Trusts tied to CoreWeave (CRWV) CDO sell 5,500 shares in plan

Rhea-AI Filing Summary

CoreWeave, Inc.’s Chief Development Officer, Brannin McBee, reported trust-level conversions and sales of company stock. Trusts associated with McBee converted an aggregate 5,000 shares of Class B Common Stock into Class A Common Stock through derivative conversions, each Class B share being convertible into one Class A share at any time.

Following these conversions, several affiliated trusts, including the Canis Major 2024 Irrevocable Trust LLC, Canis Major 2025 Family Trust LLC, Canis Minor 2025 Family Trust LLC, and the Canis Major SM Trust, sold a combined 5,500 shares of Class A Common Stock in open-market transactions at weighted average prices generally around $90 per share. At least a portion of these sales was effected under a Rule 10b5-1 trading plan adopted on September 2, 2025.

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
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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)
02/17/2026

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	02/17/2026		C		3,000	A	(1)	3,000	I	Canis Major 2024 Irrevocable Trust LLC(2)
Class A Common Stock	02/17/2026		S(3)		109	D	$89.3892(4)	2,891	I	Canis Major 2024 Irrevocable Trust LLC(2)
Class A Common Stock	02/17/2026		S(3)		1,036	D	$90.6544(5)	1,855	I	Canis Major 2024 Irrevocable Trust LLC(2)
Class A Common Stock	02/17/2026		S(3)		872	D	$91.806(6)	983	I	Canis Major 2024 Irrevocable Trust LLC(2)
Class A Common Stock	02/17/2026		S(3)		655	D	$92.9282(7)	328	I	Canis Major 2024 Irrevocable Trust LLC(2)
Class A Common Stock	02/17/2026		S(3)		273	D	$93.9712(8)	55	I	Canis Major 2024 Irrevocable Trust LLC(2)
Class A Common Stock	02/17/2026		S(3)		55	D	$94.65	0	I	Canis Major 2024 Irrevocable Trust LLC(2)
Class A Common Stock	02/17/2026		C		1,000	A	(1)	1,000	I	Canis Major 2025 Family Trust LLC(9)
Class A Common Stock	02/17/2026		S(3)		37	D	$89.3924(4)	963	I	Canis Major 2025 Family Trust LLC(9)
Class A Common Stock	02/17/2026		S(3)		345	D	$90.6545(5)	618	I	Canis Major 2025 Family Trust LLC(9)
Class A Common Stock	02/17/2026		S(3)		291	D	$91.8073(6)	327	I	Canis Major 2025 Family Trust LLC(9)
Class A Common Stock	02/17/2026		S(3)		218	D	$92.9295(7)	109	I	Canis Major 2025 Family Trust LLC(9)
Class A Common Stock	02/17/2026		S(3)		91	D	$93.9724(8)	18	I	Canis Major 2025 Family Trust LLC(9)
Class A Common Stock	02/17/2026		S(3)		18	D	$94.65	0	I	Canis Major 2025 Family Trust LLC(9)
Class A Common Stock	02/17/2026		C		1,000	A	(1)	1,000	I	Canis Minor 2025 Family Trust LLC(10)
Class A Common Stock	02/17/2026		S(3)		36	D	$89.39(4)	964	I	Canis Minor 2025 Family Trust LLC(10)
Class A Common Stock	02/17/2026		S(3)		346	D	$90.6538(5)	618	I	Canis Minor 2025 Family Trust LLC(10)
Class A Common Stock	02/17/2026		S(3)		291	D	$91.8077(6)	327	I	Canis Minor 2025 Family Trust LLC(10)
Class A Common Stock	02/17/2026		S(3)		218	D	$92.9297(7)	109	I	Canis Minor 2025 Family Trust LLC(10)
Class A Common Stock	02/17/2026		S(3)		91	D	$93.9738(8)	18	I	Canis Minor 2025 Family Trust LLC(10)
Class A Common Stock	02/17/2026		S(3)		18	D	$94.65	0	I	Canis Minor 2025 Family Trust LLC(10)
Class A Common Stock	02/17/2026		S(3)		18	D	$89.39(4)	54,482	I	Canis Major SM Trust(11)
Class A Common Stock	02/17/2026		S(3)		173	D	$90.6531(5)	54,309	I	Canis Major SM Trust(11)
Class A Common Stock	02/17/2026		S(3)		146	D	$91.8096(6)	54,163	I	Canis Major SM Trust(11)
Class A Common Stock	02/17/2026		S(3)		109	D	$92.9329(7)	54,054	I	Canis Major SM Trust(11)
Class A Common Stock	02/17/2026		S(3)		45	D	$93.972(8)	54,009	I	Canis Major SM Trust(11)
Class A Common Stock	02/17/2026		S(3)		9	D	$94.65	54,000	I	Canis Major SM Trust(11)

