SEC Form 4 · accession 0001769628-26-000321

CoreWeave, Inc. · CRWV

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Brannin McBee

Officer — Chief Development Officer

Period of report

Jul 13, 2026

Accepted (ET)

Jul 15, 2026 · 8:25 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 Stock^F1,F2	Jul 13, 2026	C	40,000	—	A	40,000	I	Canis Major 2025 GRAT
Class A Common Stock^F4,F2	Jul 13, 2026	S	19,498	$83.2654	D	20,502	I	Canis Major 2025 GRAT
Class A Common Stock^F5,F2	Jul 13, 2026	S	3,662	$84.181	D	16,840	I	Canis Major 2025 GRAT
Class A Common Stock^F6,F2	Jul 13, 2026	S	5,125	$85.3161	D	11,715	I	Canis Major 2025 GRAT
Class A Common Stock^F7,F2	Jul 13, 2026	S	5,332	$86.131	D	6,383	I	Canis Major 2025 GRAT
Class A Common Stock^F8,F2	Jul 13, 2026	S	5,103	$87.1183	D	1,280	I	Canis Major 2025 GRAT
Class A Common Stock^F9,F2	Jul 13, 2026	S	1,280	$88.2116	D	0	I	Canis Major 2025 GRAT
Class A Common Stock^F1,F10	Jul 13, 2026	C	12,500	—	A	12,500	I	Canis Minor 2025 GRAT
Class A Common Stock^F4,F10	Jul 13, 2026	S	6,092	$83.2654	D	6,408	I	Canis Minor 2025 GRAT
Class A Common Stock^F5,F10	Jul 13, 2026	S	1,146	$84.1807	D	5,262	I	Canis Minor 2025 GRAT
Class A Common Stock^F6,F10	Jul 13, 2026	S	1,600	$85.3158	D	3,662	I	Canis Minor 2025 GRAT
Class A Common Stock^F7,F10	Jul 13, 2026	S	1,667	$86.1309	D	1,995	I	Canis Minor 2025 GRAT
Class A Common Stock^F8,F10	Jul 13, 2026	S	1,595	$87.1183	D	400	I	Canis Minor 2025 GRAT
Class A Common Stock^F9,F10	Jul 13, 2026	S	400	$88.2115	D	0	I	Canis Minor 2025 GRAT
Class A Common Stock^F11,F12	Jul 13, 2026	S	241	$83.2656	D	51,259	I	Canis Major SM Trust
Class A Common Stock^F13,F12	Jul 13, 2026	S	43	$84.1902	D	51,216	I	Canis Major SM Trust
Class A Common Stock^F14,F12	Jul 13, 2026	S	108	$85.4764	D	51,108	I	Canis Major SM Trust
Class A Common Stock^F15,F12	Jul 13, 2026	S	48	$86.3113	D	51,060	I	Canis Major SM Trust
Class A Common Stock^F16,F12	Jul 13, 2026	S	51	$87.1496	D	51,009	I	Canis Major SM Trust
Class A Common Stock^F17,F12	Jul 13, 2026	S	9	$88.2533	D	51,000	I	Canis Major SM Trust
Class A Common Stock^F18	holding	—	—		—	1,800	I	See Footnote

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 Stock^F1,F2	—	Jul 13, 2026	C	40,000	D	—	—	Class A Common Stock	40,000	3,677,227	I
Class B Common Stock^F1,F10	—	Jul 13, 2026	C	12,500	D	—	—	Class A Common Stock	12,500	486,205	I
Class B Common Stock^F19,F1	—	holding	—	—	—	—	—	Class A Common Stock	108,600	108,600	I
Class B Common Stock^F2,F1	—	holding	—	—	—	—	—	Class A Common Stock	1,582,773	1,582,773	I
Class B Common Stock^F20,F1	—	holding	—	—	—	—	—	Class A Common Stock	122,000	122,000	I
Class B Common Stock^F10,F1	—	holding	—	—	—	—	—	Class A Common Stock	263,795	263,795	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 a grantor retained annuity trust, of which the reporting person's spouse is the sole beneficiary and trustee.
F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.80 to $83.77, inclusive.
F12The reported securities are directly held by the Canis Major SM Trust (the "Canis 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 Canis Trust's trustee.
F13The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.85 to $84.82, inclusive.
F14The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.90 to $85.89, inclusive.
F15The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.90 to $86.89, inclusive.
F16The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.90 to $87.49, inclusive.
F17The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.01 to $88.73, inclusive.
F18The reported securities are directly held of record by the reporting person's child.
F19The reported securities are directly held by the Canis Major 2025 Family Trust LLC, of which the reporting person serves as manager.
F2The reported securities are directly held by a grantor retained annuity trust, of which the reporting person is the sole trustee and beneficiary.
F20The reported securities are directly held by the Canis Minor 2025 Family Trust LLC, of which the reporting person serves as manager.
F3The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2026.
F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.77 to $83.76, inclusive.
F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.77 to $84.76, inclusive.
F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.77 to $85.76, inclusive.
F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.77 to $86.76, inclusive.
F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.78 to $87.73, inclusive.
F9The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.83 to $88.81, inclusive.

Remarks

This Form 4 is Part 2 of 2 for this reporting person. Transactions by the reporting person are continued on this Part 2.