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  4. [Form 4/A] CoreWeave, Inc. Amended Insider Trading Activity

CoreWeave insider 10b5-1 sale reduces stake to 270,705 shares

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

Rhea-AI Filing Summary

CoreWeave, Inc. reporting person McBee Brannin, Chief Development Officer, amended a Form 4 to correct a typographical error and disclosed a sale of 104,295 shares of Class A common stock executed on 08/26/2025 under a Rule 10b5-1 trading plan adopted May 20, 2025. The weighted-average sale price was $91.1197, with individual sale prices ranging from $90.43 to $91.42. After the disposition, the reporting person beneficially owns 270,705 shares indirectly through the Brannin J. McBee 2022 Irrevocable Trust, of which the reporting person's spouse is trustee and spouse and minor child are beneficiaries. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 08/29/2025.

Positive

  • Transaction executed under a Rule 10b5-1 plan, reducing likelihood the sale was based on nonpublic information
  • Amended filing corrects a typographical error, improving disclosure accuracy
  • Reporting person retains material indirect ownership of 270,705 shares via an irrevocable trust

Negative

  • Disposition of 104,295 shares represented a significant sale at a weighted-average price of $91.1197
  • Shares were sold in multiple transactions at prices between $90.43 and $91.42, reducing insider-held stake

Insights

TL;DR: Insider disclosed a sizeable Rule 10b5-1 sale and corrected a filing typo; ownership remains material but reduced.

The sale of 104,295 Class A shares at a weighted-average price of $91.1197 was executed pursuant to a pre-established 10b5-1 plan adopted May 20, 2025, which limits informational signaling from the transaction. The reporting person retains indirect ownership of 270,705 shares through a family trust, indicating continued economic exposure. The amended filing corrects a coding error only and does not change the substance of the transaction. Impact on investors is likely neutral absent additional disposals or company-specific developments.

TL;DR: Proper disclosure and use of a 10b5-1 plan demonstrate compliance; trustee-beneficiary structure explains indirect ownership.

The report clarifies that the shares are held indirectly in a 2022 irrevocable trust for which the reporting person's spouse is trustee and close family are beneficiaries, which is relevant to assessing control and economic interests. The correction via an amended Form 4 addresses a typographical error in the original filing, improving transparency. No indication of insider trading outside the plan is present in this disclosure.

Insider McBee Brannin
Role Chief Development Officer
Sold 104,295 shs ($9.50M)
Type Security Shares Price Value
Sale Class A Common Stock 104,295 $91.1197 $9.50M
Holdings After Transaction: Class A Common Stock — 270,705 shares (Indirect, Brannin J. McBee 2022 Irrevocable Trust)
Footnotes (1)
  1. The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 20, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.43 to $91.42, 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 footnote 2 and in footnotes 3 through 6. The reported securities are directly held by the Brannin J. McBee 2022 Irrevocable Trust, of which the reporting person's spouse and minor child are beneficiaries and for which the reporting person's spouse serves as trustee.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED 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).
X
 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*
McBee Brannin
(Last) (First) (Middle)
C/O COREWEAVE, INC.
290 WEST MT. PLEASANT AVENUE, SUITE 4100
(Street)
LIVINGSTON NJ 07039
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CoreWeave, Inc. [ CRWV ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Development Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
08/28/2025 		6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Class A Common Stock 08/26/2025 S(1) 104,295 D $91.1197(2) 270,705 I Brannin J. McBee 2022 Irrevocable Trust(3)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 20, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.43 to $91.42, 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 footnote 2 and in footnotes 3 through 6.
3. The reported securities are directly held by the Brannin J. McBee 2022 Irrevocable Trust, of which the reporting person's spouse and minor child are beneficiaries and for which the reporting person's spouse serves as trustee.
Remarks:
The Form 4 filed on August 28, 2025 to report the reporting person's 10b5-1 sales on August 26, 2025 is amended herein to correct a typographical error in column 4 of Table I. The correct code for the transaction is a code "D" for disposition, consistent with the disclosure in the row. The Form inadvertently set forth a code "A" in column 4 of this row when originally filed. The Form 4 remains otherwise unmodified.
/s/ Kristen McVeety, as Attorney-in-Fact 08/29/2025
** Signature of Reporting Person Date
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.

Source: View Original Filing on SEC EDGAR

FAQ

What did CoreWeave (CRWV) insider McBee Brannin sell on 08/26/2025?

The reporting person sold 104,295 shares of Class A common stock on 08/26/2025 under a Rule 10b5-1 plan.

At what price were the CRWV shares sold by the insider?

The weighted-average sale price was $91.1197, with individual prices ranging from $90.43 to $91.42.

How many CRWV shares does McBee Brannin beneficially own after the sale?

After the reported disposition, the reporting person beneficially owns 270,705 shares indirectly through the Brannin J. McBee 2022 Irrevocable Trust.

Was the sale part of an approved trading plan for CRWV insider transactions?

Yes. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 20, 2025.

Why was a Form 4 amended for this CRWV filing?

The amendment corrected a typographical error in Table I where the transaction code was misstated; the corrected code reflects a disposition (D).