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Form SCHEDULE 13G/A CoreWeave, Inc. Filed by: Venturo Brian M

May 15, 2026 4:42 PM





Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




schemaVersion:


SCHEDULE 13G




Comment for Type of Reporting Person: The total reported in Rows 5 and 7 includes: (i) 285,327 shares of Class A common stock of CoreWeave, Inc. (the "Issuer") directly held by Mr. Venturo; (ii) 5,343,347 shares of Class B common stock of the Issuer directly held by Mr. Venturo; (iii) 4,245,920 shares issuable upon the exercise of stock options which are vested and exercisable within 60 days of March 31, 2026; and (iv) 11,386 shares of Class A common stock subject to restricted stock units which shall vest within 60 days of March 31, 2026. The aforementioned stock options are exercisable for shares of Class A common stock and thereupon may be exchanged on a one-for-one basis for shares of the Issuer's Class B common stock pursuant to an agreement between Mr. Venturo and the Issuer. The reported total in Rows 6 and 8 includes: (i) 5,402,057 shares of Class B common stock held directly by the 2023 Venturo Family GRAT dated June 30, 2023 (the "2023 GRAT"); (ii) 1,788,596 shares of Class B common stock held directly by the Venturo Family 2024 Friends and Family GRAT (the "F&F GRAT"); (iii) 10,590,542 shares of Class B common stock held directly by West Clay Capital LLC ("West Clay"); (iv) 182,679 shares of Class A common stock held directly by the YOLO APV Trust (the "APV Trust"); and (v) 182,687 shares of Class A common stock held directly by the YOLO ECV Trust (the "ECV Trust"). Mr. Venturo serves as the trustee of the 2023 GRAT and the F&F GRAT, and as the managing member of West Clay, and he may be deemed to exercise voting and investment discretion over securities held by them in such capacities. Mr. Venturo also has the power to remove and replace the trustee of the APV Trust and the ECV Trust and may be deemed to have beneficial ownership of securities held by them by virtue of such power. As indicated in Row 10, pursuant to Rule 13d-4, Mr. Venturo expressly disclaims beneficial ownership of the securities reported herein as being held directly by his father-in-law, Mohammad Shafi, and the filing of this statement shall not be construed as an admission that Mr. Venturo is, for purposes of Sections 13(d) or 13(g) of the Exchange Act, or for any other purpose, the beneficial owner of such securities. The percentage reported in Row 11 was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act") based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the Securities and Exchange Commission (the "SEC") on March 2, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: The total reported in Rows 5 and 7 includes 2,001,900 shares of Class B common stock held directly by Mr. Venturo's spouse, Ms. Shafi. The reported total in Rows 6 and 8 includes 4,271,000 shares of Class B common stock held directly by the Venturo Family GST Exempt Trust dated June 30, 2023 (the "GST Exempt Trust"). Ms. Shafi serves as trustee of the GST Exempt Trust and in such capacity may be deemed to exercise voting and investment discretion over securities held by it. The percentage reported in Row 11 was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Exchange Act based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported total in Rows 6 and 8 includes 5,402,057 shares of Class B common stock held directly by the 2023 GRAT. Mr. Venturo serves as trustee of the 2023 GRAT and in such capacity may be deemed to exercise voting and investment discretion over securities held by it. The percentage reported in Row 11 was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Exchange Act based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported total in Rows 6 and 8 includes 1,788,596 shares of Class B common stock held directly by the F&F GRAT. Mr. Venturo serves as trustee of the F&F GRAT and in such capacity may be deemed to exercise voting and investment discretion over securities held by it. The percentage reported in Row 11 was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Exchange Act based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported total in Rows 6 and 8 includes 4,271,000 shares of Class B common stock held directly by the GST Exempt Trust. Mr. Venturo's spouse serves as trustee of the GST Exempt Trust, and in such capacity may be deemed to exercise voting and investment discretion over securities held by it. The percentage reported in Row 11 was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Exchange Act based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported total in Rows 6 and 8 includes 10,590,542 shares of Class B common stock held directly by West Clay. Mr. Venturo serves as the managing member of West Clay and in such capacity may be deemed to exercise voting and investment discretion over the securities directly held by it. The percentage reported in Row 11 was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Exchange Act based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported total in Rows 6 and 8 includes 182,679 shares of Class A common stock held directly by the APV Trust. Mr. Venturo has the power to remove and replace the APV Trust's third-party trustee. The percentage reported in Row 11 represents direct beneficial ownership of less than one-tenth of one percent of the Issuer's Class A common stock and was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Exchange Act based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported total in Rows 6 and 8 includes 182,687 shares of Class A common stock held directly by the ECV Trust. Mr. Venturo has the power to remove and replace ECV Trust's third-party trustee. The percentage reported in Row 11 represents direct beneficial ownership of less than one-tenth of one percent of the Issuer's Class A common stock and was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Exchange Act based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported total in Rows 6 and 8 includes 22,500 shares of Class A common stock held directly by Mr. Venturo's father-in-law, who is a member of Mr. Venturo's household. The percentage reported in Row 11 represents direct beneficial ownership of less than one-tenth of one percent of the Issuer's Class A common stock and was calculated in accordance with Rule 13(d)-3(d)(1)(i) promulgated under the Exchange Act based on an aggregate total of 419,028,081 shares of the Issuer's Class A common stock outstanding as of January 31, 2026, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 2, 2026.


SCHEDULE 13G



Brian Venturo
Signature:/s/ Brian M. Venturo
Name/Title:Brian M. Venturo/an Individual
Date:05/15/2026
Heather Shafi
Signature:/s/ Heather Shafi
Name/Title:Heather Shafi/an Individual
Date:05/15/2026
2023 Venturo Family GRAT dated June 30, 2023
Signature:/s/ Brian M. Venturo
Name/Title:Brian M. Venturo/its Trustee
Date:05/15/2026
Venturo Family 2024 Friends and Family GRAT
Signature:/s/ Brian M. Venturo
Name/Title:Brian M. Venturo/its Trustee
Date:05/15/2026
Venturo Family GST Exempt Trust dated June 30, 2023
Signature:/s/ Heather Shafi
Name/Title:Heather Shafi/its Trustee
Date:05/15/2026
West Clay Capital LLC
Signature:/s/ Brian M. Venturo
Name/Title:Brian M. Venturo/Managing Member
Date:05/15/2026
YOLO APV Trust
Signature:/s/ Adrian Padkowsky
Name/Title:Adrian Padkowsky/its Trustee
Date:05/15/2026
YOLO ECV Trust
Signature:/s/ Adrian Padkowsky
Name/Title:Adrian Padkowsky/its Trustee
Date:05/15/2026
Mohammad Shafi
Signature:/s/ Mohammad Shafi
Name/Title:Mohammad Shafi/an Individual
Date:05/15/2026

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