[Form 4] CoreWeave, Inc. Insider Trading Activity

Rhea-AI Filing Summary

CoreWeave insider sale summary: McBee Brannin, Chief Development Officer of CoreWeave (CRWV), reported multiple sales of Class A common stock executed on 09/02/2025 pursuant to a Rule 10b5-1 trading plan adopted on May 20, 2025. The reported transactions total 625,000 shares sold at weighted-average prices ranging across specified bands from about $90.75 up to $96.43 per share. After these transactions the reporting person directly beneficially owns 121,965 shares; additional shares are held indirectly in trusts, including 60,000 shares in the Canis Major SM Trust and 1,800 shares held of record by the reporting person’s minor child.

Positive

• Transactions executed under a Rule 10b5-1 plan, adopted May 20, 2025, which provides an affirmative defense for scheduled insider sales
• Complete disclosure of weighted-average price ranges and explanatory footnotes for the multiple sales
• Post-transaction holdings are reported, including direct holdings (121,965 shares) and trust allocations (e.g., 60,000 shares in Canis Major SM Trust)

Negative

• Material insider selling of 625,000 shares reported on a single date (09/02/2025), which represents significant insider liquidity
• Substantial reduction in directly held shares relative to earlier line items shown in the filing (reflected by remaining direct holding of 121,965 shares)

Insights

Financial Analyst

TL;DR: Insider executed a pre-planned program selling 625,000 shares on 09/02/2025; discloseable size but executed under a 10b5-1 plan.

The filing shows aggregate disposals of 625,000 Class A shares by McBee Brannin under a Rule 10b5-1 plan adopted May 20, 2025. Sales were reported at weighted-average prices within discrete price bands from roughly $90.75 to $96.43 per share. Post-transaction direct ownership is reported as 121,965 shares, with additional holdings in two trusts and a minor-child account. For investors, the filing is a clear disclosure of material insider liquidity but does not itself provide operational or financial performance information.

Corporate Governance Expert

TL;DR: Multiple sales of material size executed through an established 10b5-1 plan; disclosure and plan adoption date are appropriate.

The Form 4 documents that the transactions were effected pursuant to a documented Rule 10b5-1 trading plan, which supports the affirmative defense for scheduled trading. The filer provided weighted-average price ranges and explanatory footnotes and identified indirect holdings by trusts and a minor child, including trustee relationships. The filing is procedurally complete and transparent regarding the mechanics and beneficiaries of the holdings disclosed.

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)
09/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	09/02/2025		S(1)		28,735	D	$91.3532(2)	343,230	D
Class A Common Stock	09/02/2025		S(1)		104,694	D	$92.3017(3)	238,536	D
Class A Common Stock	09/02/2025		S(1)		40,167	D	$93.2522(4)	198,369	D
Class A Common Stock	09/02/2025		S(1)		30,661	D	$94.2204(5)	167,708	D
Class A Common Stock	09/02/2025		S(1)		32,761	D	$95.2726(6)	134,947	D
Class A Common Stock	09/02/2025		S(1)		11,102	D	$96.032(7)	123,845	D
Class A Common Stock	09/02/2025		S(1)		1,880	D	$96.77	121,965	D
Class A Common Stock	09/02/2025		S(1)		43,103	D	$91.3532(2)	331,897	I	Brannin J. McBee 2022 Irrevocable Trust(8)
Class A Common Stock	09/02/2025		S(1)		157,040	D	$92.3017(3)	174,857	I	Brannin J. McBee 2022 Irrevocable Trust(8)
Class A Common Stock	09/02/2025		S(1)		60,250	D	$93.2522(4)	114,607	I	Brannin J. McBee 2022 Irrevocable Trust(8)
Class A Common Stock	09/02/2025		S(1)		45,992	D	$94.2204(5)	68,615	I	Brannin J. McBee 2022 Irrevocable Trust(8)
Class A Common Stock	09/02/2025		S(1)		49,141	D	$95.2726(6)	19,474	I	Brannin J. McBee 2022 Irrevocable Trust(8)
Class A Common Stock	09/02/2025		S(1)		16,654	D	$96.032(7)	2,820	I	Brannin J. McBee 2022 Irrevocable Trust(8)
Class A Common Stock	09/02/2025		S(1)		2,820	D	$96.77	0	I	Brannin J. McBee 2022 Irrevocable Trust(8)
Class A Common Stock								60,000	I	Canis Major SM Trust(9)
Class A Common Stock								1,800	I	See Footnote(10)

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 $90.75 to $91.74, 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 and in footnotes 3 through 7 of this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.75 to $92.74, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.75 to $93.74, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.75 to $94.74, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.76 to $95.75, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.76 to $96.43, inclusive.

8. 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.

9. The reported securities are directly held by the Canis Major SM Trust (the "Canis 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 Canis Trust's trustee.

10. The reported securities are directly held of record by the reporting person's minor child.

	/s/ Kristen McVeety, as Attorney-in-Fact	09/04/2025
	** 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.

FAQ

What did CoreWeave (CRWV) insider McBee Brannin sell on 09/02/2025?

The reporting person sold an aggregate of 625,000 Class A shares on 09/02/2025 under a Rule 10b5-1 trading plan.

Was the sale by McBee Brannin pre-planned?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on May 20, 2025.

At what prices were the CRWV shares sold?

Sales occurred in multiple transactions with weighted-average prices reported in bands ranging from about $90.75 to $96.43 per share.

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

After the reported sales, the filing shows 121,965 shares directly beneficially owned by the reporting person, plus indirect holdings in trusts.

Are any shares held in trusts or by family members?

Yes. The filing discloses holdings in the Brannin J. McBee 2022 Irrevocable Trust, the Canis Major SM Trust (60,000 shares), and 1,800 shares held of record by the reporting person’s minor child.