Home/Filings/4/0001769628-26-000041
4//SEC Filing

Venturo Brian M 4

Accession 0001769628-26-000041

CIK 0001769628other

Filed

Jan 22, 7:00 PM ET

Accepted

Jan 23, 4:37 PM ET

Size

36.1 KB

Accession

0001769628-26-000041

Research Summary

AI-generated summary of this filing

Updated

CoreWeave (CRWV) CSO Brian Venturo Sells Shares

What Happened
Brian M. Venturo, CoreWeave’s Chief Strategy Officer and a company director, reported multiple open-market sales on January 21, 2026, disposing of a total of 195,190 shares across several tranches at prices from about $87.86 to $95.47, generating approximately $25.81 million in proceeds. The filing also reports conversions of 281,250 shares (Class B to Class A per footnote F1) recorded as derivative transactions.

Key Details

  • Transaction date: January 21, 2026 (Form 4 filed January 23, 2026).
  • Sales (selected tranche examples and weighted averages):
    • 22,989 shares @ $87.86 → $2,019,708
    • 26,837 shares @ $88.95 → $2,387,242
    • 33,260 shares @ $89.76 → $2,985,504
    • 87,341 shares @ $92.94 → $8,117,324
    • 52,562 shares @ $93.87 → $4,933,990
    • Several other tranches at $90–$95 range; total proceeds ≈ $25.81M.
  • Reported derivative activity: conversion of 281,250 shares (per F1); a conversion-of-derivative disposition for 281,250 shares is also listed.
  • Several price entries are weighted averages covering multiple executions (see footnotes F4–F11 for price ranges).
  • Some reported securities are held in family trusts or by family members (footnotes F12–F18); the filing disclaims beneficial ownership for certain household/ trust holdings except as noted.
  • At least part of the sales were effected under a Rule 10b5-1 trading plan (footnote F3).
  • Shares owned after the transactions are not specified in the excerpt provided.

Context

  • The conversion referenced (F1) indicates Class B common shares convertible into Class A common shares; the filing treats those conversions as derivative transactions.
  • Multiple open-market sales by executives are often routine (including 10b5-1 plan sales) and do not by themselves indicate company performance; purchases are generally considered more indicative of insider bullishness.
  • No late-filing flag was provided in the supplied excerpt; the Form 4 was filed two days after the trade date.

Insider Transaction Report

Form 4
Period: 2026-01-21
Venturo Brian M
DirectorChief Strategy Officer
Transactions
  • Conversion

    Class A Common Stock

    [F1][F2]
    2026-01-21+281,250281,250 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F4][F2]
    2026-01-21$87.86/sh22,989$2,019,708258,261 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F5][F2]
    2026-01-21$88.95/sh26,837$2,387,242231,424 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F6][F2]
    2026-01-21$89.76/sh33,260$2,985,504198,164 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F7][F2]
    2026-01-21$90.90/sh19,295$1,753,950178,869 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F8][F2]
    2026-01-21$91.89/sh27,618$2,537,691151,251 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F9][F2]
    2026-01-21$92.94/sh87,341$8,117,32463,910 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F10][F2]
    2026-01-21$93.87/sh52,562$4,933,99011,348 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F11][F2]
    2026-01-21$94.67/sh10,848$1,026,943500 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F2]
    2026-01-21$95.47/sh500$47,7350 total(indirect: By LLC)
  • Conversion

    Class B Common Stock

    [F1][F2]
    2026-01-21281,25011,715,542 total(indirect: By LLC)
    Class A Common Stock (281,250 underlying)
Holdings
  • Class A Common Stock

    223,580
  • Class A Common Stock

    [F12]
    (indirect: See Footnote)
    22,500
  • Class A Common Stock

    [F13]
    (indirect: By Trust)
    182,679
  • Class A Common Stock

    [F14]
    (indirect: By Trust)
    182,687
  • Class B Common Stock

    [F1]
    Class A Common Stock (5,343,347 underlying)
    5,343,347
  • Class B Common Stock

    [F1][F15]
    (indirect: 2023 Venturo Family GRAT dated June 30, 2023)
    Class A Common Stock (5,402,057 underlying)
    5,402,057
  • Class B Common Stock

    [F1][F16]
    (indirect: Venturo Family 2024 Friends and Family GRAT)
    Class A Common Stock (1,788,596 underlying)
    1,788,596
  • Class B Common Stock

    [F1][F17]
    (indirect: By Trust)
    Class A Common Stock (4,271,000 underlying)
    4,271,000
  • Class B Common Stock

    [F1][F18]
    (indirect: By Spouse)
    Class A Common Stock (2,001,900 underlying)
    2,001,900
Footnotes (18)
  • [F1]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.
  • [F10]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.35 to $94.34, inclusive.
  • [F11]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.35 to $95.08, inclusive.
  • [F12]The reported securities are directly held by the reporting person's father-in-law, who is a member of the reporting person's household. The reporting person disclaims beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of his pecuniary interest, if any.
  • [F13]The reported securities are directly held by the YOLO APV Trust (the "APV 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 APV Trust's trustee.
  • [F14]The reported securities are directly held by the YOLO ECV Trust (the "ECV 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 ECV Trust's trustee.
  • [F15]The reported securities are directly held by the 2023 Venturo Family GRAT dated June 30, 2023, of which the reporting person is the sole trustee and beneficiary.
  • [F16]The reported securities are directly held by Venturo Family 2024 Friends and Family GRAT, of which the reporting person is the sole trustee and beneficiary.
  • [F17]The reported securities are directly held by the Venturo Family GST Exempt Trust dated June 30, 2023 (the "GST Trust"). The reporting person's spouse is trustee of the GST Trust and his spouse and minor children are beneficiaries.
  • [F18]The reported securities are directly held by the reporting person's spouse.
  • [F2]The reported securities are directly held by West Clay Capital LLC, of which the reporting person is the managing member.
  • [F3]The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 21, 2025.
  • [F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.34 to $88.33, 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.
  • [F5]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.34 to $89.33, inclusive.
  • [F6]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.34 to $90.33, inclusive.
  • [F7]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.34 to $91.33, inclusive.
  • [F8]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.35 to $92.33, inclusive.
  • [F9]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.35 to $93.34, inclusive.
Signature
/s/ Nisha Antony, as Attorney-in-Fact|2026-01-23

Issuer

CoreWeave, Inc.

CIK 0001769628

Entity typeother

Related Parties

1
  • filerCIK 0002058067

Filing Metadata

Form type
4
Filed
Jan 22, 7:00 PM ET
Accepted
Jan 23, 4:37 PM ET
Size
36.1 KB