Sec Form 4 Filing - FLATLEY JAY T @ Rivian Automotive, Inc. / DE - 2022-01-11

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
FLATLEY JAY T
2. Issuer Name and Ticker or Trading Symbol
Rivian Automotive, Inc. / DE [ RIVN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O RIVIAN AUTOMOTIVE, INC., 14600 MYFORD ROAD
3. Date of Earliest Transaction (MM/DD/YY)
01/11/2022
(Street)
IRVINE, CA92606
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
Class A Common Stock 01/11/2022 P 30 A $ 82.8377 160,850 D
Class A Common Stock 01/26/2022 S( 1 ) 30 D $ 62.2214 160,820 D
Class A Common Stock 05/13/2022 P( 1 ) 60 A $ 26.8331 160,880 D
Class A Common Stock 12/13/2022 S 3 D $ 24.99 160,877 D
Class A Common Stock 12/13/2022 S 57 D $ 25.7474 160,820 D
Class A Common Stock 07/06/2023 P 490 A $ 20.6746 161,310 D
Class A Common Stock 10/23/2023 S( 2 ) 490 D $ 17.0726 160,820 D
Class A Common Stock 04/17/2024 P( 2 ) 1,250 A $ 8.844 162,070 D
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
FLATLEY JAY T
C/O RIVIAN AUTOMOTIVE, INC.
14600 MYFORD ROAD
IRVINE, CA92606
X
Signatures
/s/ Jamie Chung, Attorney-in-Fact 03/05/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Reporting Person's sale of 30 shares Class A common stock on January 26, 2022 at a price of $62.2214 per share was matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 30 shares, with the Reporting Person's purchase of 60 shares of Class A common stock on May 13, 2022 at a price of $26.8331 per share. The Reporting Person paid to the Issuer $1,061.65, representing the full amount of the profit realized in connection with the short-swing transaction.
( 2 )The Reporting Person's sale of 490 shares Class A common stock on October 25, 2023 at a price of $17.0726 per share was matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 490 shares, with the Reporting Person's purchase of 1,250 shares of Class A common stock on April 17, 2024 at a price of $8.844 per share. The Reporting Person paid to the Issuer $4,032.01, representing the full amount of the profit realized in connection with the short-swing transaction.

Remarks:
The transactions reported in this Form 4 were made by the Reporting Person's financial advisor due to an administrative error and without the Reporting Person's knowledge. The reporting of these transactions was untimely because the Reporting Person did not become aware of the transactions until a later date.

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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