Magnetar entities report shared beneficial ownership of 91,382,435 shares of CoreWeave Class A common stock, equal to 23.3% of the outstanding shares as of October 7, 2025. The position is held by multiple Magnetar-related funds through a mix of directly held shares and securities exercisable into common stock, and voting and dispositive power over these shares is reported as shared (no sole voting or dispositive power). The filing identifies Magnetar Financial LLC as adviser to the listed funds, Magnetar Capital Partners LP as parent, Supernova Management LLC as general partner, and David J. Snyderman as manager; all list a common principal address in Evanston, Illinois. The statement certifies the holdings were acquired in the ordinary course of business and are not held to change control.
Positive
Material disclosure of stake: Reporting Persons beneficially own 91,382,435 shares (23.3%), a clear, investor‑material position
Transparent ownership chain: Filing describes adviser, parent, general partner, and manager relationships for traceability
Certification of ordinary‑course holdings: Statement asserts shares were acquired and are held in the ordinary course of business
Negative
No sole voting or dispositive power: Reporting Persons report 0 shares of sole voting or sole dispositive power, limiting unilateral action
Potential conversion exposure: Position includes shares issuable upon exercise of Warrants/Penny Warrants/Rights, which can change the dilution profile
Insights
Magnetar reports a material, non‑controlling stake of 23.3%.
The group collectively beneficially owns 91,382,435 shares, representing 23.3% of CoreWeave's outstanding Class A common stock as of October 7, 2025. All reporting persons disclose shared voting and dispositive power, with no sole control reported.
This size of holding is large enough to be investor‑material but the filing states it is held in the ordinary course of business and not for control. Near term, investors should note any future amendments or Schedule 13D filings that would indicate an intent to influence governance.
Structure shows adviser/holding company chain and consolidated reporting.
The filing explains the ownership chain: various Magnetar Funds hold the economic positions; Magnetar Financial LLC acts as investment adviser, Magnetar Capital Partners LP is the parent holding company, and Supernova Management LLC and David J. Snyderman complete the control chain. Signatures are executed by an attorney‑in‑fact on behalf of Mr. Snyderman.
Because all reported voting and disposition powers are shared and the certification denies an intent to change control, the immediate governance impact is limited; watch for any disclosure of coordination among holders or subsequent Schedule 13D activity within the next weeks to months.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
CoreWeave, Inc.
(Name of Issuer)
Class A common stock, par value 0.000005 per share
(Title of Class of Securities)
21873S108
(CUSIP Number)
09/30/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
21873S108
1
Names of Reporting Persons
Magnetar Financial LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
91,382,435.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
91,382,435.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
91,382,435.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
23.3 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP No.
21873S108
1
Names of Reporting Persons
Magnetar Capital Partners LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
91,382,435.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
91,382,435.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
91,382,435.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
23.3 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
21873S108
1
Names of Reporting Persons
Supernova Management LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
91,382,435.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
91,382,435.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
91,382,435.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
23.3 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
21873S108
1
Names of Reporting Persons
David J. Snyderman
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
91,382,435.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
91,382,435.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
91,382,435.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
23.3 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
CoreWeave, Inc.
(b)
Address of issuer's principal executive offices:
290 W Mt. Pleasant Ave., Suite 4100, Livingston, NJ, 07039
Item 2.
(a)
Name of person filing:
This statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"):
(i) Magnetar Financial LLC ("Magnetar Financial");
(ii) Magnetar Capital Partners LP ("Magnetar Capital Partners");
(iii) Supernova Management LLC ("Supernova Management"); and
(iv) David J. Snyderman ("Mr. Snyderman").
This statement relates to shares of Class A common stock, par value $0.000005 ("Common Stock") of the Issuer (a) held directly by the Magnetar Funds (as defined herein) and (b) issuable to the Magnetar Funds upon (i) the potential exercise of Warrants (the "Warrants") held by certain of the Magnetar Funds, (ii) the potential exercise of Penny Warrants (the "Penny Warrants") held by certain of the Magnetar Funds and (iii) the potential exercise of contractual rights to purchase (the "Rights") held by certain of the Magnetar Funds.
The shares of Common Stock, Warrants, Penny Warrants and Rights are held by CW Opportunity LLC, CW Opportunity 2 LP, Longhorn Special Opportunities Fund LP, Magnetar Alpha Star Fund LLC Magnetar Capital Master Fund, Ltd, Magnetar Constellation Master Fund, Ltd, Magnetar Lake Credit Fund LLC, Magnetar Longhorn Fund LP, Magnetar SC Fund Ltd, Magnetar Structured Credit Fund, LP; Magnetar Xing He Master Fund Ltd, Purpose Alternative Credit Fund - F LLC and Purpose Alternative Credit Fund - T LLC (collectively, the "Magnetar Funds").
