Claire McDonough - Nov 15, 2023 Form 4 Insider Report for Rivian Automotive, Inc. / DE (RIVN)

Role
Chief Financial Officer
Signature
/s/ Jamie Chung, Attorney-in-fact
Stock symbol
RIVN
Transactions as of
Nov 15, 2023
Transactions value $
-$84,953
Form type
4
Date filed
11/17/2023, 08:00 PM
Previous filing
Sep 19, 2023
Next filing
Feb 20, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RIVN Class A Common Stock Tax liability -$29.2K -1.73K -0.97% $16.90 176K Nov 15, 2023 Direct F1, F2, F3
transaction RIVN Class A Common Stock Sale -$55.8K -3.27K -1.85% $17.08 173K Nov 16, 2023 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 1,727 shares of Class A Common Stock were withheld by the Company for the purposes of satisfying tax withholding obligations in connection with the vesting of 4,992 Restricted Stock Units on November 15, 2023.
F2 The closing price of the Company's Class A Common Stock on November 14, 2023.
F3 The shares of Class A Common Stock beneficially owned by the Reporting Person following the transactions reported on this Form 4 are subject to a lock-up agreement (the "Lock-Up Agreement") between the Reporting Person and Morgan Stanley & Co. LLC, Goldman Sachs & Co. LLC, and J.P. Morgan Securities LLC, dated October 5, 2023 (the "Lock-up Date") pursuant to which the shares of Class A Common Stock reported herein cannot be sold for 60 days following the Lock-up Date, subject to certain enumerated exceptions in the Lock-Up Agreement.
F4 The sale reported in this transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 14, 2023. The sale was made under an exception to the restrictions under the Lock-Up Agreement for an "Existing Trading Plan" (as defined therein).