SEC Form 4 · accession 0001769628-26-000281
CoreWeave, Inc. · CRWV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian M Venturo
Officer — Chief Strategy Officer · Director
Period of report
Jun 10, 2026
Accepted (ET)
Jun 12, 2026 · 7:51 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001769628
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Jun 10, 2026 | C | 61,539 | — | A | 61,539 | I | West Clay Capital LLC |
| Class A Common StockF4,F2 | Jun 10, 2026 | S | 26,763 | $95.8857 | D | 34,776 | I | West Clay Capital LLC |
| Class A Common StockF5,F2 | Jun 10, 2026 | S | 16,936 | $96.5861 | D | 17,840 | I | West Clay Capital LLC |
| Class A Common StockF6,F2 | Jun 10, 2026 | S | 5,440 | $97.6507 | D | 12,400 | I | West Clay Capital LLC |
| Class A Common StockF7,F2 | Jun 10, 2026 | S | 6,880 | $98.7808 | D | 5,520 | I | West Clay Capital LLC |
| Class A Common StockF8,F2 | Jun 10, 2026 | S | 5,360 | $99.5285 | D | 160 | I | West Clay Capital LLC |
| Class A Common StockF9,F2 | Jun 10, 2026 | S | 160 | $100.375 | D | 0 | I | West Clay Capital LLC |
| Class A Common StockF1,F10 | Jun 10, 2026 | C | 15,385 | — | A | 15,385 | I | Venturo Family GST Exempt Trust dated June 30, 2023 |
| Class A Common StockF11,F10 | Jun 10, 2026 | S | 6,691 | $95.8856 | D | 8,694 | I | Venturo Family GST Exempt Trust dated June 30, 2023 |
| Class A Common StockF5,F10 | Jun 10, 2026 | S | 4,234 | $96.5861 | D | 4,460 | I | Venturo Family GST Exempt Trust dated June 30, 2023 |
| Class A Common StockF6,F10 | Jun 10, 2026 | S | 1,360 | $97.6507 | D | 3,100 | I | Venturo Family GST Exempt Trust dated June 30, 2023 |
| Class A Common StockF7,F10 | Jun 10, 2026 | S | 1,720 | $98.7808 | D | 1,380 | I | Venturo Family GST Exempt Trust dated June 30, 2023 |
| Class A Common StockF8,F10 | Jun 10, 2026 | S | 1,340 | $99.5285 | D | 40 | I | Venturo Family GST Exempt Trust dated June 30, 2023 |
| Class A Common StockF9,F10 | Jun 10, 2026 | S | 40 | $100.375 | D | 0 | I | Venturo Family GST Exempt Trust dated June 30, 2023 |
| Class A Common Stock | holding | — | — | — | 174,605 | D | ||
| Class A Common StockF12 | holding | — | — | — | 22,500 | I | See Footnote | |
| Class A Common StockF13 | holding | — | — | — | 82,679 | I | YOLO APV Trust | |
| Class A Common StockF14 | holding | — | — | — | 82,687 | I | YOLO ECV Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F2 | — | Jun 10, 2026 | C | 61,539 | D | — | — | Class A Common Stock | 61,539 | 5,175,152 | I |
| Class B Common StockF1,F10 | — | Jun 10, 2026 | C | 15,385 | D | — | — | Class A Common Stock | 15,385 | 2,917,150 | I |
| Class B Common StockF1 | — | holding | — | — | — | — | — | Class A Common Stock | 5,343,347 | 5,343,347 | D |
| Class B Common StockF15,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 1,788,596 | 1,788,596 | I |
| Class B Common StockF16,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 2,001,900 | 2,001,900 | I |
| Class B Common StockF17,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 5,402,057 | 5,402,057 | I |
Explanation of responses
- F1Each share of Class B Common Stock is convertible into one share of the Issuer's Class A Common Stock at any time, at the election of the holder or automatically upon certain transfers, whether or not for value, or upon the occurrence of certain events or conditions described in the Issuer's Amended and Restated Certificate of Incorporation.
- F10The reported securities are directly held by the Venturo Family GST Exempt Trust dated June 30, 2023 (the "GST Trust"). The reporting person's spouse is trustee of the GST Trust and minor children are beneficiaries.
- F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.23 to $96.22, inclusive.
- F12The reported securities are directly held by the reporting person's father-in-law, who is a member of the reporting person's household. The reporting person disclaims beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of his pecuniary interest, if any.
- F13The reported securities are directly held by the YOLO APV Trust (the "APV Trust"), an irrevocable trust with a third-party trustee, of which the reporting person's minor child is beneficiary. The reporting person has the power to remove and replace the APV Trust's trustee.
- F14The reported securities are directly held by the YOLO ECV Trust (the "ECV Trust"), an irrevocable trust with a third-party trustee, of which the reporting person's minor child is beneficiary. The reporting person has the power to remove and replace the ECV Trust's trustee.
- F15The reported securities are directly held by Venturo Family 2024 Friends and Family GRAT, of which the reporting person is the sole trustee and beneficiary.
- F16The reported securities are directly held by the reporting person's spouse.
- F17The reported securities are directly held by the Venturo Family Trust dated June 30, 2023 (the "Family Trust"). The reporting person's spouse is trustee of the Family Trust and his minor children are beneficiaries.
- F2The reported securities are directly held by West Clay Capital LLC, of which the reporting person is the managing member.
- F3The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 13, 2025.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.23 to $96.22, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this filing.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.23 to $97.22, inclusive.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.24 to $98.23, inclusive.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.25 to $99.24, inclusive.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.25 to $100.19, inclusive.
- F9The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.29 to $100.46, inclusive.