SEC Form 4 · accession 0001769628-26-000392
CoreWeave, Inc. · CRWV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nitin Agrawal
Officer — Chief Financial Officer
Period of report
Aug 20, 2026
Accepted (ET)
Aug 21, 2026 · 8:18 pm EDT
Rule 10b5-1 plan
box not checked
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 | Aug 20, 2026 | M | 11,413 | — | A | 140,129 | D | |
| Class A Common StockF1 | Aug 20, 2026 | M | 8,038 | — | A | 148,167 | D | |
| Class A Common Stock | Aug 20, 2026 | S | 10,062 | $91.88 | D | 138,105 | D | |
| Class A Common Stock | holding | — | — | — | 34,905 | I | By Spouse | |
| Class A Common StockF3 | holding | — | — | — | 81,000 | I | Yellowstone 2025 GRAT | |
| Class A Common StockF4,F5 | holding | — | — | — | 32,029 | I | Yosemite 2025 GRAT | |
| Class A Common StockF4,F5 | holding | — | — | — | 25,923 | I | Yosemite 2026 GRAT |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F6,F7 | — | Aug 20, 2026 | M | 11,413 | D | — | — | Class A Common Stock | 11,413 | 114,125 | D |
| Restricted Stock UnitsF1,F8,F7 | — | Aug 20, 2026 | M | 8,038 | D | — | — | Class A Common Stock | 8,038 | 112,528 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.
- F2The reported transaction represents shares of Class A Common Stock of the Issuer sold to satisfy the reporting person's tax withholding obligations, which were incurred in connection with the vesting and settlement of restricted stock units.
- F3The reported securities are directly held by the Yellowstone 2025 GRAT, of which the reporting person's spouse is the beneficiary and for which the reporting person serves as trustee.
- F4For clarity, the reporting person previously effected a series of transfers which resulted in a decrease in the direct ownership of Yosemite 2025 GRAT and an increase in the direct ownership of the Yosemite 2026 GRAT. These transfers were exempt from reporting under Section 16 of the Exchange Act of 1934, as amended (the "Exchange Act"), pursuant to Rule 16a-13 under the Exchange Act. For avoidance of doubt, the totals reported in Column 5 of Table I reflect ownership after such transfers.
- F5The reported securities are directly held by grantor retained annuity trusts, of which the reporting person is the sole trustee and beneficiary.
- F6The award vested or vests as to 1/16 of the total award on the 20th calendar day of May, August, November, and February, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on May 20, 2025.
- F7These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.
- F8The award shall vest as to 1/16th of the total award on the 20th calendar day of May, August, November, and February, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on May 20, 2026.