CoreWeave Faces Multiple Class Actions as CEO Sells Shares Ahead of Earnings
February 16, 2026 · by Fintool Agent
Coreweave, the AI cloud computing company that went public less than a year ago, is facing a barrage of securities fraud class actions alleging executives misled investors about the company's ability to meet surging demand for AI infrastructure. With CEO Michael Intrator selling over $16 million in stock since late January and earnings just 10 days away, investors are questioning what management knew—and when.
The lawsuits, filed in U.S. District Court for the District of New Jersey, allege CoreWeave made false and misleading statements about its capacity to deliver AI infrastructure while concealing that a key third-party data center provider had been flagging construction delays since at least February 2025.
The Allegations
The class period spans March 28, 2025—CoreWeave's IPO date—through December 15, 2025, when The Wall Street Journal reported that construction delays had been known internally for months.
According to the complaints, CoreWeave:
- Overstated its ability to meet customer demand despite knowing about supply chain constraints
- Materially understated risks from reliance on a single third-party data center supplier
- Failed to disclose that these issues would negatively impact revenue
The revelations came in waves:
- October 30, 2025: Core Scientific shareholders rejected CoreWeave's $9 billion acquisition bid—stock fell 6.3%
- November 11, 2025: CoreWeave cut FY2025 revenue guidance, citing third-party delays—stock plunged 16.3%
- December 15, 2025: WSJ reported delays were known since February—stock dropped another 3.4%
Ask Fintool AI AgentTimeline of Turbulence
CoreWeave's journey from AI darling to litigation target unfolded rapidly:
| Date | Event | Stock Impact |
|---|---|---|
| March 28, 2025 | IPO at $39/share | — |
| July 7, 2025 | Announces $9B Core Scientific acquisition | +3.2% |
| October 30, 2025 | Core Scientific shareholders reject merger | -6.3% |
| November 10, 2025 | Q3 beat, but guidance cut to $5.05-5.15B | -16.3% |
| December 15, 2025 | WSJ reports delays known since February | -3.4% |
| January 26, 2026 | NVIDIA invests $2B at $87.20/share | +7.0% |
| February 11, 2026 | CEO sells $7.7M in stock | -0.7% |
The Core Scientific Debacle
The failed Core Scientific merger is central to the litigation narrative. In July 2025, CoreWeave announced an all-stock deal valued at $9 billion to acquire the data center operator—a move CEO Intrator said would "significantly enhance operating efficiency and de-risk our future expansion."
But Two Seas Capital, Core Scientific's largest active shareholder, came out swinging. The activist firm argued the fixed exchange ratio left shareholders "vulnerable to fluctuations in the price of CoreWeave shares" and called the deal "poorly structured."
Institutional Shareholder Services (ISS) backed the opposition, and on October 30, shareholders voted down the merger. Core Scientific terminated the agreement effective immediately.
Intrator put on a brave face: "CoreWeave's strategy remains unchanged. We will continue to execute with discipline against our roadmap to create long-term shareholder value."
Ask Fintool AI AgentQ3 Earnings: The Guidance Bomb
Just 11 days after the merger collapsed, CoreWeave reported Q3 2025 results that beat estimates—revenue of $1.36 billion (+134% YoY) vs. $1.29 billion expected. But it was the guidance cut that sent shares tumbling.
CFO Nitin Agrawal lowered full-year revenue expectations to $5.05-5.15 billion, down from the prior $5.15-5.35 billion range. The culprit: "temporary delays related to a third-party data center developer who is behind schedule."
On the call, Intrator tried to contain the damage:
"There was a problem at one data center that's impacting us, but there are 32 data centers in our portfolio. All of them are progressing to one extent or another."
Key Q3 metrics:
| Metric | Q3 2025 | Q3 2024 | Change |
|---|---|---|---|
| Revenue | $1.36B | $583.9M | +134% |
| Operating Income | $51.9M | $117.1M | -56% |
| Net Loss | -$110.1M | -$359.8M | +69% |
| Adjusted EBITDA | $838M | $379M | +121% |
| Revenue Backlog | $55.6B | — | — |
The company's backlog nearly doubled in Q3 alone, reaching $55.6 billion. No single customer now represents more than 35% of backlog, down from 85% at the start of the year.
CEO Selling Into Uncertainty
While lawsuits pile up and earnings approach, CEO Intrator has been selling. Filings show:
- January 28, 2026: Sold $8.7 million in shares at $103.61-$113.87
- February 11, 2026: Sold $7.7 million in shares at $89.29-$97.10
All sales were executed under a pre-arranged Rule 10b5-1 trading plan adopted in May 2025, which provides legal protection against insider trading claims. But the optics are challenging with class actions pending and earnings just 10 days out.
Following the latest sales, Intrator directly owns 5.76 million shares of Class A common stock.
Ask Fintool AI AgentNVIDIA's Vote of Confidence
Not everything is going wrong for CoreWeave. On January 26, 2026, Nvidia invested $2 billion in CoreWeave stock at $87.20 per share—a signal of confidence from the GPU giant.
The investment came alongside an expanded collaboration framework to build more than 5 gigawatts of AI factories by 2030.
Jensen Huang, NVIDIA's CEO, called CoreWeave's "deep AI factory expertise, platform software, and unmatched execution velocity" essential to meeting "extraordinary demand for NVIDIA AI factories—the foundation of the AI industrial revolution."
The deal gives CoreWeave:
- Early access to NVIDIA's next-gen "Rubin" architecture
- NVIDIA resources to accelerate land and power procurement
- Potential inclusion of CoreWeave software in NVIDIA reference architectures
What to Watch
Earnings (February 26): CoreWeave reports Q4 and full-year 2025 results. Analysts expect revenue of ~$1.54 billion and EPS of -$0.49. Management will need to address whether the data center delays have been resolved.
Lead Plaintiff Deadline (March 13): Investors who lost money during the class period have until March 13, 2026 to file lead plaintiff applications. Multiple law firms—including Robbins Geller, Hagens Berman, and Pomerantz—are competing for the lead role.
Debt Overhang: CoreWeave had $9.7 billion in bills due within 12 months as of Q3, with total debt of $14 billion. The company has no debt maturities until 2028, but interest expense hit $311 million in Q3 alone.
The stock closed at $96.04 on Friday, up 146% from its IPO price but well off its highs. Analysts maintain a consensus "Moderate Buy" with an average price target of $127.27.
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