CoreWeave, Inc.·4

Feb 6, 9:07 PM ET

Venturo Brian M 4

4 · CoreWeave, Inc. · Filed Feb 6, 2026

Research Summary

AI-generated summary of this filing

Updated

CoreWeave (CRWV) CSO Brian Venturo Sells 281,250 Shares

What Happened

  • Brian M. Venturo, Chief Strategy Officer and director of CoreWeave (CRWV), converted 281,250 Class B shares into Class A common stock and sold those 281,250 shares in multiple open-market transactions on Feb 4, 2026. The sales were executed in lots at prices ranging roughly from $81.77 to $91.67, generating total proceeds of about $23.9 million. This was a sale (liquidity event), not a purchase.

Key Details

  • Transaction date: February 4, 2026; Form 4 filed February 6, 2026 (timely, within the two-business-day window).
  • Shares converted and sold: 281,250 converted (Class B → Class A per footnote F1) and 281,250 sold in multiple trades.
  • Price range and proceeds: trades executed roughly between $81.77 and $91.67; combined proceeds ≈ $23.9M.
  • Footnotes of note: F1 (Class B shares convertible into Class A); filing includes weighted-average price notes for the multiple-sales and a footnote indicating a Rule 10b5-1 trading plan may apply (see F3 and F4–F14 for price-range details).
  • Shares owned after transaction: not specified in the provided excerpt of the filing.
  • Filing timeliness: filed two days after the trades (appears timely).

Context

  • Derivative/conversion explained: The filing shows a conversion of convertible Class B common stock into Class A common stock (per F1), followed by immediate open-market sales of the converted shares. That sequence is common when insiders convert non-tradable or differently-classed shares into tradable shares for liquidity.
  • On 10b5-1 plans: the filing references a 10b5-1 plan in the footnotes. Trades made under such pre-arranged plans are executed according to a preset schedule or rules and are generally considered routine liquidity rather than an ad hoc signal about company prospects.

If you want, I can extract the lot-by-lot weighted-average prices and ranges from the filing footnotes and show a breakdown of the individual sale blocks.

Insider Transaction Report

Form 4
Period: 2026-02-04
Venturo Brian M
DirectorChief Strategy Officer
Transactions
  • Conversion

    Class A Common Stock

    [F1][F2]
    2026-02-04+281,250281,250 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F4][F2]
    2026-02-04$81.77/sh21,856$1,787,268259,394 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F5][F2]
    2026-02-04$82.52/sh100,343$8,280,124159,051 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F6][F2]
    2026-02-04$83.59/sh23,290$1,946,792135,761 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F7][F2]
    2026-02-04$84.48/sh17,501$1,478,472118,260 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F8][F2]
    2026-02-04$85.50/sh22,215$1,899,45896,045 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F9][F2]
    2026-02-04$86.59/sh12,498$1,082,18783,547 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F10][F2]
    2026-02-04$87.64/sh24,831$2,176,08558,716 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F11][F2]
    2026-02-04$88.55/sh22,823$2,020,95435,893 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F12][F2]
    2026-02-04$89.47/sh17,897$1,601,32917,996 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F13][F2]
    2026-02-04$90.47/sh14,096$1,275,2213,900 total(indirect: By LLC)
  • Sale

    Class A Common Stock

    [F3][F14][F2]
    2026-02-04$91.67/sh3,900$357,5050 total(indirect: By LLC)
  • Conversion

    Class B Common Stock

    [F1][F2]
    2026-02-04281,25011,434,292 total(indirect: By LLC)
    Class A Common Stock (281,250 underlying)
Holdings
  • Class A Common Stock

    223,580
  • Class A Common Stock

    [F15]
    (indirect: See Footnote)
    22,500
  • Class A Common Stock

    [F16]
    (indirect: By Trust)
    182,679
  • Class A Common Stock

    [F17]
    (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][F18]
    (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][F19]
    (indirect: Venturo Family 2024 Friends and Family GRAT)
    Class A Common Stock (1,788,596 underlying)
    1,788,596
  • Class B Common Stock

    [F1][F20]
    (indirect: By Trust)
    Class A Common Stock (4,271,000 underlying)
    4,271,000
  • Class B Common Stock

    [F1][F21]
    (indirect: By Spouse)
    Class A Common Stock (2,001,900 underlying)
    2,001,900
Footnotes (21)
  • [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 $87.09 to $88.07, inclusive.
  • [F11]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.09 to $89.08, inclusive.
  • [F12]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.09 to $90.07, inclusive.
  • [F13]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.09 to $91.08, inclusive.
  • [F14]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.40 to $91.80, inclusive.
  • [F15]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.
  • [F16]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.
  • [F17]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.
  • [F18]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.
  • [F19]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.
  • [F2]The reported securities are directly held by West Clay Capital LLC, of which the reporting person is the managing member.
  • [F20]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.
  • [F21]The reported securities are directly held by the reporting person's spouse.
  • [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 $81.07 to $82.06, 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 $82.07 to $83.05, inclusive.
  • [F6]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.07 to $84.06, inclusive.
  • [F7]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.07 to $85.05, inclusive.
  • [F8]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.07 to $86.05, inclusive.
  • [F9]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.09 to $87.06, inclusive.
Signature
/s/ Nisha Antony, as Attorney-in-Fact|2026-02-06

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT