CoreWeave (CRWV): Ownership and Votes
Insights derived from analysing SEC filings. Independent analysis of CoreWeave, Inc. Class A common stock, not a publication of the SEC.
Figures are read from the Form 10-K for the year ended 31 December 2025, the only annual report on the record because the company listed in March 2025, with the description of securities filed as its Exhibit 4.13, the Form 10-Q for the quarter ended 30 June 2026, the proxy statement of 22 April 2026, the Forms 8-K reporting the annual meeting of 8 June 2026 and the two share sales made without registration, to NVIDIA Corporation in January 2026 and to Jane Street Global Trading, LLC in April 2026, the amended and restated certificate of incorporation filed as Exhibit 3.1 to the Form S-8 of 18 April 2025 and in its form as Exhibit 3.2 to the Form S-1/A of 20 March 2025, the 33 Schedules 13G and 13G/A naming CoreWeave as subject, the Forms 13F-HR and 13F-HR/A reporting the CUSIP for the quarters from 31 March 2025 to 30 June 2026, the six Forms D and D/A, and the Forms 3, 4 and 5 on the record for central index key 1769628. Accession numbers for every filing used appear in the Sources appendix. The dollar amounts are the values reported on the face of the filings.
Summary
On the cover of the Form 10-Q for the quarter ended 30 June 2026, CoreWeave reported 458,871,690 Class A shares, 92,664,912 Class B shares and 0 Class C shares outstanding as of 31 July 2026. Class A carries one vote per share and Class B ten, so Class B was 16.8% of the shares and 66.9% of the votes on that date, against 20.3% and 71.8% on the 10-K cover date of 31 January 2026. Combined voting power fell from 1,485,628,601 votes to 1,385,520,810 over those six months, as Class B fell 13,995,140 shares and Class A rose 39,843,609.
The beneficial ownership table in the proxy statement, struck at the record date of 15 April 2026, puts the twelve executive officers and directors at 5.38% of Class A, all of the Class B and 72.32% of total voting power, with Michael Intrator alone at 38.70%. The three largest Class A holders outside the boardroom, funds managed or advised by Magnetar Financial LLC, NVIDIA Corporation and Jane Street Group LLC, together held 153,810,658 Class A shares, 34.72% of that class and 10.61% of total voting power.
Thirty three filings in the Schedule 13G family name CoreWeave as subject and no Schedule 13D has ever been filed against it. Thirteen filer groups account for the 33. NVIDIA is the only filer whose reported percentage rose across its filings, from 7.0% at 31 March 2025 to 11.5% at 23 January 2026; Magnetar ran from 30.14% to 14.9% between 31 March 2025 and 30 April 2026. The Vanguard Group's amendment of 26 March 2026 reports zero shares following an internal realignment, after which two Vanguard managers file separately.
For the quarter ended 30 June 2026, 1,017 Form 13F reports name the CUSIP 21873S108, against 827 for the March quarter and 113 for the March 2025 quarter, the first quarter end after the listing. The sixteen largest reported positions total 267,143,211 Class A shares. Magnetar reduced its reported position by 16,503,467 shares in the June quarter and remains the largest single reported holder at 52,062,927 shares.
At the annual meeting held 8 June 2026, holders representing 1,233,902,447 votes, approximately 85.51% of the combined voting power entitled to vote, were represented. Michael Intrator was elected as a Class I director, Deloitte & Touche LLP was ratified, the advisory vote on executive compensation carried, and an annual frequency for that vote drew 1,149,884,867 votes. Support ran between 93.23% and 99.88% of the votes cast on each proposal, and the 78,009,765 votes withheld on the director election are 6.32% of the votes represented.
Each share of Class B converts into one share of Class A on the earliest of a listed set of events, and every outstanding Class B share converts on a date the board may fix up to 61 days after the seventh anniversary of the Public Offering Date of 27 March 2025, which is 27 March 2032. A vote of two thirds of the Class B voting power, or the first Service Termination of Michael Intrator, would bring that forward.
Three classes, and what the charter provides for each
CoreWeave, Inc. (Nasdaq: CRWV) listed its Class A common stock on 28 March 2025 and closed its first full year as a public company on 31 December 2025. It has three authorised classes of common stock, two of which are outstanding.
