STOCK TITAN

CoreWeave (CRWV) director’s entities sell 1.4M shares after conversions

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

CoreWeave, Inc. director and Chief Strategy Officer Brian M. Venturo reported a mix of share conversions and sales through affiliated entities. West Clay Capital LLC and several family trusts converted a total of 1,201,924 shares of Class B Common Stock into Class A Common Stock at an exercise price of $0.00 per share.

These entities then sold 1,401,924 Class A shares in open-market transactions at weighted-average prices generally ranging from about $76.85 to $81.80 per share, with at least one sale effected under a Rule 10b5-1 trading plan adopted on November 13, 2025. Venturo remains exposed to CoreWeave through large Class B positions convertible into Class A, including 5,343,347 underlying shares held directly and additional amounts held via GRATs and his spouse.

Positive

  • None.

Negative

  • None.

Insights

Venturo’s entities execute large, pre-planned sales but retain substantial CoreWeave exposure.

The filing shows entities associated with Brian M. Venturo converting 1,201,924 Class B shares into Class A at an exercise price of $0.00, then selling 1,401,924 Class A shares in the open market. These are classic conversion-and-sale transactions rather than new open-market purchases.

At least one sale was made under a Rule 10b5-1 trading plan adopted on November 13, 2025, suggesting the timing was pre-arranged rather than reactive. Despite the net-sell activity, Venturo-linked positions still include direct Class B holdings convertible into 5,343,347 Class A shares and additional large indirect Class B blocks via GRATs and his spouse. The transactions therefore look like significant liquidity events but do not eliminate his economic stake.

Insider Venturo Brian M
Role Chief Strategy Officer
Sold 1,401,924 shs ($111.65M)
Type Security Shares Price Value
Conversion Class B Common Stock 21,863 $0.00 --
Conversion Class B Common Stock 467,939 $0.00 --
Conversion Class A Common Stock 467,939 $0.00 --
Sale Class A Common Stock 389,584 $80.3556 $31.31M
Sale Class A Common Stock 78,355 $81.2986 $6.37M
Conversion Class A Common Stock 21,863 $0.00 --
Sale Class A Common Stock 21,863 $80.2059 $1.75M
Conversion Class B Common Stock 493,600 $0.00 --
Conversion Class B Common Stock 218,522 $0.00 --
Conversion Class A Common Stock 493,600 $0.00 --
Sale Class A Common Stock 33,351 $77.4269 $2.58M
Sale Class A Common Stock 168,212 $78.4524 $13.20M
Sale Class A Common Stock 145,762 $79.3095 $11.56M
Sale Class A Common Stock 146,275 $80.1924 $11.73M
Conversion Class A Common Stock 218,522 $0.00 --
Sale Class A Common Stock 8,339 $77.4269 $646K
Sale Class A Common Stock 42,052 $78.4524 $3.30M
Sale Class A Common Stock 36,441 $79.3094 $2.89M
Sale Class A Common Stock 131,690 $80.2019 $10.56M
Sale Class A Common Stock 9,453 $77.4396 $732K
Sale Class A Common Stock 46,543 $78.4555 $3.65M
Sale Class A Common Stock 39,959 $79.3177 $3.17M
Sale Class A Common Stock 4,045 $80.0943 $324K
Sale Class A Common Stock 9,453 $77.4396 $732K
Sale Class A Common Stock 46,543 $78.4555 $3.65M
Sale Class A Common Stock 39,960 $79.3177 $3.17M
Sale Class A Common Stock 4,044 $80.0944 $324K
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 -- -- --
Holdings After Transaction: Class B Common Stock — 4,030,615 shares (Indirect, Venturo Family GST Exempt Trust dated June 30, 2023); Class A Common Stock — 467,939 shares (Indirect, West Clay Capital LLC); Class B Common Stock — 5,343,347 shares (Direct); Class A Common Stock — 285,327 shares (Direct)
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 $76.85 to $77.84, 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 $77.85 to $78.84, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.85 to $79.845, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.85 to $80.52, 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 $76.85 to $77.84, inclusive. 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 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.00 to $80.99, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.00 to $81.80, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.00 to $80.63, 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 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.
Shares sold 1,401,924 shares Total Class A shares sold in open-market transactions
Shares converted 1,201,924 shares Class B shares converted into Class A at $0.00 exercise price
Sample sale price $80.3556 per share One tranche of Class A open-market sales
Another sale price $77.4269 per share Additional Class A open-market sale tranche
Direct Class B derivative position 5,343,347 underlying shares Class B held directly, convertible into Class A
GRAT Class B position 5,402,057 underlying shares Class B held by 2023 Venturo Family GRAT, convertible into Class A
Net share direction -1,401,924 shares Net buy/sell shares reported as net-sell
Direct Class A holding 285,327 shares Class A Common Stock held directly after 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.
derivative conversion financial
""transaction_action": "derivative conversion", "transaction_code_description": "Conversion of derivative security""
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."
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 $76.85 to $77.84, 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.
pecuniary interest financial
"The reporting person disclaims beneficial ownership of such securities... except to the extent of his pecuniary interest, if any."
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)
04/01/2026
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 Stock04/01/2026C493,600A(1)493,600IWest Clay Capital LLC(2)
Class A Common Stock04/01/2026S(3)33,351D$77.4269(4)460,249IWest Clay Capital LLC(2)
Class A Common Stock04/01/2026S(3)168,212D$78.4524(5)292,037IWest Clay Capital LLC(2)
Class A Common Stock04/01/2026S(3)145,762D$79.3095(6)146,275IWest Clay Capital LLC(2)
Class A Common Stock04/01/2026S(3)146,275D$80.1924(7)0IWest Clay Capital LLC(2)
Class A Common Stock04/01/2026C218,522A(1)218,522IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class A Common Stock04/01/2026S(3)8,339D$77.4269(9)210,183IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class A Common Stock04/01/2026S(3)42,052D$78.4524(5)168,131IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class A Common Stock04/01/2026S(3)36,441D$79.3094(6)131,690IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class A Common Stock04/01/2026S(3)131,690D$80.2019(7)0IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class A Common Stock04/01/2026S(3)9,453D$77.4396(9)173,234IYOLO ECV Trust(10)
Class A Common Stock04/01/2026S(3)46,543D$78.4555(5)126,691IYOLO ECV Trust(10)
Class A Common Stock04/01/2026S(3)39,959D$79.3177(6)86,732IYOLO ECV Trust(10)
Class A Common Stock04/01/2026S(3)4,045D$80.0943(7)82,687IYOLO ECV Trust(10)
Class A Common Stock04/01/2026S(3)9,453D$77.4396(9)173,226IYOLO APV Trust(11)
Class A Common Stock04/01/2026S(3)46,543D$78.4555(5)126,683IYOLO APV Trust(11)
Class A Common Stock04/01/2026S(3)39,960D$79.3177(6)86,723IYOLO APV Trust(11)
Class A Common Stock04/01/2026S(3)4,044D$80.0944(7)82,679IYOLO APV Trust(11)
Class A Common Stock04/02/2026C467,939A(1)467,939IWest Clay Capital LLC(2)
Class A Common Stock04/02/2026S(3)389,584D$80.3556(12)78,355IWest Clay Capital LLC(2)
Class A Common Stock04/02/2026S(3)78,355D$81.2986(13)0IWest Clay Capital LLC(2)
Class A Common Stock04/02/2026C21,863A(1)21,863IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class A Common Stock04/02/2026S(3)21,863D$80.2059(14)0IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class A Common Stock285,327D
Class A Common Stock22,500ISee Footnote(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)04/01/2026C493,600 (1) (1)Class A Common Stock493,600(1)10,096,942IWest Clay Capital LLC(2)
Class B Common Stock(1)04/01/2026C218,522 (1) (1)Class A Common Stock218,522(1)4,052,478IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class B Common Stock(1)04/02/2026C21,863 (1) (1)Class A Common Stock21,863(1)4,030,615IVenturo Family GST Exempt Trust dated June 30, 2023(8)
Class B Common Stock(1)04/02/2026C467,939 (1) (1)Class A Common Stock467,939(1)9,629,003IWest Clay Capital LLC(2)
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 $76.85 to $77.84, 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 $77.85 to $78.84, inclusive.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.85 to $79.845, inclusive.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.85 to $80.52, inclusive.
8. 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.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.85 to $77.84, inclusive.
10. 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.
11. 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.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.00 to $80.99, inclusive.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.00 to $81.80, inclusive.
14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.00 to $80.63, inclusive.
15. 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.
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-Fact04/03/2026
** 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 Venturo?

