Daniel Fleming
About Daniel Fleming
Daniel Fleming, age 59, has served as Chief Financial Officer of Credo Technology Group since August 2015. He holds a B.S. in Electrical Engineering from Pennsylvania State University and an M.B.A. in Finance from Indiana University’s Kelley School of Business . In fiscal 2025, Credo’s revenue grew 126.3% year-over-year to $436.8 million and GAAP net income grew 284% to $52.2 million; non-GAAP net income grew 792% to $129.9 million, reflecting strong operational execution during his tenure . The company’s cumulative TSR since IPO reached $414.25 for a $100 initial investment by FY2025, indicating substantial shareholder value creation across the period measured .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Siva Power, Inc. | Vice President of Finance | Jan 2012–Jul 2015 | Led finance, accounting, and administration functions |
| SunPower Corporation | Financial management positions | Not disclosed | Senior finance roles supporting a solar power company |
| Marvell | Financial management positions | Not disclosed | Finance leadership at a semiconductor company |
| Prism Solutions, Inc. | Financial management positions | Not disclosed | Finance roles in data/enterprise software context |
| Xilinx, Inc. | Financial management positions | Not disclosed | Semiconductor finance roles |
| AT&T | Circuit design engineer | Not disclosed | Technical foundation early career |
External Roles
- No public company board directorships or external positions disclosed beyond prior employment history in the biography .
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary ($) | $355,833 | $378,333 | $425,539 |
| Base Salary Adjustment | — | — | Increased from $400,000 to $430,000 effective Jan 1, 2025 |
Performance Compensation
Annual Bonus Plan (FY2025 structure and outcomes)
| Component | Weighting | Target Definition | Threshold | Target | Maximum | Actual Achievement (H1 FY25) | Actual Achievement (Full FY25) | Payout Mechanics | Daniel Fleming Actual Payout ($) |
|---|---|---|---|---|---|---|---|---|---|
| Company-level metric: Sum of YoY revenue growth + non-GAAP net income growth | 75% | Combined % change vs prior comparable period | 20.5% | 40% | 60% | 81% (66% revenue + 15% non-GAAP NI) → 50% payout of annualized target for H1 company component | 156% (126% revenue + 30% non-GAAP NI) → 150% payout of annualized target for full-year company component | Company component pays 2.5%, 100%, 200% of annualized target at threshold/target/max; H1 capped at 50%, H2 pays 0–150% | Included in total below |
| Individual performance objectives | 25% | Operational excellence, strategic initiatives | — | 100% | 100% | Achieved at target | Achieved at target | Binary up to 100% of target, no threshold/max | Included in total below |
| Aggregate payout vs target | — | — | 1.875% | 100% | 175% | — | — | — | $556,563 (175% of target bonus) |
Additional bonus parameters:
- Target bonus opportunity: 65% of base salary for CFO in FY2025 .
Long-Term Equity Incentives
| Award | Grant Date | Shares (Target) | Performance Metric | Earnout Range | Vesting Schedule | Additional Terms |
|---|---|---|---|---|---|---|
| Refresh PSUs (FY2025) | Mar 7, 2025 | 60,000 | Company revenue goals for FY ending May 2, 2026 | 0%–200% of target based on revenue achievement | 25% of earned PSUs vest on each of Jun 10, 2026, 2027, 2028, 2029 | Service-based vesting applies after performance determination |
| Special PSUs (FY2026) | Jun 30, 2025 | 100,000 | 60-day average closing price ≥ $116 on each grant anniversary (≈100% above grant-date 60-day average) | 25% at year 1; 50% at year 2; 100% at year 3 if condition met | Vests on each anniversary if price condition met; continued service required | One-year post-vesting holding period requirement |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total beneficial ownership (as of Jul 31, 2025) | 482,428 shares; less than 1% of shares outstanding |
| Ownership breakdown | 476,178 shares outstanding + 6,250 RSUs vesting within 60 days |
| Unvested RSUs (counts and market values at $48.26 close on May 2, 2025) | 68,750 RSUs (2024 grant) = $3,317,875; 43,750 RSUs (2023 grant) = $2,111,375; 12,500 RSUs (2022 grant) = $603,250 |