Four registers name who holds the stock: the proxy statement, the Schedule 13G family, the Form 13F reports and the Section 16 forms. All four are read here, and the query behind every count is stated.
The authorised capital comes from the amended and restated certificate of incorporation that took effect on the closing of the initial public offering. The Item 15 exhibit index of the FY2025 Form 10-K, accession 0001769628-26-000104, incorporates that certificate by reference as Exhibit 3.1 of the Form S-8, file no. 333-286640, filed 18 April 2025; the form of the same certificate was filed as Exhibit 3.2 to the Form S-1/A of 20 March 2025 (accession 0001193125-25-058309), and its text is the text quoted here. The capital is restated in the description of securities filed as Exhibit 4.13 to the same 10-K.
Table 1 Authorised and outstanding share capital
| Class | Authorised | Votes per share | Outstanding, 31 Jan 2026 | Outstanding, 31 Jul 2026 |
|---|---|---|---|---|
| Class A common stock | 3,000,000,000 | 1 | 419,028,081 | 458,871,690 |
| Class B common stock | 200,000,000 | 10 | 106,660,052 | 92,664,912 |
| Class C common stock | 200,000,000 | 0 | not tagged | 0 |
| Undesignated preferred stock | 100,000,000 | as designated by the board | 0 | 0 |
| Total authorised | 3,500,000,000 |
Par value is $0.000005 per share for every class. Outstanding counts are the cover page tags on the FY2025 Form 10-K (accession 0001769628-26-000104) and the Q2 2026 Form 10-Q (accession 0001769628-26-000366). The 10-K cover tags Class A and Class B only, so the Class C count there is recorded as not tagged; the proxy statement states that no Class C shares were outstanding as of 15 April 2026.
The charter sets the ratio in Article IV, Section 3.2:
"Except as otherwise expressly provided herein or required by applicable law, (x) each holder of Class A Common Stock shall have the right to one (1) vote per share of Class A Common Stock held of record by such holder, (y) each holder of Class B Common Stock shall have the right to ten (10) votes per share of Class B Common Stock held of record by such holder and (z) shares of Class C Common Stock shall have no voting rights, except as otherwise required by law."
Class A and Class B vote together as a single class on all matters, including the election of directors, unless Delaware law requires otherwise. Only the Class A common stock is registered under Section 12 of the Securities Exchange Act, and only the Class A common stock is listed. The transfer agent for Class A and Class B is Computershare Trust Company, N.A.
Class C is authorised at 200,000,000 shares and shows nil outstanding at every date it has been tagged. Exhibit 4.13 states what it is available for: shares of Class C may be issued with board approval and without stockholder approval, except as the Nasdaq rules require, for financings, acquisitions, investments and equity incentives. The same exhibit states that "Our Class C common stock provides us with the flexibility to do so without diluting the existing voting power of the outstanding shares of our Class A common stock and Class B common stock", and that because the class carries no voting rights and is neither listed nor registered for sale, holders of Class B "may be able to hold significant voting control and determine the outcome of most matters submitted to a vote of our stockholders for a longer period of time than would be the case if we issued shares of our Class A common stock rather than shares of our Class C common stock in such transactions."
What converts Class B, and when
Article IV, Section 4 of the charter defines three cofounders as the Applicable Holders: Michael Intrator, Brannin McBee and Brian Venturo. Each share of Class B held by an Applicable Holder or a permitted affiliate converts into one share of Class A at the holder's option at any time, and converts automatically on the earliest of a set of listed events. A separate provision converts every outstanding Class B share at once.
