Was the CrowdStrike (CRWD) share sale made under a Rule 10b5-1 trading plan?

Yes, a footnote states the sales include shares sold pursuant to a Rule 10b5-1 plan adopted on June 27, 2025. Such plans pre-schedule trades, indicating these transactions were at least partly pre-arranged rather than timed opportunistically by the reporting person.

Fund tied to CrowdStrike director sells 2,817 shares

CrowdStrike Holdings, Inc. director Sameer K. Gandhi, through entity Potomac Investments L.P. - Fund 1, reported open-market sales of a total of 2,817 shares of Class A common stock on May 20, 2026.

Filing Impact

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Filing Sentiment

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Sentiment and the balance of points

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Form Type

Rhea-AI Filing Summary

CrowdStrike Holdings, Inc. director Sameer K. Gandhi, through entity Potomac Investments L.P. - Fund 1, reported open-market sales of a total of 2,817 shares of Class A common stock on May 20, 2026. The shares were sold in multiple trades at weighted average prices around $648–$650 per share, including shares sold pursuant to a Rule 10b5-1 trading plan adopted on June 27, 2025. A footnote states that the shares are held by Potomac Investments L.P. - Fund 1 and that Gandhi disclaims Section 16 beneficial ownership except to the extent of any pecuniary interest.

Insider Trade Summary 10b5-1

Net Seller: 2,817 shares

Net Sell 4 txns

Insider GANDHI SAMEER K

Role Director

Sold 2,817 shs ($1.83M)

Type	Security	Shares	Price	Value
Sale	Class A common stock	256	$647.65	$166K
Sale	Class A common stock	897	$648.75	$582K
Sale	Class A common stock	1,407	$649.81	$914K
Sale	Class A common stock	257	$650.47	$167K

Holdings After Transaction: Class A common stock — 715,456 shares (Indirect, Potomac Investments L.P. - Fund 1)

Footnotes (6)

F1. Includes shares sold pursuant to a 10b5-1 plan adopted on June 27, 2025.
F2. This transaction was executed in multiple trades at prices ranging from $647.23 to $648.21. 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.
F3. 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.
F4. This transaction was executed in multiple trades at prices ranging from $648.23 to $649.22. 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.
F5. This transaction was executed in multiple trades at prices ranging from $649.28 to $650.27. 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.
F6. his transaction was executed in multiple trades at prices ranging from $650.28 to $650.76. 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.

Key Figures

Shares sold: 2,817 shares Sale price (transaction 1): $650.47 per share Sale price (transaction 2): $649.81 per share +3 more

6 metrics

Shares sold 2,817 shares Total Class A common stock sold on May 20, 2026

Sale price (transaction 1) $650.47 per share Weighted average price for 257 shares sold

Sale price (transaction 2) $649.81 per share Weighted average price for 1,407 shares sold

Sale price (transaction 3) $648.75 per share Weighted average price for 897 shares sold

Sale price (transaction 4) $647.65 per share Weighted average price for 256 shares sold

Price range example $647.23–$648.21 Trade price range cited in one footnote

Key Terms

Rule 10b5-1 plan, Section 16 beneficial ownership, weighted average sale price, open-market sale, +1 more

5 terms

Rule 10b5-1 plan financial

"Includes shares sold pursuant to a 10b5-1 plan adopted on June 27, 2025."

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

Section 16 beneficial ownership regulatory

"The Reporting Person disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein"

weighted average sale price financial

"The price reported above reflects the weighted average sale price."

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

pecuniary interest financial

"except to the extent of his pecuniary interest therein, if any"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many CrowdStrike (CRWD) shares were sold in Sameer K. Gandhi’s latest Form 4?

The Form 4 reports that 2,817 shares of CrowdStrike Class A common stock were sold. These were executed as several open-market transactions on May 20, 2026, and are attributed to Potomac Investments L.P. - Fund 1, an entity associated with director Sameer K. Gandhi.

At what prices were the CrowdStrike (CRWD) shares sold in this Form 4 filing?

The reported weighted average sale prices range from about $647.65 to $650.47 per share. Individual trades occurred within narrower bands, with footnotes detailing ranges such as $647.23–$648.21, $648.23–$649.22, $649.28–$650.27, and $650.28–$650.76 per share.

Who actually sold the CrowdStrike (CRWD) shares in this Form 4 transaction?

The shares are held and sold by Potomac Investments L.P. - Fund 1, an entity associated with director Sameer K. Gandhi. A footnote explains that Gandhi disclaims Section 16 beneficial ownership of these securities except to the extent of any pecuniary interest in the partnership.

What type of transaction is reported in this CrowdStrike (CRWD) Form 4?

The filing reports open-market sales of Class A common stock, coded as “S” transactions. These are non-derivative trades, meaning they involve direct share sales rather than option exercises, conversions, gifts, or other derivative-related or restructuring events.

Does Sameer K. Gandhi claim full beneficial ownership of the CrowdStrike (CRWD) shares sold?

No. The footnotes clarify that the shares are held by Potomac Investments L.P. - Fund 1 and that Gandhi disclaims Section 16 beneficial ownership, except for any pecuniary interest. This means economic exposure may exist, but legal beneficial ownership is limited as described.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/22/2026 - 05:06 PM EDT

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).

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 STREET, SUITE 1400

(Street)

AUSTIN

TEXAS

78701

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A common stock	05/20/2026		S		256⁽¹⁾	D	$647.65⁽²⁾	718,017⁽³⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	05/20/2026		S		897⁽¹⁾	D	$648.75⁽⁴⁾	717,120⁽³⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	05/20/2026		S		1,407⁽¹⁾	D	$649.81⁽⁵⁾	715,713⁽³⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	05/20/2026		S		257⁽¹⁾	D	$650.47⁽⁶⁾	715,456⁽³⁾	I	Potomac Investments L.P. - Fund 1

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Includes shares sold pursuant to a 10b5-1 plan adopted on June 27, 2025.

2. This transaction was executed in multiple trades at prices ranging from $647.23 to $648.21. 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 $648.23 to $649.22. 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 $649.28 to $650.27. 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. his transaction was executed in multiple trades at prices ranging from $650.28 to $650.76. 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.

Remarks:

This Form 4 is the second of two Forms 4 being filed by the reporting person relating to transactions that occurred on May 20, 2026 (Transaction Date). Because there are more than 30 rows associated with the reporting person's transactions that occurred on the Transaction Date, and EDGAR will not allow for the entry of more than 30 rows on a single Form 4, this second Form 4 is being filed to report the transactions that were not included on the first Form 4. The two Forms 4 filed by the reporting person on the date hereof should be read together as one consolidated filing.

	/s/ Remie Solano, Attorney-in-Fact	05/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR