Sec Form 4 Filing - Bevirt JoeBen @ Joby Aviation, Inc. - 2024-02-12

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 X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO and Chief Architect
(Last) (First) (Middle)
C/O JOBY AVIATION, INC., 333 ENCINAL STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/12/2024
(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 02/12/2024 M 1,074 A $ 0 596,223 D
Common Stock 02/12/2024 M 1,154 A $ 0 597,377 D
Common Stock 02/12/2024 M 1,770 A $ 0 599,147 D
Common Stock 02/12/2024 M 6,665 A $ 0 605,812 D
Common Stock 02/12/2024 M 4,382 A $ 0 610,194 D
Common Stock 02/14/2024 S( 1 ) 5,757 D $ 6.03 604,437 D
Common Stock 155,737 I By Jennifer Barchas Trust ( 2 )
Common Stock 58,363,787 I By Joby Trust ( 3 )
Common Stock 343,557 I By JoeBen Bevirt 2021 GRAT Trust ( 4 )
Common Stock 32,824,274 I By JoeBen Bevirt 2020 Descendants Trust ( 5 )
Common Stock 189,109 I By Spouse ( 6 )
Common Stock 2,717,177 I By JoeBen Bevirt 2022 GRAT Trust ( 7 )
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
Restricted Stock Units (RSUs) $ 0 02/12/2024 A 42,458 ( 8 ) ( 8 ) Common Stock 42,458 $ 0 42,458 D
Restricted Stock Units (RSUs) $ 0 02/12/2024 A 207,641 ( 9 ) ( 9 ) Common Stock 207,641 $ 0 207,641 D
Restricted Stock Units (RSUs) $ 0 02/12/2024 A 207,641 ( 10 ) ( 10 ) Common Stock 207,641 $ 0 207,641 D
Restricted Stock Units (RSUs) $ 0 02/12/2024 M 1,074 ( 11 ) ( 11 ) Common Stock 1,074 $ 0 2,147 D
Restricted Stock Units (RSUs) $ 0 02/12/2024 M 1,154 ( 11 ) ( 11 ) Common Stock 1,154 $ 0 2,307 D
Restricted Stock Units (RSUs) $ 0 02/12/2024 M 1,770 ( 11 ) ( 11 ) Common Stock 1,770 $ 0 3,538 D
Restricted Stock Units (RSUs) $ 0 02/12/2024 M 6,665 ( 11 ) ( 11 ) Common Stock 6,665 $ 0 13,330 D
Restricted Stock Units (RSUs) $ 0 02/12/2024 M 4,382 ( 11 ) ( 11 ) Common Stock 4,382 $ 0 8,764 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bevirt JoeBen
C/O JOBY AVIATION, INC.
333 ENCINAL STREET
SANTA CRUZ, CA95060
X X CEO and Chief Architect
Signatures
/s/ Sarah Slayen, Attorney-in-Fact for JoeBen Bevirt 02/14/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the aggregate number of shares sold by the Reporting Person to cover taxes due upon the release and settlement of the RSUs, as required by the terms of the RSU award.
( 2 )The shares of common stock are held of record by The Jennifer Barchas Trust (the "Barchas Trust"). The spouse of the Reporting Person has voting and dispositive power of the shares held by The Barchas Trust therefore may be deemed to be the beneficial owner of such shares to the extent of her pecuniary interest.
( 3 )The shares of common stock are held of record by The Joby Trust. The Reporting Person is the trustee of the Joby Trust and may be deemed to be the beneficial owner of such shares.
( 4 )The shares of common stock are held of record by the JoeBen Bevirt 2021 GRAT Trust (the "2021 GRAT Trust"). The Reporting Person has voting and dispositive power of the shares held by the 2021 GRAT Trust therefore may be deemed to be the beneficial owner of such shares to the extent of his pecuniary interest.
( 5 )The shares of common stock are held of record by the JoeBen Bevirt 2020 Descendants Trust, dated December 26, 2020 (the "Descendants Trust"). The Reporting Person is the trustee of the Decendants Trust and may be deemed to be the beneficial owner of such shares.
( 6 )The shares of common stock are held of record by the spouse of the Reporting Person.
( 7 )The shares of common stock are held of record by the JoeBen Bevirt 2022 GRAT Trust (the "2022 GRAT Trust"). The Reporting Person has voting and dispositive power of the shares held by the 2022 GRAT Trust therefore may be deemed to be the beneficial owner of such shares to the extent of his pecuniary interest.
( 8 )Represents an award of restricted stock units ("RSUs"). Between 0% and 125% of the award will vest in equal installments on each of on January 14, 2025, February 10, 2025, March 4, 2025 and April 7, 2025, based on the achievement of specified goals under the Joby Aviation, Inc. 2024 Performance Award Program and subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.
( 9 )Represents an award of restricted stock units ("RSUs") that vest in 16 equal installments on the quarterly anniversary of January 1, 2024, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.
( 10 )Represents an award of restricted stock units ("RSUs"). Between 0% and 125% of the award will vest in three equal annual installments on the anniversary of February 12, 2024, based on the achievement of specified goals under the Joby Aviation, Inc. 2024 Performance Award Program and subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.
( 11 )Represents an award of restricted stock units ("RSUs") that vest in equal installments on each of January 16, 2024, February 12, 2024, March 11, 2024 and April 16, 2024, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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