Sec Form 3 Filing - Intrator Michael N @ CoreWeave, Inc. - 2025-03-27

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Intrator Michael N 2. Issuer Name and Ticker or Trading Symbol CoreWeave, Inc. [ CRWV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO and President (Last) (First) (Middle) C/O COREWEAVE, INC., 290 WEST MT. PLEASANT AVENUE, SUITE 4100 3. Date of Earliest Transaction (MM/DD/YY) 03/27/2025 (Street) LIVINGSTON, NJ07039 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class B Common Stock ( 1 ) ( 1 ) ( 2 ) Class A Common Stock 22,103,520 D Series Seed Preferred Stock ( 3 ) ( 3 ) ( 3 ) Class A Common Stock 4,000,000 D Series A Preferred Stock ( 3 ) ( 3 ) ( 3 ) Class A Common Stock 1,613,580 D Series B-1 Preferred Stock ( 3 ) ( 3 ) ( 3 ) Class A Common Stock 1,458,680 D Class B Common Stock ( 1 ) ( 1 ) ( 2 ) Class A Common Stock 25,649,280 I Omnadora Capital LLC ( 4 ) Class B Common Stock ( 1 ) ( 1 ) ( 2 ) Class A Common Stock 7,240 I Silver Thimble Resulting Trust ( 5 ) Class B Common Stock ( 1 ) ( 1 ) ( 2 ) Class A Common Stock 365,200 I By Spouse ( 6 ) Class B Common Stock ( 1 ) ( 1 ) ( 2 ) Class A Common Stock 30,000 I PMI 2024 F&F GRAT ( 7 ) Class B Common Stock ( 1 ) ( 1 ) ( 2 ) Class A Common Stock 4,576,000 I Intrator Family GST-Exempt Trust ( 8 ) Class B Common Stock ( 1 ) ( 1 ) ( 2 ) Class A Common Stock 2,290,320 I Intrator Family Trust ( 9 ) Stock Option (Right to Buy) $ 0.38 ( 10 ) 02/25/2031 Class A Common Stock ( 11 ) 500,000 D Stock Option (Right to Buy) $ 1.07 ( 12 ) 12/28/2027 Class A Common Stock ( 11 ) 500,000 D Stock Option (Right to Buy) $ 2.8 ( 13 ) 06/27/2028 Class A Common Stock ( 11 ) 3,000 D Stock Option (Right to Buy) $ 2.8 ( 14 ) 07/15/2028 Class A Common Stock ( 11 ) 2,000,000 D Restricted Stock Units ( 17 ) ( 15 ) ( 16 ) Class A Common Stock 1,750,000 D Restricted Stock Units ( 17 ) ( 18 ) ( 16 ) Class A Common Stock 495,640 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Intrator Michael N C/O COREWEAVE, INC. 290 WEST MT. PLEASANT AVENUE, SUITE 4100 LIVINGSTON, NJ07039 X X CEO and President Signatures /s/ Kristen McVeety, as Attorney-in-Fact 03/27/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )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. ( 2 )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. ( 3 )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. ( 4 )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. ( 5 )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. ( 6 )The reported securities are directly held by the reporting person's spouse. ( 7 )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. ( 8 )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. ( 9 )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. ( 10 )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. ( 11 )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. ( 12 )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. ( 13 )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. ( 14 )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. ( 15 )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. ( 16 )These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. ( 17 )Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. ( 18 )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.

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).

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