings of ordinary shares and various debt and equity securities under a shelf registration. The company may sell ordinary shares in an at-the-market offering through Goldman Sachs, which will use commercially reasonable efforts to sell shares and may receive compensation up to 2.00% of the gross sales price. The prospectus discloses that the last reported Nasdaq sale price was $143.87 per share on October 3, 2025. The document highlights volatility in the share price over the prior 12 months (high of $176.70, low of $29.09) and directs readers to the Risk Factors and incorporated SEC filings, including the Annual Report for the fiscal year ended May 3, 2025. Material contractual terms are summarized for debt securities (senior and subordinated ranking, events of default, trustee rights, global/bearer form, discharge/defeasance, modification thresholds) and other instruments (warrants, purchase contracts, units). The prospectus also discloses a Customer Warrant to Amazon for 4,080,000 shares at an exercise price of $10.74, provisions relating to Cayman Islands governance and enforcement of judgments, indemnification and anti-takeover provisions, and data/privacy practices for investor personal data.

Insider sales by Credo Technology Group Holding Ltd (CRDO): The company's Chief Operating Officer and director, Lam Yat Tung, reported two open-market disposals totaling 6,348 ordinary shares. On 10/02/2025 he sold 3,174 shares at $149.63, and on 10/05/2025 he sold 3,174 shares at $143.87. After these transactions his reported direct ownership declined to 2,622,055 ordinary shares.

The filing also shows indirect holdings: 920,000 shares held by Zhan BVI Co Ltd and 125,000 shares held by EZ Trust, with the reporting person disclaiming beneficial ownership of those indirect positions except for any pecuniary interest. The transactions were reported on Form 4 with a signature by an attorney-in-fact on 10/06/2025. The filing notes the sales reflect shares withheld by the issuer to satisfy tax-withholding on vested RSUs.

Credo Technology Group Holding Ltd (CRDO) reported two separate disposals by Chief Financial Officer Daniel W. Fleming. On 10/02/2025 he disposed of 2,460 ordinary shares at $149.63, reducing his direct beneficial ownership to 573,718 shares. On 10/05/2025 he disposed of another 2,460 ordinary shares at $143.87, leaving 571,258 shares directly owned. The filing states these share dispositions represent shares withheld by the issuer to satisfy tax withholding obligations related to the vesting and settlement of restricted stock units (RSUs). The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 10/06/2025.

Brennan William Joseph, President, Chief Executive Officer and a director of Credo Technology Group Holding Ltd (CRDO), reported withholding of shares to satisfy taxes related to restricted stock unit vesting. Two non-derivative disposals occurred: 6,149 shares were withheld on 10/02/2025 at a price of $149.63, and 6,149 shares were withheld on 10/05/2025 at $143.87, totaling 12,298 shares surrendered for tax withholding. After these transactions, Mr. Brennan directly beneficially owned 356,875 ordinary shares and indirectly beneficially owned 1,992,502 ordinary shares through The Brennan Family Trust, DTD 09/06/2002. The filing disclaims beneficial ownership of the trust shares except to the extent of pecuniary interest and notes the share disposals represent tax withholding on RSU vesting.

Credo Technology Group Holding Ltd files an S-3ASR that collects governing corporate and offering terms and incorporates prior SEC reports by reference. The document restates shareholder meeting rules including quorum, notice periods of 10–60 calendar days, ordinary and special resolution voting thresholds, and Cayman Islands rights for register correction and dissenters in certain mergers. It discloses a Customer Warrant to Amazon for 4,080,000 shares at an exercise price of $10.74 with automatic net exercise or assumption on change of control depending on cash or non-cash consideration. Corporate governance provisions include a classified board with staggered three-year terms, indemnification and limitation of liability for directors, and removal only for cause by special resolution. The filing describes privacy/data handling, Nasdaq listing under CRDO, transfer agent information, and broad indenture terms for unsecured debt securities including ranking, events of default, modification mechanics and global security arrangements.