Form SCHEDULE 13G/A CoreWeave, Inc. Filed by: CW Opportunity LLC
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 1)*
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CoreWeave, Inc. (Name of Issuer) |
Class A common stock, par value 0.000005 per share (Title of Class of Securities) |
(CUSIP Number) |
04/30/2026 (Date of Event Which Requires Filing of this Statement) |
| 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) |
SCHEDULE 13G
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| CUSIP No. |
| 1 | Names of Reporting Persons
CW Opportunity LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
19,886,405.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: This Amendment No. 1 (this "Amendment") amends, in its entirety, the statement on Schedule 13G originally filed with the SEC on April 1, 2025 by the Reporting Person. This Amendment is the final amendment to the Schedule 13G and constitutes an exit filing for the Reporting Person.
SCHEDULE 13G
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| Item 1. | |
| (a) | Name of issuer:
CoreWeave, Inc. |
| (b) | Address of issuer's principal executive offices:
290 W Mt. Pleasant Ave., Suite 4100, Livingston, NJ, 07039 |
| Item 2. | |
| (a) | Name of person filing:
This statement is filed on behalf of CW Opportunity LLC (the "Reporting Person"). This statement relates to shares of Class A common stock, par value $0.000005 ("Common Stock") of the Issuer held directly by the Reporting Person. |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of the Reporting Person is 1603 Orrington Avenue, 13th Floor, Evanston, Illinois 60201. |
| (c) | Citizenship:
CW Opportunity LLC is a Delaware limited liability company. |
| (d) | Title of class of securities:
Class A common stock, par value 0.000005 per share |
| (e) | CUSIP No.:
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| Item 4. | Ownership |
| (a) | Amount beneficially owned:
As of April 30, 2026, the Reporting Person may be deemed to beneficially own 19,886,405 shares of Common Stock.
As of April 30, 2026, the Reporting Person may be deemed to be the beneficial owner of 4.4% of the total number of shares of Common Stock then outstanding (based upon the information provided by CoreWeave, Inc. in its quarterly report on Form 10-Q filed with the SEC on May 8, 2026, as of April 30, 2026, there were 447,573,939 shares of Common Stock outstanding). |
| (b) | Percent of class:
4.4% %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
19,886,405 | |
| (ii) Shared power to vote or to direct the vote:
0 | |
| (iii) Sole power to dispose or to direct the disposition of:
19,886,405 | |
| (iv) Shared power to dispose or to direct the disposition of:
0 | |
| Item 5. | Ownership of 5 Percent or Less of a Class. |
Ownership of 5 percent or less of a class
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ยง 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Exhibit Information
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Exhibit 99.1 Power of Attorney, dated as of April 1, 2025, filed by the Reporting Person on April 1, 2025. |