Magnetar Financial LLC 4
4 · CoreWeave, Inc. · Filed Jun 23, 2026
Research Summary
AI-generated summary of this filing
CoreWeave (CRWV) 10% Owner Magnetar Financial Sells 400,000 Shares
What Happened
Magnetar Financial LLC (reported as a 10% owner) settled a variable prepaid forward contract on June 22, 2026 and transferred a total of 400,000 shares of CoreWeave Class A common stock to the contract counterparty. The Form 4 reports these as "other disposition" (transaction code J) entries, including derivative dispositions shown with $0.00 per-share on the filing. The contract set a Settlement Price reference (Nasdaq close on June 18, 2026) of $117.95 — below the contract floor ($120) — which, per the contract formula, required delivery of all pledged shares. The filing does not state cash proceeds on the Form 4; using the $117.95 reference price implies an approximate market value of ~$47.2 million at that price.
Key Details
- Transaction date: June 22, 2026 (Form filed June 23, 2026; appears timely).
- Total shares transferred: 400,000 shares (multiple Magnetar funds reported separately; see footnotes).
- Reported price on Form 4: $0.00 for the derivative disposition lines (proceeds not disclosed on the Form 4).
- Settlement reference: Nasdaq close on June 18, 2026 = $117.95; contract floor = $120; contract cap = $190. Because the Settlement Price was below the floor, all pledged shares were delivered.
- Beneficial owners listed: multiple Magnetar funds (see footnotes F10–F18 mapping specific funds). Magnetar Financial is adviser to those funds; parent/manager entities disclaim beneficial ownership except for pecuniary interest.
- Filing timeliness: filed next day (no late filing indicated in this record).
Context
This was an institutional hedging/financing event (settlement of a variable prepaid forward), not a direct open-market sale by an individual executive. Variable prepaid forwards generally involve pledging shares as security and can result in delivery of shares at settlement depending on the reference price; they often reflect prior financing or liquidity arrangements rather than a simple "insider sell" for personal investment reasons. The transaction code J and the $0.00 derivative lines on the Form 4 reflect the contractual settlement rather than a standard brokered sale.
Insider Transaction Report
- OtherSwap
Class A Common Stock
[F1][F2][F19][F3][F4][F5][F6]2026-06-22−24,297→ 4,102,804 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F20][F3][F4][F5][F7]2026-06-22−110,400→ 17,666,550 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F21][F3][F4][F5][F8]2026-06-22−14,474→ 1,024,724 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F22][F3][F4][F5][F9]2026-06-22−1,496→ 239,419 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F23][F3][F4][F5][F10]2026-06-22−32,265→ 3,705,646 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F24][F3][F4][F5][F11]2026-06-22−44,296→ 4,537,878 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F25][F3][F4][F5][F12]2026-06-22−55,525→ 6,668,406 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F26][F3][F4][F5][F13]2026-06-22−12,545→ 849,439 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F27][F3][F4][F5][F14]2026-06-22−47,231→ 6,829,320 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F28][F3][F4][F5][F15]2026-06-22−29,109→ 2,075,675 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F29][F3][F4][F5][F16]2026-06-22−23,449→ 2,052,063 total(indirect: Footnotes) - OtherSwap
Class A Common Stock
[F1][F2][F30][F3][F4][F5][F17]2026-06-22−4,913→ 664,721 total(indirect: Footnotes) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F19][F3][F4][F5][F6]2026-06-22−24,297→ 0 total(indirect: Footnotes)→ Class A Common Stock (24,297 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F20][F3][F4][F5][F7]2026-06-22−110,400→ 0 total(indirect: Footnotes)→ Class A Common Stock (110,400 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F21][F3][F4][F5][F8]2026-06-22−14,474→ 0 total(indirect: Footnotes)→ Class A Common Stock (14,474 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F22][F3][F4][F5][F9]2026-06-22−1,496→ 0 total(indirect: Footnotes)→ Class A Common Stock (1,496 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F23][F3][F4][F5][F10]2026-06-22−32,265→ 0 total(indirect: Footnotes)→ Class A Common Stock (32,265 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F24][F3][F4][F5][F11]2026-06-22−44,296→ 0 total(indirect: Footnotes)→ Class A Common Stock (44,296 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F25][F3][F4][F5][F12]2026-06-22−55,525→ 0 total(indirect: Footnotes)→ Class A Common Stock (55,525 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F26][F3][F4][F5][F13]2026-06-22−12,545→ 0 total(indirect: Footnotes)→ Class A Common Stock (12,545 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F27][F3][F4][F5][F14]2026-06-22−47,231→ 0 total(indirect: Footnotes)→ Class A Common Stock (47,231 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F28][F3][F4][F5][F15]2026-06-22−29,109→ 0 total(indirect: Footnotes)→ Class A Common Stock (29,109 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F29][F3][F4][F5][F16]2026-06-22−23,449→ 0 total(indirect: Footnotes)→ Class A Common Stock (23,449 underlying) - OtherSwap
Forward sale contract (obligation to sell)
[F1][F2][F30][F3][F4][F5][F17]2026-06-22−4,913→ 0 total(indirect: Footnotes)→ Class A Common Stock (4,913 underlying)
- 1,973,782(indirect: Footnotes)
Class A Common Stock
[F3][F4][F5][F18]
Footnotes (30)
- [F1]On June 22, 2026, the entity holding the indicated number of shares of Class A common stock (the "Common Stock") of CoreWeave Inc. (the "Issuer") settled a variable pre-paid forward sale contract that was entered into October 9, 2025 with a third party counterparty. The contract obligated the entity to deliver to the counterparty up to the indicated number of shares on June 22, 2026 (the "Settlement Date"). The entity pledged the indicated number of shares, as reported in Column 5 (the "Pledged Shares"), to the counterparty to secure its obligations under the contract and retained voting and dividend rights in the Pledged Securities during the term of the pledge.
