CoreWeave (CRWV) CDO McBee logs planned insider share sales

Rhea-AI Filing Summary

CoreWeave, Inc. Chief Development Officer Brannin McBee reported multiple insider transactions dated January 5, 2026. McBee converted 102,835 shares of Class B Common Stock into Class A Common Stock held directly and then sold several blocks of Class A shares in open-market transactions at weighted average prices ranging from $76.82 to $84.27 under a pre-arranged Rule 10b5-1 trading plan.

In related entity activity, the Brannin J. McBee 2022 Irrevocable Trust converted 25,000 Class B shares into Class A and sold the resulting Class A position in multiple tranches, while the Canis Major 2024 Irrevocable Trust LLC converted 3,000 Class B shares into Class A and likewise sold those Class A shares in steps. After these transactions, McBee directly held 248,664 Class A shares and continued to hold substantial Class B positions directly and through the two trusts.

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)
01/05/2026

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	01/05/2026		C		102,835	A	(1)	351,499	D
Class A Common Stock	01/05/2026		S(2)		22,892	D	$77.4705(3)	328,607	D
Class A Common Stock	01/05/2026		S(2)		25,729	D	$78.1814(4)	302,878	D
Class A Common Stock	01/05/2026		S(2)		9,848	D	$79.2629(5)	293,030	D
Class A Common Stock	01/05/2026		S(2)		24,951	D	$80.3142(6)	268,079	D
Class A Common Stock	01/05/2026		S(2)		14,189	D	$81.1535(7)	253,890	D
Class A Common Stock	01/05/2026		S(2)		3,566	D	$82.2562(8)	250,324	D
Class A Common Stock	01/05/2026		S(2)		1,212	D	$83.3961(9)	249,112	D
Class A Common Stock	01/05/2026		S(2)		448	D	$84.0464(10)	248,664	D
Class A Common Stock	01/05/2026		C		25,000	A	(1)	25,000	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		S(2)		5,565	D	$77.4704(12)	19,435	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		S(2)		6,256	D	$78.1815(4)	13,179	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		S(2)		2,394	D	$79.2631(5)	10,785	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		S(2)		6,065	D	$80.3142(6)	4,720	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		S(2)		3,450	D	$81.1535(7)	1,270	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		S(2)		867	D	$82.2563(8)	403	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		S(2)		295	D	$83.3978(9)	108	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		S(2)		108	D	$84.0453(10)	0	I	Brannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock	01/05/2026		C		3,000	A	(1)	3,000	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/05/2026		S(2)		763	D	$77.5276(14)	2,237	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/05/2026		S(2)		709	D	$78.2248(15)	1,528	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/05/2026		S(2)		383	D	$79.6299(16)	1,145	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/05/2026		S(2)		817	D	$80.5669(17)	328	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/05/2026		S(2)		218	D	$81.5922(18)	110	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/05/2026		S(2)		110	D	$82.84(19)	0	I	Canis Major 2024 Irrevocable Trust LLC(13)

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
Class B Common Stock	(1)	01/05/2026		C			102,835	(1)	(1)	Class A Common Stock	102,835	(1)	8,808,650	D
Class B Common Stock	(1)	01/05/2026		C			25,000	(1)	(1)	Class A Common Stock	25,000	(1)	4,116,020	I	Brannin J. McBee 2022 Irrevocable Trust(11)
Class B Common Stock	(1)	01/05/2026		C			3,000	(1)	(1)	Class A Common Stock	3,000	(1)	342,000	I	Canis Major 2024 Irrevocable Trust LLC(13)

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 transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 2, 2025.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.82 to $77.81, 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.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.82 to $78.81, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.82 to $79.81, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.82 to $80.80, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.82 to $81.80, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.84 to $82.78, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.88 to $83.86, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.94 to $84.27, inclusive.

11. 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.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.82 to $77.81, inclusive.

13. The reported securities are directly held by the Canis Major 2024 Irrevocable Trust LLC of which the reporting person serves as manager.

14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.82 to $77.75, inclusive.

15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.83 to $78.69, inclusive.

16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.12 to $80.06, inclusive.

17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.12 to $81.11, inclusive.

18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.25 to $82.02, inclusive.

19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.82 to $82.86, inclusive.

Remarks:

This Form 4 is Part 1 of 3 for this reporting person. Transactions by the reporting person are continued on Parts 2 and 3.

	/s/ Nisha Antony, as Attorney-in-Fact	01/07/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions did CoreWeave (CRWV) report for Brannin McBee?

The filing reports that Brannin McBee, CoreWeave’s Chief Development Officer, converted Class B Common Stock into Class A Common Stock and then sold multiple blocks of Class A shares on January 5, 2026, using a pre-established Rule 10b5-1 trading plan.

How many CoreWeave (CRWV) Class B shares were converted by McBee and related entities?

On January 5, 2026, McBee converted 102,835 Class B shares held directly into Class A. The Brannin J. McBee 2022 Irrevocable Trust converted 25,000 Class B shares, and the Canis Major 2024 Irrevocable Trust LLC converted 3,000 Class B shares, each into an equal number of Class A shares.

At what prices were CoreWeave (CRWV) shares sold in these insider transactions?

The reported Class A share sales occurred at weighted average prices, with individual tranches sold in ranges including $76.82 to $77.81 and up to $83.94 to $84.27. Several other sale blocks fell within intermediate ranges disclosed in the footnotes.

Were the CoreWeave (CRWV) insider sales by Brannin McBee discretionary or under a plan?

The filing states that the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 2, 2025, meaning the trades followed a pre-arranged schedule or instructions rather than being made on an ad hoc basis.

How many CoreWeave (CRWV) Class A shares does Brannin McBee hold after these transactions?

Following the reported January 5, 2026 transactions, McBee directly held 248,664 shares of Class A Common Stock. The filing also shows ongoing Class B holdings both directly and through the two named trusts.

What role do the Brannin J. McBee 2022 Irrevocable Trust and Canis Major 2024 Irrevocable Trust LLC play in the CoreWeave (CRWV) insider holdings?

The Brannin J. McBee 2022 Irrevocable Trust, where McBee’s spouse is trustee and spouse and minor child are beneficiaries, and the Canis Major 2024 Irrevocable Trust LLC, managed by McBee, each held Class B Common Stock that was converted into Class A and then sold in multiple tranches on January 5, 2026.