Director Gandhi Sameer K sold $3,202,670 worth of shares (6,250 units at $512.43) (SEC Form 4)

7/8/25 8:00:06 PM ET

$CRWD

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SEC FORM 4 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

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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 ST., STE. 1400

(Street)

AUSTIN

78701

(City)

(State)

(Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
07/03/2025

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

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

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

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	07/03/2025		S		70⁽¹⁾	D	$501.32⁽²⁾	787,191⁽³⁾⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		89⁽¹⁾	D	$502.36⁽⁵⁾	787,102⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		148⁽¹⁾	D	$503.84⁽⁶⁾	786,954⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		128⁽¹⁾	D	$504.89⁽⁷⁾	786,826⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		105⁽¹⁾	D	$505.92⁽⁸⁾	786,721⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		106⁽¹⁾	D	$506.99⁽⁹⁾	786,615⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		116⁽¹⁾	D	$507.93⁽¹⁰⁾	786,499⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		84⁽¹⁾	D	$509.71⁽¹¹⁾	786,415⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		253⁽¹⁾	D	$511.35⁽¹²⁾	786,162⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		1,353⁽¹⁾	D	$512.32⁽¹³⁾	784,809⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		1,806⁽¹⁾	D	$513.37⁽¹⁴⁾	783,003⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		1,413⁽¹⁾	D	$514.23⁽¹⁵⁾	781,590⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		287⁽¹⁾	D	$515.38⁽¹⁶⁾	781,303⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		236⁽¹⁾	D	$516.52⁽¹⁷⁾	781,067⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock	07/03/2025		S		56⁽¹⁾	D	$517.3⁽¹⁸⁾	781,011⁽⁴⁾	I	Potomac Investments L.P. - Fund 1
Class A common stock								7,487⁽¹⁹⁾	D
Class A common stock								29,038⁽²⁰⁾	I	The Potomac Trust, dated 9/21/2001
Class A common stock								29,868⁽²¹⁾	I	The Potomac 2011 Irrevocable Trust
Class A common stock								3,483,559⁽²²⁾	I	Accel Leaders Fund L.P.
Class A common stock								166,441⁽²³⁾	I	Accel Leaders Fund Investors 2016 L.L.C.
Class A common stock								8,132⁽²⁴⁾	I	The Potomac 2011 Nonexempt Trust dated 10/31/2011
Class A common stock								339,039⁽²⁵⁾⁽²⁶⁾⁽²⁷⁾	I	Accel Growth Fund II L.P.
Class A common stock								24,561⁽²⁸⁾	I	Accel Growth Fund II Strategic Partners L.P.
Class A common stock								36,400⁽²⁹⁾	I	Accel Growth Fund Investors 2013 L.L.C.

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 26, 2024.

2. This transaction was executed in multiple trades at prices ranging from $501.25 to $501.52. 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 holdings have been updated to reflect 10,415 shares that have been distributed by various Accel-affiliated funds, in each case to the limited partners or members of the distributing entity for no consideration, representing each limited partner's or member's pro-rata interest in such shares in accordance with the exemptions afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

4. 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.

5. This transaction was executed in multiple trades at prices ranging from $502.24 to $502.78. 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. This transaction was executed in multiple trades at prices ranging from $503.25 to $504.16. 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.

7. This transaction was executed in multiple trades at prices ranging from $504.47 to $505.27. 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.

8. This transaction was executed in multiple trades at prices ranging from $505.52 to $506.31. 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.

9. This transaction was executed in multiple trades at prices ranging from $506.53 to $507.33. 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.

10. This transaction was executed in multiple trades at prices ranging from $507.76 to $508.06. 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.

11. This transaction was executed in multiple trades at prices ranging from $509.26 to $510.22. 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.

12. This transaction was executed in multiple trades at prices ranging from $510.77 to $511.74. 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.

13. This transaction was executed in multiple trades at prices ranging from $511.79 to $512.78. 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.

14. This transaction was executed in multiple trades at prices ranging from $512.80 to $513.78. 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.

15. This transaction was executed in multiple trades at prices ranging from $513.80 to $514.77. 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.

16. This transaction was executed in multiple trades at prices ranging from $515.06 to $515.99. 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.

17. This transaction was executed in multiple trades at prices ranging from $516.08 to $517.04. 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.

18. This transaction was executed in multiple trades at prices ranging from $517.15 to $517.47. 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.

19. Includes shares to be issued in connection with the vesting of one or more RSUs.

20. 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.

21. 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.

22. These shares are held by Accel Leaders Fund L.P. Accel Leaders Fund Associates L.L.C. ("Accel Leaders Fund GP") 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 LeadersFund 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 disclaimsSection 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 ManagingMember, the Reporting Person or Accel Leaders Fund GP is the beneficial owner of such securities for Section 16 or any other purpose.

23. 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.

24. 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.

25. These holdings have been updated to reflect 254,280 shares that have been distributed by the Accel Growth Fund II L.P. to the limited partners or members of the distributing entity for no consideration.

26. 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 27).

27. (continued from Footnote 26) 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.

28. These shares are held by Accel Growth Fund II Strategic Partners L.P. and have been updated to reflect 18,420 shares that have been distributed by the Accel Growth Fund II Strategic Partners L.P. to the limited partners or members of the distributing entity for no consideration.

29. These shares are held by Accel Growth Fund Investors 2013 L.L.C and have been updated to reflect 27,300 shares that have been distributed by the Accel Growth Fund Investors 2013 L.L.C. to the limited partners or members of the distributing entity for no consideration. The Reporting Person is one of six 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.

	/s/ Remie Solano, Attorney-in-Fact	07/08/2025
	** 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.

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$CRWD

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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)

Code

Amount

(A) or (D)

Price

Class A common stock

07/03/2025

70⁽¹⁾

$501.32⁽²⁾

787,191⁽³⁾⁽⁴⁾