SEC FORM 4

SEC FORM 4SEC Form 4

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Magnetar Financial LLC

(Last)

(First)

(Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON

ILLINOIS

60201

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CoreWeave, Inc. [ CRWV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/07/2026		S		90,784	D	$129.73⁽¹⁾	6,931,870	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾
Class A Common Stock	05/07/2026		S		1,332	D	$130	6,930,538	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾
Class A Common Stock	05/07/2026		S		1,999	D	$131	6,928,539	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾
Class A Common Stock	05/07/2026		S		2,666	D	$132	6,925,873	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾
Class A Common Stock	05/07/2026		S		2,666	D	$133	6,923,207	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾
Class A Common Stock	05/07/2026		S		45,072	D	$129.73⁽¹⁾	2,102,979	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾
Class A Common Stock	05/07/2026		S		662	D	$130	2,102,317	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾
Class A Common Stock	05/07/2026		S		993	D	$131	2,101,324	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾
Class A Common Stock	05/07/2026		S		1,324	D	$132	2,100,000	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾
Class A Common Stock	05/07/2026		S		1,324	D	$133	2,098,676	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾
Class A Common Stock	05/07/2026		S		9,444	D	$129.73⁽¹⁾	675,392	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁷⁾
Class A Common Stock	05/07/2026		S		138	D	$130	675,254	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁷⁾
Class A Common Stock	05/07/2026		S		208	D	$131	675,046	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁷⁾
Class A Common Stock	05/07/2026		S		278	D	$132	674,768	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁷⁾
Class A Common Stock	05/07/2026		S		278	D	$133	674,490	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁷⁾
Class A Common Stock								1,973,782	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁸⁾
Class A Common Stock								1,048,917	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽⁹⁾
Class A Common Stock								870,409	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽¹⁰⁾
Class A Common Stock								2,124,330	I	Footnotes⁽²⁾⁽³⁾⁽⁴⁾⁽¹¹⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

Magnetar Financial LLC

(Last)

(First)

(Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON

ILLINOIS

60201

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Magnetar Capital Partners LP

(Last)

(First)

(Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON

ILLINOIS

60201

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Supernova Management LLC

(Last)

(First)

(Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON

ILLINOIS

60201

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Snyderman David J.

(Last)

(First)

(Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON

ILLINOIS

60201

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $129.00 to $129.75, inclusive. The reporting person undertakes to provide to CoreWeave, Inc. (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 footnote.

2. Magnetar Financial LLC ("Magnetar Financial") serves as the investment adviser to each of Longhorn Special Opportunities Fund LP, Magnetar SC Fund Ltd, Magnetar Xing He Master Fund Ltd, Purpose Alternative Credit Fund - F LLC, and Purpose Alternative Credit Fund - T LLC, the general partner of Magnetar Structured Credit Fund, LP DBA Magnetar Constellation Onshore Fund (They are not separate legal entities) and the manager of Magnetar Alpha Star Fund LLC (collectively, the "Magnetar Funds").

3. Magnetar Capital Partners LP ("Magnetar Capital Partners") is the sole member and parent holding company of Magnetar Financial. Supernova Management LLC ("Supernova Management") is the general partner of Magnetar Capital Partners. The administrative manager of Supernova Management is David J. Snyderman, a citizen of the United States of America.

4. Each of the Magnetar Funds, Magnetar Financial, Magnetar Capital Partners, Supernova Management and David J. Snyderman disclaims beneficial ownership of these shares of Common Stock of the Issuer, except to the extent of its or his pecuniary interest therein.

5. These securities are held directly by Magnetar Structured Credit Fund, LP DBA Magnetar Constellation Onshore Fund. They are not separate legal entities.

6. These securities are held directly by Purpose Alternative Credit Fund - F LLC.

7. These securities are held directly by Purpose Alternative Credit Fund - T LLC.

8. These securities are held directly by Longhorn Special Opportunities Fund LP.

9. These securities are held directly by Magnetar Alpha Star Fund LLC.

10. These securities are held directly by Magnetar SC Fund Ltd.

11. These securities are held directly by Magnetar Xing He Master Fund Ltd.

	/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP, which is in turn the Sole Member of Magnetar Financial LLC	05/08/2026
	/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP	05/08/2026
	/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC	05/08/2026
	/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman	05/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Large owner Magnetar Financial Llc sold $20,677,149 worth of shares (159,168 units at $129.91) (SEC Form 4)