AMAZON COM INC - 10 Nov 2021 Form 4 Insider Report for Rivian Automotive, Inc. / DE (RIVN)

Reporting relationship: Director, 10%+ Owner
Issuer ticker: RIVN
Reported as of: 10 Nov 2021
Net transaction value: -$290,000,044
SEC form: 4
Accepted by SEC: 12 Nov 2021, 15:11:47 UTC
Prior SEC filing: 09 Nov 2021
Next SEC filing: 23 Nov 2021
Source filing: View source filing
Reporting owner signature: /s/ David A. Zapolsky, Senior Vice President

Key filing fact

AMAZON COM INC filed Form 4 for Rivian Automotive, Inc. / DE (RIVN) on 12 Nov 2021.

Key facts

This page summarizes AMAZON COM INC's Form 4 filing for Rivian Automotive, Inc. / DE (RIVN).
13 reported transactions and 7 derivative rows are listed below.
Accepted by SEC: 12 Nov 2021, 15:11.

Change

Previous filing in this sequence was filed on 09 Nov 2021.
Current net transaction value: -$290,000,044.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

RIVN transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares: +86,186,650
Change %
Price
Shares after: 86,186,650
Date: 10 Nov 2021
Ownership: See footnote
Footnotes: F1, F2

RIVN transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares: +30,714,819
Change %: +36%
Price
Shares after: 116,901,469
Date: 10 Nov 2021
Ownership: See footnote
Footnotes: F1, F2

RIVN transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares: +27,437,057
Change %: +23%
Price
Shares after: 144,338,526
Date: 10 Nov 2021
Ownership: See footnote
Footnotes: F1, F2

RIVN transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares: +4,070,557
Change %: +2.8%
Price
Shares after: 148,409,083
Date: 10 Nov 2021
Ownership: See footnote
Footnotes: F1, F2

RIVN transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares: +7,390,649
Change %: +5%
Price
Shares after: 155,799,732
Date: 10 Nov 2021
Ownership: See footnote
Footnotes: F1, F4

RIVN transaction

Class A Common Stock

Award

Transaction value: $199,999,956
Shares: +2,564,102
Change %: +1.6%
Price: $78.00
Shares after: 158,363,834
Date: 10 Nov 2021
Ownership: See footnote
Footnotes: F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

RIVN transaction Derivative

Series A Preferred Stock

Conversion of derivative security

Transaction value: $0
Shares: -86,186,650
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 10 Nov 2021
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 86,186,650
Exercise price
Footnotes: F1, F2

RIVN transaction Derivative

Series D Preferred Stock

Conversion of derivative security

Transaction value: $0
Shares: -30,714,819
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 10 Nov 2021
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 30,714,819
Exercise price
Footnotes: F1, F2

RIVN transaction Derivative

Series E Preferred Stock

Conversion of derivative security

Transaction value: $0
Shares: -27,437,057
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 10 Nov 2021
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 27,437,057
Exercise price
Footnotes: F1, F2

RIVN transaction Derivative

Series F Preferred Stock

Conversion of derivative security

Transaction value: $0
Shares: -4,070,577
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 10 Nov 2021
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 4,070,577
Exercise price
Footnotes: F1, F2

RIVN transaction Derivative

Warrant (Right to Purchase)

Conversion of derivative security

Transaction value
Shares: -3,723,050
Change %: -100%
Price
Shares after: 0
Date: 10 Nov 2021
Ownership: See footnote
Underlying class: Series C Preferred Stock
Underlying amount: 3,723,050
Exercise price: $9.09
Footnotes: F1, F3

RIVN transaction Derivative

Warrant (Right to Purchase)

Conversion of derivative security

Transaction value
Shares: +3,723,050
Change %
Price
Shares after: 3,723,050
Date: 10 Nov 2021
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 3,723,050
Exercise price: $9.09
Footnotes: F1, F3

RIVN transaction Derivative

Convertible Notes

Conversion of derivative security

Transaction value: $490,000,000
Shares
Change %
Price
Shares after: 0
Date: 10 Nov 2021
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 7,390,649
Exercise price: $66.30
Footnotes: F1, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

Amazon.com NV Investment Holdings LLC, a wholly-owned subsidiary of Amazon.com, Inc. ("Amazon"), is the record holder of the securities listed in this Form 4.

Footnote F2

Upon the closing of the Issuer's initial public offering, each share of Series A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock and Series F Preferred Stock (collectively, the "Preferred Stock") automatically converted into one share of the Issuer's Class A common stock, par value $0.001 per share (the "Class A Common Stock"). The shares of Preferred Stock had no expiration date.

Footnote F3

Upon the closing of the Issuer's initial public offering, the warrant to purchase Series C Preferred Stock automatically converted into a warrant to purchase an equivalent number of Class A Common Stock at the same exercise price.

Footnote F4

Upon the closing of the Issuer's initial public offering, the Convertible Notes automatically converted into shares of Class A Common Stock at a conversion price equal to the lesser of: (i) $71.03 and (ii) the product of (x) the initial public offering price per share of $78.00 multiplied by (y) the applicable discount rate determined by reference to the time of conversion (0.85).