CrowdStrike (CRWD) director-linked fund sells 11,754 shares under Rule 10b5-1 plan
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
CrowdStrike Holdings, Inc. director Sameer K. Gandhi reported indirect open-market sales of 11,754 shares of Class A common stock by Potomac Investments L.P. - Fund 1 on May 20, 2026. The shares were sold at prices ranging from about $625.15 to $647.20 per share pursuant to a Rule 10b5-1 trading plan adopted on June 27, 2025. After these sales, Potomac Investments L.P. - Fund 1 held 729,849 shares, and Gandhi also reported additional direct and indirect holdings through various Accel funds and Potomac trusts, with beneficial ownership disclaimed except to any pecuniary interest.
Positive
- None.
Negative
- None.
Insights
Entity associated with a CrowdStrike director sold 11,754 shares under a pre-set 10b5-1 plan.
An entity named Potomac Investments L.P. - Fund 1, associated with CrowdStrike director Sameer K. Gandhi, sold 11,754 shares of Class A common stock in a series of open-market trades on May 20, 2026. Reported prices ranged roughly from $625.15 to $647.20 per share.
The filing notes these sales were made pursuant to a Rule 10b5-1 trading plan adopted on June 27, 2025, indicating a pre-arranged program rather than ad hoc timing. After the transactions, Potomac Investments L.P. - Fund 1 held 729,849 shares, and Gandhi reported additional direct and indirect positions through Accel funds and Potomac trusts, while disclaiming Section 16 beneficial ownership beyond any pecuniary interest.
From an investor perspective, this appears as a routine, pre-planned liquidity event by an associated fund rather than a directional move in response to new company information. Subsequent filings may provide further updates on any additional 10b5-1 plan activity.
Insider Trade Summary 10b5-1
Net Seller: 11,754 shares ($7,509,101)
Net Sell
30 txns
Insider
GANDHI SAMEER K
Role
null
Sold
11,754 shs ($7.51M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A common stock | 178 | $625.71 | $111K |
| Sale | Class A common stock | 727 | $626.70 | $456K |
| Sale | Class A common stock | 725 | $627.68 | $455K |
| Sale | Class A common stock | 675 | $628.60 | $424K |
| Sale | Class A common stock | 203 | $629.59 | $128K |
| Sale | Class A common stock | 175 | $630.83 | $110K |
| Sale | Class A common stock | 187 | $631.88 | $118K |
| Sale | Class A common stock | 97 | $633.22 | $61K |
| Sale | Class A common stock | 188 | $634.16 | $119K |
| Sale | Class A common stock | 85 | $635.15 | $54K |
| Sale | Class A common stock | 149 | $636.01 | $95K |
| Sale | Class A common stock | 164 | $637.22 | $105K |
| Sale | Class A common stock | 201 | $638.77 | $128K |
| Sale | Class A common stock | 821 | $639.61 | $525K |
| Sale | Class A common stock | 692 | $640.67 | $443K |
| Sale | Class A common stock | 948 | $641.65 | $608K |
| Sale | Class A common stock | 1,317 | $642.66 | $846K |
| Sale | Class A common stock | 1,710 | $643.66 | $1.10M |
| Sale | Class A common stock | 1,604 | $644.60 | $1.03M |
| Sale | Class A common stock | 672 | $645.42 | $434K |
| Sale | Class A common stock | 236 | $646.75 | $153K |
| holding | Class A common stock | -- | -- | -- |
| holding | Class A common stock | -- | -- | -- |
| holding | Class A common stock | -- | -- | -- |
| holding | Class A common stock | -- | -- | -- |
| holding | Class A common stock | -- | -- | -- |
| holding | Class A common stock | -- | -- | -- |
| holding | Class A common stock | -- | -- | -- |
| holding | Class A common stock | -- | -- | -- |
| holding | Class A common stock | -- | -- | -- |
Holdings After Transaction:
Class A common stock — 729,849 shares (Indirect, Potomac Investments L.P. - Fund 1);
Class A common stock — 7,580 shares (Direct, null)
Footnotes (1)
- Includes shares sold pursuant to a 10b5-1 plan adopted on June 27, 2025. This transaction was executed in multiple trades at prices ranging from $625.15 to $626.14. 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. 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. This transaction was executed in multiple trades at prices ranging from $626.18 to $627.15. 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. This transaction was executed in multiple trades at prices ranging from $627.19 to $628.14. 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. This transaction was executed in multiple trades at prices ranging from $628.19 to $629.14. 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. This transaction was executed in multiple trades at prices ranging from $629.23 to $630.21. 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. This transaction was executed in multiple trades at prices ranging from $630.41 to $631.22. 