Credo Technology Group Holding Ltd — Director's Dealing 2023

Jun 1, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Credo Technology Group Holding Ltd (CRDO)
CIK: 0001807794
Period of Report: 2022-12-01

Reporting Person: Lam Yat Tung (Director, Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-01	Ordinary Shares	S	2201	$14.2487	Disposed	3124097	Direct
2023-01-05	Ordinary Shares	A	100000	—	Acquired	3224097	Direct
2023-05-26	Ordinary Shares	S	10000	$13.50	Disposed	3214097	Direct
2023-05-26	Ordinary Shares	S	200000	$13.6158	Disposed	4320000	Indirect
2023-05-26	Ordinary Shares	S	100000	$13.59	Disposed	3370000	Indirect
2023-05-30	Ordinary Shares	S	5000	$15	Disposed	3209097	Direct
2023-05-30	Ordinary Shares	S	3400	$15.0132	Disposed	4316600	Indirect
2023-05-30	Ordinary Shares	S	2691	$15.0081	Disposed	3367309	Indirect

Footnotes

F1: The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units ("RSUs"). The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

F2: This transaction was executed in multiple trades at prices ranging from $13.795 to $14.51. 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: Represents RSUs that will vest over a period of four years subject to continued employment through each vesting date.

F4: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 7, 2022.

F5: This transaction was executed in multiple trades at prices ranging from $13.50 to $13.88. 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: The Reporting Person disclaims beneficial ownership of these indirectly held shares except to the extent of any pecuniary interest therein.

F7: This transaction was executed in multiple trades at prices ranging from $13.50 to $13.85. 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 $15 to $15.04. 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 $15 to $15.02. 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.