CoreWeave (CRWV) CFO records RSU vesting and tax-related share sales

Rhea-AI Filing Summary

CoreWeave, Inc. Chief Financial Officer Nitin Agrawal reported RSU vesting and related share sales. On February 20, 2026, he exercised 11,413 restricted stock units, receiving the same number of Class A shares at $0.00 per share, bringing his direct Class A holdings to 178,488 shares before any sales.

On the same date, he conducted open-market sales of 5,383 Class A shares at prices of $89.01 and $90.94 per share to satisfy tax withholding obligations from the RSU settlement, leaving 173,105 directly held shares. In addition, indirect holdings include 34,905 shares held by his spouse, and 81,000 and 57,952 shares held through the Yellowstone 2025 GRAT and Yosemite 2025 GRAT, respectively.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

Agrawal Nitin

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M		11,413	A	(1)	178,488	D
Class A Common Stock	02/20/2026		S(2)		285	D	$89.01	178,203	D
Class A Common Stock	02/20/2026		S(2)		5,098	D	$90.94	173,105	D
Class A Common Stock								34,905	I	By Spouse
Class A Common Stock								81,000	I	By Yellowstone 2025 GRAT(3)
Class A Common Stock								57,952	I	By Yosemite 2025 GRAT(4)

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
Restricted Stock Units	(1)	02/20/2026		M			11,413	(5)	(6)	Class A Common Stock	11,413	(1)	136,950	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.

2. 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.

3. The reported securities are directly held by the Yellowstone 2025 GRAT, of which the reporting person's spouse is the beneficiary and for which the reporting person serves as trustee.

4. The reported securities are directly held by the Yosemite 2025 GRAT, of which the reporting person is the sole trustee and beneficiary.

5. The award vested or vests as to 1/16 of the total award on the 20th calendar day of May, August, November, and February, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on May 20, 2025.

6. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.

	/s/ Nisha Antony, as Attorney-in-Fact	02/24/2026
	** 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).
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FAQ

What insider transactions did CoreWeave (CRWV) report for Nitin Agrawal on February 20, 2026?

On February 20, 2026, CoreWeave CFO Nitin Agrawal exercised 11,413 restricted stock units into Class A shares and sold 5,383 shares. The sales occurred at $89.01 and $90.94 per share to cover tax withholding obligations from the RSU vesting.

How many CoreWeave (CRWV) shares does the CFO hold directly after these transactions?

After the February 20, 2026 transactions, CoreWeave CFO Nitin Agrawal directly holds 173,105 Class A Common shares. This figure reflects RSU settlement of 11,413 shares followed by tax-related open-market sales totaling 5,383 shares, as reported in the insider filing data.

Were CoreWeave (CRWV) shares sold by the CFO for tax withholding purposes?

Yes. The filing states that 5,383 CoreWeave Class A shares were sold to satisfy Nitin Agrawal’s tax withholding obligations. These obligations arose from the vesting and settlement of 11,413 restricted stock units that converted into Class A Common Stock on February 20, 2026.

What restricted stock unit activity did CoreWeave (CRWV) disclose for its CFO?

CoreWeave disclosed that each RSU represents one share of Class A Common Stock upon settlement. On February 20, 2026, 11,413 RSUs vested and settled for CFO Nitin Agrawal, with vesting scheduled in 1/16 tranches on May, August, November, and February 20 dates, subject to continued service.

What indirect CoreWeave (CRWV) share holdings are associated with the CFO?

Indirect holdings associated with Nitin Agrawal include 34,905 Class A shares held by his spouse, 81,000 shares held by the Yellowstone 2025 GRAT, and 57,952 shares held by the Yosemite 2025 GRAT. The filing notes he serves as trustee for these GRAT entities.

How do CoreWeave (CRWV) RSUs for the CFO vest over time?

The RSU award vests in 1/16 increments on the 20th calendar day of May, August, November, and February. Vesting is conditioned on Nitin Agrawal’s continued service to CoreWeave, with the first tranche vesting on May 20, 2025, and units either vest or are cancelled.