CoreWeave (CRWV) EVP converts RSUs, sells 18,950 shares

Rhea-AI Filing Summary

CoreWeave EVP, Product & Engineering Goldberg Chen reported RSU vesting and related share sales. On February 20, 2026, 34,780 restricted stock units converted into an equal number of Class A Common shares at $0 per share.

On the same date, Chen sold 1,004 Class A shares at $88.97 and 17,946 Class A shares at a weighted average $90.9399 to satisfy tax withholding obligations from the RSU vesting, leaving 58,689 Class A shares directly owned. The RSU award vested 25% on February 20, 2026 and continues to vest in equal quarterly installments, subject to continued service.

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

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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^*

Goldberg Chen

(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)
	EVP, Product & Engineering

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M		34,780	A	(1)	77,639	D
Class A Common Stock	02/20/2026		S(2)		1,004	D	$88.97	76,635	D
Class A Common Stock	02/20/2026		S(2)		17,946	D	$90.9399(3)	58,689	D

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
Restricted Stock Units	(1)	02/20/2026		M			34,780	(4)	(5)	Class A Common Stock	34,780	(1)	104,340	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.

2. The reported transaction represents shares of Class A Common Stock of the Issuer sold to satisfy the reporting person's tax withholding obligations, which were incurred in connection with the vesting and settlement of restricted stock units.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.13 to $90.94, 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 award vested as to 1/4 of the total award on February 20, 2026, and vests thereafter as to 1/16 of the total award on the 20th calendar day of May, August, November, and February, subject to the reporting person's continued service to the Issuer on each vesting date.

5. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.

	/s/ Nisha Antony, as Attorney-in-Fact	02/24/2026
	** 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.
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FAQ

What insider transactions did CoreWeave (CRWV) EVP Goldberg Chen report?

Goldberg Chen reported RSU vesting and related share sales. On February 20, 2026, 34,780 restricted stock units converted into Class A shares, followed by open-market sales of 18,950 shares to cover tax withholding obligations stemming from the RSU vesting and settlement.

How many CoreWeave (CRWV) shares did Goldberg Chen sell and at what prices?

Chen sold 18,950 Class A shares. This included 1,004 shares at $88.97 per share and 17,946 shares at a weighted average price of $90.9399 per share, with individual trades executed between $90.13 and $90.94 according to the reported pricing range.

Why did CoreWeave EVP Goldberg Chen sell shares on February 20, 2026?

The filing states the sales were to satisfy tax withholding obligations. These obligations arose from the vesting and settlement of restricted stock units, meaning the shares were sold to cover associated taxes rather than as discretionary open-market sales for portfolio rebalancing or liquidity.

How many CoreWeave (CRWV) shares does Goldberg Chen own after these transactions?

After the reported RSU conversion and subsequent sales, Chen directly owns 58,689 shares of CoreWeave Class A Common Stock. This figure reflects ownership following the sale of 18,950 shares that were disposed of specifically to meet tax withholding obligations linked to the RSU vesting event.

What are the vesting terms of Goldberg Chen’s CoreWeave restricted stock units?

The award vested as to one quarter of the total on February 20, 2026. The remaining three quarters vest in 1/16 increments on the 20th of May, August, November, and February, conditioned on Chen’s continued service with CoreWeave on each scheduled vesting date.

Do Goldberg Chen’s CoreWeave restricted stock units expire if unvested?

The filing notes that these restricted stock units do not expire in the traditional option sense. Instead, they either vest according to the stated schedule, subject to continued service, or are cancelled before a vesting date if the applicable vesting conditions are not satisfied.