Table 2 Class B conversion triggers, as the charter states them
| Scope | Trigger |
|---|---|
| One holder | Any Class B Transfer other than a Permitted Transfer, after the closing of the initial public offering |
| One holder | A date fixed by the board no more than 61 days after the first day the holder and his permitted affiliates hold less than 50% of the Threshold Shares they held at 11:59 p.m. Pacific Time on the Public Offering Date |
| One holder | A date fixed by the board no more than 61 days after a Service Termination |
| One holder | The date the holder's employment is terminated for cause |
| One holder | A date fixed by the board no more than 61 days after death or disability |
| All Class B | A date fixed by the board no more than 61 days after the seventh anniversary of the Public Offering Date |
| All Class B | The date specified by holders of not less than two thirds of the voting power of outstanding Class B, voting separately as a single class |
| All Class B | A date fixed by the board no more than 61 days after the first Service Termination of Michael Intrator |
| All Class C | Both the earliest of full conversion of Class B, the Class B Automatic Conversion, or a majority vote of outstanding Class B; and the date or event specified by a majority of outstanding Class A, voting separately as a single class |
Source: amended and restated certificate of incorporation, Article IV Sections 4.1 to 4.3, incorporated into the FY2025 Form 10-K as Exhibit 3.1 of the Form S-8, file no. 333-286640, of 18 April 2025 and filed in that form as Exhibit 3.2 to the Form S-1/A of 20 March 2025, accession 0001193125-25-058309; and the description of securities filed as Exhibit 4.13 to the FY2025 Form 10-K, accession 0001769628-26-000104.
Section 4.5.13 defines the "Public Offering Date" as "the date on which the Company's Registration Statement on Form S-1 (File No. 333-285512) is declared effective." Exhibit 4.13 names that date as 27 March 2025. The seventh anniversary is therefore 27 March 2032, and the board may fix a conversion date up to 61 days after it. Two events can end the structure earlier: a vote of two thirds of the Class B voting power, or the first Service Termination of Michael Intrator. Exhibit 4.13 also states that once converted, Class B may not be reissued, and that after the conversion each share of Class A will have one vote per share and the rights of all outstanding common stock will be identical.
The charter carries a protective vote as well. A separate Class B vote is required for any charter amendment that alters Class B rights, reclassifies Class A into shares senior to Class B, or authorises stock carrying more than one vote per share. Stockholders may not act by written consent, with one exception: written consent of a majority of the voting power is permitted for as long as Class B represents more than a majority of the combined voting power of all outstanding capital stock. On the 31 July 2026 counts, Class B was 66.9% of that combined voting power, 16.9 percentage points above the level the written consent provision requires.
Table 3 Other governance terms, from the description of securities
| Term | As filed |
|---|---|
| Board structure | Three classes of directors |
| Director removal | Only for cause, and only by holders of at least two thirds of the voting power of the then outstanding capital stock |
| Charter amendments | Two thirds of the voting power for the listed provisions; a majority where two thirds of the board has approved the change |
| Bylaw amendments | Two thirds of the voting power, or a simple majority vote of the board |
| Special meetings | Callable only by a majority of the board, the chairperson, the chief executive officer or the lead independent director |
| Cumulative voting | Not provided for |
| Takeover statute | Section 203 of the Delaware General Corporation Law applies |
| Exclusive forum | Delaware Court of Chancery for internal corporate claims; federal district courts for Securities Act claims |
Source: Exhibit 4.13 to the FY2025 Form 10-K, accession 0001769628-26-000104.
Who holds the votes
The proxy statement filed 22 April 2026 (accession 0001769628-26-000191) carries the beneficial ownership table as of 15 April 2026, the record date for the annual meeting. It states that "Applicable beneficial ownership percentages are based on 442,969,348 shares of Class A common stock, 99,997,704 shares of Class B common stock, and no shares of Class C common stock outstanding as of April 15, 2026." Shares underlying options exercisable and restricted stock units settling within 60 days are counted as outstanding for the holder concerned and for nobody else, which is why the individual Class B percentages add to more than 100%.
