Sec Form 4 Filing - Bevirt JoeBen @ Joby Aviation, Inc. - 2021-08-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bevirt JoeBen
2. Issuer Name and Ticker or Trading Symbol
Joby Aviation, Inc. [ JOBY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O JOBY AVIATION, INC., 2155 DELAWARE AVENUE, SUITE #225
3. Date of Earliest Transaction (MM/DD/YY)
08/10/2021
(Street)
SANTA CRUZ, CA95060
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/10/2021 A 34,375,767 A 34,375,767 I See Footnote ( 2 )
Common Stock 08/10/2021 A 34,571,963 A 34,571,963 I See Footnote ( 3 )
Common Stock 08/10/2021 A 29,748,420 A 29,748,420 I See Footnote ( 4 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bevirt JoeBen
C/O JOBY AVIATION, INC.
2155 DELAWARE AVENUE, SUITE #225
SANTA CRUZ, CA95060
X See Remarks
Signatures
/s/ Kate DeHoff, Attorney-in-Fact for JoeBen Bevirt 08/12/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On August 10, 2021, pursuant to that certain Agreement and Plan of Merger, dated as of February 23, 2021, by and among the Issuer, RTP Merger Sub Inc. ("Merger Sub") and Joby Aero, Inc. ("Joby"), Merger Sub merged with and into Joby with Joby surviving as a wholly owned subsidiary of the Issuer (the "Merger"). Upon consummation of the Merger (the "Effective Time"), each issued and outstanding share of common stock of Joby was automatically cancelled and converted into approximately 3.4572 shares of common stock of the Issuer.
( 2 )The shares of common stock are held of record by Joby Holdings, Inc., for which The Joby Trust is expected to exercise voting and dispositive power. Mr. Bevirt has voting and dispositive power of the shares held by The Joby Trust therefore may be deemed to be the beneficial owner of such shares.
( 3 )The shares of common stock are held of record by Joby Holdings, Inc., for which JoeBen Bevirt 2020 Descendants Trust, dated December 26, 2020 is expected to exercise voting and dispositive power. Mr. Bevirt has voting and dispositive power of the shares held by JoeBen Bevirt 2020 Descendants Trust therefore may be deemed to be the beneficial owner of such shares.
( 4 )The shares of common stock are held of record by The Joby Trust. Mr. Bevirt has voting and dispositive power of the shares held by The Joby Trust therefore may be deemed to be the beneficial owner of such shares.

Remarks:
Chief Executive Officer and Chief Architect

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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