Credo (CRDO) CFO Daniel Fleming Converts PSUs; $3.31M Withheld

What Happened

• Daniel W. Fleming, Credo Technology Group's Chief Financial Officer, had 25,000 performance-based restricted stock units (PSUs) convert into ordinary shares on June 30, 2026. The PSUs were settled (no cash exercise price listed).
• To satisfy tax withholding obligations on the settlement, the issuer withheld 9,838 shares at $271.95 (value $2,675,444) and 2,460 shares at $259.09 (value $637,361), for a total of 12,298 shares withheld (~$3,312,805). These withheld shares are reported as disposals (code F).
• Separately, Fleming acquired 173 shares through the company’s employee stock purchase plan (ESPP) for the Jan 1–Jul 1, 2026 purchase period (purchased at 85% of the Dec 31, 2025 grant-date fair market value).

Key Details

• Transaction dates: June 30, 2026 (PSU settlement and tax-withholding disposals); July 1, 2026 (additional tax withholding entry reported at $259.09); Form filed July 2, 2026. Filing appears timely (within the Form 4 two-business-day window).
• Prices and values: 9,838 shares withheld @ $271.95 = $2,675,444; 2,460 shares withheld @ $259.09 = $637,361; combined withheld value ≈ $3,312,805.
• Shares acquired via ESPP: 173 shares (purchased at 85% of grant date fair market value per plan).
• Shares owned after the transactions: not specified in the Form 4 filing.
• Footnotes: F1 explains PSUs are contingent on a $116 stock-price hurdle measured on June 30 of 2026, 2027, and 2028; F2 notes the ESPP purchase; F3/F4 explain share-withholding for tax obligations related to PSU/RSU settlements.

Context

• This was primarily a vesting/settlement of performance awards, not an open-market sale by the insider. The withholding of shares to cover taxes is a routine, administrative step (a cashless-style settlement) and should not be interpreted on its own as a bullish or bearish signal.
• Because the PSUs converted as of June 30, 2026, the filing indicates the specified performance hurdle for the June 30, 2026 measurement date was met, triggering settlement for that tranche.