CoreWeave (CRWV) CSO-linked entities convert and sell 1.13M Class A shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
CoreWeave, Inc. insider activity centers on share conversions and planned sales by entities associated with Chief Strategy Officer Brian M. Venturo. West Clay Capital LLC and the Venturo Family GST Exempt Trust converted a combined 1,125,000 shares of Class B Common Stock into 1,125,000 shares of Class A Common Stock at a conversion price of $0.00 per share. Those entities then sold 1,125,000 Class A shares in multiple open-market transactions at weighted average prices generally between about $104 and $114 per share, pursuant to a pre-arranged Rule 10b5-1 trading plan. Venturo continues to have exposure through substantial remaining Class B holdings, including 5,343,347 Class A-equivalent shares underlying Class B stock held directly, plus additional Class B and Class A shares held through various family trusts and related accounts.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 1,125,000 shares ($124,671,073)
Net Sell
32 txns
Insider
Venturo Brian M
Role
Chief Strategy Officer
Sold
1,125,000 shs ($124.67M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 900,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 225,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 900,000 | $0.00 | -- |
| Sale | Class A Common Stock | 14,680 | $104.7966 | $1.54M |
| Sale | Class A Common Stock | 7,960 | $105.8584 | $843K |
| Sale | Class A Common Stock | 12,343 | $107.1836 | $1.32M |
| Sale | Class A Common Stock | 20,486 | $108.0537 | $2.21M |
| Sale | Class A Common Stock | 62,936 | $109.056 | $6.86M |
| Sale | Class A Common Stock | 204,389 | $110.3349 | $22.55M |
| Sale | Class A Common Stock | 334,761 | $111.0937 | $37.19M |
| Sale | Class A Common Stock | 194,686 | $112.0259 | $21.81M |
| Sale | Class A Common Stock | 44,559 | $113.1161 | $5.04M |
| Sale | Class A Common Stock | 3,200 | $113.8805 | $364K |
| Conversion | Class A Common Stock | 225,000 | $0.00 | -- |
| Sale | Class A Common Stock | 3,670 | $104.7966 | $385K |
| Sale | Class A Common Stock | 1,990 | $105.8584 | $211K |
| Sale | Class A Common Stock | 3,086 | $107.1835 | $331K |
| Sale | Class A Common Stock | 5,121 | $108.0537 | $553K |
| Sale | Class A Common Stock | 15,735 | $109.056 | $1.72M |
| Sale | Class A Common Stock | 51,097 | $110.3349 | $5.64M |
| Sale | Class A Common Stock | 83,690 | $111.0937 | $9.30M |
| Sale | Class A Common Stock | 48,672 | $112.0259 | $5.45M |
| Sale | Class A Common Stock | 11,139 | $113.1161 | $1.26M |
| Sale | Class A Common Stock | 800 | $113.8805 | $91K |
| 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 — 7,829,003 shares (Indirect, West Clay Capital LLC);
Class A Common Stock — 900,000 shares (Indirect, West Clay Capital LLC);
Class B Common Stock — 5,343,347 shares (Direct);
Class A Common Stock — 223,580 shares (Direct)
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 $104.42 to $105.41, 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 $105.44 to $106.35, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.55 to $107.53, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.63 to $108.62, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.64 to $109.62, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.64 to $110.63, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.64 to $111.635, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $111.64 to $112.57, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $112.64 to $113.62, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $113.65 to $114.08, 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 $104.42 to $105.41, 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 B to Class A conversion: 1,125,000 shares
Total Class A shares sold: 1,125,000 shares
Example sale price: $104.7966 per share
+4 more
7 metrics
Class B to Class A conversion
1,125,000 shares
Class B Common Stock converted into Class A on April 13, 2026
Total Class A shares sold
1,125,000 shares
Open-market sales by West Clay Capital LLC and GST Trust
Example sale price
$104.7966 per share
Weighted average price for one sale tranche
Highest weighted average price range
$113.65–$114.08
Price range for one set of weighted average sales
Direct Class B holdings
5,343,347 underlying shares
Class A-equivalent shares underlying Class B held directly
Indirect Class B holdings (GRAT 2023)
5,402,057 underlying shares
Class A-equivalent shares via 2023 Venturo Family GRAT
Direct Class A holdings
223,580 shares
Class A Common Stock held directly after transactions
Key Terms
Rule 10b5-1 trading plan, Class B Common Stock, weighted average price, GRAT, +2 more
6 terms
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.
weighted average price financial
"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions..."
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.
GRAT 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."
pecuniary interest financial
"The reporting person disclaims beneficial ownership of such securities... except to the extent of his pecuniary interest, if any."
Section 16 of the Securities Exchange Act of 1934 regulatory
"The reporting person disclaims beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended..."
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.
FAQ
What did CoreWeave (CRWV) insider Brian Venturo’s entities do in this Form 4?
Entities associated with Brian Venturo converted 1,125,000 Class B shares into 1,125,000 Class A shares, then sold those 1,125,000 Class A shares in multiple open-market trades. These actions were executed by West Clay Capital LLC and the Venturo Family GST Exempt Trust.
Which entities executed the CoreWeave (CRWV) insider transactions reported here?
The reported trades were executed by West Clay Capital LLC and the Venturo Family GST Exempt Trust. West Clay Capital is managed by Brian Venturo, while the GST Trust is overseen by his spouse as trustee for family beneficiaries, according to the footnotes.
Was the CoreWeave (CRWV) insider selling done under a Rule 10b5-1 plan?
Yes. A footnote explains that at least one reported transaction was effected under a Rule 10b5-1 trading plan adopted on November 13, 2025. Such pre-arranged plans automate trading and can indicate the timing was scheduled rather than discretionary.
What CoreWeave (CRWV) holdings remain after these insider transactions?
After the transactions, Brian Venturo retains significant exposure through Class B Common Stock. Disclosed positions include 5,343,347 Class A-equivalent shares underlying Class B held directly, plus additional Class B and Class A positions held through GRATs, a spouse, and trusts benefiting minor children.