CoreWeave, Inc.
For the period ended Jun 30, 2026. Filed Aug 12, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 12, 2026
CRWV$46.40+6.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-08.
0001769628-26-000222
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-12.
0001769628-26-000366
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 97 previous paragraphs and 99 current paragraphs.
66 unchanged; 22 reworded; 7 added; 8 removed; 1 previous and 4 current paragraphs rearranged.
Tables are not compared: 13 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (7)
Current report
Sales and marketing expense for the three months ended June 30, 2026 increased by $24 million, or 67%, compared to the three months ended June 30, 2025. This increase was primarily attributable to an increase of approximately $12 million in personnel costs, including stock-based compensation.
Current report
General and administrative expense for the three months ended June 30, 2026 increased by $4 million, or 2%, compared to the three months ended June 30, 2025. This increase was primarily attributable to an increase of approximately $14 million in personnel costs, including stock-based compensation.
Current report
Other income (expense), net for the six months ended June 30, 2026 changed favorably by $148 million compared to the six months ended June 30, 2025. This change was primarily attributable to net unrealized gains on fair value adjustments related to our strategic investments of $111 million, favorable foreign exchange gains of approximately $52 million, and an increase of interest and investment income of $46 million, partially offset by a loss of approximately $51 million on an equity method investment reflecting our allocated share of losses on the investments in our unconsolidated joint venture.
Current report
•$1.8 billion aggregate principal amount of 2031 9.00% Senior Notes;
Current report
•$2.8 billion aggregate principal amount of 2031 9.75% Senior Notes;
Current report
•$1.3 billion aggregate principal amount of 2032 9.625% Senior Notes;
Current report
•$2.3 billion aggregate principal amount of 2032 EUR Senior Notes;
Removed paragraphs (8)
Previous report
Gain (Loss) on Fair Value Adjustments
Previous report
Gain (loss) on fair value adjustments consists of gains and losses as a result of recording our derivatives and warrant liabilities for our 2021 Convertible Senior Secured Notes, warrant liabilities related to our 2022 Senior Secured Notes, and the option liability in connection with our Series B financing at fair value at the end of each reporting period, or prior to settlement of the associated instruments if settled during the reporting period.
Previous report
We do not expect to incur additional gain (loss) on fair value adjustments as these instruments have either been settled or no longer require fair value measurement at the end of each reporting period.
Previous report
We recognized $177 million of stock-based compensation expense, net of $17 million of capitalized costs primarily related to the development of internal-use software, during the three months ended March 31, 2025, associated with vested RSUs as a result of the satisfaction of the liquidity-event performance-based vesting condition which was satisfied in connection with the IPO.
Previous report
Gain (Loss) on Fair Value Adjustments
Previous report
NM-Not meaningful
Previous report
Gain (loss) on fair value adjustments for the three months ended March 31, 2026 changed unfavorably by $27 million compared to the three months ended March 31, 2025. There was no gain or loss on fair value adjustments related to the valuation of derivatives and warrants for the three months ended March 31, 2026. On March 21, 2025, we executed an amendment with the warrant holders to fix the exercise price, resulting in a final mark to market of the warrants and a reclassification of the final value of the warrants for common stock within additional paid-in capital, and therefore, there was no activity for the three months ended March 31, 2026.
Previous report
Provision for income taxes for the three months ended March 31, 2026 changed unfavorably by $38 million compared to the three months ended March 31, 2025.
Reworded paragraphs (22)
Previous wording
•CoreWeave Mission Control TM. CoreWeave Mission Control integrates security, observability, and services—including node, rack, and fleet lifecycle management—to enable intelligent, unified orchestration from foundational infrastructure to agent development.
Current wording
•CoreWeave Mission Control®. CoreWeave Mission Control integrates security, observability, and services—including node, rack, and fleet lifecycle management—to enable intelligent, unified orchestration from foundational infrastructure to agent development.
Previous wording
We expect our cost of revenue to increase in absolute dollar terms as we continue to grow our platform and expand our customer base. However, we anticipate that cost of revenue may fluctuate as a percentage of revenue in the future due to the timing of when data centers go live, including due to any delays in the availability of data centers that we lease or own, and when we achieve economies of scale and operational efficiencies.
Current wording
We expect our cost of revenue to increase in absolute dollar terms as we continue to grow our platform and expand our customer base. However, we anticipate that cost of revenue may fluctuate as a percentage of revenue in the future due to the timing of when data centers go live, including any delays in the availability of data centers that we lease or own, and when we achieve economies of scale and operational efficiencies.
Previous wording
We expect to continue incurring additional expenses as a result of operating as a public company, including expenses to comply with the rules and regulations applicable to companies listed on a national securities exchange, expenses related to compliance and reporting obligations pursuant to the rules and regulations of the SEC, and professional services.
