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CrowdStrike (CRWD) director Sameer Gandhi reports new RSU stock awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GANDHI SAMEER K reported acquisition or exercise transactions in this Form 4 filing.

CrowdStrike Holdings director Sameer K. Gandhi reported equity compensation rather than open‑market trades. He received 402 fully vested restricted stock units (RSUs) issued in lieu of quarterly cash retainers and an additional 21 unvested RSUs that vest on the earlier of one year from grant or the next annual shareholder meeting. After these grants, he directly holds 8,003 Class A shares. The filing also lists large indirect positions held through multiple funds and trusts, where Gandhi and related general partners or managing members generally disclaim beneficial ownership beyond any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider GANDHI SAMEER K
Role null
Type Security Shares Price Value
Grant/Award Class A common stock 21 $0.00 --
Grant/Award Class A common stock 402 $0.00 --
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 — 8,003 shares (Direct, null); Class A common stock — 710,456 shares (Indirect, Potomac Investments L.P. - Fund 1)
Footnotes (1)
  1. The shares represent unvested restricted stock units (RSUs), with the RSUs vesting in full on the earlier of (i) the one-year anniversary of the date of grant or (ii) the date of the Issuer's next annual meeting of stockholders held after the date of grant. Includes shares to be issued in connection with the vesting of one or more RSUs. The shares represent fully vested RSUs issued in lieu of quarterly cash retainer(s) payable under the issuer's Outsider Director Compensation Policy. The RSUs immediately converted into shares of the issuer's Class A Common Stock. 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. 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 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 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 five 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 Leaders Fund 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 five 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 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 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 five 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 on Footnote 11). (continued from Footnote 10) 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.
Vested RSU grant 402 shares Fully vested RSUs issued in lieu of quarterly cash retainer(s)
Unvested RSU grant 21 shares Unvested RSUs vest on earlier of one year or next annual meeting
Direct holdings after 2026-06-18 grant 8,003 shares Class A common stock directly held following latest RSU award
Direct holdings after 2026-06-17 grant 7,982 shares Class A common stock directly held following earlier RSU award
Accel Leaders Fund L.P. holding 3,483,559 shares Indirect CrowdStrike Class A holdings reported for Accel Leaders Fund L.P.
Potomac Investments L.P. - Fund 1 holding 710,456 shares Indirect holdings through Potomac Investments L.P. - Fund 1
Accel Growth Fund II L.P. holding 169,519 shares Indirect holdings through Accel Growth Fund II L.P.
The Potomac Trust holding 29,189 shares Indirect holdings via The Potomac Trust dated 9/21/2001
restricted stock units (RSUs) financial
"The shares represent unvested restricted stock units (RSUs), with the RSUs vesting in full on the earlier of (i) the one-year anniversary..."
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
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..."
pecuniary interest financial
"disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of his pecuniary interest therein, if any..."
Outsider Director Compensation Policy financial
"The shares represent fully vested RSUs issued in lieu of quarterly cash retainer(s) payable under the issuer's Outsider Director Compensation Policy."
voting and dispositive power financial
"Accel Leaders Fund GP has sole voting and dispositive power with regard to the shares held by the Accel Leaders Fund Entity."
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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 TEXAS 78701

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CrowdStrike Holdings, Inc. [ CRWD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A common stock06/17/2026A402(1)A$07,982(2)D
Class A common stock06/18/2026A21(3)A$08,003(2)D
Class A common stock710,456(4)IPotomac Investments L.P. - Fund 1
Class A common stock29,189(5)IThe Potomac Trust, dated 9/21/2001
Class A common stock29,868(6)IThe Potomac 2011 Irrevocable Trust
Class A common stock3,483,559(7)IAccel Leaders Fund L.P.
Class A common stock166,441(8)IAccel Leaders Fund Investors 2016 L.L.C.
Class A common stock8,132(9)IThe Potomac 2011 Nonexempt Trust dated 10/31/2011
Class A common stock169,519(10)(11)IAccel Growth Fund II L.P.
Class A common stock12,281(12)IAccel Growth Fund II Strategic Partners L.P.
Class A common stock18,200(13)IAccel 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The shares represent unvested restricted stock units (RSUs), with the RSUs vesting in full on the earlier of (i) the one-year anniversary of the date of grant or (ii) the date of the Issuer's next annual meeting of stockholders held after the date of grant.
2. Includes shares to be issued in connection with the vesting of one or more RSUs.
3. The shares represent fully vested RSUs issued in lieu of quarterly cash retainer(s) payable under the issuer's Outsider Director Compensation Policy. The RSUs immediately converted into shares of the issuer's Class A Common Stock.
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. 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.
6. 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.
7. 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 five 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 Leaders Fund 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.
8. These shares are held by Accel Leaders Fund Investors 2016 L.L.C. The Reporting Person is one of five 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.
9. 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.
10. 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 five 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 on Footnote 11).
11. (continued from Footnote 10) 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.
12. These shares are held by Accel Growth Fund II Strategic Partners L.P.
13. 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.
/s/ Remie Solano, Attorney-in-Fact06/22/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did CrowdStrike (CRWD) director Sameer Gandhi report in this Form 4?

He reported equity compensation awards, not market trades. The filing shows new restricted stock units and updated direct and indirect Class A share holdings across several funds and trusts linked to him.

How many CrowdStrike (CRWD) shares were granted to Sameer Gandhi?

He received 402 fully vested RSUs and 21 additional unvested RSUs. The vested units were issued instead of quarterly cash retainers, and the unvested units will convert into Class A shares when they vest.

What are the vesting terms for Sameer Gandhi’s new CrowdStrike (CRWD) RSUs?

The 21 unvested RSUs vest in full on the earlier of one year after the grant date or the next annual meeting of stockholders. Once vested, they convert into Class A common shares of CrowdStrike.

Are Sameer Gandhi’s CrowdStrike (CRWD) Form 4 transactions open-market buys or sells?

No, they are categorized as grant or award acquisitions. The RSUs were issued as director compensation, including awards in lieu of cash retainers, rather than discretionary open‑market purchases or sales.

What indirect CrowdStrike (CRWD) holdings are associated with Sameer Gandhi?

Indirect holdings are reported in entities such as Accel Leaders Fund L.P., several Accel growth funds, Potomac Investments L.P., and multiple Potomac trusts. The filing states he generally disclaims beneficial ownership beyond any pecuniary interest.

How many CrowdStrike (CRWD) shares does Sameer Gandhi directly hold after these awards?

After the reported RSU grants, he directly holds 8,003 shares of CrowdStrike Class A common stock. This figure reflects only his direct ownership; additional shares are held indirectly through various funds and trusts.