CoreWeave (CRWV) officer disposes shares via Rule 10b5-1; weighted-average prices shown

Q: Were the sales preplanned or ad hoc for CRWV insider filings?

The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted May 20, 2025 , indicating preplanned transactions.

Q: Who signed the Form 4 for these CRWV transactions?

The Form 4 is signed by /s/ Kristen McVeety, as Attorney-in-Fact on 08/21/2025.

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

CoreWeave insider sale summary: The filing shows that McBee Brannin, Chief Development Officer of CoreWeave, Inc. (CRWV), sold multiple blocks of Class A common stock on 08/19/2025 under a Rule 10b5-1 trading plan adopted May 20, 2025. The transactions list a series of dispositions at weighted-average prices ranging from about $88.67 to $95.63 per share. Following these sales, the reporting person and related trusts hold varying remaining positions, with some trust-held lots reduced to zero. The Form 4 was signed by an attorney-in-fact on 08/21/2025.

Positive

Sales executed under a Rule 10b5-1 trading plan, indicating preplanned transactions and providing affirmative defense language
Detailed footnotes disclose weighted-average prices and price ranges, improving transparency
Filing identifies related trusts and trustee relationships, clarifying indirect beneficial ownership

Negative

Multiple sizable dispositions on a single date reduced the reporting person’s direct and trust-held Class A shares substantially
Some trust-held positions were reduced to zero (Brannin J. McBee 2022 Irrevocable Trust shows a zero balance for one lot)
No purchases reported to offset the sales in this filing

Insights

TL;DR: Multiple sizable sales executed through a 10b5-1 plan, reducing insider and related trust holdings.

The pattern shows systematic dispositions on a single date at a range of prices consistent with preplanned executions under Rule 10b5-1 adopted May 20, 2025. Weighted-average prices are disclosed for grouped lots with ranges provided in footnotes. No derivative transactions or purchases are reported. From an investor-information standpoint this is a transparency filing documenting liquidity events by an officer rather than an unplanned or opportunistic sale.

TL;DR: Transactions were covered by an affirmative-defense 10b5-1 plan, indicating planned insider sales rather than ad-hoc trading.

The filer disclosed that the sales were effected pursuant to a 10b5-1 plan, which generally reduces insider-trading concern by establishing pre-arranged terms. The filing also clarifies ownership through related irrevocable trusts and a minor child's record ownership, including trustee roles and powers. The form provides explanatory footnotes about price ranges and beneficial ownership allocation, supporting compliance and disclosure quality.

Insider Trade Summary

Net Seller: 625,000 shares

Net Sell 18 txns

Insider McBee Brannin

Role Chief Development Officer

Sold 625,000 shs ($57.32M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	19,746	$89.3691	$1.76M
Sale	Class A Common Stock	46,088	$90.1487	$4.15M
Sale	Class A Common Stock	41,894	$91.1495	$3.82M
Sale	Class A Common Stock	91,240	$92.3194	$8.42M
Sale	Class A Common Stock	38,129	$92.8925	$3.54M
Sale	Class A Common Stock	6,680	$94.07	$628K
Sale	Class A Common Stock	3,903	$95.2545	$372K
Sale	Class A Common Stock	2,320	$96.17	$223K
Sale	Class A Common Stock	29,620	$89.3691	$2.65M
Sale	Class A Common Stock	69,131	$90.1487	$6.23M
Sale	Class A Common Stock	62,840	$91.1495	$5.73M
Sale	Class A Common Stock	136,861	$92.3194	$12.63M
Sale	Class A Common Stock	57,193	$92.8925	$5.31M
Sale	Class A Common Stock	10,020	$94.07	$943K
Sale	Class A Common Stock	5,855	$95.2544	$558K
Sale	Class A Common Stock	3,480	$96.17	$335K
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 121,965 shares (Direct); Class A Common Stock — 0 shares (Indirect, Brannin J. McBee 2022 Irrevocable Trust); Class A Common Stock — 60,000 shares (Indirect, Canis Major SM Trust); Class A Common Stock — 1,800 shares (Indirect, See Footnote)

Footnotes (11)

F1. The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 20, 2025.
F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.67 to $89.66, 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 footnote 2 and in footnotes 3 through 8.
F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.67 to $90.66, inclusive.
F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.67 to $91.64, inclusive.
F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.68 to $92.675, inclusive.
F6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.68 to $93.67, inclusive.
F7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.71 to $94.68, inclusive.
F8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.75 to $95.63, inclusive.
F9. 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.
F10. 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.
F11. The reported securities are directly held of record by the reporting person's minor child.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 08/21/2025 - 04:13 PM

FAQ

What did CoreWeave (CRWV) insider McBee Brannin do on 08/19/2025?

