[Form 4] CoreWeave, Inc. Insider Trading Activity

Rhea-AI Filing Summary

CoreWeave insider Jack D. Cogen reported large dispositions of Class A common stock on August 14 and 15, 2025. The filing shows block trades on 08/14/2025 disposing of 2,556,000 shares at $90.55 per share and multiple 111,000-share disposals at $90.55. On 08/15/2025 additional sales included 980,904 shares at a weighted average $100.1805, plus smaller lots of 14,196 shares at $101.0063 and 4,900 shares at $102. After these transactions, CW Holding 987 LLC is reported to beneficially own 14,441,680 shares (indirect), and other related trusts and entities retain stakes ranging from 19,200 to 1,200,000 shares. The filing includes footnotes clarifying that the transactions were block trades or transfers among affiliated trusts and that the reporting person disclaims beneficial ownership beyond pecuniary interest.

Positive

• Form filed timely and includes detailed footnotes explaining block trades and trust relationships, supporting regulatory transparency
• Substantial indirect ownership remains (e.g., CW Holding 987 LLC reported 14,441,680 shares), indicating retained significant stake

Negative

• Large insider dispositions totalling several million Class A shares across 08/14/2025 and 08/15/2025 could be perceived negatively by investors
• Concentrated sales across affiliated trusts and family entities alter insider ownership structure and may raise governance or signaling concerns

Insights

Financial Analyst

TL;DR: Large, clustered insider sales across two days; substantial indirect holdings remain after trades.

The Form 4 discloses concentrated dispositions totaling multiple millions of Class A shares executed on 08/14 and 08/15/2025, with prices spanning about $90.55 to $102 per share. From a liquidity and market-impact perspective, these appear to be structured block trades and transfers among affiliated entities, reducing direct exposure while significant indirect positions remain (e.g., 14,441,680 shares held by CW Holding 987 LLC). For financial modeling, treat these as insider liquidity events rather than firm operational developments, because the filing contains no information about company performance or planned corporate actions.

Corporate Governance Expert

TL;DR: Multiple large disposals and intra-family/entity transfers raise governance and signaling questions for investors.

The filing documents sizable sales and trust-to-trust transfers executed by or for the reporting person and affiliated trusts, with explicit disclaimers of beneficial ownership except for pecuniary interest. While transfers among trusts and the use of block trades are common for estate planning and liquidity, the pattern and magnitude are material from a governance standpoint because they alter insider exposure and could be read by stakeholders as rebalancing of ownership. The form is properly executed and includes required explanatory footnotes, but these transactions merit disclosure monitoring for any related party or control implications disclosed elsewhere by the issuer.

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).

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^*

Cogen Jack D

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		S(1)		2,556,000	D	$90.55	14,441,680	I	CW Holding 987 LLC(2)(3)
Class A Common Stock	08/14/2025		S(1)		111,000	D	$90.55	654,200	I	Birch Tree Trust LLC(3)(4)(5)
Class A Common Stock	08/14/2025		S(1)		111,000	D	$90.55	654,200	I	Chestnut Tree Trust LLC(3)(5)(6)
Class A Common Stock	08/14/2025		S(1)		111,000	D	$90.55	654,200	I	Maple Tree Trust LLC(3)(5)(7)
Class A Common Stock	08/14/2025		S(1)		111,000	D	$90.55	654,200	I	Willow Tree Trust LLC(3)(5)(8)
Class A Common Stock	08/15/2025		S		980,904	D	$100.1805(9)	13,460,776	I	CW Holding 987 LLC(2)(3)
Class A Common Stock	08/15/2025		S		14,196	D	$101.0063(10)	13,446,580	I	CW Holding 987 LLC(2)(3)
Class A Common Stock	08/15/2025		S		4,900	D	$102	13,441,680	I	CW Holding 987 LLC(2)(3)
Class A Common Stock								261,140	D
Class A Common Stock								136,560	I	By Spouse(11)
Class A Common Stock								126,220	I	Cherry Tree 2024 GRAT(12)
Class A Common Stock								1,200,000	I	Cogen Family Trust, dated December 17, 2012(13)
Class A Common Stock								19,200	I	Jack D. Cogen 2020 Family Trust(3)(14)
Class A Common Stock								110,000	I	Birch Br Trust LLC(3)(5)(15)
Class A Common Stock								110,000	I	Chestnut Br Trust LLC(3)(5)(16)
Class A Common Stock								110,000	I	Maple Br Trust LLC(3)(5)(17)
Class A Common Stock								110,000	I	Willow Br Trust LLC(3)(5)(18)