Current wording
We expect to continue incurring additional expenses as a result of projected future growth, including expenses to support the overall growth trajectory of the business including our international expansion, expenses related to compliance and reporting obligations pursuant to the rules and regulations of the SEC, and professional services.
Previous wording
Comparison of the Three Months Ended March 31, 2026 and 2025
Current wording
Comparison of the Three and Six Months Ended June 30, 2026 and 2025
Previous wording
Revenue for the three months ended March 31, 2026 increased by $1.1 billion, or 112%, compared to the three months ended March 31, 2025. This substantial growth was related to increased demand from both existing and new customer contracts and our fulfillment of that demand through our expanded data center footprint. Approximately 38% of the increase in revenue was attributable to expansion within our existing customer base and the remaining increase was attributable to new customers for the three months ended March 31, 2026.
Current wording
Revenue for the three months ended June 30, 2026 increased by $1.4 billion, or 112%, compared to the three months ended June 30, 2025. Revenue for the six months ended June 30, 2026 increased by $2.5 billion, or 112%, compared to the six months ended June 30, 2025. This substantial growth was related to increased demand from both existing and new customer contracts and our fulfillment of that demand through our expanded data center footprint. Approximately 93% of the revenue increase in both the three and six months ended June 30, 2026 was attributable to expansion within our existing customer base, with the remainder attributable to new customers.
Previous wording
Cost of revenue for the three months ended March 31, 2026 increased by $454 million, or 173%, compared to the three months ended March 31, 2025. This increase was primarily attributable to higher costs directly related to running our data centers to support the significant increase in customer demand, driven by the deployment of new and expanded data centers, which resulted in an increase in rent expense of approximately $249 million, and an increase in data center utilities and power spend of approximately $85 million. The increase is also attributable to an increase in depreciation and amortization related to power installation and distribution systems of approximately $60 million.
Current wording
Cost of revenue for the three months ended June 30, 2026 increased by $566 million, or 181%, compared to the three months ended June 30, 2025. This increase was primarily attributable to the expansion of existing data centers and the significant increase in the deployment of new data centers, which resulted in an increase in rent expense of approximately $335 million, and an increase in data center utilities and power spend of approximately $87 million. The increase is also attributable to an increase in depreciation and amortization related to power installation and distribution systems of approximately $79 million.
Previous wording
Technology and infrastructure expense for the three months ended March 31, 2026 increased by $712 million, or 127%, compared to the three months ended March 31, 2025. This increase was primarily attributable to an increase in depreciation and amortization of approximately $642 million, from $429 million for the three months ended March 31, 2025, to $1.1 billion for the three months ended March 31, 2026. These increases in depreciation and amortization were related to investments in our platform and servers, switches, and other networking equipment fixed assets within our infrastructure that were placed in service.
Current wording
Technology and infrastructure expense for the three months ended June 30, 2026 increased by $837 million, or 125%, compared to the three months ended June 30, 2025. This increase was primarily attributable to an increase in depreciation and amortization of approximately $752 million, from $537 million for the three months ended June 30, 2025, to approximately $1.3 billion for the three months ended June 30, 2026. These increases in depreciation and amortization were related to investments in our platform and servers, switches, and other networking equipment fixed assets within our infrastructure that were placed in service.
Previous wording
Sales and marketing expense for the three months ended March 31, 2026 increased by $58 million, or 527%, compared to the three months ended March 31, 2025. This increase was primarily attributable to an increase of approximately $26 million in personnel costs, including stock-based compensation, and an increase of $23 million of advertising and sponsorship expenses.
Current wording
Sales and marketing expense for the six months ended June 30, 2026 increased by $82 million, or 174%, compared to the six months ended June 30, 2025. This increase was primarily attributable to an increase of approximately $38 million in personnel costs, including stock-based compensation, and an increase of $30 million of advertising and sponsorship expenses.
Previous wording
General and administrative expense for the three months ended March 31, 2026 decreased by $11 million, or 6%, compared to the three months ended March 31, 2025. This decrease was primarily attributable to a decrease of approximately $26 million in personnel costs, including stock-based compensation, primarily related to RSUs with a performance condition that was satisfied upon our IPO in the three months ended March 31, 2025.
Current wording
General and administrative expense for the six months ended June 30, 2026 decreased by $7 million, or 2%, compared to the six months ended June 30, 2025. This decrease was primarily attributable to a decrease of approximately $12 million in personnel costs, including stock-based compensation, primarily related to RSUs with a performance condition that was satisfied upon our IPO in the six months ended June 30, 2025.
Previous wording
Interest expense, net for the three months ended March 31, 2026 increased by $272 million, or 103%, compared to the three months ended March 31, 2025. These increases were attributable to increased borrowing levels and total debt obligations.
