CoreWeave (CRWV) officer logs 10b5-1 stock sales in Form 4 filing

Rhea-AI Filing Summary

CoreWeave, Inc. Chief Development Officer McBee Brannin reported multiple equity transactions dated January 12, 2026. Brannin converted 102,835 shares of Class B Common Stock into the same number of Class A Common Stock and then sold portions of the Class A shares in a series of open-market transactions at weighted average prices that ranged from the high $70s to the low $90s per share under a pre-established Rule 10b5-1 trading plan. Following these sales, Brannin directly held 248,664 shares of Class A Common Stock and 8,705,815 shares of Class B Common Stock.

An affiliated entity, Canis Major 2024 Irrevocable Trust LLC, for which Brannin serves as manager, converted 3,000 shares of Class B Common Stock into Class A and sold those Class A shares in several trades at weighted average prices also in the upper $70s to low $90s. After these transactions, the trust held 600 shares of Class A Common Stock and 339,000 shares of Class B Common Stock.

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)
01/12/2026

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	01/12/2026		C		102,835	A	(1)	351,499	D
Class A Common Stock	01/12/2026		S(2)		575	D	$78.5355(3)	350,924	D
Class A Common Stock	01/12/2026		S(2)		2,105	D	$79.5619(4)	348,819	D
Class A Common Stock	01/12/2026		S(2)		447	D	$80.6493(5)	348,372	D
Class A Common Stock	01/12/2026		S(2)		447	D	$81.9437(6)	347,925	D
Class A Common Stock	01/12/2026		S(2)		637	D	$82.7547(7)	347,288	D
Class A Common Stock	01/12/2026		S(2)		3,191	D	$84.0484(8)	344,097	D
Class A Common Stock	01/12/2026		S(2)		986	D	$85.3062(9)	343,111	D
Class A Common Stock	01/12/2026		S(2)		3,573	D	$86.3041(10)	339,538	D
Class A Common Stock	01/12/2026		S(2)		5,948	D	$87.1059(11)	333,590	D
Class A Common Stock	01/12/2026		S(2)		15,004	D	$88.2135(12)	318,586	D
Class A Common Stock	01/12/2026		S(2)		29,840	D	$89.077(13)	288,746	D
Class A Common Stock	01/12/2026		S(2)		21,313	D	$90.0498(14)	267,433	D
Class A Common Stock	01/12/2026		S(2)		17,441	D	$91.1697(15)	249,992	D
Class A Common Stock	01/12/2026		S(2)		1,328	D	$91.7379(16)	248,664	D
Class A Common Stock	01/12/2026		C		3,000	A	(1)	3,000	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		109	D	$78.8273(18)	2,891	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		54	D	$81.08	2,837	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		109	D	$84.0908(19)	2,728	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		164	D	$86.1816(20)	2,564	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		381	D	$87.856(21)	2,183	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		890	D	$88.9042(22)	1,293	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		693	D	$89.8869(23)	600	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		545	D	$91.103(24)	55	I	Canis Major 2024 Irrevocable Trust LLC(17)
Class A Common Stock	01/12/2026		S(2)		55	D	$91.87	0	I	Canis Major 2024 Irrevocable Trust LLC(17)

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)	01/12/2026		C			102,835	(1)	(1)	Class A Common Stock	102,835	(1)	8,705,815	D
Class B Common Stock	(1)	01/12/2026		C			3,000	(1)	(1)	Class A Common Stock	3,000	(1)	339,000	I	Canis Major 2024 Irrevocable Trust LLC(17)

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 $77.94 to $78.88, 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 $79.14 to $80.09, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.21 to $80.99, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.39 to $82.19, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.51 to $83.10, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.57 to $84.47, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.57 to $85.56, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.60 to $86.59, inclusive.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.61 to $87.59, inclusive.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.63 to $88.62, inclusive.

13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.63 to $89.62, inclusive.

14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.63 to $90.56, inclusive.

15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.65 to $91.63, inclusive.

16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.66 to $91.85, inclusive.

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

18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.54 to $79.12, inclusive.

19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.00 to $84.18 inclusive.

20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.63 to $86.47, inclusive.

21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.38 to $88.29, inclusive.

22. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.40 to $89.27, inclusive.

23. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.46 to $90.31, inclusive.

24. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.58 to $91.33, 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	01/14/2026
	** 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 reporting person in CoreWeave (CRWV)'s Form 4?

The reporting person is McBee Brannin, who serves as Chief Development Officer of CoreWeave, Inc..

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

Brannin reported converting 102,835 Class B shares into Class A Common Stock and selling portions of the Class A shares in multiple trades at weighted average prices from the high $70s to low $90s per share, leaving 248,664 Class A and 8,705,815 Class B shares held directly.

Was a Rule 10b5-1 trading plan used for these CoreWeave stock sales?

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.

What role does the Canis Major 2024 Irrevocable Trust LLC play in this Form 4 for CRWV?

The Canis Major 2024 Irrevocable Trust LLC, for which Brannin serves as manager, directly held and transacted in shares. It converted 3,000 Class B shares into Class A and sold those Class A shares in several trades, ending with 600 Class A and 339,000 Class B shares.

What are the key holdings after the reported CoreWeave transactions?

After the reported activity, Brannin directly held 248,664 shares of Class A and 8,705,815 shares of Class B Common Stock. The affiliated trust held 600 Class A and 339,000 Class B shares.

How were the sale prices for the CoreWeave Class A shares reported?

Sale prices were disclosed as weighted average prices, with separate footnotes explaining that the shares were sold in multiple transactions within specified price ranges, such as from $77.94 to $78.88 and up to ranges in the low $90s.

What is the relationship of McBee Brannin to CoreWeave, Inc. (CRWV)?

Brannin is reported as an officer of CoreWeave, Inc., holding the title of Chief Development Officer, and is not marked as a director or 10% owner in this filing.