JOBY Form 4: 900 RSUs vested for director; 17.13M shares at Sponsor

Rhea-AI Filing Summary

Michael N. Thompson Jr., a director of Joby Aviation, Inc. (JOBY), reported the grant and deferral of 900 restricted stock units (RSUs) on 10/05/2025. The RSUs were fully vested on the grant date and were deferred under the company's Non-Employee Director Compensation Program, so no cash changed hands (price $0). After the transaction the reporting person directly beneficially owned 1,554,018 shares. In addition, Reinvent Sponsor LLC holds 17,130,000 shares; Thompson may be deemed to have indirect beneficial ownership through shared control but disclaims ownership except for his pecuniary interest.

Positive

• 900 RSUs fully vested on grant date, showing immediate compensation realization
• Deferral elected under the Non-Employee Director Compensation Program, indicating tax/comp planning and alignment with long-term shareholding
• Significant direct ownership retained: 1,554,018 shares

Negative

• Large block held by Reinvent Sponsor LLC: 17,130,000 shares may dilute voting concentration and complicate control dynamics
• Reporting person disclaims beneficial ownership of Sponsor shares, creating ambiguity about actual voting alignment

Insights

Corporate Governance Analyst

Director received deferred, fully vested RSUs and retains sizable direct and indirect holdings.

This filing shows a routine director compensation event: 900 RSUs were granted and immediately vested, with the director electing to defer delivery under the Non-Employee Director Compensation Program. The deferral and $0 issuance price indicate standard equity compensation rather than a purchase.

The director's reported 1,554,018 directly held shares plus potential indirect exposure to 17,130,000 shares held by Reinvent Sponsor LLC means the reporting person maintains significant alignment with shareholder outcomes; monitor any future sales or transfers for liquidity signals within the next 12 months.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Thompson Michael N. Jr.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	900	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 1,554,018 shares (Direct); Common Stock — 17,130,000 shares (Indirect, Reinvent Sponsor LLC)

Footnotes (1)

1. Represents Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one share of common stock of the Issuer. The RSUs are fully vested on the grant date. The Reporting Person elected to defer receipt of the shares in accordance with the Issuer's Non-Employee Director Compensation Program. The securities are directly held by Reinvent Sponsor LLC ("Sponsor"). The Reporting Person may be deemed a beneficial owner of securities held by Sponsor by virtue of his shared control over and indirect pecuniary interest in Sponsor. The Reporting Person disclaims beneficial ownership of the securities held by Sponsor, except to the extent of his pecuniary interest therein.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Thompson Michael N. Jr.

(Last) (First) (Middle)

C/O JOBY AVIATION, INC

333 ENCINAL STREET

(Street)

SANTA CRUZ CA 95060

(City) (State) (Zip)

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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	10/05/2025		A		900(1)(2)(3)	A	$0	1,554,018	D
Common Stock								17,130,000	I	Reinvent Sponsor LLC(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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Represents Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one share of common stock of the Issuer.

2. The RSUs are fully vested on the grant date.

3. The Reporting Person elected to defer receipt of the shares in accordance with the Issuer's Non-Employee Director Compensation Program.

4. The securities are directly held by Reinvent Sponsor LLC ("Sponsor"). The Reporting Person may be deemed a beneficial owner of securities held by Sponsor by virtue of his shared control over and indirect pecuniary interest in Sponsor. The Reporting Person disclaims beneficial ownership of the securities held by Sponsor, except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Kate DeHoff, Attorney-in-Fact for Michael Thompson	10/07/2025
	** Signature of Reporting Person	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Michael N. Thompson Jr. report on JOBY Form 4?

He reported a grant of 900 RSUs on 10/05/2025, which were fully vested and deferred under the Non-Employee Director Compensation Program.

Did Michael Thompson pay for the RSUs reported on JOBY Form 4?

No; the transaction price is reported as $0, consistent with a compensation grant rather than a purchase.

How many JOBY shares does Michael Thompson directly and indirectly report owning?

He reports 1,554,018 shares directly and may be deemed to have indirect exposure to 17,130,000 shares held by Reinvent Sponsor LLC.

Why are the Sponsor-held shares attributed to Thompson?

The filing states he may be deemed a beneficial owner due to shared control and indirect pecuniary interest, but he explicitly disclaims ownership except to the extent of his pecuniary interest.

When was the Form 4 signed and filed for this JOBY transaction?

The signature on the form is dated 10/07/2025, with the earliest transaction date listed as 10/05/2025.