- [F10]These securities are held directly by Magnetar Constellation Master Fund, Ltd.
- [F11]These securities are held directly by Magnetar Lake Credit Fund LLC.
- [F12]These securities are held directly by Magnetar Longhorn Fund LP.
- [F13]These securities are held directly by Magnetar SC Fund Ltd.
- [F14]These securities are held directly by Magnetar Structured Credit Fund, LP, DBA Magnetar Constellation Onshore Fund. They are not separate legal entities.
- [F15]These securities are held directly by Magnetar Xing He Master Fund Ltd.
- [F16]These securities are held directly by Purpose Alternative Credit Fund - F LLC.
- [F17]These securities are held directly by Purpose Alternative Credit Fund - T LLC.
- [F18]These securities are held directly by Longhorn Special Opportunities Fund LP.
- [F19]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F2]The contract provided that the number of shares deliverable to the counterparty on the Settlement Date was to be determined as follows: (a) if the price at the Nasdaq closing time on June 18, 2026 (the "Settlement Price") was less than or equal to $120.00 (the "Floor Price"), the entity would deliver all Pledged Shares; (b) if the Settlement Price was between the Floor Price and $190.00 (the "Cap Price"), the entity would deliver a number of shares equal to the number of Pledged Shares multiplied by the Floor Price and divided by the Settlement Price; and (c) if the Settlement Price was greater than the Cap Price, the entity would deliver a number of shares equal to (i) the number of Pledged Shares multiplied by the sum of the Floor Price and the difference between the Settlement Price and the Cap Price divided by (ii) the Settlement Price. On June 18, 2026, the Settlement Price was $117.95.
- [F20]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F21]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F22]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F23]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F24]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F25]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F26]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F27]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F28]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F29]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F3]Magnetar Financial LLC ("Magnetar Financial") serves as the investment adviser to each of CW Opportunity 2 LP, CW Opportunity LLC, Longhorn Special Opportunities Fund 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, and Purpose Alternative Credit Fund - T LLC, the general partner of Magnetar Structured Credit Fund, LP DBA Magnetar Constellation Onshore Fund (They are not separate legal entities) and the manager of Magnetar Alpha Star Fund LLC and Magnetar Lake Credit Fund LLC (collectively, the "Magnetar Funds").
- [F30]The entity transferred to the third party counterparty all of the Pledged Shares.
- [F4]Magnetar Capital Partners LP ("Magnetar Capital Partners") is the sole member and parent holding company of Magnetar Financial. Supernova Management LLC ("Supernova Management") is the general partner of Magnetar Capital Partners. The administrative manager of Supernova Management is David J. Snyderman, a citizen of the United States of America.
- [F5]Each of the Magnetar Funds, Magnetar Financial, Magnetar Capital Partners, Supernova Management and David J. Snyderman disclaims beneficial ownership of these shares of Common Stock of the Issuer, except to the extent of its or his pecuniary interest therein.
- [F6]These securities are held directly by CW Opportunity 2 LP.
- [F7]These securities are held directly by CW Opportunity LLC.
- [F8]These securities are held directly by Magnetar Alpha Star Fund LLC.
- [F9]These securities are held directly by Magnetar Capital Master Fund, Ltd.