CoreWeave (CRWV) insider entities sell 375k shares, convert 375k Class B
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
CoreWeave, Inc. director and Chief Strategy Officer Brian M. Venturo reported multiple insider transactions involving entities associated with him. On April 27, 2026, the Venturo Family GST Exempt Trust and West Clay Capital LLC completed open-market sales totaling 375,000 shares of Class A Common Stock at weighted-average prices generally between about $105 and $112 per share, executed under a Rule 10b5-1 trading plan adopted on November 13, 2025.
On the same date, those entities also converted 75,000 and 300,000 shares of Class B Common Stock, respectively, into the same number of Class A shares at a $0.00 conversion price. Venturo continues to hold substantial positions through various vehicles, including 223,580 Class A shares directly and large Class B stakes convertible into Class A, such as 5,402,057 shares in the 2023 Venturo Family GRAT and 5,343,347 Class B shares held directly.
Positive
- None.
Negative
- None.
Insights
Pre-planned sales and conversions by Venturo-linked entities appear sizable but remain part of a larger, still substantial position.
Entities associated with Brian M. Venturo sold 375,000 Class A shares on April 27, 2026, with sale prices mostly between about $105 and $112 per share. Footnote F3 states these were executed under a Rule 10b5-1 trading plan adopted on November 13, 2025, indicating the trades were pre-scheduled rather than opportunistic.
On the same date, the Venturo Family GST Exempt Trust and West Clay Capital LLC converted a combined 375,000 Class B shares into Class A at a $0.00 conversion price, matching the reported sale-share total. The filing also shows large remaining Class B Common Stock positions convertible 1:1 into Class A, including 5,402,057 shares in the 2023 Venturo Family GRAT and 5,343,347 shares held directly.
Because the transactions are pre-planned and occur alongside significant continuing indirect and direct holdings, they look like portfolio-management activity rather than a decisive change in exposure. Future company filings may provide additional context about any further use of the Rule 10b5-1 plan or additional conversions.
Insider Trade Summary 10b5-1
Net Seller: 375,000 shares ($40,887,640)
Net Sell
28 txns
Insider
Venturo Brian M
Role
Chief Strategy Officer
Sold
375,000 shs ($40.89M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 300,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 75,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 300,000 | $0.00 | -- |
| Sale | Class A Common Stock | 23,439 | $105.618 | $2.48M |
| Sale | Class A Common Stock | 34,352 | $106.5728 | $3.66M |
| Sale | Class A Common Stock | 80,514 | $107.4722 | $8.65M |
| Sale | Class A Common Stock | 18,445 | $108.5866 | $2.00M |
| Sale | Class A Common Stock | 13,648 | $109.51 | $1.49M |
| Sale | Class A Common Stock | 43,994 | $110.7711 | $4.87M |
| Sale | Class A Common Stock | 70,549 | $111.427 | $7.86M |
| Sale | Class A Common Stock | 15,059 | $112.1407 | $1.69M |
| Conversion | Class A Common Stock | 75,000 | $0.00 | -- |
| Sale | Class A Common Stock | 5,860 | $105.618 | $619K |
| Sale | Class A Common Stock | 8,588 | $106.5728 | $915K |
| Sale | Class A Common Stock | 20,128 | $107.4722 | $2.16M |
| Sale | Class A Common Stock | 4,612 | $108.5866 | $501K |
| Sale | Class A Common Stock | 3,412 | $109.51 | $374K |
| Sale | Class A Common Stock | 10,998 | $110.7711 | $1.22M |
| Sale | Class A Common Stock | 17,638 | $111.4271 | $1.97M |
| Sale | Class A Common Stock | 3,764 | $112.1407 | $422K |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 6,505,925 shares (Indirect, West Clay Capital LLC);
Class A Common Stock — 300,000 shares (Indirect, West Clay Capital LLC);
Class B Common Stock — 5,343,347 shares (Direct, null);
Class A Common Stock — 223,580 shares (Direct, null)
Footnotes (1)
- Each 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. The reported securities are directly held by West Clay Capital LLC, of which the reporting person is the managing member. The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 13, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.02 to $106.01, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.02 to $107.0150, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.02 to $108.01, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.03 to $109.02, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.03 to $110.02, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.03 to $111.02, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $111.03 to $112.02, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $112.03 to $112.76, inclusive. The 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 his spouse and minor children are beneficiaries. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.02 to $106.01, inclusive. The 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. The 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. The 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. The reported securities are directly held by the 2023 Venturo Family GRAT dated June 30, 2023, of which the reporting person is the sole trustee and beneficiary. The reported securities are directly held by Venturo Family 2024 Friends and Family GRAT, of which the reporting person is the sole trustee and beneficiary. The reported securities are directly held by the reporting person's spouse.
Key Figures
Class A shares sold: 375,000 shares
Conversion of Class B to Class A: 375,000 shares
Sale price example (higher tranche): $112.1407 per share
+4 more
7 metrics
Class A shares sold
375,000 shares
Open-market sales on April 27, 2026 by Venturo-linked entities
Conversion of Class B to Class A
375,000 shares
75,000 + 300,000 Class B shares converted into Class A at $0.00
Sale price example (higher tranche)
$112.1407 per share
One reported weighted-average sale price for Class A shares
Sale price example (lower tranche)
$105.6180 per share
Another reported weighted-average sale price for Class A shares
Direct Class A holding
223,580 shares
Class A Common Stock held directly after transactions
2023 Venturo Family GRAT Class B
5,402,057 shares
Class B shares convertible into the same number of Class A
Direct Class B holding
5,343,347 shares
Class B Common Stock held directly, convertible 1:1 into Class A
Key Terms
Rule 10b5-1 trading plan, Class B Common Stock, grantor retained annuity trust, weighted average price, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"represents a sale effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
grantor retained annuity trust financial
"Venturo Family 2024 Friends and Family GRAT, of which the reporting person"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
pecuniary interest financial
"disclaims beneficial ownership... except to the extent of his pecuniary interest"
FAQ
What did CoreWeave (CRWV) insider Brian Venturo’s entities do in this Form 4?
Entities associated with Brian M. Venturo sold 375,000 shares of CoreWeave Class A Common Stock in open-market transactions and converted 375,000 Class B shares into Class A, all dated April 27, 2026. These moves adjust exposure while leaving large holdings in place.
What CoreWeave (CRWV) holdings remain for entities linked to Brian Venturo after these transactions?
Reported holdings include 223,580 Class A shares directly and multiple indirect Class A positions, plus substantial Class B stakes convertible 1:1 into Class A. Examples include 5,402,057 Class B shares in the 2023 Venturo Family GRAT and 5,343,347 Class B shares held directly.