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

Explanation of Responses:

1. The reported transaction was a block trade at the price per share set forth in Table I.

2. The reported securities are directly held by CW Holding 987 LLC, of which the reporting person serves as manager.

3. The reporting person disclaims beneficial ownership for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), over securities held by the entity, except to the extent of his pecuniary interest therein, if any

4. The reported securities are directly held by the Birch Tree Trust LLC, of which the reporting person is the manager.

5. On August 15, 2025, in separate transactions in each case exempt from Section 16 of the Exchange Act pursuant to Rule 16a-13 under the Exchange Act, 110,000 shares of the Issuer's Class A Common Stock were transferred (i) from Birch Tree Trust LLC to Willow Br Trust LLC; (ii) from Willow Tree Trust LLC to Maple Br Trust LLC; (iii) from Maple Tree Trust LLC to Chestnut Br Trust LLC; and (iv) from Chestnut Tree Trust LLC to Birch Br Trust LLC.

6. The reported securities are directly held by the Chestnut Tree Trust LLC, of which the reporting person is the manager.

7. The reported securities are directly held by the Maple Tree Trust LLC, of which the reporting person is the manager.

8. The reported securities are directly held by the Willow Tree Trust LLC, of which the reporting person is the manager.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.00 to $100.92, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. 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 footnote and in footnote 10 of this Form 4.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.00 to $101.07, inclusive.

11. The reported securities are directly held by the reporting person's spouse.

12. The reported securities are directly held by the Cherry Tree 2024 GRAT, of which the reporting person is trustee and his spouse is beneficiary.

13. The reported securities are directly held by the Cogen Family Trust, dated December 17, 2012, of which the reporting person's spouse serves as co-trustee and of which his spouse and daughter are beneficiaries.

14. The reported securities are directly held by the Jack D. Cogen 2020 Family Trust (the "2020 Trust"), an irrevocable trust with a third-party trustee. The reporting person's spouse and daughter are beneficiaries of the 2020 Trust and the reporting person has the power to remove and replace the trustee.

15. The reported securities are directly held by the Birch Br Trust LLC, of which the reporting person is the manager.

16. The reported securities are directly held by the Chestnut Br Trust LLC, of which the reporting person is the manager.

17. The reported securities are directly held by the Maple Br Trust LLC, of which the reporting person is the manager.

18. The reported securities are directly held by the Willow Br Trust LLC, of which the reporting person is the manager.

	/s/ Kristen McVeety, as Attorney-in-Fact	08/18/2025
	** 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.
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.

FAQ

What transactions did Jack D. Cogen report on Form 4 for CRWV?

He reported multiple dispositions of Class A common stock on 08/14/2025 and 08/15/2025, including a sale of 2,556,000 shares at $90.55 and 980,904 shares at a weighted $100.1805.

How many shares does CW Holding 987 LLC beneficially own after the reported transactions?

CW Holding 987 LLC is reported to beneficially own 14,441,680 shares (indirect ownership) following the transactions.

Were the sales executed as block trades or transfers?

Yes. The filing states the 08/14 sale was a block trade and several 08/15 transactions were block trades or transfers among affiliated trusts, with weighted average prices disclosed.

Did the reporting person disclaim beneficial ownership of certain holdings?

Yes. Footnotes state the reporting person disclaims beneficial ownership of securities held by entities except to the extent of any pecuniary interest.

What price ranges are disclosed for the August 15, 2025 sales?

Prices ranged from $100.00 to $100.92 for one set of sales (weighted $100.1805) and $101.00 to $101.07 for another weighted average ($101.0063); a separate small lot sold at $102.