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Form 4 CoreWeave, Inc. For: May 26 Filed by: Cogen Jack D

May 28, 2026 8:33 PM
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Cogen Jack D

(Last) (First) (Middle)
C/O COREWEAVE, INC.
290 WEST MT. PLEASANT AVENUE, SUITE 4100

(Street)
LIVINGSTON NJ 07039

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CoreWeave, Inc. [ CRWV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 05/26/2026 S 21,037 D $ 106.5411 (1) 88,963 I Birch Br Trust LLC (2) (3)
Class A Common Stock 05/26/2026 S 23,265 D $ 107.4269 (4) 65,698 I Birch Br Trust LLC (2) (3)
Class A Common Stock 05/26/2026 S 64,582 D $ 108.3189 (5) 1,116 I Birch Br Trust LLC (2) (3)
Class A Common Stock 05/26/2026 S 1,116 D $ 109.0156 (6) 0 I Birch Br Trust LLC (2) (3)
Class A Common Stock 05/26/2026 S 21,037 D $ 106.5411 (7) 88,963 I Chestnut Br Trust LLC (2) (8)
Class A Common Stock 05/26/2026 S 23,265 D $ 107.4269 (4) 65,698 I Chestnut Br Trust LLC (2) (8)
Class A Common Stock 05/26/2026 S 64,582 D $ 108.3189 (5) 1,116 I Chestnut Br Trust LLC (2) (8)
Class A Common Stock 05/26/2026 S 1,116 D $ 109.0156 (6) 0 I Chestnut Br Trust LLC (2) (8)
Class A Common Stock 05/26/2026 S 21,037 D $ 106.5411 (7) 88,963 I Maple Br Trust LLC (2) (9)
Class A Common Stock 05/26/2026 S 23,265 D $ 107.4269 (4) 65,698 I Maple Br Trust LLC (2) (9)
Class A Common Stock 05/26/2026 S 64,582 D $ 108.3189 (5) 1,116 I Maple Br Trust LLC (2) (9)
Class A Common Stock 05/26/2026 S 1,116 D $ 109.0156 (6) 0 I Maple Br Trust LLC (2) (9)
Class A Common Stock 05/26/2026 S 21,037 D $ 106.5411 (7) 88,963 I Willow Br Trust LLC (2) (10)
Class A Common Stock 05/26/2026 S 23,265 D $ 107.4269 (4) 65,698 I Willow Br Trust LLC (2) (10)
Class A Common Stock 05/26/2026 S 64,582 D $ 108.3189 (5) 1,116 I Willow Br Trust LLC (2) (10)
Class A Common Stock 05/26/2026 S 1,116 D $ 109.0156 (6) 0 I Willow Br Trust LLC (2) (10)
Class A Common Stock 05/26/2026 S 104,525 D $ 106.5411 (7) 10,225,151 I CW Holding 987 LLC (2) (11)
Class A Common Stock 05/26/2026 S 115,592 D $ 107.4269 (4) 10,109,559 I CW Holding 987 LLC (2) (11)
Class A Common Stock 05/26/2026 S 320,877 D $ 108.3189 (5) 9,788,682 I CW Holding 987 LLC (2) (11)
Class A Common Stock 05/26/2026 S 5,546 D $ 109.0156 (6) 9,783,136 I CW Holding 987 LLC (2) (11)
Class A Common Stock 261,140 D
Class A Common Stock 654,200 I Birch Tree Trust LLC (2) (12)
Class A Common Stock 146,613 I By Spouse (13)
Class A Common Stock 116,167 I Cherry Tree 2024 GRAT (14)
Class A Common Stock 654,200 I Chestnut Tree Trust LLC (2) (15)
Class A Common Stock 1,200,000 I Cogen Family Trust, dated December 17, 2012 (16)
Class A Common Stock 19,200 I Jack D. Cogen 2020 Family Trust (2) (17)
Class A Common Stock 654,200 I Maple Tree Trust LLC (2) (18)
Class A Common Stock 200,000 I Pine Tree Trust LLC (2) (19)
Class A Common Stock 654,200 I Willow Tree Trust LLC (2) (20)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.00 to $106.99, 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.
2. The reporting person disclaims beneficial ownership for purposes of Section 16 of the Exchange Act over securities held by the entity, except to the extent of his pecuniary interest therein, if any.
3. The reported securities are directly held by the Birch Br Trust LLC, of which the reporting person is the manager.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.00 to $107.985, inclusive.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.99 to $108.97, inclusive.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.98 to $109.10, inclusive.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.00 to $106.99, inclusive.
8. The reported securities are directly held by the Chestnut Br Trust LLC, of which the reporting person is the manager.
9. The reported securities are directly held by the Maple Br Trust LLC, of which the reporting person is the manager.
10. The reported securities are directly held by the Willow Br Trust LLC, of which the reporting person is the manager.
11. The reported securities are directly held by CW Holding 987 LLC, of which the reporting person serves as manager.
12. The reported securities are directly held by the Birch Tree Trust LLC, of which the reporting person is the manager.
13. The reported securities are directly held by the reporting person's spouse.
14. The reported securities are directly held by the Cherry Tree 2024 GRAT, of which the reporting person is trustee and his spouse is beneficiary.
15. The reported securities are directly held by the Chestnut Tree Trust LLC, of which the reporting person is the manager.
16. The reported securities are directly held by the Cogen Family Trust, dated December 17, 2012, of which the reporting person's spouse serves as co-trustee and of which his spouse and daughter are beneficiaries.
17. The reported securities are directly held by the Jack D. Cogen 2020 Family Trust (the "2020 Trust"), an irrevocable trust with a third-party trustee. The reporting person's spouse and daughter are beneficiaries of the 2020 Trust and the reporting person has the power to remove and replace the trustee.
18. The reported securities are directly held by the Maple Tree Trust LLC, of which the reporting person is the manager.
19. The reported securities were directly held by Pine Tree Trust LLC, of which the reporting person serves as manager.
20. The reported securities are directly held by the Willow Tree Trust LLC, of which the reporting person is the manager.
/s/ Nisha Antony, as Attorney-in-Fact 05/28/2026
** Signature of Reporting Person 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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