STOCK TITAN

CoreWeave (CRWV) CSO-linked trusts and LLC sell 76,924 Class A shares

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

Rhea-AI Filing Summary

CoreWeave, Inc. director and Chief Strategy Officer Brian M. Venturo reported indirect transactions involving Class A and Class B Common Stock. On May 6, 2026, entities associated with him, including the Venturo Family GST Exempt Trust and West Clay Capital LLC, sold an aggregate of 76,924 shares of Class A Common Stock in open-market transactions at weighted-average prices generally between about $131 and $138 per share.

The filing also shows these entities converted a total of 76,924 shares of Class B Common Stock into Class A Common Stock before the sales. The sales were effected under a Rule 10b5-1 trading plan adopted on November 13, 2025. Venturo continues to have substantial holdings through direct and indirect interests, including 6,082,847 shares of Class B Common Stock indirectly held via West Clay Capital LLC, each share convertible into one share of Class A Common Stock.

Positive

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Insider Venturo Brian M
Role Chief Strategy Officer
Sold 76,924 shs ($10.52M)
Type Security Shares Price Value
Conversion Class B Common Stock 61,539 $0.00 --
Conversion Class B Common Stock 15,385 $0.00 --
Conversion Class A Common Stock 61,539 $0.00 --
Sale Class A Common Stock 960 $131.3933 $126K
Sale Class A Common Stock 944 $132.5597 $125K
Sale Class A Common Stock 2,416 $133.797 $323K
Sale Class A Common Stock 4,426 $134.8223 $597K
Sale Class A Common Stock 4,264 $135.7672 $579K
Sale Class A Common Stock 24,095 $136.7759 $3.30M
Sale Class A Common Stock 24,434 $137.7863 $3.37M
Conversion Class A Common Stock 15,385 $0.00 --
Sale Class A Common Stock 240 $131.3933 $32K
Sale Class A Common Stock 236 $132.5597 $31K
Sale Class A Common Stock 604 $133.797 $81K
Sale Class A Common Stock 1,107 $134.8225 $149K
Sale Class A Common Stock 1,066 $135.7677 $145K
Sale Class A Common Stock 6,024 $136.776 $824K
Sale Class A Common Stock 6,108 $137.7863 $842K
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 — 6,082,847 shares (Indirect, West Clay Capital LLC); Class A Common Stock — 61,539 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)
  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 $131.13 to $132.05, 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 $132.18 to $133.03, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.21 to $134.19, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.25 to $135.24, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.26 to $136.25, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $136.26 to $137.25, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $137.26 to $138.19, 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 $131.13 to $132.05, 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.
Net Class A shares sold 76,924 shares Net open-market sales on May 6, 2026 across associated entities
GST Trust Class A sale block 6,108 shares Single reported tranche at $137.7863 per share by Venturo Family GST Exempt Trust
West Clay Capital Class A sale block 24,434 shares Single reported tranche at $137.7863 per share by West Clay Capital LLC
GST Trust B-to-A conversion 15,385 shares Class B Common Stock converted into Class A on May 6, 2026
West Clay B-to-A conversion 61,539 shares Class B Common Stock converted into Class A on May 6, 2026
West Clay Class B holdings 6,082,847 shares Class B Common Stock indirectly held after transactions, convertible 1:1 into Class A
Direct Class B holdings 5,343,347 shares Class B Common Stock directly held by Brian M. Venturo after the reported transactions
Spouse Class B holdings 2,001,900 shares Class B Common Stock indirectly held through spouse after the reported transactions
Rule 10b5-1 trading plan financial
"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.
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.
grantor retained annuity trust financial
"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."
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. These shares were sold in multiple transactions at prices ranging from $131.13 to $132.05, inclusive."
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.
beneficial ownership financial
"The reporting person disclaims beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934..."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
SEC Form 4
FORM 4UNITED 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*
Venturo Brian M

(Last)(First)(Middle)
C/O COREWEAVE, INC.
290 WEST MT. PLEASANT AVENUE, SUITE 4100