Current wording
Interest expense, net for the three months ended June 30, 2026 increased by $373 million, or 140%, compared to the three months ended June 30, 2025. Interest expense, net for the six months ended June 30, 2026 increased by $645 million, or 121%, compared to the six months ended June 30, 2025. These increases were primarily attributable to increased borrowing levels and total debt obligations.
Previous wording
Other income (expense), net for the three months ended March 31, 2026 changed favorably by $29 million, or 580%, compared to the three months ended March 31, 2025. This change was attributable to an increase in interest and investment income of approximately $22 million and favorable foreign exchange gains and losses of $18 million.
Current wording
Other income (expense), net for the three months ended June 30, 2026 changed favorably by $119 million compared to the three months ended June 30, 2025. This change was primarily attributable to net unrealized gains on fair value adjustments related to our strategic investments of $109 million and favorable foreign exchange gains of approximately $34 million, partially offset by a loss of approximately $38 million on an equity method investment reflecting our allocated share of losses on the investments in our unconsolidated joint venture.
Previous wording
The increase in tax provision for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, is primarily due to an increase in losses before income taxes and the inability to record a tax benefit from deferred tax assets generated.
Current wording
Provision for income taxes for the three months ended June 30, 2026 changed by $14 million, or 29%, compared to the three months ended June 30, 2025. This change was primarily due to a nonrecurring item from 2025. Provision for income taxes for the six months ended June 30, 2026 changed by $52 million, or 55%, compared to the six months ended June 30, 2025. This change was primarily due to an increase in losses before income taxes and the inability to record a tax benefit from deferred tax assets generated.
Previous wording
We have generated significant losses from operations, as reflected in our accumulated deficit of $3.4 billion as of March 31, 2026. Additionally, we have generated significant negative cash flows from investing activities as we continue to support the growth of our CoreWeave Cloud Platform. We anticipate making significant investments for the foreseeable future, including in our infrastructure and go-to-market capabilities, to maintain our leadership and position us to continue to capitalize on the AI revolution. We believe our existing balance of cash and cash equivalents and short-term investments, in addition to amounts available for borrowing under our various debt agreements, will be sufficient to meet our obligations due or anticipated to be due within one year from the date of this Quarterly Report on Form 10-Q, including operating expenses, working capital, and current commitments for capital expenditures. Our future capital requirements may depend on many factors, including those set forth in the section of this Quarterly Report on Form 10-Q entitled "Risk Factors." We anticipate that future investments may require significant debt and/or equity financing. The sale of additional equity would result in dilution to our stockholders.
Current wording
We have generated significant losses from operations, as reflected in our accumulated deficit of $4.0 billion as of June 30, 2026. Additionally, we have generated significant negative cash flows from investing activities as we continue to support the growth of our CoreWeave Cloud Platform. We anticipate making significant investments for the foreseeable future, including in our infrastructure and go-to-market capabilities, to maintain our leadership and position us to continue to capitalize on the AI revolution. We believe our existing balance of cash and cash equivalents and short-term investments, in addition to amounts available for borrowing under our various debt agreements, will be sufficient to meet our obligations due or anticipated to be due within one year from the date of this Quarterly Report on Form 10-Q, including operating expenses, working capital, and current commitments for capital expenditures. Our future capital requirements may depend on many factors, including those set forth in the section of this Quarterly Report on Form 10-Q entitled "Risk Factors." We anticipate that future investments may require significant debt and/or equity financing. The sale of additional equity would result in dilution to our stockholders.
Previous wording
Net cash provided by operating activities was $3.0 billion for the three months ended March 31, 2026 as compared to net cash provided by operating activities of $0.1 billion for the three months ended March 31, 2025. The increase was primarily driven by an increase in cash received from customers and timing of payments for operating expenses.
Current wording
Net cash provided by operating activities was $3.7 billion for the six months ended June 30, 2026, as compared to net cash used in operating activities of $190 million for the six months ended June 30, 2025. The increase was primarily driven by an increase in cash received from customers and timing of payments for operating expenses.
Previous wording
Net cash used in investing activities was $7.7 billion for the three months ended March 31, 2026, as compared to $1.4 billion for the three months ended March 31, 2025. The increase was driven by higher capital investments in our infrastructure, including our GPU fleet, networking equipment, servers, switches and other necessary equipment for infrastructure asset security compared to the three months ended March 31, 2025.
Current wording
Net cash used in investing activities was $14.9 billion for the six months ended June 30, 2026, as compared to $3.9 billion for the six months ended June 30, 2025. The increase was driven by higher capital investments in our infrastructure, including our GPU fleet, networking equipment, servers, switches and other necessary equipment for infrastructure asset compared to the six months ended June 30, 2025.
