CrowdStrike (CRWD) Director S. Gandhi Discloses 10b5-1 Sales on Sep 4, 2025

Rhea-AI Filing Summary

Sameer K. Gandhi, a director of CrowdStrike Holdings, Inc. (CRWD), reported multiple open-market sales of Class A common stock executed on 09/04/2025 pursuant to a 10b5-1 plan adopted June 26, 2024. The Form 4 lists a series of sale transactions with weighted-average prices reported for blocks of shares, reducing the reported beneficial ownership held indirectly through Potomac Investments L.P. - Fund 1 to 771,448 shares following the transactions. The filing also discloses indirect holdings in other entities, including 3,483,559 shares held by Accel Leaders Fund L.P. and various trust and fund interests. The report was signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Transactions disclosed under a 10b5-1 plan, indicating use of a pre-established trading plan adopted June 26, 2024
• Comprehensive disclosure of indirect holdings across funds and trusts (e.g., Accel Leaders Fund L.P., Potomac entities)

Negative

• Multiple open-market dispositions of Class A common stock were executed on 09/04/2025, reducing reported indirect holdings through Potomac Investments L.P. - Fund 1 to 771,448 shares
• Form 4 does not list aggregate proceeds or the total number of shares sold across all reported blocks; only weighted-average prices per block are provided

Insights

Corporate Governance Expert

TL;DR: Routine director sales under a pre-established 10b5-1 plan; disclosure meets reporting requirements but reduces reported indirect holdings.

The transactions disclosed are open-market sales executed on a single date pursuant to an existing 10b5-1 plan adopted June 26, 2024. The Form 4 properly identifies the reporting person as a director and lists indirect holdings across multiple affiliated vehicles and trusts, with the filings including disclaimers of beneficial ownership where applicable. From a governance perspective, using a 10b5-1 trading plan provides an affirmative defense against insider trading claims if the plan meets the rule's conditions; the filing's explanations and weighted-average prices for trade blocks align with standard disclosures. This is a compliance-focused filing rather than a corporate-action disclosure.

Securities/Portfolio Analyst

TL;DR: Multiple sales by a director were reported; holdings remain concentrated in affiliated funds and trusts per the filing.

The Form 4 documents a sequence of dispositions of Class A common stock on 09/04/2025, each reported with weighted-average sale prices for grouped trades. Post-transaction reported indirect ownership through Potomac Investments L.P. - Fund 1 is shown as 771,448 shares; other material positions disclosed include 3,483,559 shares held by Accel Leaders Fund L.P. and several trust and fund holdings. The filing does not provide aggregate proceeds or explicit total shares sold across all blocks, but it does state the transactions were executed in multiple trades and offers to provide full trade-level details upon request. The disclosure is factual and lacks commentary on strategic intent or company operations.

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^*

GANDHI SAMEER K

(Last) (First) (Middle)

C/O CROWDSTRIKE HOLDINGS, INC.

206 E. 9TH ST., STE. 1400

(Street)

AUSTIN TX 78701

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CrowdStrike Holdings, Inc. [ CRWD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025

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
Class A common stock	09/04/2025		S		162(1)	D	$403.3(2)	774,599(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		435(1)	D	$404.58(4)	774,164(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		390(1)	D	$405.42(5)	773,774(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		266(1)	D	$406.47(6)	773,508(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		254(1)	D	$407.66(7)	773,254(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		548(1)	D	$408.47(8)	772,706(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		231(1)	D	$409.51(9)	772,475(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		1,027(1)	D	$410.76(10)	771,448(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		1,130(1)	D	$411.8(11)	770,318(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		598(1)	D	$412.78(12)	769,720(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		636(1)	D	$413.83(13)	769,084(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock	09/04/2025		S		573(1)	D	$414.85(14)	768,511(3)	I	Potomac Investments L.P. - Fund 1
Class A common stock								29,038(15)	I	The Potomac Trust, dated 9/21/2001
Class A common stock								29,868(16)	I	The Potomac 2011 Irrevocable Trust
Class A common stock								3,483,559(17)	I	Accel Leaders Fund L.P.
Class A common stock								166,441(18)	I	Accel Leaders Fund Investors 2016 L.L.C.
Class A common stock								8,132(19)	I	The Potomac 2011 Nonexempt Trust dated 10/31/2011
Class A common stock								339,039(20)(21)	I	Accel Growth Fund II L.P.
Class A common stock								24,561(22)	I	Accel Growth Fund II Strategic Partners L.P.
Class A common stock								36,400(23)	I	Accel Growth Fund Investors 2013 L.L.C.
Class A common stock								7,487(24)	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. Includes shares sold pursuant to a 10b5-1 plan adopted on June 26, 2024.

