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4//SEC Filing

McBee Brannin 4

Accession 0001769628-26-000056

CIK 0001769628other

Filed

Feb 3, 7:00 PM ET

Accepted

Feb 4, 9:23 PM ET

Size

56.4 KB

Accession

0001769628-26-000056

Research Summary

AI-generated summary of this filing

Updated

CoreWeave (CRWV) CDO Brannin McBee Sells 131,330 Shares

What Happened
Brannin McBee, Chief Development Officer of CoreWeave (CRWV), converted derivative/Class B shares into Class A shares and sold the converted stock in multiple open‑market transactions on February 2, 2026. The filing shows conversions totaling 130,830 shares (102,830 + 25,000 + 3,000) and aggregate open‑market sales of roughly 131,330 shares across many trades, generating about $11.88 million in proceeds (weighted average prices reported across ranges).

Key Details

  • Transaction date: February 2, 2026. Sales executed at multiple prices; weighted averages and ranges reported (sales ranged roughly from $88.60 to $94.66 depending on the lots).
  • Shares converted: 102,830; 25,000; and 3,000 (Class B → Class A conversion per footnote F1).
  • Shares sold (aggregate): ~131,330 shares for total proceeds ≈ $11.88M (weighted average prices; see filing footnotes for exact price ranges).
  • Some sales were executed under a Rule 10b5‑1 trading plan adopted November 17, 2025 (footnote F2).
  • Several lots were held/managed through trusts and family accounts (Canis Major 2024 Irrevocable Trust LLC, Canis Major SM Trust, Brannin J. McBee 2022 Irrevocable Trust, holdings of spouse and minor child — footnotes F11, F15, F16, F17).
  • This Form 4 is Part 1 of 2 for this reporting person; additional transactions/ownership details continue on Part 2. The filing does not specify the reporter’s shares owned after these transactions in this part.

Context

  • The activity combines conversions of derivative/Class B shares into Class A shares and immediate open‑market sales of those shares — a neutral/administrative action rather than a simple buy signal. Conversions per F1 reflect the contractual right to convert Class B into Class A; the filing shows those converted shares were subsequently sold.
  • Presence of a 10b5‑1 plan indicates at least some sales were prearranged; trusts and family holdings mean some transactions represent sales by managed/beneficiary accounts rather than only personal direct holdings.

Note: This summary is factual and does not speculate on motivations. For line‑by‑line prices and the exact per‑lot ranges, see the filing footnotes (F3–F8, F10–F13) and Part 2 of the Form 4.

Insider Transaction Report

Form 4
Period: 2026-02-02
McBee Brannin
Chief Development Officer
Transactions
  • Conversion

    Class A Common Stock

    [F1]
    2026-02-02+102,830351,494 total
  • Sale

    Class A Common Stock

    [F2][F3]
    2026-02-02$89.03/sh21,442$1,909,071330,052 total
  • Sale

    Class A Common Stock

    [F2][F4]
    2026-02-02$90.19/sh34,081$3,073,840295,971 total
  • Sale

    Class A Common Stock

    [F2][F5]
    2026-02-02$91.06/sh39,993$3,641,807255,978 total
  • Sale

    Class A Common Stock

    [F2][F6]
    2026-02-02$91.86/sh5,847$537,135250,131 total
  • Sale

    Class A Common Stock

    [F2][F7]
    2026-02-02$92.89/sh1,148$106,640248,983 total
  • Sale

    Class A Common Stock

    [F2][F8]
    2026-02-02$94.36/sh319$30,102248,664 total
  • Conversion

    Class A Common Stock

    [F1][F9]
    2026-02-02+25,00025,000 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F10][F9]
    2026-02-02$89.03/sh5,213$464,13519,787 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F4][F9]
    2026-02-02$90.19/sh8,285$747,24211,502 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F5][F9]
    2026-02-02$91.06/sh9,724$885,4781,778 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F6][F9]
    2026-02-02$91.86/sh1,421$130,540357 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F7][F9]
    2026-02-02$92.89/sh280$26,01077 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F8][F9]
    2026-02-02$94.37/sh77$7,2660 total(indirect: By Trust)
  • Conversion

    Class A Common Stock

    [F1][F11]
    2026-02-02+3,0003,000 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F12][F11]
    2026-02-02$89.10/sh600$53,4592,400 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F13][F11]
    2026-02-02$90.41/sh1,527$138,062873 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F14][F11]
    2026-02-02$91.44/sh763$69,770110 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F11]
    2026-02-02$92.84/sh55$5,10655 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F11]
    2026-02-02$94.65/sh55$5,2060 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F12][F15]
    2026-02-02$89.10/sh100$8,91055,400 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F13][F15]
    2026-02-02$90.41/sh255$23,05655,145 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F14][F15]
    2026-02-02$91.44/sh127$11,61355,018 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F15]
    2026-02-02$92.84/sh9$83655,009 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F2][F15]
    2026-02-02$94.65/sh9$85255,000 total(indirect: By Trust)
  • Conversion

    Class B Common Stock

    [F1]
    2026-02-02102,8308,397,320 total
    Class A Common Stock (102,830 underlying)
  • Conversion

    Class B Common Stock

    [F1][F9]
    2026-02-0225,0004,016,020 total(indirect: By Trust)
    Class A Common Stock (25,000 underlying)
  • Conversion

    Class B Common Stock

    [F1][F11]
    2026-02-023,000330,000 total(indirect: By Trust)
    Class A Common Stock (3,000 underlying)
Holdings
  • Class A Common Stock

    [F16]
    (indirect: See Footnote)
    1,800
  • Class B Common Stock

    [F1][F17]
    (indirect: By Spouse)
    Class A Common Stock (2,280,300 underlying)
    2,280,300
Footnotes (17)
  • [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 $88.60 to $89.59, inclusive.
  • [F11]The reported securities are directly held by the Canis Major 2024 Irrevocable Trust LLC of which the reporting person serves as manager.
  • [F12]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.74 to $89.34, inclusive.
  • [F13]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.01 to $90.95, inclusive.
  • [F14]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.06 to $92.05, inclusive.
  • [F15]The reported securities are directly held by the Canis Major SM Trust (the "Canis 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 Canis Trust's trustee.
  • [F16]The reported securities are directly held of record by the reporting person's child.
  • [F17]The reported securities are directly held by the reporting person's spouse.
  • [F2]The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 17, 2025.
  • [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.60 to $89.59, 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.
  • [F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.60 to $90.59, inclusive.
  • [F5]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.60 to $91.59, inclusive.
  • [F6]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.60 to $92.55, inclusive.
  • [F7]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.64 to $93.54, inclusive.
  • [F8]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.88 to $94.66, inclusive.
  • [F9]The reported securities are directly held by the Brannin J. McBee 2022 Irrevocable Trust, of which the reporting person's spouse and minor child are beneficiaries and for which the reporting person's spouse serves as trustee.
Signature
/s/ Nisha Antony, as Attorney-in-Fact|2026-02-04

Issuer

CoreWeave, Inc.

CIK 0001769628

Entity typeother

Related Parties

1
  • filerCIK 0002058103

Filing Metadata

Form type
4
Filed
Feb 3, 7:00 PM ET
Accepted
Feb 4, 9:23 PM ET
Size
56.4 KB