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CoreWeave (CRWV) CDO McBee sells 194,500 shares and converts Class B stock

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

CoreWeave, Inc.’s Chief Development Officer Brannin McBee reported a series of insider trades in Class A and Class B Common Stock. Entities associated with McBee, including family trusts and his spouse, sold 194,500 shares of Class A Common Stock in open-market transactions at weighted average prices generally between about $99 and $104 per share.

The filing also shows conversions of Class B into Class A Common Stock totaling 134,766 shares, reflecting derivative conversions rather than market purchases. After these transactions, McBee’s direct Class A holdings reported in this filing increased to 402,852 shares, and he continues to have additional indirect holdings through family trusts and his spouse.

A footnote states that at least part of the sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on March 5, 2026, indicating the timing of those sales was set in advance rather than decided opportunistically.

Positive

  • None.

Negative

  • None.

Insights

Pre-planned sales and conversions result in a net share reduction but sizable remaining holdings.

The filing shows McBee and related entities executing open-market sales of 194,500 shares of CoreWeave Class A Common Stock, alongside derivative conversions totaling 134,766 shares. These include Class B shares converting into Class A on a one-for-one basis, which is a structural change in share class, not a cash purchase.

Following these transactions, McBee’s directly held Class A position reported in this filing stands at 402,852 shares, with additional indirect holdings through trusts and his spouse. A footnote confirms at least one sale was made under a Rule 10b5-1 trading plan adopted on March 5, 2026, suggesting a degree of routine portfolio management rather than purely discretionary timing.

Because the transactions are partly pre-planned and McBee retains substantial direct and indirect ownership, this activity typically reads as a notable but not thesis-changing reduction in exposure. Actual impact depends on how these holdings compare to his total compensation and the company’s overall share base, which is not detailed in this excerpt.

Insider McBee Brannin
Role Chief Development Officer
Sold 194,500 shs ($19.81M)
Type Security Shares Price Value
Conversion Class B Common Stock 84,766 $0.00 --
Conversion Class B Common Stock 25,000 $0.00 --
Conversion Class B Common Stock 25,000 $0.00 --
Conversion Class A Common Stock 84,766 $0.00 --
Sale Class A Common Stock 16,149 $99.1938 $1.60M
Sale Class A Common Stock 13,848 $99.9775 $1.38M
Sale Class A Common Stock 8,356 $101.2662 $846K
Sale Class A Common Stock 64,187 $102.1519 $6.56M
Sale Class A Common Stock 35,603 $103.0027 $3.67M
Sale Class A Common Stock 5,857 $103.8298 $608K
Conversion Class A Common Stock 25,000 $0.00 --
Sale Class A Common Stock 2,805 $99.1939 $278K
Sale Class A Common Stock 2,404 $99.9777 $240K
Sale Class A Common Stock 1,450 $101.2662 $147K
Sale Class A Common Stock 11,144 $102.152 $1.14M
Sale Class A Common Stock 6,181 $103.0028 $637K
Sale Class A Common Stock 1,016 $103.8295 $105K
Conversion Class A Common Stock 25,000 $0.00 --
Sale Class A Common Stock 2,805 $99.1937 $278K
Sale Class A Common Stock 2,403 $99.9776 $240K
Sale Class A Common Stock 1,451 $101.2662 $147K
Sale Class A Common Stock 11,143 $102.1519 $1.14M
Sale Class A Common Stock 6,182 $103.0027 $637K
Sale Class A Common Stock 1,016 $103.8295 $105K
Sale Class A Common Stock 57 $99.1928 $6K
Sale Class A Common Stock 48 $99.9856 $5K
Sale Class A Common Stock 29 $101.2783 $3K
Sale Class A Common Stock 223 $102.1537 $23K
Sale Class A Common Stock 123 $103.0034 $13K
Sale Class A Common Stock 20 $103.8175 $2K
Holdings After Transaction: Class B Common Stock — 6,906,894 shares (Direct, null); Class B Common Stock — 2,055,300 shares (Indirect, By Spouse); Class A Common Stock — 402,852 shares (Direct, null); Class A Common Stock — 25,000 shares (Indirect, By Spouse)
Footnotes (1)
  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. The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2026. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.60 to $99.59, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.60 to $100.55, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.60 to $101.59, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.60 to $102.59, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.60 to $103.59, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.60 to $104.25, inclusive. The reported securities are directly held by the reporting person's spouse. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.60 to $99.59, inclusive. 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. 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.
Shares sold 194,500 shares Total Class A shares sold across reported transactions
Shares converted 134,766 shares Class B to Class A conversions via derivative conversions
Direct Class A holdings 402,852 shares Direct Class A Common Stock after transactions
Net share direction -194,500 shares Net buy/sell shares from transaction summary
Highest listed sale price $104.25/share Upper end of disclosed weighted-average price ranges
Lowest listed sale price $98.60/share Lower end of disclosed weighted-average price ranges
Rule 10b5-1 trading plan regulatory
"The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2026."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share of the Issuer's Class A Common Stock at any time."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
derivative security financial
"Conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
irrevocable trust financial
"The reported securities are directly held by the Brannin J. McBee 2022 Irrevocable Trust."
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
beneficiaries financial
"of which the reporting person's spouse and minor child are beneficiaries"
Beneficiaries are the people or organizations designated to receive benefits, such as money or assets, from a financial arrangement like a trust, insurance policy, or retirement plan. They matter to investors because choosing the right beneficiaries ensures that assets are passed on according to their wishes, providing financial security or support to loved ones when needed. Think of beneficiaries as the intended recipients of a gift or inheritance.
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SEC Form 4
FORM 4UNITED 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 NEW JERSEY 07039