Table 4 Beneficial ownership at 15 April 2026, economic and voting stakes separated
| Beneficial owner | Class A shares | Class A % | Class B shares | Class B % | % of total voting power |
|---|---|---|---|---|---|
| Michael Intrator | 5,289,944 | 1.19% | 56,215,770 | 54.93% | 38.70% |
| Brian Venturo | 422,832 | * | 30,114,514 | 28.89% | 20.30% |
| Brannin McBee | 377,569 | * | 21,140,580 | 20.96% | 14.59% |
| Jack Cogen | 15,329,596 | 3.46% | nil | * | 1.06% |
| Nitin Agrawal | 505,518 | * | nil | * | * |
| Glenn H. Hutchins | 404,780 | * | nil | * | * |
| Karen Boone | 18,880 | * | nil | * | * |
| Margaret C. Whitman | 6,380 | * | nil | * | * |
| Jonathan Jones | nil | * | nil | * | * |
| All executive officers and directors as a group (12 persons) | 23,912,505 | 5.38% | 107,470,864 | 100.00% | 72.32% |
| Funds or accounts managed or advised by Magnetar Financial LLC | 77,684,206 | 17.07% | nil | nil | 5.34% |
| NVIDIA Corporation | 47,213,353 | 10.66% | nil | nil | 3.27% |
| Jane Street Group LLC | 28,913,099 | 6.53% | nil | nil | 2.00% |
An asterisk marks beneficial ownership of less than 1% of outstanding common stock, the proxy statement's own convention. Source: DEF 14A, accession 0001769628-26-000191.
The group of twelve executive officers and directors holds 5.38% of Class A and all of the Class B, which is 72.32% of total voting power. Michael Intrator alone holds 38.70%. The three largest holders of Class A outside the boardroom, Magnetar, NVIDIA and Jane Street, together hold 153,810,658 Class A shares, 34.72% of the class, and 10.61% of total voting power on the proxy's own percentages.
Two of those three appear elsewhere in the filings as commercial counterparties. Item 1A of the FY2025 10-K names NVIDIA (accession 0001769628-26-000104). The proxy's Jane Street footnote points to the Form 8-K filed 15 April 2026, which reported a securities purchase agreement between the company and Jane Street Global Trading, LLC.
The proxy also records a board change. Footnote 1 to the director table states that on 16 April 2026 Jack Cogen notified the board that he would not stand for reelection and would step down at the conclusion of the annual meeting. The proxy statement states elsewhere that his decision not to stand for reelection was not due to any disagreement with the company on any matter relating to its operations, policies or practices.
The Schedule register: thirty three filings, and no Schedule 13D
EDGAR renamed the Schedule 13D and 13G form types. The old labels and the new labels return different result sets for this CIK, and the wildcard returns nothing at all without raising an error, so both label sets have to be queried.
Table 5 Schedule queries and the counts they return
| Query on the filing-search endpoint | Count |
|---|---|
cik:1769628 AND (formType:"SC 13D" OR formType:"SC 13G" OR formType:"SC 13D/A" OR formType:"SC 13G/A") |
3 |
the same, AND companyNameLong:"CoreWeave, Inc. (Subject)" |
0 |
the same, AND filedAt:[2025-01-01 TO 2026-09-07] |
0 |
cik:1769628 AND formType:"SC 13*" |
0 |
cik:1769628 AND (formType:"SCHEDULE 13D" OR formType:"SCHEDULE 13G" OR formType:"SCHEDULE 13D/A" OR formType:"SCHEDULE 13G/A") |
35 |
the same, AND companyNameLong:"CoreWeave, Inc. (Subject)" |
33 |
the same, AND NOT companyNameLong:"CoreWeave, Inc. (Subject)" |
2 |
cik:1769628 AND (formType:"SCHEDULE 13D" OR formType:"SCHEDULE 13D/A") AND companyNameLong:"CoreWeave, Inc. (Subject)" |
0 |
The last line returns zero: no Schedule 13D has ever been filed with CoreWeave, Inc. as the subject company. All 33 subject filings are in the 13G family, the schedule used by holders who certify that the securities were not acquired and are not held for the purpose of, or with the effect of, changing or influencing control of the issuer.
Two of the 35 filings returned under the new labels are excluded from the 33 because CoreWeave is the filer rather than the subject. Both name Applied Digital Corp. (CIK 1144879) as the subject company: a SCHEDULE 13G filed 4 June 2025 (accession 0001415889-25-015627) and a SCHEDULE 13G/A filed 12 June 2025 (accession 0001415889-25-017073). They record CoreWeave's holding in another issuer and say nothing about who owns CoreWeave. The three filings returned under the old labels likewise return zero when the subject filter is applied.