(Street)
LIVINGSTON NEW JERSEY 07039

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CoreWeave, Inc. [ CRWV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Strategy Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/06/2026C61,539A(1)61,539IWest Clay Capital LLC(2)
Class A Common Stock05/06/2026S(3)960D$131.3933(4)60,579IWest Clay Capital LLC(2)
Class A Common Stock05/06/2026S(3)944D$132.5597(5)59,635IWest Clay Capital LLC(2)
Class A Common Stock05/06/2026S(3)2,416D$133.797(6)57,219IWest Clay Capital LLC(2)
Class A Common Stock05/06/2026S(3)4,426D$134.8223(7)52,793IWest Clay Capital LLC(2)
Class A Common Stock05/06/2026S(3)4,264D$135.7672(8)48,529IWest Clay Capital LLC(2)
Class A Common Stock05/06/2026S(3)24,095D$136.7759(9)24,434IWest Clay Capital LLC(2)
Class A Common Stock05/06/2026S(3)24,434D$137.7863(10)0IWest Clay Capital LLC(2)
Class A Common Stock05/06/2026C15,385A(1)15,385IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class A Common Stock05/06/2026S(3)240D$131.3933(12)15,145IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class A Common Stock05/06/2026S(3)236D$132.5597(5)14,909IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class A Common Stock05/06/2026S(3)604D$133.797(6)14,305IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class A Common Stock05/06/2026S(3)1,107D$134.8225(7)13,198IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class A Common Stock05/06/2026S(3)1,066D$135.7677(8)12,132IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class A Common Stock05/06/2026S(3)6,024D$136.776(9)6,108IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class A Common Stock05/06/2026S(3)6,108D$137.7863(10)0IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class A Common Stock223,580D
Class A Common Stock22,500ISee Footnote(13)
Class A Common Stock82,679IYOLO APV Trust(14)
Class A Common Stock82,687IYOLO ECV Trust(15)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(1)05/06/2026C61,539 (1) (1)Class A Common Stock61,539(1)6,082,847IWest Clay Capital LLC(2)
Class B Common Stock(1)05/06/2026C15,385 (1) (1)Class A Common Stock15,385(1)3,144,075IVenturo Family GST Exempt Trust dated June 30, 2023(11)
Class B Common Stock(1) (1) (1)Class A Common Stock5,343,3475,343,347D
Class B Common Stock(1) (1) (1)Class A Common Stock5,402,0575,402,057I2023 Venturo Family GRAT dated June 30, 2023(16)
Class B Common Stock(1) (1) (1)Class A Common Stock1,788,5961,788,596IVenturo Family 2024 Friends and Family GRAT(17)
Class B Common Stock(1) (1) (1)Class A Common Stock2,001,9002,001,900IBy Spouse(18)
Explanation of Responses:
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.
2. The reported securities are directly held by West Clay Capital LLC, of which the reporting person is the managing member.
3. The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 13, 2025.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.13 to $132.05, 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.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.18 to $133.03, inclusive.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.21 to $134.19, inclusive.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.25 to $135.24, inclusive.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.26 to $136.25, inclusive.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $136.26 to $137.25, inclusive.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $137.26 to $138.19, inclusive.
11. 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.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.13 to $132.05, inclusive.
13. 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.
14. 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.
15. 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.
16. 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.
17. 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.
18. The reported securities are directly held by the reporting person's spouse.
/s/ Nisha Antony, as Attorney-in-Fact05/08/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did CoreWeave (CRWV) report for Brian M. Venturo?

CoreWeave reported that entities associated with Brian M. Venturo executed open-market sales totaling 76,924 shares of Class A Common Stock. These transactions were indirect, made by family trusts and an LLC, and paired with conversions of an equal number of Class B shares into Class A.

Which entities actually sold CoreWeave (CRWV) shares in this Form 4 filing?

The sales were executed by the Venturo Family GST Exempt Trust dated June 30, 2023 and West Clay Capital LLC. The filing notes that West Clay Capital LLC is managed by Venturo, and the GST Trust is overseen by his spouse, with family members as beneficiaries.

How many CoreWeave (CRWV) shares were sold and at what prices?

Entities associated with Brian M. Venturo sold a net 76,924 shares of CoreWeave Class A Common Stock. The filing reports weighted-average sale prices in multiple tranches, generally ranging from about $131.13 to $138.19 per share across the various open-market transactions.

Were the CoreWeave (CRWV) insider stock sales made under a 10b5-1 trading plan?

Yes. The filing states that at least one of the reported sale transactions was effected pursuant to a Rule 10b5-1 trading plan adopted by Brian M. Venturo on November 13, 2025. Such plans pre-arrange trading activity and can indicate routine portfolio management rather than discretionary timing.

Did Brian M. Venturo retain a significant CoreWeave (CRWV) position after these transactions?

Yes. Despite the reported sales, the filing shows substantial remaining indirect holdings, including 6,082,847 shares of Class B Common Stock held through West Clay Capital LLC. Each Class B share is convertible into one Class A share, according to the company’s charter description in the footnotes.

What conversions between CoreWeave (CRWV) share classes occurred in this Form 4?

The Form 4 shows conversions of 15,385 Class B shares into Class A shares by the Venturo Family GST Exempt Trust and 61,539 Class B shares into Class A shares by West Clay Capital LLC. These conversions preceded the reported open-market sales of the resulting Class A shares.