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
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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).
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*
Venturo Brian M

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Strategy Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026
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 Stock06/03/2026S(1)12,857D$111.1174(2)216,222D
Class A Common Stock06/03/2026S(1)25,086D$112.0862(3)191,136D
Class A Common Stock06/03/2026S(1)7,701D$112.9899(4)183,435D
Class A Common Stock06/03/2026S(1)5,318D$114.1899(5)178,117D
Class A Common Stock06/03/2026S(1)900D$115.1599(6)177,217D
Class A Common Stock06/03/2026S(1)1,037D$116.2529(7)176,180D
Class A Common Stock06/03/2026S(1)621D$117.0439(8)175,559D
Class A Common Stock06/03/2026S(1)166D$118.03(9)175,393D
Class A Common Stock06/03/2026S(10)788D$119.7506(10)174,605D
Class A Common Stock06/03/2026C61,539A(11)61,539IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)14,524D$111.1174(13)47,015IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)28,339D$112.0862(3)18,676IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)8,700D$112.9898(4)9,976IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)6,009D$114.1898(5)3,967IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)1,016D$115.1604(6)2,951IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)1,171D$116.2526(7)1,780IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)703D$117.0442(8)1,077IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)187D$118.03(9)890IWest Clay Capital LLC(12)
Class A Common Stock06/03/2026S(1)890D$119.7506(10)0IWest Clay Capital LLC(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(11)06/03/2026C61,539 (11) (11)Class A Common Stock61,539(11)5,236,691IWest Clay Capital LLC(12)
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 November 13, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.60 to $111.59, 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.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $111.60 to $112.59, inclusive.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $112.60 to $113.59, inclusive.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $113.60 to $114.58, inclusive.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $114.62 to $115.53, inclusive.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $115.62 to $116.53, inclusive.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.74 to $117.50, inclusive.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.03 to $118.03, inclusive.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $119.70 to $120.06, inclusive.
11. 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.
12. The reported securities are directly held by West Clay Capital LLC, of which the reporting person is the managing member.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.60 to $111.59, inclusive.
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-Fact06/05/2026
** 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)