Rivian (RIVN) CAO has 12,073 shares withheld for tax obligations

Rhea-AI Filing Summary

Rivian Automotive’s Chief Accounting Officer, Sreela Venkataratnam, reported a tax-related share disposition. On February 15, 2026, 12,073 shares of Class A common stock were withheld by the company at a price of $17.73 per share to satisfy tax withholding on the vesting of 32,666 restricted stock units. After this tax-withholding disposition, Venkataratnam directly owned 477,721 shares of Rivian Class A common stock.

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

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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^*

Venkataratnam Sreela

(Last) (First) (Middle)

C/O RIVIAN AUTOMOTIVE, INC.

14600 MYFORD RD

(Street)

IRVINE CA 92606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rivian Automotive, Inc. / DE [ RIVN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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
Class A Common Stock	02/15/2026		F		12,073(1)	D	$17.73(2)	477,721	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 (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. 12,073 shares of Class A Common Stock were withheld by the Company for the purposes of satisfying tax withholding obligations in connection with the vesting of 32,666 Restricted Stock Units on February 15, 2026.

2. The closing price of the Issuer's Class A Common Stock on February 13, 2026.

Remarks:

	/s/ Jamie Chung, Attorney-in-Fact	02/18/2026
	** 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 insider transaction did Rivian (RIVN) report for Sreela Venkataratnam?

Rivian reported that Chief Accounting Officer Sreela Venkataratnam had 12,073 Class A shares withheld by the company. The shares were used to cover tax obligations arising from the vesting of 32,666 restricted stock units on February 15, 2026.

Was the Rivian (RIVN) Form 4 transaction an open-market sale?

No, the Form 4 transaction was not an open-market sale. The 12,073 Rivian Class A shares were withheld by the company to satisfy tax withholding obligations related to vesting restricted stock units, classified as a tax-withholding disposition under transaction code F.

How many Rivian (RIVN) shares does Sreela Venkataratnam own after the Form 4 event?

Following the tax-withholding disposition, Sreela Venkataratnam directly owned 477,721 shares of Rivian Class A common stock. This figure reflects her holdings after 12,073 shares were withheld to cover taxes on the vesting of 32,666 restricted stock units.

What price was used for the Rivian (RIVN) tax-withholding shares on the Form 4?

The withheld Rivian shares were valued at $17.73 per share. A footnote explains this price represents the closing price of Rivian’s Class A common stock on February 13, 2026, used for the tax-withholding disposition reported.

What does transaction code F mean in the Rivian (RIVN) Form 4 filing?

Transaction code F indicates a tax-withholding disposition, not a market trade. In this Rivian Form 4, 12,073 shares were withheld by the company to satisfy tax obligations from vesting of 32,666 restricted stock units granted to the reporting officer.

How many restricted stock units vested for the Rivian (RIVN) executive on February 15, 2026?

A total of 32,666 restricted stock units vested for Sreela Venkataratnam on February 15, 2026. To cover associated tax withholding obligations, Rivian withheld 12,073 Class A common shares, as reflected in the Form 4 insider transaction details.