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CoreWeave, Inc. [ CRWV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Development Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/08/2026C84,766A(1)402,852D
Class A Common Stock06/08/2026S(2)16,149D$99.1938(3)386,703D
Class A Common Stock06/08/2026S(2)13,848D$99.9775(4)372,855D
Class A Common Stock06/08/2026S(2)8,356D$101.2662(5)364,499D
Class A Common Stock06/08/2026S(2)64,187D$102.1519(6)300,312D
Class A Common Stock06/08/2026S(2)35,603D$103.0027(7)264,709D
Class A Common Stock06/08/2026S(2)5,857D$103.8298(8)258,852D
Class A Common Stock06/08/2026C25,000A(1)25,000IBy Spouse(9)
Class A Common Stock06/08/2026S(2)2,805D$99.1939(10)22,195IBy Spouse(9)
Class A Common Stock06/08/2026S(2)2,404D$99.9777(4)19,791IBy Spouse(9)
Class A Common Stock06/08/2026S(2)1,450D$101.2662(5)18,341IBy Spouse(9)
Class A Common Stock06/08/2026S(2)11,144D$102.152(6)7,197IBy Spouse(9)
Class A Common Stock06/08/2026S(2)6,181D$103.0028(7)1,016IBy Spouse(9)
Class A Common Stock06/08/2026S(2)1,016D$103.8295(8)0IBy Spouse(9)
Class A Common Stock06/08/2026C25,000A(1)25,000IBrannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock06/08/2026S(2)2,805D$99.1937(10)22,195IBrannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock06/08/2026S(2)2,403D$99.9776(4)19,792IBrannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock06/08/2026S(2)1,451D$101.2662(5)18,341IBrannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock06/08/2026S(2)11,143D$102.1519(6)7,198IBrannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock06/08/2026S(2)6,182D$103.0027(7)1,016IBrannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock06/08/2026S(2)1,016D$103.8295(8)0IBrannin J McBee 2022 Irrevocable Trust(11)
Class A Common Stock06/08/2026S(2)57D$99.1928(10)53,943ICanis Major SM Trust(12)
Class A Common Stock06/08/2026S(2)48D$99.9856(4)53,895ICanis Major SM Trust(12)
Class A Common Stock06/08/2026S(2)29D$101.2783(5)53,866ICanis Major SM Trust(12)
Class A Common Stock06/08/2026S(2)223D$102.1537(6)53,643ICanis Major SM Trust(12)
Class A Common Stock06/08/2026S(2)123D$103.0034(7)53,520ICanis Major SM Trust(12)
Class A Common Stock06/08/2026S(2)20D$103.8175(8)53,500ICanis Major SM Trust(12)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(1)06/08/2026C84,766 (1) (1)Class A Common Stock84,766(1)6,906,894D
Class B Common Stock(1)06/08/2026C25,000 (1) (1)Class A Common Stock25,000(1)2,055,300IBy Spouse(9)
Class B Common Stock(1)06/08/2026C25,000 (1) (1)Class A Common Stock25,000(1)3,616,020IBrannin J. McBee 2022 Irrevocable Trust(11)
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 March 5, 2026.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.60 to $99.59, 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 $99.60 to $100.55, inclusive.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.60 to $101.59, inclusive.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.60 to $102.59, inclusive.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.60 to $103.59, inclusive.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.60 to $104.25, inclusive.
9. The reported securities are directly held by the reporting person's spouse.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.60 to $99.59, inclusive.
11. 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.
12. 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 1 of 2 for this reporting person. Transactions by the reporting person are continued on Part 2.
/s/ Nisha Antony, as Attorney-in-Fact06/10/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

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

CoreWeave reported that entities associated with Chief Development Officer Brannin McBee sold 194,500 shares of Class A Common Stock and converted 134,766 shares from derivatives. These trades combine open-market sales with conversions of Class B into Class A shares on a one-for-one basis.

How many CoreWeave (CRWV) shares does Brannin McBee hold after these transactions?

After the reported trades, McBee’s directly held Class A Common Stock position in this filing is 402,852 shares. He also has indirect holdings through family trusts and his spouse, which hold additional shares of Class A and Class B Common Stock as described in the filing’s ownership details.

Were CoreWeave (CRWV) insider sales by Brannin McBee part of a 10b5-1 trading plan?

Yes. A footnote states at least one reported sale was effected under a Rule 10b5-1 trading plan adopted on March 5, 2026. Such plans pre-schedule trades, indicating timing was established in advance rather than chosen reactively based on short-term market movements.

What prices were CoreWeave (CRWV) shares sold for in Brannin McBee’s recent Form 4?

The filing lists weighted average sale prices for Class A Common Stock generally between about $98.60 and $104.25 per share. Individual transactions occurred in narrower ranges, with the company noting it can provide detailed price breakdowns upon request to investors or regulators.

What role do family trusts and McBee’s spouse play in CoreWeave (CRWV) share ownership?

Several transactions involve shares held indirectly through the Canis Major SM Trust, the Brannin J. McBee 2022 Irrevocable Trust, and McBee’s spouse. The filing specifies these entities as direct holders, with McBee reporting them as indirect beneficial ownership on his Form 4.

What happened to CoreWeave (CRWV) Class B Common Stock in this insider filing?

Class B Common Stock held directly and through family entities was converted into Class A Common Stock via derivative conversions. These included 25,000-share and 84,766-share conversions, each Class B share becoming one Class A share, changing share class without reflecting open-market buying activity.