McBee Brannin sold multiple blocks of Class A common stock on 08/19/2025 under a Rule 10b5-1 trading plan, at weighted-average prices ranging roughly from $88.67 to $95.63 per share.

Were the sales preplanned or ad hoc for CRWV insider filings?

The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted May 20, 2025, indicating preplanned transactions.

How did the sales affect beneficial ownership reported for CRWV?

The filing lists numerous disposals that reduced both direct holdings and holdings held by related trusts, with at least one trust lot reaching zero shares for a reported lot.

Are any derivative transactions reported by the CRWV filer?

No. Table II shows no derivative securities acquired, disposed of, or beneficially owned in this filing.

Who signed the Form 4 for these CRWV transactions?

The Form 4 is signed by /s/ Kristen McVeety, as Attorney-in-Fact on 08/21/2025.

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
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^*

McBee Brannin

(Last)

(First)

(Middle)

C/O COREWEAVE, INC.

290 WEST MT. PLEASANT AVENUE, SUITE 4100

(Street)

LIVINGSTON

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)
08/19/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	08/19/2025		S⁽¹⁾		19,746	D	$89.3691⁽²⁾	352,219	D
Class A Common Stock	08/19/2025		S⁽¹⁾		46,088	D	$90.1487⁽³⁾	306,131	D
Class A Common Stock	08/19/2025		S⁽¹⁾		41,894	D	$91.1495⁽⁴⁾	264,237	D
Class A Common Stock	08/19/2025		S⁽¹⁾		91,240	D	$92.3194⁽⁵⁾	172,997	D
Class A Common Stock	08/19/2025		S⁽¹⁾		38,129	D	$92.8925⁽⁶⁾	134,868	D
Class A Common Stock	08/19/2025		S⁽¹⁾		6,680	D	$94.07⁽⁷⁾	128,188	D
Class A Common Stock	08/19/2025		S⁽¹⁾		3,903	D	$95.2545⁽⁸⁾	124,285	D
Class A Common Stock	08/19/2025		S⁽¹⁾		2,320	D	$96.17	121,965	D
Class A Common Stock	08/19/2025		S⁽¹⁾		29,620	D	$89.3691⁽²⁾	345,380	I	Brannin J. McBee 2022 Irrevocable Trust⁽⁹⁾
Class A Common Stock	08/19/2025		S⁽¹⁾		69,131	D	$90.1487⁽³⁾	276,249	I	Brannin J. McBee 2022 Irrevocable Trust⁽⁹⁾
Class A Common Stock	08/19/2025		S⁽¹⁾		62,840	D	$91.1495⁽⁴⁾	213,409	I	Brannin J. McBee 2022 Irrevocable Trust⁽⁹⁾
Class A Common Stock	08/19/2025		S⁽¹⁾		136,861	D	$92.3194⁽⁵⁾	76,548	I	Brannin J. McBee 2022 Irrevocable Trust⁽⁹⁾
Class A Common Stock	08/19/2025		S⁽¹⁾		57,193	D	$92.8925⁽⁶⁾	19,355	I	Brannin J. McBee 2022 Irrevocable Trust⁽⁹⁾
Class A Common Stock	08/19/2025		S⁽¹⁾		10,020	D	$94.07⁽⁷⁾	9,335	I	Brannin J. McBee 2022 Irrevocable Trust⁽⁹⁾
Class A Common Stock	08/19/2025		S⁽¹⁾		5,855	D	$95.2544⁽⁸⁾	3,480	I	Brannin J. McBee 2022 Irrevocable Trust⁽⁹⁾
Class A Common Stock	08/19/2025		S⁽¹⁾		3,480	D	$96.17	0	I	Brannin J. McBee 2022 Irrevocable Trust⁽⁹⁾
Class A Common Stock								60,000	I	Canis Major SM Trust⁽¹⁰⁾
Class A Common Stock								1,800	I	See Footnote⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 20, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.67 to $89.66, 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 footnote 2 and in footnotes 3 through 8.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.67 to $90.66, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.67 to $91.64, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.68 to $92.675, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.68 to $93.67, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.71 to $94.68, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.75 to $95.63, inclusive.

9. 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.

10. 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.

11. The reported securities are directly held of record by the reporting person's minor child.

	/s/ Kristen McVeety, as Attorney-in-Fact	08/21/2025
	** 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.

Source: View Original Filing on SEC EDGAR