What are Robert Scaringe’s direct Rivian (RIVN) share holdings after this transaction?

After the tax-withholding event, Robert Scaringe directly holds 957,104 shares of Rivian Class A Common Stock. This figure reflects his remaining direct ownership position following the withholding of 44,034 shares to satisfy tax obligations related to vested Restricted Stock Units.

Rivian (RIVN) CEO RSU vesting triggers 44,034-share tax withholding event

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Rivian Automotive CEO Robert J. Scaringe reported routine equity compensation activity involving Class A Common Stock. On May 15, 2026, 44,034 shares were withheld by the company to cover tax obligations tied to the vesting of 86,540 Restricted Stock Units. This tax-withholding disposition (code F) is not an open-market sale and reflects required tax payments on vested awards.

Following this event, Scaringe directly holds 957,104 Class A shares. He also has indirect holdings of 2,632,766 shares held by a trust and 2,297 shares held by an LLC, according to the filing.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Scaringe Robert J

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	44,034	$14.52	$639K
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 957,104 shares (Direct, null); Class A Common Stock — 2,297 shares (Indirect, By LLC)

Footnotes (1)

44,034 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 86,540 Restricted Stock Units on May 15, 2026. The closing price of the Issuer's Class A Common Stock on May 14, 2026.

Key Figures

Shares withheld for taxes: 44,034 shares RSUs vested: 86,540 units Withholding share price: $14.52 per share +3 more

6 metrics

Shares withheld for taxes 44,034 shares Tax withholding on May 15, 2026 for vested RSUs

RSUs vested 86,540 units Restricted Stock Units vesting on May 15, 2026

Withholding share price $14.52 per share Closing price on May 14, 2026 used for withholding

Direct shares after transaction 957,104 shares Direct Class A Common Stock holdings following withholding

Trust-held shares 2,632,766 shares Indirect Class A holdings by trust

LLC-held shares 2,297 shares Indirect Class A holdings by LLC

Key Terms

Restricted Stock Units, tax withholding obligations, Class A Common Stock, tax-withholding disposition, +1 more

5 terms

Restricted Stock Units financial

"in connection with the vesting of 86,540 Restricted Stock Units on May 15, 2026"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"withheld by the Company for the purposes of satisfying tax withholding obligations in connection with the vesting"

Class A Common Stock financial

"44,034 shares of Class A Common Stock were withheld by the Company"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

closing price financial

"The closing price of the Issuer's Class A Common Stock on May 14, 2026."

Form 4 Insider Transactions: What Each Field Means →

05/19/2026 - 07:24 PM

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^*

Scaringe Robert J

(Last)

(First)

(Middle)

C/O RIVIAN AUTOMOTIVE, INC.

14600 MYFORD ROAD

(Street)

IRVINE

CALIFORNIA

92606

(City)

(State)

(Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/15/2026		F		44,034⁽¹⁾	D	$14.52⁽²⁾	957,104	D
Class A Common Stock								2,297	I	By LLC
Class A Common Stock								2,632,766	I	By Trust

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. 44,034 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 86,540 Restricted Stock Units on May 15, 2026.

2. The closing price of the Issuer's Class A Common Stock on May 14, 2026.

Remarks:

	/s/ Jamie Chung, Attorney-in-Fact	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Rivian (RIVN) CEO Robert Scaringe report in this Form 4?

Robert Scaringe reported a tax-related share withholding tied to RSU vesting. The company withheld 44,034 Class A shares on May 15, 2026 to cover tax obligations, following the vesting of 86,540 Restricted Stock Units granted as equity compensation.

How many Rivian (RIVN) shares were withheld for taxes in this filing?

The company withheld 44,034 Class A Common Stock shares to satisfy tax withholding obligations. This withholding was connected to the vesting of 86,540 Restricted Stock Units on May 15, 2026, and did not involve an open-market sale of shares by the CEO.

How many Restricted Stock Units vested for Rivian CEO Robert Scaringe?

A total of 86,540 Restricted Stock Units vested for Robert Scaringe on May 15, 2026. To cover associated tax obligations from this vesting, Rivian withheld 44,034 Class A Common Stock shares, using the stock’s May 14, 2026 closing price as the valuation reference.

What indirect Rivian (RIVN) holdings does Robert Scaringe report?

Scaringe reports indirect ownership of 2,632,766 Rivian Class A shares held by a trust and 2,297 shares held by an LLC. These positions are separate from his 957,104 directly held shares and are disclosed as indirect holdings in the Form 4 filing.

What price was used for Rivian’s tax-withholding shares in this Form 4?

The filing references a price of $14.52 per share for the 44,034 withheld shares. A footnote explains this represents the closing price of Rivian’s Class A Common Stock on May 14, 2026, used to value the tax-withholding disposition tied to RSU vesting.

Was this Rivian (RIVN) Form 4 an open-market sale by the CEO?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were withheld by Rivian to cover tax obligations on vested Restricted Stock Units, classified under transaction code F, which is standard for tax or exercise-price payments in equity awards.