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. This transaction was executed in multiple trades at prices ranging from $631.47 to $632.39. 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. This transaction was executed in multiple trades at prices ranging from $632.51 to $633.50. 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. This transaction was executed in multiple trades at prices ranging from $633.53 to $634.46. 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. his transaction was executed in multiple trades at prices ranging from $634.57 to $635.47. 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. This transaction was executed in multiple trades at prices ranging from $635.58 to $636.42. 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. This transaction was executed in multiple trades at prices ranging from $636.58 to $637.57. 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. This transaction was executed in multiple trades at prices ranging from $638.08 to $639.07. 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. This transaction was executed in multiple trades at prices ranging from $639.11 to $640.08. 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. This transaction was executed in multiple trades at prices ranging from $640.18 to $641.16. 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. This transaction was executed in multiple trades at prices ranging from $641.18 to $642.15. 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. This transaction was executed in multiple trades at prices ranging from $642.18 to $643.17. 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. This transaction was executed in multiple trades at prices ranging from $643.17 to $644.16. 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. This transaction was executed in multiple trades at prices ranging from $644.18 to $645.13. 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. This transaction was executed in multiple trades at prices ranging from $645.17 to $646.00. 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. This transaction was executed in multiple trades at prices ranging from $646.23 to $647.20. 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. 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. 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. 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. These shares are held by Accel Leaders Fund L.P. Accel Leaders Fund Associates L.L.C. ("Accel Leaders Fund") 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 Leaders Fund 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 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 Leaders Fund GP is the beneficial owner of such securities for Section 16 or any other purpose. 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. 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 19) (continued from Footnote 29) 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. These shares are held by Accel Growth Fund II Strategic Partners L.P. The Reporting Person is one of five 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. Includes shares to be issued in connection with the vesting of one or more RSUs.
Key Figures
Shares sold: 11,754 shares
Highest reported sale price: $647.20 per share
Lowest reported sale price: $625.15 per share
+4 more
7 metrics
Shares sold
11,754 shares
Total open-market sales on May 20, 2026
Highest reported sale price
$647.20 per share
Upper end of disclosed trade price ranges
Lowest reported sale price
$625.15 per share
Lower end of disclosed trade price ranges
Potomac Investments post-sale holding
729,849 shares
Indirect ownership after May 20, 2026 sales
Directly held shares
7,580 shares
Direct Class A common stock reported for Sameer K. Gandhi
Accel Leaders Fund L.P. holding
3,483,559 shares
Indirect position via Accel Leaders Fund L.P.
Accel Growth Fund II L.P. holding
169,519 shares
Indirect position via Accel Growth Fund II L.P.
Key Terms
Rule 10b5-1 plan, Section 16 beneficial ownership, weighted average sale price, RSUs, +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."
RSUs financial
"Includes shares to be issued in connection with the vesting of one or more RSUs."
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
pecuniary interest financial
"disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein"
FAQ
Was Sameer K. Gandhi’s reported CrowdStrike (CRWD) stock sale under a Rule 10b5-1 plan?
Yes. A footnote states the sales include shares sold pursuant to a Rule 10b5-1 trading plan adopted on June 27, 2025. Such plans are pre-arranged programs that schedule trades in advance, reducing the significance of trade timing as a discretionary signal.