CoreWeave (CRWV) strategy chief reports share sales and RSU conversions
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
CoreWeave, Inc. chief strategy officer Brian M. Venturo reported a mix of stock sales and equity conversions in Class A and Class B shares. Entities associated with him sold a net 142,405 shares of Class A Common Stock in open-market transactions on June 30 and July 1, 2026, at prices around the mid‑$80s to low‑$90s per share. A portion of these sales was executed under a Rule 10b5-1 trading plan adopted on November 13, 2025, and some sales satisfied tax withholding obligations tied to vesting restricted stock units.
Venturo also acquired 203,683 Class A shares through exercises or conversions of restricted stock units and Class B Common Stock at a stated $0.00 exercise price. After these transactions, he and related entities continue to hold significant Class B Common Stock positions convertible into Class A shares, including 5,343,347 Class B shares directly held, which can convert into an equal number of Class A shares.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 142,405 shares ($12,957,630)
Net Sell
28 txns
Insider
Venturo Brian M
Role
Chief Strategy Officer
Sold
142,405 shs ($12.96M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 61,532 | $0.00 | -- |
| Conversion | Class B Common Stock | 15,380 | $0.00 | -- |
| Conversion | Class A Common Stock | 61,532 | $0.00 | -- |
| Sale | Class A Common Stock | 13,822 | $85.6261 | $1.18M |
| Sale | Class A Common Stock | 21,118 | $86.6016 | $1.83M |
| Sale | Class A Common Stock | 15,524 | $87.4383 | $1.36M |
| Sale | Class A Common Stock | 7,736 | $88.572 | $685K |
| Sale | Class A Common Stock | 3,252 | $89.3356 | $291K |
| Sale | Class A Common Stock | 80 | $90.16 | $7K |
| Conversion | Class A Common Stock | 15,380 | $0.00 | -- |
| Sale | Class A Common Stock | 3,455 | $85.6261 | $296K |
| Sale | Class A Common Stock | 5,279 | $86.6015 | $457K |
| Sale | Class A Common Stock | 3,880 | $87.4384 | $339K |
| Sale | Class A Common Stock | 1,933 | $88.5719 | $171K |
| Sale | Class A Common Stock | 813 | $89.3356 | $73K |
| Sale | Class A Common Stock | 20 | $90.16 | $2K |
| Exercise | Restricted Stock Units | 109,380 | $0.00 | -- |
| Exercise | Restricted Stock Units | 17,391 | $0.00 | -- |
| Exercise | Class A Common Stock | 109,380 | $0.00 | -- |
| Exercise | Class A Common Stock | 17,391 | $0.00 | -- |
| Sale | Class A Common Stock | 65,493 | $95.69 | $6.27M |
| 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 | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 4,990,542 shares (Indirect, West Clay Capital LLC);
Class A Common Stock — 61,532 shares (Indirect, West Clay Capital LLC);
Restricted Stock Units — 1,093,760 shares (Direct, null);
Class A Common Stock — 283,985 shares (Direct, null);
Class B Common Stock — 5,343,347 shares (Direct, null)
Footnotes (1)
- Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The 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. 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 $85.05 to $86.04, 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 $86.06 to $87.05, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.06 to $88.05, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.06 to $89.04, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.07 to $90.01, 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 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 $85.05 to $86.04, 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 award vested or vests as to 1/16 of the total award on the last day of March, June, September, and December, subject to the reporting person's continued service to the Issuer on each vesting date. The first tranche time-vested on March 31, 2025, and such vested shares were subsequently settled on May 31, 2025, pursuant to a deferral approved by the compensation committee of the Issuer's board of directors. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. The award vested or vests as to 1/16 of the total award quarterly on the last day of June, September, December, and March, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vesting on June 30, 2025. The reported securities are directly held by the reporting person's spouse. 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 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.
Key Figures
Net shares sold: 142,405 Class A shares
Shares acquired via exercise/conversion: 203,683 Class A shares
Representative sale price: $95.69 per share
+5 more
8 metrics
Net shares sold
142,405 Class A shares
Net open-market sales in this Form 4
Shares acquired via exercise/conversion
203,683 Class A shares
Derivative exercises and conversions reported
Representative sale price
$95.69 per share
Class A sale on June 30, 2026
Representative sale price range low
$85.05 per share
Lower bound of disclosed sale ranges
Representative sale price range high
$90.01 per share
Upper bound of disclosed sale ranges
Direct Class B holdings
5,343,347 shares
Direct Class B Common Stock, convertible into Class A
Indirect Class B holdings (Family Trust)
5,402,057 shares
Venturo Family Trust Class B, convertible into Class A
RSU position after transactions
1,093,760 RSUs
Restricted Stock Units remaining after M-code transactions
Key Terms
Rule 10b5-1 trading plan, Restricted Stock Units, Class B Common Stock, tax withholding obligations, +2 more
6 terms
Rule 10b5-1 trading plan regulatory
"The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 13, 2025."
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.
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Class B Common Stock financial
"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..."
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.
tax withholding obligations financial
"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."
Friends and Family GRAT financial
"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."
Amended and Restated Certificate of Incorporation regulatory
"events or conditions described in the Issuer's Amended and Restated Certificate of Incorporation."
A company’s amended and restated certificate of incorporation is an updated version of its foundational legal charter that replaces the older document and folds in all changes into one clear copy; it spells out corporate structure, classes of stock, shareholder rights and key governance rules. Investors care because it can change who controls the company, how votes are counted, what claims shareholders have on assets or dividends, and can introduce or remove protections against takeovers—like updating a house title after a major renovation to show who owns what and under what rules.
FAQ
What did CoreWeave (CRWV) executive Brian Venturo report in this Form 4?
Brian Venturo reported both stock sales and equity conversions. Entities associated with him sold 142,405 CoreWeave Class A shares in open-market trades and converted restricted stock units and Class B shares into additional Class A stock at a $0.00 exercise price.