Magnetar Financial serves as the investment adviser to each of CW Opportunity LLC, CW Opportunity 2 LP, Magnetar Capital Master Fund, Ltd, Magnetar Constellation Master Fund, Ltd, Magnetar Longhorn Fund LP, Magnetar SC Fund Ltd, Magnetar Xing He Master Fund Ltd, Purpose Alternative Credit Fund - F LLC, Purpose Alternative Credit Fund - T LLC, and Longhorn Special Opportunities Fund LP, the general partner of Magnetar Structured Credit Fund, LP and the manager of Magnetar Alpha Star Fund LLC and Magnetar Lake Credit Fund LLC, and as such, Magnetar Financial exercises voting and investment power over the securities held for the Magnetar Funds' accounts. Magnetar Capital Partners serves as the sole member and parent holding company of Magnetar Financial. Supernova Management is the general partner of Magnetar Capital Partners. The manager of Supernova Management is Mr. Snyderman.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman is 1603 Orrington Avenue, 13th Floor, Evanston, Illinois 60201.
(c)
Citizenship:
(i) Magnetar Financial is a Delaware limited liability company;
(ii) Magnetar Capital Partners is a Delaware limited partnership;
(iii) Supernova Management is a Delaware limited liability company; and
(iv) Mr. Snyderman is a citizen of the United States of America.
(d)
Title of class of securities:
Class A common stock, par value 0.000005 per share
(e)
CUSIP No.:
21873S108
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of October 7, 2025, each of the Reporting Persons may be deemed to beneficially own 91,382,435 shares of Common Stock.
As of October 7, 2025, each of the Reporting Persons may be deemed to be the beneficial owner of 23.3% of the total number of shares of Common Stock (based upon the information provided by CoreWeave, Inc. in the proxy statement/prospectus filed with the SEC on September 26, 2025 pursuant to Rule 424(b)(3) under the Securities Act of 1933, as amended, as of September 9, 2025, there were 380,162,985 shares of Common Stock outstanding).
(b)
Percent of class:
23.3%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman: 0
(ii) Shared power to vote or to direct the vote:
Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman: 91,382,435
(iii) Sole power to dispose or to direct the disposition of:
Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman: 0
(iv) Shared power to dispose or to direct the disposition of:
Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman: 91,382,435
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Magnetar Financial is an investment adviser registered under Section 203 of the Investment Advisors Act of 1940 and serves as the investment adviser, general partner or the manager to the Magnetar Funds. As such, Magnetar Financial exercises voting and investment power over the Magnetar Funds. Magnetar Capital Partners is the sole member and parent holding company of Magnetar Financial. Supernova Management is the general partner of Magnetar Capital Partners. The current Manager of Supernova Management is Mr. Snyderman.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Magnetar Financial LLC
Signature:
/s/ Hayley Stein
Name/Title:
Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC, GP of Magnetar Capital Partners LP, its Sole Member
Date:
10/07/2025
Magnetar Capital Partners LP
Signature:
/s/ Hayley Stein
Name/Title:
Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC, its General Partner
Date:
10/07/2025
Supernova Management LLC
Signature:
/s/ Hayley Stein
Name/Title:
Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:
10/07/2025
David J. Snyderman
Signature:
/s/ Hayley Stein
Name/Title:
Hayley Stein, Attorney-in-fact for David J. Snyderman
Date:
10/07/2025
Exhibit Information
Exhibit 99.1. Joint Filing Agreement, by and among the Reporting Persons, dated as of April 1, 2025 (incorporated by reference to Exhibit 99.1 of the Schedule 13G filed by the Reporting Persons on April 1, 2025).
Exhibit 99.2. Power of Attorney, dated as of April 1, 2025 (incorporated by reference to Exhibit 99.2 of the Schedule 13G filed by the Reporting Persons on April 1, 2025).
What stake does Magnetar report in CoreWeave (CRWV)?
Magnetar reports beneficial ownership of 91,382,435 shares, equal to 23.3% of CoreWeave's Class A common stock as of October 7, 2025.
Do Magnetar entities have sole voting control over CRWV shares?
No. The filing reports 0 shares of sole voting power and 91,382,435 shares of shared voting power.
Which Magnetar entities are named in the Schedule 13G/A for CRWV?
The filing names Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman.
Does the filing say the stake is intended to change control of CoreWeave?
The certification states the securities were not acquired and are not held for the purpose of changing or influencing control; they are held in the ordinary course of business.
Are the reported shares solely held as common stock?
No. The position includes directly held common stock and shares issuable upon exercise of Warrants, Penny Warrants, and contractual Rights held by the Magnetar Funds.
Where is the principal business address for the reporting persons?
The principal business office for the reporting persons is 1603 Orrington Avenue, 13th Floor, Evanston, Illinois 60201.
