Sec Form 4 Filing - Venturo Brian M @ CoreWeave, Inc. - 2025-05-31

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Venturo Brian M
2. Issuer Name and Ticker or Trading Symbol
CoreWeave, Inc. [ CRWV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Strategy Officer
(Last) (First) (Middle)
C/O COREWEAVE, INC., 290 WEST MT. PLEASANT AVENUE, SUITE 4100
3. Date of Earliest Transaction (MM/DD/YY)
05/31/2025
(Street)
LIVINGSTON, NJ07039
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Class A Common Stock 05/31/2025 M 109,360 A $ 0 233,180 D
Class A Common Stock 05/31/2025 F 54,886 ( 1 ) D $ 111.31 178,294 D
Class A Common Stock 286,000 I YOLO APV Trust ( 2 )
Class A Common Stock 286,000 I YOLO ECV Trust ( 3 )
Class A Common Stock 22,500 I See Footnote ( 4 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units ( 5 ) 05/31/2025 M 109,360 ( 6 ) ( 7 ) Class A Common Stock 109,360 $ 0 1,640,640 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Venturo Brian M
C/O COREWEAVE, INC.
290 WEST MT. PLEASANT AVENUE, SUITE 4100
LIVINGSTON, NJ07039
X X Chief Strategy Officer
Signatures
/s/ Kristen McVeety, as Attorney-in-Fact 06/03/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the number of shares of the Issuer's Class A Common Stock that have been withheld by the Issuer to satisfy its income tax liabilities in connection with the net settlement of restricted stock units.
( 2 )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.
( 3 )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.
( 4 )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 securities were previously reported as being held directly by the Estate of Patricia Shafi. The securities passed to the current owner through inheritance. The reporting person believes this change of ownership is exempt from reporting pursuant to Rule 16a-13, as a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares. 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.
( 5 )Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.
( 6 )The award vested or vests as to 1/16 of the total award on the last day of March, June, September, and December, subject to the reporting person's continued service to the Issuer on each vesting date. The first tranche was scheduled to vest on March 31, 2025, but settlement was deferred pursuant to a duly taken action of the compensation committee of the Issuer's board of directors.
( 7 )These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.

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).

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