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)	02/17/2026		C			3,000	(1)	(1)	Class A Common Stock	3,000	(1)	324,000	I	Canis Major 2024 Irrevocable Trust LLC(2)
Class B Common Stock	(1)	02/17/2026		C			1,000	(1)	(1)	Class A Common Stock	1,000	(1)	108,600	I	Canis Major 2025 Family Trust LLC(9)
Class B Common Stock	(1)	02/17/2026		C			1,000	(1)	(1)	Class A Common Stock	1,000	(1)	122,000	I	Canis Minor 2025 Family Trust LLC(10)

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 the Canis Major 2024 Irrevocable Trust LLC of which the reporting person serves as manager.

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

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.30 to $89.48, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.30 to $91.05, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.46 to $92.45, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.46 to $93.34, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.57 to $94.30, inclusive.

9. The reported securities are directly held by the Canis Major 2025 Family Trust LLC, of which the reporting person serves as manager.

10. The reported securities are directly held by the Canis Minor 2025 Family Trust LLC, of which the reporting person serves as manager.

11. The reported securities are directly held by the Canis Major SM Trust (the "Canis 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 Canis Trust's trustee.

Remarks:

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

	/s/ Nisha Antony, as Attorney-in-Fact	02/19/2026
	** 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

What did the Form 4 for CoreWeave (CRWV) report about Brannin McBee’s trusts?

The filing shows trusts associated with Chief Development Officer Brannin McBee converted 5,000 shares of Class B into Class A and then sold 5,500 Class A shares in multiple open-market transactions through several related trusts.

How many CoreWeave (CRWV) shares were sold in this Brannin McBee-related Form 4?

Trusts linked to Brannin McBee sold a combined 5,500 shares of CoreWeave Class A Common Stock. These sales occurred in a series of open-market trades at weighted average prices generally around $90 per share on the same transaction date.

Were CoreWeave (CRWV) Class B shares converted in Brannin McBee’s Form 4?

Yes. Trusts associated with Brannin McBee converted an aggregate 5,000 shares of CoreWeave Class B Common Stock into Class A Common Stock. Each Class B share is convertible into one Class A share under terms set out in the company’s charter.

Which entities executed the CoreWeave (CRWV) transactions in this Form 4?

The transactions were executed by several trusts: Canis Major 2024 Irrevocable Trust LLC, Canis Major 2025 Family Trust LLC, Canis Minor 2025 Family Trust LLC, and the Canis Major SM Trust, all reported as indirect holdings associated with Brannin McBee.

Were the CoreWeave (CRWV) stock sales under a Rule 10b5-1 trading plan?

At least one set of reported sales was made under a Rule 10b5-1 trading plan adopted on September 2, 2025. Such plans pre-schedule trades, allowing insiders to sell shares according to predetermined instructions over time.

What price range did the CoreWeave (CRWV) shares sell for in this Form 4?

The reported CoreWeave Class A share sales occurred at weighted average prices generally around $90 per share. Individual trades were executed across several closely grouped price points in that approximate range on the reported transaction date.