Form 4: CoreWeave CFO Exercises RSUs, Sells Shares for Tax

CoreWeave's Chief Financial Officer, Nitin Agrawal, exercised restricted stock units and sold a portion of the resulting shares to cover tax obligations.

Summary

• Nitin Agrawal, Chief Financial Officer of CoreWeave, Inc. (CRWV), reported transactions on December 11, 2025.
• Agrawal exercised 122,340 Restricted Stock Units (RSUs) into Class A Common Stock.
• Subsequently, 66,467 shares of Class A Common Stock were sold at a weighted average price of $82.5753 per share to satisfy tax withholding obligations related to the RSU vesting and settlement.
• The sale price ranged from $82.48 to $82.58 per share.
• Following these transactions, Agrawal directly beneficially owns 203,392 shares of Class A Common Stock.
• Indirect beneficial ownership includes 115,905 shares by spouse and 57,952 shares by Yosemite 2025 GRAT, where Agrawal is the sole trustee and beneficiary.
• Agrawal continues to beneficially own 1,100,980 derivative securities in the form of Restricted Stock Units.

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction involving the exercise of restricted stock units and a subsequent sale to cover tax obligations. This is a common occurrence for executives receiving equity compensation and does not inherently signal a positive or negative outlook for the company's operations or stock performance.

Positives

• The exercise of Restricted Stock Units indicates the vesting of equity compensation, aligning management's interests with shareholders.
• The reporting person continues to hold a significant number of shares directly and indirectly, as well as substantial unvested RSUs, demonstrating ongoing commitment to the company.

Negatives

• A portion of the shares obtained from RSU exercise was sold, which reduces the direct beneficial ownership of the Chief Financial Officer.

Future Outlook

The filing does not contain specific forward-looking statements or guidance regarding the company's future performance or strategic direction. It primarily reports an insider transaction related to equity compensation.

Management Comments

• The reported transaction represents shares of Class A Common Stock of the Issuer sold to satisfy the reporting person's tax withholding obligations, which were incurred in connection with the vesting and settlement of restricted stock units.

Industry Context

This filing is a routine insider transaction report and does not provide information directly related to broader industry trends or competitive landscape. It reflects standard equity compensation practices for executives in publicly traded companies.

Related Party Transactions

• Shares are indirectly held by the Yosemite 2025 GRAT, of which the reporting person is the sole trustee and beneficiary.

Stakeholder Impact

• Shareholders: The transaction represents a minor increase in the public float due to the sale of shares, but it is a routine event for executive compensation.
• Employees: The vesting schedule of RSUs indicates ongoing service requirements for equity compensation, which is a common incentive structure.

Next Steps

• Restricted Stock Units will continue to vest ratably as to approximately 1/16 of the total award on the eleventh calendar day of June, September, December, and March, subject to the reporting person's continued service to the Issuer.

Key Dates

Recommendation

The filing details a routine insider transaction involving the exercise of restricted stock units and a subsequent sale to cover tax obligations. This type of transaction is common and does not typically indicate a change in the company's fundamental outlook or the insider's long-term confidence. Therefore, a 'hold' recommendation is appropriate as there's no new information to warrant a change in investment thesis.

Keywords

CoreWeave, CRWV, Nitin Agrawal, CFO, Form 4, Insider Transaction, Restricted Stock Units, RSU, Stock Sale, Tax Withholding, Beneficial Ownership