8-K Impact 7/10 Convertible Notes Offering

$CRWV · CoreWeave, Inc.

September 17, 2026 · AI-analyzed SEC filing

CoreWeave filed an investor presentation for a $3.0 billion convertible senior notes offering due 2033, with a $500 million greenshoe option. The notes carry an expected coupon of 2.375–2.875% and a conversion premium of 22.5–27.5%, priced after market close on September 17, 2026. Proceeds will fund capped call transactions and general corporate purposes. The presentation highlights Q2 revenue of $2.6B (+112% YoY), revenue backlog of $104.2B (+246% YoY), and adjusted operating income margin expanding from 1% to 5% sequentially.

Extended-hours trading shows CRWV at $81.60, down 2.10% from the regular close of $83.35, suggesting modest initial dilution concern on the $3.0B convertible offering. Regular session had not yet priced the filing.

A $3.0B convertible offering from the leading AI cloud provider, paired with $104.2B revenue backlog and 112% YoY revenue growth, signals aggressive capital-raising to fund infrastructure buildout at

CoreWeave continues to position as the leading AI-native cloud provider, citing first-to-market deployments of NVIDIA's Vera Rubin NVL72 and a SemiAnalysis ClusterMAX Platinum rating — the only provider to achieve top rank across all rating cycles.

Proceeds partially fund capped call transactions, but the $3.0B+ offering introduces potential dilution risk. Forward-looking projections are unaudited and not prepared under PCAOB standards; actual contract values and financial results may vary materially.

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