2. This transaction was executed in multiple trades at prices ranging from $402.83 to $403.81 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. These shares are held by Potomac Investments L.P. - Fund 1. The Reporting Person disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

4. This transaction was executed in multiple trades at prices ranging from $403.91 to $404.90 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.

5. This transaction was executed in multiple trades at prices ranging from $404.93 to $405.83. 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 $405.95 to $406.76. 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 $407.01 to $407.96. 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.

8. This transaction was executed in multiple trades at prices ranging from $408.07 to $408.96. 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.

9. This transaction was executed in multiple trades at prices ranging from $409.14 to $410.07, 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 $410.34 to $411.29. 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 $411.33 to $412.30. 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 $412.40 to $413.35. 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 $413.47 to $414.44. 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 $414.51 to $415.10. 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. These shares are held by The Potomac Trust, dated 9/21/2001, of which the Reporting Person is a co-trustee. The Reporting Person disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section16 or any other purpose.

16. These shares are held by The Potomac 2011 Irrevocable Trust, of which the Reporting Person is a co-trustee. The Reporting Person disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section16 or any other purpose.

17. These shares are held by Accel Leaders Fund L.P. Accel Leaders Fund Associates L.L.C. ("Accel Leaders Fund GP") is the general partner of Accel Leaders Fund L.P. (the "Accel Leader Fund Entity").Accel Leaders Fund GP has sole voting and dispositive power with regard to the shares held by the Accel Leaders Fund Entity. The Reporting Person is one of six Managing Members of Accel LeadersFund GP, who share voting and dispositive powers over the shares held by the Accel Leaders Fund Entity. Each of such Managing Members, the Reporting Person and Accel Growth Fund II GP disclaimsSection 16 beneficial ownership over the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such ManagingMember, the Reporting Person or Accel Leaders Fund GP is the beneficial owner of such securities for Section 16 or any other purpose.

18. These shares are held by Accel Leaders Fund Investors 2016 L.L.C. The Reporting Person is one of six Managing Members of Accel Leaders Fund Investors 2016 L.L.C. who share voting and dispositive powers over such shares. Each of such Managing Members and the Reporting Person disclaims beneficial ownership over the securities herein except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Managing Member or the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

19. These shares are held by The Potomac 2011 Nonexempt Trust dated 10/31/2011, of which the Reporting Person is a co-trustee. The Reporting Person disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

20. These shares are held by Accel Growth Fund II L.P. Accel Growth Fund II Associates L.L.C. ("Accel Growth Fund II GP") is the general partner of each of Accel Growth Fund II L.P. and Accel Growth Fund II Strategic Partners L.P. (together, the "Accel Growth Fund II Entities"). Accel Growth Fund II GP has sole voting and dispositive power with regard to the shares held by the Accel Growth Fund II Entities. The Reporting Person is one of six Managing Members of Accel Growth Fund II GP, who share voting and dispositive powers over the shares held by the Accel Growth Fund II Entities (continued in Footnote 21).

21. (continued from Footnote 20) Each of such Managing Members, the Reporting Person and Accel Growth Fund II GP disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Managing Member, the Reporting Person or Accel Growth Fund II GP is the beneficial owner of such securities for Section 16 or any other purpose.

22. These shares are held by Accel Growth Fund II Strategic Partners L.P.

23. These shares are held by Accel Growth Fund Investors 2013 L.L.C. The Reporting Person is one of six Managing Members of Accel Growth Fund Investors 2013 L.L.C. who share voting and dispositive powers over such shares. Each of such Managing Members and the Reporting Person disclaims beneficial ownership over the securities herein except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Managing Member or the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

24. Includes shares to be issued in connection with the vesting of one or more RSUs.

	/s/ Remie Solano, Attorney-in-Fact	09/08/2025
	** 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 the CRWD Form 4 filed by Sameer K. Gandhi report?

The filing reports multiple sales of Class A common stock executed on 09/04/2025 pursuant to a 10b5-1 plan; post-transaction indirect holdings in Potomac Investments L.P. - Fund 1 are shown as 771,448 shares.

Were the sales executed under a trading plan for CRWD insider?

Yes. The Form 4 states the sales were made pursuant to a 10b5-1 plan adopted on June 26, 2024.

Does the Form 4 show other significant holdings for the reporting person in CRWD?

Yes. The filing discloses indirect holdings including 3,483,559 shares held by Accel Leaders Fund L.P. and various trusts and funds with specified share amounts.

Are the exact trade-by-trade prices and share counts provided in the filing?

The Form 4 reports weighted-average sale prices for grouped trades and states the transactions were executed in multiple trades; it offers to provide full trade-level details upon request but does not include every trade in the filing.

Who signed the Form 4 for the reporting person?

The Form 4 was signed by Remie Solano, Attorney-in-Fact on 09/08/2025.