Thirteen filer groups account for the 33 subject filings.
Table 6 Schedule 13G family filings naming CoreWeave as subject, by filer
| Filer | Filings | First | Latest | Percent of Class A, first to latest |
|---|---|---|---|---|
| Jane Street Group, LLC | 4 | 20 Aug 2025 | 12 Aug 2026 | 5.4% to 6.2% |
| Magnetar Financial LLC | 3 | 1 Apr 2025 | 6 May 2026 | 30.14% to 14.9% |
| FMR LLC | 3 | 12 May 2025 | 5 Feb 2026 | 9.0% to 2.1% |
| KOPACC LLC | 3 | 22 May 2025 | 14 Nov 2025 | 5.3% to 2.4% |
| Brian M. Venturo | 3 | 15 May 2025 | 14 Aug 2026 | 8.6% to 3.6% |
| Brannin J. McBee | 3 | 15 May 2025 | 14 Aug 2026 | 5.0% to 2.9% |
| Michael N. Intrator | 2 | 15 May 2025 | 14 Aug 2026 | 14.0% to 10.1% |
| NVIDIA Corporation | 2 | 15 May 2025 | 26 Jan 2026 | 7.0% to 11.5% |
| The Goldman Sachs Group, Inc. | 2 | 7 May 2026 | 12 Aug 2026 | 8.1% to 4.3% |
| The Vanguard Group | 2 | 30 Jan 2026 | 26 Mar 2026 | 7.22% to 0% |
| CW Opportunity LLC | 2 | 1 Apr 2025 | 23 Jun 2026 | 8.5% to 4.4% |
| Jack D. Cogen | 2 | 14 May 2025 | 1 Oct 2025 | 6.4% to 4.5% |
| Linden West Trust | 2 | 15 May 2025 | 13 Nov 2025 | 5.3% to 1.7% |
Percentages are the lead reporting person's reported percentage of the class in each filing. Source: the 33 filings, each keyed to its accession.
The cofounders file under Rule 13d-1(d), the exempt investor provision, and their reported percentages are percentages of Class A, so they sit well below the voting stake the proxy table records for the same people: Michael Intrator's amendment of 14 August 2026 reports 50,981,160 shares and 10.1% of Class A (accession 0002058037-26-000011), where the proxy table reports 38.70% of total voting power four months earlier.
NVIDIA is the only filer whose reported percentage rose across its filings, from 24,182,460 shares and 7.0% as of 31 March 2025 to 47,213,353 shares and 11.5% as of 23 January 2026 (accessions 0001045810-25-000103 and 0001045810-26-000008). Magnetar Financial LLC ran the other way, from 107,962,916 shares and 30.14% on 31 March 2025 to 67,972,524 shares and 14.9% on 30 April 2026; its filings state that the total includes shares issuable on the exercise of warrants, penny warrants and contractual rights to purchase held by the Magnetar funds.
The Vanguard Group's amendment of 26 March 2026 reports zero shares and zero percent, and gives its own reason in the comments block of the filing:
"On January 12, 2026, The Vanguard Group, Inc. went through an internal realignment. In accordance with SEC Release No. 34-39538 (January 12, 1998), certain subsidiaries or business divisions of subsidiaries of The Vanguard Group, Inc., that formerly had, or were deemed to have, beneficial ownership with The Vanguard Group, Inc., will report beneficial ownership separately (on a disaggregated basis) from The Vanguard Group, Inc. in reliance on such release."
Two Vanguard named managers with their own CIKs filed Form 13F reports for the quarter ended 30 June 2026, together reporting 32,853,086 Class A shares.
The 2026 annual meeting
The Form 8-K carrying Item 5.07, accession 0001769628-26-000270, states that the company "held its 2026 Annual Meeting of Stockholders" on 8 June 2026. The proxy statement gives the same date in the notice, which says the meeting "will be held virtually on Monday, June 8, 2026 at 4:00 p.m. Eastern Time", and the 8-K's period of report is 2026-06-08.
The 8-K reports that holders representing 1,233,902,447 votes, or approximately 85.51% of the combined voting power entitled to vote, were represented in person virtually or by proxy. It repeats the ratio: Class A holders were entitled to one vote per share as of the close of business on 15 April 2026, Class B holders to ten.