| Unearned PSUs (target count and market value) | 60,000 PSUs; $2,895,600 payout value at target using $48.26 share price |
| Options activity (FY2025) | Exercised 125,882 options; value realized $3,754,279 |
| Hedging/pledging | Company policy prohibits hedging and pledging of Credo securities |
| Stock ownership guidelines | Executives must hold ≥1× annual base salary; compliance within 4 years; unvested/unearned awards excluded |
| Ownership guideline compliance status | Not disclosed |
Employment Terms
| Term | Details |
|---|---|
| Role and tenure | CFO since August 2015 |
| Employment agreement | None; no fixed-term employment contract |
| Restrictive covenants | Proprietary Information and Inventions Agreement with 12-month post-termination non-solicit of employees, customers, vendors, suppliers, distributors |
| Change-in-control (CIC) | Executive CIC Severance Plan effective Dec 3, 2024; double-trigger acceleration of unvested equity (PSUs at target), lump-sum cash severance, COBRA payment, and any earned but unpaid bonus |
| CFO CIC multipliers | 1.0× of (current base salary + target bonus); 12 months COBRA |
| Potential CFO payout (assuming CIC and termination on May 3, 2025) | Severance $752,500; Health continuation $38,414; Equity vesting $8,928,100; Total $9,719,014 |
| Clawback policy | Adopted Nov 2023; recovery of incentive compensation for 3 prior years upon material restatement; compliant with SEC/Nasdaq rules |
| Perquisites/benefits | Participates in standard employee health and welfare plans and 401(k) on same terms as other full-time employees |
Compensation Governance and Benchmarking
| Item | Details |
|---|---|
| Pay-for-performance design | Equity-based compensation is largest element; multi-year vesting; cash bonuses require minimum financial performance |
| Practices avoided | No hedging/pledging; no single-trigger equity acceleration; no SERPs; no golden parachute excise tax gross-ups |
| Peer group (FY2025) | 18 semiconductor-related companies; additions: ALAB, SLAB, OLED; removals: AEHR, CEVA; Credo at ~25th percentile L4Q revenue and ~95th percentile market cap at peer approval time |
| Say-on-pay | FY2024 approval >88% of votes cast; board introduced PSUs and adopted stock ownership guidelines thereafter |
Performance & Track Record
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Revenue ($000s) | $184,194 | $192,970 | $436,775 |
| Net Income (Loss) ($000s) | $(16,547) | $(28,369) | $52,183 |
| Cumulative TSR ($100 initial investment) | $69.61 | $159.31 | $414.25 |
Multi-Year Compensation Summary (CFO)
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Salary ($) | $355,833 | $378,333 | $425,539 |
| Stock Awards ($) | $1,209,000 | $2,164,000 | $2,622,000 |
| Non-Equity Incentive Plan Compensation ($) | $233,188 | $130,000 | $556,563 |
| Total ($) | $1,798,021 | $2,672,333 | $3,604,102 |
Risk Indicators & Red Flags
- Anti-hedging and anti-pledging policy reduces misalignment risk; no pledging permitted .
- No excise tax gross-ups and double-trigger CIC vesting mitigate shareholder-unfriendly payouts .
- One Form 4 delinquency noted for Daniel Fleming related to tax withholding on Dec 1, 2022 filed on Feb 20, 2025; administrative timing issue disclosed .
Investment Implications
- Strong pay-performance alignment: FY2025 bonuses and PSUs are tied to quantifiable growth metrics (revenue, non-GAAP net income; FY2026 revenue for PSUs), with significant upside only for outperformance . The introduction of Special PSUs with demanding stock-price hurdles plus a post-vesting holding period strengthens long-term alignment and retention for the CFO .
- Retention risk mitigated: CIC plan offers 1.0× cash multiple and full double-trigger vesting at target for performance awards, plus restrictive non-solicit covenants; combined with sizable unvested equity, this reduces near-term departure risk .
- Insider selling pressure: Upcoming vesting across RSUs and PSUs creates scheduled share deliveries; however, anti-pledging, holding requirements for Special PSUs, and stock ownership guidelines limit immediate monetization and encourage sustained ownership .
- Governance quality: No single-trigger acceleration, no SERPs, and strong shareholder support on say-on-pay (>88% FY2024) suggest disciplined compensation oversight and responsiveness to investor feedback .