Michael N. Intrator - Mar 27, 2025 Form 3 Insider Report for CoreWeave, Inc. (CRWV)

Role
CEO and President, Director, 10%+ Owner
Signature
/s/ Kristen McVeety, as Attorney-in-Fact
Stock symbol
CRWV
Transactions as of
Mar 27, 2025
Transactions value $
$0
Form type
3
Date filed
3/27/2025, 09:43 PM
Previous filing
Apr 2, 2025
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CRWV Class B Common Stock Mar 27, 2025 Class A Common Stock 22.1M Direct F1, F2
holding CRWV Series Seed Preferred Stock Mar 27, 2025 Class A Common Stock 4M Direct F3
holding CRWV Series A Preferred Stock Mar 27, 2025 Class A Common Stock 1.61M Direct F3
holding CRWV Series B-1 Preferred Stock Mar 27, 2025 Class A Common Stock 1.46M Direct F3
holding CRWV Class B Common Stock Mar 27, 2025 Class A Common Stock 25.6M Omnadora Capital LLC F1, F2, F4
holding CRWV Class B Common Stock Mar 27, 2025 Class A Common Stock 7.24K Silver Thimble Resulting Trust F1, F2, F5
holding CRWV Class B Common Stock Mar 27, 2025 Class A Common Stock 365K By Spouse F1, F2, F6
holding CRWV Class B Common Stock Mar 27, 2025 Class A Common Stock 30K PMI 2024 F&F GRAT F1, F2, F7
holding CRWV Class B Common Stock Mar 27, 2025 Class A Common Stock 4.58M Intrator Family GST-Exempt Trust F1, F2, F8
holding CRWV Class B Common Stock Mar 27, 2025 Class A Common Stock 2.29M Intrator Family Trust F1, F2, F9
holding CRWV Stock Option (Right to Buy) Mar 27, 2025 Class A Common Stock 500K $0.38 Direct F10, F11
holding CRWV Stock Option (Right to Buy) Mar 27, 2025 Class A Common Stock 500K $1.07 Direct F11, F12
holding CRWV Stock Option (Right to Buy) Mar 27, 2025 Class A Common Stock 3K $2.80 Direct F11, F13
holding CRWV Stock Option (Right to Buy) Mar 27, 2025 Class A Common Stock 2M $2.80 Direct F11, F14
holding CRWV Restricted Stock Units Mar 27, 2025 Class A Common Stock 1.75M Direct F15, F16, F17
holding CRWV Restricted Stock Units Mar 27, 2025 Class A Common Stock 496K Direct F16, F17, F18
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Class B Common Stock is convertible into one share of the Issuer's Class A Common Stock at any time, at the election of the holder or automatically upon certain transfers, whether or not for value.
F2 A holder's shares of Class B Common Stock convert automatically upon certain transfers and may be subject to mandatory conversion into Class A Common Stock upon the occurrence of certain events described in the Issuer's Amended and Restated Certificate of Incorporation.
F3 Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, each share of Series Seed Convertible Preferred Stock, Series A Convertible Preferred Stock, or Series B-1 Convertible Preferred Stock (collectively "Preferred Stock") may be converted, at the option of the holder, at any time. In connection with the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Preferred Stock shall automatically convert into shares of Class A Common Stock at a ratio of 1-for-1. The securities have no expiration date.
F4 The reported securities are directly held by Omnadora Capital LLC ("Omnadora"). The reporting person is the sole manager of Omnadora's managing member, Omnadora Management LLC. In such capacity, the reporting person may be deemed to beneficially own securities directly held by Omnadora. The reporting person disclaims beneficial ownership for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of his pecuniary interest therein.
F5 The reported securities are directly held by the Silver Thimble Resulting Trust ("Silver Thimble"), an irrevocable trust with a third-party trustee, of which the reporting person's children are beneficiaries. Pursuant to its constitutive documents, investment discretion over its assets is exercised by its investment manager, Copper Thimble LLC, for which the reporting person serves as the manager. The reporting person also has the power to remove and replace Silver Thimble's trustee.
F6 The reported securities are directly held by the reporting person's spouse.
F7 The reported securities are directly held by the PMI 2024 F&F GRAT (the "PMI GRAT"). The reporting person is the sole beneficiary of the PMI GRAT and his spouse is trustee.
F8 The reported securities are directly held by the Intrator Family GST-Exempt Trust, of which the reporting person's children are the beneficiaries and his spouse serves as co-trustee.
F9 The reported securities are directly held by the Intrator Family Trust, of which the reporting person's children are the beneficiaries and his spouse serves as co-trustee.
F10 The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the Issuer, the award became fully vested on February 26, 2024.
F11 Pursuant to the terms of the award agreement entered into by and between the reporting person and the Issuer, this stock option is exercisable for shares of Class A Common Stock. Notwithstanding, the reporting person has the right to exchange shares to be received upon exercise of this stock option for an equal number of shares of Class B Common Stock, in accordance with a separate agreement entered into by and between the reporting person and the Issuer, which was approved by the Issuer's board of directors.
F12 The option vested or vests as to 1/48 of the total award monthly, with the first tranche vesting on January 29, 2023, and each subsequent tranche vesting on the monthly anniversary thereof, subject to the reporting person's continued service to the Issuer on each vesting date.
F13 The option vested or vests as to 1/48 of the total award monthly, with the first tranche vesting on June 28, 2024, and each subsequent tranche vesting on the monthly anniversary thereof, subject to the reporting person's continued service to the Issuer on each vesting date.
F14 The option vested or vests as to 1/48 of the total award monthly, with the first tranche vesting on August 16, 2023, and each subsequent tranche vesting on the monthly anniversary thereof, subject to the reporting person's continued service to the Issuer on each vesting date.
F15 The award was granted subject to a performance-based vesting condition which was satisfied in connection with the Issuer's initial public offering, as well as a service-based vesting schedule. The award vests as to 1/16 of the total award on the last day of March, June, September, and December, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche time-vesting on March 31, 2025. Notwithstanding the aforementioned vesting schedule, settlement of the vested portion of the award has been deferred pursuant to an amendment approved by the Issuer's board of directors.
F16 These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.
F17 Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.
F18 The award was granted subject to a performance-based vesting condition which was satisfied in connection with the Issuer's initial public offering, as well as a service-based vesting schedule. The award shall vest as to 1/16 of the total award quarterly on the last day of June, September, December, and March, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vesting on June 30, 2025.