Table 7 2026 annual meeting, votes as reported
| Proposal | Board recommendation | For | Against or withheld | Abstentions | Broker nonvotes |
|---|---|---|---|---|---|
| 1. Election of Michael Intrator as Class I director | FOR | 1,073,688,776 | 78,009,765 | n/a | 82,203,906 |
| 2. Ratification of Deloitte & Touche LLP for the year ending 31 December 2026 | FOR | 1,230,533,541 | 1,433,238 | 1,935,668 | 0 |
| 3. Advisory vote on named executive officer compensation | FOR | 1,146,482,539 | 2,756,059 | 2,459,943 | 82,203,906 |
Proposal 1 is a plurality election in which votes are cast for or withheld, so the abstentions column reads n/a. Source: Form 8-K, Item 5.07, accession 0001769628-26-000270; board recommendations from the DEF 14A, accession 0001769628-26-000191.
Proposal 4 asked how often future advisory votes on executive compensation should be held. One year drew 1,149,884,867 votes, two years 219,374, three years 690,390, with 903,910 abstentions and 82,203,906 broker nonvotes. The board had recommended one year, and the 8-K states that the company will hold the advisory vote annually until the next required frequency vote.
Support ran between 93.23% and 99.88% of the votes cast on each proposal. Directors and executive officers held 72.32% of total voting power at the record date, above the majority each proposal required. The 78,009,765 votes withheld on the director election are 6.32% of the 1,233,902,447 votes represented at the meeting, and the largest figure recorded against a board recommendation on any of the four proposals.
The 13F register
Institutional managers report their holdings on Form 13F-HR under their own CIKs, so these reports are never part of the 1,107 filings that name CoreWeave under CIK 1769628 in any capacity, whether as filer, issuer or subject. That total is dominated by Forms 4 and Forms 144, and it is not a count of filings made by the company. For the quarter ended 30 June 2026, the query holdings.cusip:"21873S108" AND periodOfReport:"2026-06-30" returns 1,017 reports.
The number counts reports. Amended reports and separately registered affiliates of the same group each add one to it, so it runs ahead of the number of distinct managers. Two examples from the June quarter show what the count contains. The Vanguard group filed under two manager CIKs, Vanguard Portfolio Management LLC and Vanguard Capital Management LLC, each with its own report. The California State Teachers Retirement System filed a 13F-HR reporting 41,559,344 shares against a value of $417,514,000 (accession 0001081019-26-000019), then a 13F-HR/A reporting 417,514 shares against a value of $41,559,344 (accession 0001081019-26-000020); the amendment is the one used here.
Table 8 Largest reported Class A positions, quarter ended 30 June 2026
| Manager | 31 Mar 2026 shares | 30 Jun 2026 shares | Change | 30 Jun 2026 accession |
|---|---|---|---|---|
| Magnetar Financial LLC | 68,566,394 | 52,062,927 | (16,503,467) | 0001104659-26-096490 |
| NVIDIA Corporation | 47,213,353 | 47,213,353 | 0 | 0001045810-26-000065 |
| BlackRock, Inc. | n/a | 24,105,966 | n/a | 0002012383-26-003238 |
| The Goldman Sachs Group, Inc. | 17,877,647 | 18,103,949 | 226,302 | 0000886982-26-000519 |
| Vanguard Portfolio Management LLC | 12,710,358 | 17,063,815 | 4,353,457 | 0002100121-26-001018 |
| Vanguard Capital Management LLC | 12,437,395 | 15,789,271 | 3,351,876 | 0002100119-26-001527 |
| Jane Street Group, LLC | 8,856,691 | 13,885,024 | 5,028,333 | 0001595888-26-000108 |
| Invesco Ltd. | 993,105 | 12,408,675 | 11,415,570 | 0000914208-26-000343 |
| Alyeska Investment Group, L.P. | 6,993,526 | 10,891,267 | 3,897,741 | 0001172661-26-003737 |
| Value Aligned Research Advisors, LLC | 8,280,763 | 10,886,110 | 2,605,347 | 0001963565-26-000005 |
| Bank of America Corporation | 5,652,129 | 8,272,471 | 2,620,342 | 0000070858-26-000442 |
| PEAK6 LLC | 6,813,901 | 8,057,406 | 1,243,505 | 0001389958-26-000014 |
| Aspex Management (HK) Ltd | 7,097,527 | 7,960,201 | 862,674 | 0001768375-26-000005 |
| Situational Awareness LP | 7,177,919 | 7,479,558 | 301,639 | 0000935836-26-000418 |
| State Street Corporation | 2,944,973 | 7,058,846 | 4,113,873 | 0000093751-26-000507 |
| Geode Capital Management, LLC | 3,077,907 | 5,904,372 | 2,826,465 | 0001214717-26-000008 |
Share counts are the sum of common stock rows in each manager's report for the quarter, with put and call rows excluded. Where a manager filed an amendment, the later report is used. BlackRock, Inc.'s report for the quarter ended 31 March 2026 was not retrieved, so its change cell reads n/a.