Previous wording
Net cash provided by financing activities was $3.9 billion for the three months ended March 31, 2026, as compared to $1.9 billion for the three months ended March 31, 2025. The increase was driven by the issuance of debt and common stock. The increase was partially offset by higher payments on debt.
Current wording
Net cash provided by financing activities was $14.0 billion for the six months ended June 30, 2026, as compared to $4.1 billion for the six months ended June 30, 2025. The increase was driven by the issuance of debt and common stock. The increase was partially offset by higher payments on debt.
Previous wording
During the three months ended March 31, 2026 and 2025, cash paid for property and equipment was $7.7 billion and $1.4 billion, respectively. We expect to increase, relative to 2025, our investment in our technology and infrastructure, including servers, network equipment, and data center related expenses, to support the growth of our business and our long-term initiatives.
Current wording
During the six months ended June 30, 2026 and 2025, cash paid for property and equipment was $14.1 billion and $3.9 billion, respectively. We expect to increase, relative to 2025, our investment in our technology and infrastructure, including servers, network equipment, and data center related expenses, to support the growth of our business and our long-term initiatives.
Previous wording
Refer to Note 3—Investments and Fair Value Measurements, Note 8—Leases, Note 9—Commitments and Contingencies, and Note 10—Debtto our unaudited condensed consolidated financial statements for the three months ended March 31, 2026 and 2025 included elsewhere in this Quarterly Report on Form 10-Q for additional information.
Current wording
Refer to Note 3—Investments and Fair Value Measurements, Note 8—Leases, Note 9—Commitments and Contingencies, and Note 10—Debtto our unaudited condensed consolidated financial statements for the three and six months ended June 30, 2026 and 2025 included elsewhere in this Quarterly Report on Form 10-Q for additional information.
Previous wording
As of March 31, 2026, we had $11.8 billion outstanding under our delayed draw term loan facilities. These delayed draw term loan facilities are collateralized with the assets underlying the contributed contracts and the pledged contractual cash flows, generally from investment grade counterparties. They are drawn as we build infrastructure to support customer requirements, and amortize over time as contracted cash flows are generated in a regular and predictable manner, with excess cash made available to us.
Current wording
As of June 30, 2026, we had $13.6 billion outstanding under our delayed draw term loan facilities. These delayed draw term loan facilities are collateralized with the assets underlying the contributed contracts and the pledged contractual cash flows, generally from investment grade counterparties. They are drawn as we build infrastructure to support customer requirements, and amortize over time as contracted cash flows are generated in a regular and predictable manner, with excess cash made available to us.
Previous wording
As of March 31, 2026, we had $6.4 billion aggregate outstanding principal amount of Notes composed of the following:
Current wording
As of June 30, 2026, we had $16.6 billion aggregate outstanding principal amount of Notes composed of the following:
Previous wording
Additionally, we had $686 million available capacity under our $2.5 billion Revolving Credit Facility as of March 31, 2026.
Current wording
Additionally, we had $2.0 billion of available capacity under our $2.5 billion Revolving Credit Facility as of June 30, 2026.
Previous wording
Refer to Note 10—Debt to our unaudited condensed consolidated financial statements for the three months ended March 31, 2026 and 2025 included elsewhere in this Quarterly Report on Form 10-Q for additional information related to our debt.
Current wording
Refer to Note 10—Debt to our unaudited condensed consolidated financial statements for the three and six months ended June 30, 2026 and 2025 included elsewhere in this Quarterly Report on Form 10-Q for additional information about our debt.
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
Cost of revenue for the six months ended June 30, 2026 increased by $1.0 billion, or 177%, compared to the six months ended June 30, 2025. This increase was primarily attributable to the expansion of existing data centers and the significant increase in the deployment of new data centers, which resulted in an increase in rent expense of approximately $685 million. The increase is also attributable to an increase in depreciation and amortization related to power installation and distribution systems of approximately $139 million.
Current report — wording carried from elsewhere
Technology and infrastructure expense for the six months ended June 30, 2026 increased by $1.5 billion, or 126%, compared to the six months ended June 30, 2025. This increase was primarily attributable to an increase in depreciation and amortization of approximately $1.4 billion, from $967 million for the six months ended June 30, 2025, to approximately $2.4 billion for the six months ended June 30, 2026. These increases in depreciation and amortization were related to investments in our platform and servers, switches, and other networking equipment fixed assets within our infrastructure that were placed in service.
Current report — wording carried from elsewhere
In April 2026, we issued approximately 9 million shares of our Class A common stock in a private placement at a price of $109.00 per share, for aggregate gross proceeds of $1.0 billion. The par value of the shares issued was recorded to Class A common stock, with the remainder recorded to additional paid-in capital.
Current report — wording carried from elsewhere
•$4.0 billion aggregate principal amount of 2032 Convertible Senior Notes.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
•$1.8 billion aggregate principal amount of 2031 Senior Notes;