CoreWeave (CRWV) insider entities sell 375K shares, gift 10.8M Class B
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
CoreWeave, Inc. Chief Strategy Officer Brian M. Venturo’s related entities reported both sales and estate-planning moves in CoreWeave stock. Trusts associated with him sold a total of 375,000 shares of Class A Common Stock on May 11, 2026 in multiple open‑market transactions at weighted average prices between about $112 and $119 per share, under a pre‑arranged Rule 10b5‑1 trading plan adopted on November 13, 2025.
On the same date, the Venturo Family GST Exempt Trust and West Clay Capital LLC each converted derivative positions into 75,000 and 300,000 shares of Class A Common Stock, respectively. On May 12, 2026, a Venturo family GRAT made bona fide gifts totaling 10,804,114 shares of Class B Common Stock to a family trust for no consideration, reallocating holdings within family vehicles.
After these transactions, entities associated with Venturo continue to hold substantial positions, including millions of Class B shares convertible into Class A held directly, by his spouse, and in various family trusts and GRATs.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 375,000 shares ($43,443,678)
Net Sell
29 txns
Insider
Venturo Brian M
Role
Chief Strategy Officer
Sold
375,000 shs ($43.44M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Gift | Class B Common Stock | 5,402,057 | $0.00 | -- |
| Gift | Class B Common Stock | 5,402,057 | $0.00 | -- |
| Conversion | Class B Common Stock | 300,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 75,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 300,000 | $0.00 | -- |
| Sale | Class A Common Stock | 8,653 | $112.5634 | $974K |
| Sale | Class A Common Stock | 23,627 | $113.6168 | $2.68M |
| Sale | Class A Common Stock | 114,865 | $114.4073 | $13.14M |
| Sale | Class A Common Stock | 21,308 | $115.5895 | $2.46M |
| Sale | Class A Common Stock | 32,388 | $116.6201 | $3.78M |
| Sale | Class A Common Stock | 44,358 | $117.4697 | $5.21M |
| Sale | Class A Common Stock | 44,667 | $118.5784 | $5.30M |
| Sale | Class A Common Stock | 10,134 | $119.1809 | $1.21M |
| Conversion | Class A Common Stock | 75,000 | $0.00 | -- |
| Sale | Class A Common Stock | 2,164 | $112.5633 | $244K |
| Sale | Class A Common Stock | 5,906 | $113.6168 | $671K |
| Sale | Class A Common Stock | 28,716 | $114.4073 | $3.29M |
| Sale | Class A Common Stock | 5,327 | $115.5895 | $616K |
| Sale | Class A Common Stock | 8,097 | $116.62 | $944K |
| Sale | Class A Common Stock | 11,090 | $117.4697 | $1.30M |
| Sale | Class A Common Stock | 11,167 | $118.5784 | $1.32M |
| Sale | Class A Common Stock | 2,533 | $119.1808 | $302K |
| 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 — 0 shares (Indirect, 2023 Venturo Family GRAT dated June 30, 2023);
Class A Common Stock — 300,000 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)
- 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 $112.02 to $113.01, 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 $113.04 to $114.03, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $114.04 to $115.03, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $115.04 to $116.03, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.04 to $117.03, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.04 to $118.03, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.04 to $119.03, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $119.04 to $119.43, 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 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 $112.02 to $113.01, 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 transaction represents a gift, for no consideration, of shares of the Issuer's Class B Common Stock. The reported securities were 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 the Venturo Family Trust dated June 30, 2023 (the "Family Trust"). The reporting person's spouse is trustee of the Family Trust and his minor children are beneficiaries. 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 A shares sold: 375,000 shares
Sale price range: $112.02–$119.43 per share
Shares converted (GST Trust): 75,000 shares
+5 more
8 metrics
Class A shares sold
375,000 shares
Total open-market sales on May 11, 2026 by related trusts
Sale price range
$112.02–$119.43 per share
Weighted average price ranges across multiple sale tranches
Shares converted (GST Trust)
75,000 shares
Class A shares acquired via derivative conversion on May 11, 2026
Shares converted (West Clay Capital)
300,000 shares
Class A shares acquired via derivative conversion on May 11, 2026
Class B shares gifted
10,804,114 shares
Bona fide gifts between Venturo family GRAT and family trust
Direct Class B holding
5,343,347 shares
Class B Common Stock directly held after transactions
Spouse Class B holding
2,001,900 shares
Class B Common Stock held indirectly through spouse
Friends & Family GRAT Class B
1,788,596 shares
Class B Common Stock in Venturo Family 2024 Friends and Family GRAT
Key Terms
Rule 10b5-1 trading plan, bona fide gift, Class B Common Stock, grantor retained annuity trust, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"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.
bona fide gift financial
"The reported transaction represents a gift, for no consideration, of shares of the Issuer's Class B Common Stock."
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
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 were 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 $112.02 to $113.01, 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.
FAQ
What did CoreWeave (CRWV) insider Brian Venturo’s entities do in this Form 4?
Entities associated with Brian Venturo sold 375,000 CoreWeave Class A shares, converted 375,000 shares from derivatives, and made bona fide gifts of 10,804,114 Class B shares between family trusts as part of estate and asset management moves.
Were the CoreWeave (CRWV) insider sales made under a Rule 10b5-1 plan?
Yes. A footnote states the reported sale transactions were effected under a Rule 10b5-1 trading plan adopted by the reporting person on November 13, 2025, indicating the disposition timing was pre‑scheduled rather than decided opportunistically.
What derivative conversions are disclosed in this CoreWeave (CRWV) Form 4?
The filing shows derivative conversions for family entities, including 75,000 and 300,000 shares of Class A Common Stock acquired through conversion, alongside corresponding Class B derivative positions with a stated exercise price of $0.0000 per share.