The filing shows entities associated with Brian M. Venturo converting 1,201,924 Class B shares into Class A, then selling 1,401,924 Class A shares in open-market trades at prices mostly in the high-$70s to low-$80s per share, while retaining substantial convertible Class B holdings.

Were Brian Venturo’s CoreWeave (CRWV) share sales pre-planned under a Rule 10b5-1 plan?

At least one reported sale was effected under a Rule 10b5-1 trading plan adopted on November 13, 2025. Such plans are pre-arranged trading programs, indicating the timing of that sale was scheduled in advance rather than based on short-term market developments.

How many CoreWeave (CRWV) shares did Brian Venturo’s entities sell and at what prices?

Entities linked to Brian Venturo sold 1,401,924 shares of CoreWeave Class A Common Stock. Weighted-average sale prices range across multiple tranches, generally between about $76.85 and $81.80 per share, reflecting several separate open-market sale transactions disclosed in the Form 4.

What conversions from Class B to Class A stock occurred for CoreWeave (CRWV)?

West Clay Capital LLC and family trusts converted a total of 1,201,924 shares of CoreWeave Class B Common Stock into Class A Common Stock at a $0.00 exercise price. These derivative conversions shifted voting and economic exposure into tradable Class A shares before subsequent sales.

How many CoreWeave (CRWV) shares does Brian Venturo still hold after these transactions?

The filing shows continuing positions including Class B stock directly convertible into 5,343,347 Class A shares, plus additional Class B holdings through GRATs and his spouse, and 285,327 Class A shares held directly. These figures indicate a large remaining economic interest after the reported sales.

Which entities executed the CoreWeave (CRWV) share transactions reported for Brian Venturo?

The transactions involve West Clay Capital LLC, the Venturo Family GST Exempt Trust, YOLO ECV and YOLO APV Trusts, various Venturo family GRATs, Venturo’s spouse, and his father-in-law. The Form 4 attributes holdings and sales to these entities with Venturo as manager, trustee, or related party.