8-KMaterial Agreements

CoreWeave, Inc. 8-K Report, Material Agreement (Sep 15, 2025)

Filed September 15, 2025For Securities:CRWV

Summary

CoreWeave, Inc. has entered into a significant new order form with NVIDIA Corporation, valued at $6.3 billion, under their existing Master Services Agreement (MSA). This agreement, effective September 9, 2025, primarily focuses on the sale of reserved cloud computing capacity by CoreWeave to its customers. A key element for investors is NVIDIA's commitment to purchase any unsold cloud computing capacity from CoreWeave through April 13, 2032, provided certain delivery and availability conditions are met. This substantial agreement underscores the strong demand for CoreWeave's cloud computing services and solidifies a crucial partnership with NVIDIA, which is also a supplier of GPUs and a stockholder. The long-term nature of this commitment, extending nearly eight years, provides considerable revenue visibility and operational stability for CoreWeave, while securing access to potentially underutilized capacity for NVIDIA. The filing also details standard termination clauses for breach or insolvency.

Key Highlights

  • 1CoreWeave and NVIDIA have entered into a new order form valued at $6.3 billion under their Master Services Agreement (MSA).
  • 2The agreement secures the sale of reserved cloud computing capacity by CoreWeave to its customers.
  • 3NVIDIA has committed to purchasing any residual unsold cloud computing capacity from CoreWeave through April 13, 2032.
  • 4This long-term arrangement (nearly 8 years) provides significant revenue visibility for CoreWeave.
  • 5The deal highlights the strategic importance of the partnership between CoreWeave and NVIDIA, who is also a GPU supplier and stockholder.
  • 6Termination clauses for breach or insolvency are included in the MSA.

Frequently Asked Questions

The new order form is designed to formalize the sale of reserved cloud computing capacity by CoreWeave to its customers. It also grants NVIDIA the right to purchase any unsold capacity that CoreWeave's datacenters might have.

The agreement has an initial value of $6.3 billion, providing substantial revenue visibility for CoreWeave over the term of the agreement, which extends until April 13, 2032. NVIDIA's commitment to purchase unsold capacity ensures a baseline level of utilization and revenue.

Yes, NVIDIA is obligated to purchase the residual unsold capacity subject to the satisfaction of delivery and availability of service requirements, and assuming no termination of the agreement.

The commitment for NVIDIA to purchase unsold capacity runs through April 13, 2032, subject to the terms and conditions of the Master Services Agreement and any potential termination events.