McBee Brannin trims CoreWeave (CRWV) stake with planned insider sales

Rhea-AI Filing Summary

CoreWeave, Inc.’s Chief Development Officer McBee Brannin reported multiple insider transactions involving Class A and Class B Common Stock on January 26, 2026. Each Class B share is convertible into one Class A share.

Brannin converted Class B shares into Class A and then sold portions of the resulting Class A Common Stock in a series of trades executed under a pre-arranged Rule 10b5-1 trading plan. The reported weighted-average sale prices ranged from the high $90s to about $108 per share, leaving 248,664 Class A shares held directly after these sales.

Separately, transactions were reported for Canis Major 2024 Irrevocable Trust LLC, an entity for which Brannin serves as manager. That trust converted 3,000 Class B shares into Class A and then sold its reported Class A position in multiple trades across similar price ranges.

Insights

Insider trading and corporate governance analyst

Planned insider sales and share conversions, limited thesis impact.

Chief Development Officer McBee Brannin reported converting Class B Common Stock into Class A Common Stock and selling portions of the resulting Class A position on January 26, 2026. The filing specifies that sales were executed under a pre-arranged Rule 10b5-1 trading plan, indicating the transactions were scheduled in advance.

Weighted-average sale prices for the direct holdings range from about $98.18 up to around $108.54 per share, based on the detailed price ranges in the footnotes. After these trades, Brannin still directly holds 248,664 Class A shares and 8,500,150 Class B shares, according to the tables.

In addition, a related entity, Canis Major 2024 Irrevocable Trust LLC, for which Brannin serves as manager, converted 3,000 Class B shares and sold its reported Class A stake through multiple transactions at similar price ranges, ending with zero Class A shares for that trust. Overall, this is a routine planned sale and conversion pattern rather than a clearly thesis-changing event.

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)
01/26/2026

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	01/26/2026		C		102,830	A	(1)	351,494	D
Class A Common Stock	01/26/2026		S(2)		28,819	D	$98.5767(3)	322,675	D
Class A Common Stock	01/26/2026		S(2)		8,484	D	$99.9125(4)	314,191	D
Class A Common Stock	01/26/2026		S(2)		12,022	D	$100.7953(5)	302,169	D
Class A Common Stock	01/26/2026		S(2)		25,538	D	$101.6689(6)	276,631	D
Class A Common Stock	01/26/2026		S(2)		4,962	D	$102.5471(7)	271,669	D
Class A Common Stock	01/26/2026		S(2)		6,591	D	$104.2838(8)	265,078	D
Class A Common Stock	01/26/2026		S(2)		7,267	D	$105.0301(9)	257,811	D
Class A Common Stock	01/26/2026		S(2)		5,094	D	$106.2331(10)	252,717	D
Class A Common Stock	01/26/2026		S(2)		3,005	D	$107.1005(11)	249,712	D
Class A Common Stock	01/26/2026		S(2)		1,048	D	$107.995(12)	248,664	D
Class A Common Stock	01/26/2026		C		3,000	A	(1)	3,000	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/26/2026		S(2)		763	D	$98.5847(14)	2,237	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/26/2026		S(2)		491	D	$100.0917(15)	1,746	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/26/2026		S(2)		709	D	$101.4838(16)	1,037	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/26/2026		S(2)		327	D	$102.2223(17)	710	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/26/2026		S(2)		110	D	$103.45(18)	600	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/26/2026		S(2)		217	D	$104.6477(19)	383	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/26/2026		S(2)		165	D	$105.6033(20)	218	I	Canis Major 2024 Irrevocable Trust LLC(13)
Class A Common Stock	01/26/2026		S(2)		218	D	$106.5207(21)	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)	01/26/2026		C			102,830	(1)	(1)	Class A Common Stock	102,830	(1)	8,500,150	D
Class B Common Stock	(1)	01/26/2026		C			3,000	(1)	(1)	Class A Common Stock	3,000	(1)	333,000	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 $98.18 to $99.14, 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 $99.24 to $100.23, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.24 to $101.23, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.24 to $102.23, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.24 to $103.11, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.71 to $104.70, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.71 to $105.70, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.73 to $106.69, inclusive.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.74 to $107.65, inclusive.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.77 to $108.54, 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 $98.21 to $98.96, inclusive.

15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.72 to $100.46, inclusive.

16. 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 $101.95, inclusive.

17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.00 to $102.61, inclusive.

18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.13 to $103.77, inclusive.

19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.16 to $104.85, inclusive.

20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.40 to $106.00, inclusive.

21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.42 to $106.65, inclusive.

Remarks:

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

	/s/ Nisha Antony, as Attorney-in-Fact	01/28/2026
	** 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.
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

Who is the insider involved in the latest CoreWeave (CRWV) Form 4 filing?

The filing involves McBee Brannin, the Chief Development Officer of CoreWeave, Inc. (CRWV). He is reported as an officer of the company and is the reporting person for the share conversions and sales disclosed in this Form 4.

What types of CoreWeave (CRWV) shares did McBee Brannin transact in?

McBee Brannin reported transactions in both Class A Common Stock and Class B Common Stock. Each share of Class B is convertible into one share of Class A at the holder’s election or upon certain events described in the company’s charter.

Were the CoreWeave (CRWV) insider sales made under a trading plan?

Yes. A footnote states the reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 2, 2025, indicating the transactions were pre-arranged rather than discretionary market-timed trades.

What prices did McBee Brannin receive for CoreWeave (CRWV) Class A shares?

The filing reports weighted-average prices for multiple trades, with ranges generally from about $98.18 up to around $108.54 per share. Each price range is detailed in footnotes covering the different sale groupings.

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

After the reported sales and conversions on January 26, 2026, McBee Brannin directly holds 248,664 shares of CoreWeave’s Class A Common Stock, as shown in the post-transaction balance column of the non-derivative securities table.

What is the role of the Canis Major 2024 Irrevocable Trust LLC in the CoreWeave (CRWV) filing?

The Canis Major 2024 Irrevocable Trust LLC is reported as an indirect holder for certain transactions. It converted 3,000 Class B shares into Class A, then sold its reported Class A holdings, ending with zero Class A shares, with Brannin serving as manager.

How many CoreWeave (CRWV) Class B shares does McBee Brannin own after these transactions?

Following the conversions reported on January 26, 2026, Brannin holds 8,500,150 Class B shares directly and 333,000 Class B shares indirectly through the Canis Major 2024 Irrevocable Trust LLC, according to the derivative securities table.