These sixteen positions total 267,143,211 Class A shares as of 30 June 2026, against 458,871,690 Class A shares outstanding on the 10-Q cover date of 31 July 2026. Magnetar reduced its reported position by 16,503,467 shares in the quarter and remains the largest single reported holder. NVIDIA reported the same 47,213,353 shares at both quarter ends, the same number that appears in its Schedule 13G/A of 26 January 2026 and in the proxy table of 15 April 2026. Invesco's position rose from 993,105 shares to 12,408,675.
The report count moved the same way: 1,017 for the June quarter against 827 for the March quarter, an increase of 190, and 113 for the March 2025 quarter, the first quarter end after the listing.
What the ownership record names, and what it does not
The private funding record before the listing runs through Form D, and Form D names no investors. Six Form D and D/A filings sit under CIK 1769628, the last filed 29 May 2024 (accession 0001769628-24-000001). Item 3 of that filing names six related persons: Michael Intrator and Brian Venturo as executive officer and director, Brannin McBee and Nitin Agrawal as executive officers, and Ernie Rogers and Jack Cogen as directors. Those are the issuer's own officers and directors. Form D has no field for a purchaser's identity, so none of the people or funds that bought the securities is named anywhere in it.
The offering is recorded in the same filing at a total offering amount of $1.15 billion, a total amount sold of $1.15 billion and nil remaining, with a first sale date of 16 May 2024, a minimum investment accepted of $1, 46 investors already invested, no nonaccredited investors, and no sales commissions or finders fees.
The holders the record does name reach it through the four registers read for this report: the beneficial ownership table in the DEF 14A of 22 April 2026, which names every director, every named executive officer and the three holders of more than 5% of Class A that the company knows of; the 33 Schedule 13G family filings, which name thirteen filer groups and their affiliates; the Form 13F-HR reports for each quarter since 31 March 2025, which name every institutional manager reporting the CUSIP; and the Section 16 forms, which name the directors, the officers and the ten percent holders. Two current reports name a purchaser outside those registers: the Form 8-K of 26 January 2026 (accession 0001769628-26-000044) reports 22,935,780 Class A shares sold to NVIDIA Corporation under Item 3.02, and the Form 8-K of 15 April 2026 (accession 0001769628-26-000167) reports 9,174,311 Class A shares sold to Jane Street Global Trading, LLC. Outside those two current reports, the four registers and Form D's related persons, no CoreWeave filing read for this report identifies a holder of the stock.
Class B was 16.8% of the shares and 66.9% of the votes on 31 July 2026, down from 20.3% and 71.8% on 31 January 2026. The board may fix a conversion date for all outstanding Class B up to 61 days after 27 March 2032, and a vote of two thirds of the Class B voting power or a Service Termination of Michael Intrator would bring that date forward.
Sources
Every accession number this report cites. Filing data was retrieved through the SEC-API.io MCP server.
