=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-07-08
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: Credo Technology Group Holding Ltd (CRDO)
CIK: 0001807794
--- Reporting Owner ---
Name: Fleming Daniel W.
CIK: 0001896217
Role: Officer (Chief Financial Officer)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -461 | Price: $240.61
Total Value: $110,920.43
Shares Owned After: 511,827 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F2] This transaction was executed in multiple trades at prices ranging from $240.50 to $241.31. 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.
[Transaction #2]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -372 | Price: $241.90
Total Value: $89,986.73
Shares Owned After: 511,455 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F3] This transaction was executed in multiple trades at prices ranging from $241.51 to $242.30. 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.
[Transaction #3]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -764 | Price: $243.12
Total Value: $185,746.97
Shares Owned After: 510,691 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F4] This transaction was executed in multiple trades at prices ranging from $243.05 to $243.31. 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.
[Transaction #4]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -1,136 | Price: $244.06
Total Value: $277,249.55
Shares Owned After: 509,555 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F5] This transaction was executed in multiple trades at prices ranging from $243.56 to $244.45. 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.
[Transaction #5]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -893 | Price: $245.01
Total Value: $218,791.97
Shares Owned After: 508,662 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F6] This transaction was executed in multiple trades at prices ranging from $244.56 to $245.44. 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.
[Transaction #6]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -623 | Price: $246.10
Total Value: $153,321.48
Shares Owned After: 508,039 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F7] This transaction was executed in multiple trades at prices ranging from $245.65 to $246.27. 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.
[Transaction #7]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -107 | Price: $247.48
Total Value: $26,480.31
Shares Owned After: 507,932 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F8] This transaction was executed in multiple trades at prices ranging from $247.33 to $247.49. 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.
[Transaction #8]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -1,593 | Price: $247.87
Total Value: $394,862.17
Shares Owned After: 506,339 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F9] This transaction was executed in multiple trades at prices ranging from $247.54 to $248.28. 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.
[Transaction #9]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -1,237 | Price: $249.04
Total Value: $308,066.19
Shares Owned After: 505,102 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F10] This transaction was executed in multiple trades at prices ranging from $248.55 to $249.49. 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.
[Transaction #10]
Security: Ordinary Shares
Date: 2026-07-08 | Code: S (Open market sale)
Shares: -394 | Price: $249.61
Total Value: $98,346.02
Shares Owned After: 504,708 | Ownership: D (Direct)
Footnotes:
[F1] The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
[F11] This transaction was executed in multiple trades at prices ranging from $249.51 to $249.99. 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.
--- Footnotes (Complete Index) ---
F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 12, 2026.
F10: This transaction was executed in multiple trades at prices ranging from $248.55 to $249.49. 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.
F11: This transaction was executed in multiple trades at prices ranging from $249.51 to $249.99. 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.
F2: This transaction was executed in multiple trades at prices ranging from $240.50 to $241.31. 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: This transaction was executed in multiple trades at prices ranging from $241.51 to $242.30. 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.
F4: This transaction was executed in multiple trades at prices ranging from $243.05 to $243.31. 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 $243.56 to $244.45. 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: This transaction was executed in multiple trades at prices ranging from $244.56 to $245.44. 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.
F7: This transaction was executed in multiple trades at prices ranging from $245.65 to $246.27. 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.
F8: This transaction was executed in multiple trades at prices ranging from $247.33 to $247.49. 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.
F9: This transaction was executed in multiple trades at prices ranging from $247.54 to $248.28. 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.
--- Signature ---
/s/ /s/ James Laufman, attorney-in-fact (2026-07-13)