Periodic reports and the proxy statement, CoreWeave, Inc., CIK 1769628
| Accession | Filed | What it is |
|---|---|---|
| 0001769628-26-000104 | 2 Mar 2026 | Form 10-K for the year ended 31 December 2025, the only annual report on the record, with the Item 15 exhibit index and Exhibit 4.13, the description of securities |
| 0001769628-26-000366 | 11 Aug 2026 | Form 10-Q for the quarter ended 30 June 2026, cover page share counts at 31 July 2026 |
| 0001769628-26-000191 | 22 Apr 2026 | DEF 14A proxy statement for the annual meeting of 8 June 2026, record date 15 April 2026 |
Current reports on Form 8-K
| Accession | Filed | What it is |
|---|---|---|
| 0001769628-26-000044 | 26 Jan 2026 | Items 3.02, 7.01, 8.01 and 9.01, 22,935,780 Class A shares sold to NVIDIA Corporation |
| 0001769628-26-000167 | 15 Apr 2026 | Items 3.02, 7.01 and 9.01, the Jane Street Global Trading, LLC securities purchase agreement |
| 0001769628-26-000270 | 10 Jun 2026 | Item 5.07, results of the annual meeting held 8 June 2026 |
Registration statements carrying the charter
| Accession or file number | Filed | What it is |
|---|---|---|
| File no. 333-286640 | 18 Apr 2025 | Form S-8, Exhibit 3.1, the operative amended and restated certificate of incorporation incorporated by reference into the FY2025 10-K |
| 0001193125-25-058309 | 20 Mar 2025 | Form S-1/A, Exhibit 3.2, the form of that certificate, the text quoted in this report |
| File no. 333-285512 | 27 Mar 2025 | Form S-1 declared effective on the Public Offering Date defined in the charter |
Schedules 13G and 13G/A naming CoreWeave, Inc. as subject
Thirty three filings by the thirteen filer groups in Table 6. Those cited individually are accessions 0002058037-26-000011 (Michael N. Intrator, 14 August 2026), 0001045810-25-000103 and 0001045810-26-000008 (NVIDIA Corporation). The two filings on which CoreWeave is the filer rather than the subject are 0001415889-25-015627 and 0001415889-25-017073, both naming Applied Digital Corp., CIK 1144879, as subject.
Forms 13F-HR and 13F-HR/A reporting CUSIP 21873S108
The 30 June 2026 accession for each of the sixteen largest reported positions is given in Table 8. Also cited are 0001081019-26-000019 and 0001081019-26-000020, the California State Teachers Retirement System report and its amendment for that quarter.
Form D
| Accession | Filed | What it is |
|---|---|---|
| 0001769628-24-000001 | 29 May 2024 | The last of six Form D and D/A filings under this CIK, first sale date 16 May 2024 |
Disclaimer
This report is not financial advice, and it is not an offer, a solicitation or a recommendation to buy, sell or hold any security. It is independent analysis of public filings, prepared for information only. It is not a publication of the Securities and Exchange Commission, and the SEC has neither reviewed nor endorsed it. No investment objective, financial situation or particular need of any reader has been considered.
The Sources appendix lists the filing record behind it in full. CoreWeave, Inc. listed its Class A common stock in March 2025, so one annual report on Form 10-K exists, for the year ended 31 December 2025, and the audited years before it are read from the Form 424B4 prospectus of 31 March 2025 rather than from an annual report. Five quarterly reports on Form 10-Q have been filed, the most recent for the quarter ended 30 June 2026, which is the most recent reported period and the source of the share counts on its cover at 31 July 2026. One proxy statement on Form DEF 14A has been filed, on 22 April 2026, so there is one annual meeting on the record and no prior year beneficial ownership table to set it against. The Schedules 13G and the Forms 13F-HR read here are filed by holders under their own central index keys, and the Forms 13F-HR report positions as at a quarter end that is older than the proxy and the 10-Q cover date. Filing data was retrieved through the SEC-API.io MCP server; no SEC website endpoint was queried directly.
Figures described as filed are reproduced from those documents. The percentages of shares and of votes, the combined voting power totals and the changes between dates are this report's own arithmetic on the filed share counts and the ten to one voting ratio in the charter. A Schedule 13G reports a position at the date stated on its cover and a Form 13F-HR at a quarter end, so both may have changed since; an amendment filed later may restate either. Ownership moves, and the figures here will not be the figures on any later date.
