Rivian (RIVN) CEO Scaringe reports RSU vesting and 10b5-1 share sale

Rhea-AI Filing Summary

Rivian Automotive CEO Robert J. Scaringe reported multiple transactions in Class A common stock. He received an award of 67,219 restricted stock units that vested on March 4, 2026. To cover tax withholding on this vesting, 34,202 shares were withheld by the company at $15.10 per share.

On March 3, 2026, he sold 17,450 shares at $15.00 per share in an open-market transaction effected automatically under a previously disclosed Rule 10b5-1 trading plan adopted on March 14, 2025 and amended on June 11, 2025. After these transactions, he held 1,027,281 shares directly, plus indirect holdings of 2,297 shares through an LLC and 2,632,766 shares through a trust.

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).

X

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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

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	03/03/2026		S(1)		17,450	D	$15	1,027,281	D
Class A Common Stock	03/04/2026		A		67,219(2)	A	$0	1,094,500	D
Class A Common Stock	03/04/2026		F		34,202(3)	D	$15.1(4)	1,060,298	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sale reported in this transaction was effected automatically pursuant to a previously disclosed Rule 10b5-1 trading plan adopted on March 14, 2025 and amended on June 11, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q for each such quarter.

2. Represents an award of 67,219 restricted stock units ("RSUs") which vested on March 4, 2026.

3. 34,202 shares of Class A Common Stock were withheld by the Company for the purposes of satisfying tax withholding obligations in connection with such RSUs vesting.

4. The closing price of the Company's Class A Common Stock on March 3, 2026.

Remarks:

	/s/ Jamie Chung, Attorney-in-Fact	03/05/2026
	** 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).
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FAQ

What insider transactions did Rivian (RIVN) CEO Robert Scaringe report?

Rivian CEO Robert Scaringe reported a grant of 67,219 restricted stock units that vested, a tax withholding of 34,202 shares, and an open-market sale of 17,450 shares at $15.00 per share, all in Class A common stock, in early March 2026.

How many Rivian (RIVN) shares did the CEO sell in this Form 4?

Robert Scaringe sold 17,450 shares of Rivian Class A common stock at $15.00 per share on March 3, 2026. The filing notes this transaction was executed automatically under a previously disclosed Rule 10b5-1 trading plan adopted in March 2025 and later amended.

What equity award did the Rivian (RIVN) CEO receive according to this filing?

The CEO received an award of 67,219 restricted stock units that vested on March 4, 2026. In connection with this vesting, 34,202 shares of Class A common stock were withheld by Rivian to satisfy tax withholding obligations tied to the RSU award.

How many Rivian (RIVN) shares does the CEO hold after these transactions?

After the reported transactions, Robert Scaringe directly held 1,027,281 shares of Rivian Class A common stock. He also had indirect holdings of 2,297 shares through an LLC and 2,632,766 shares through a trust, as reflected in the ownership detail section.

Was the Rivian (RIVN) CEO’s share sale part of a Rule 10b5-1 plan?

Yes. The Form 4 states the 17,450-share sale on March 3, 2026 was effected automatically under a previously disclosed Rule 10b5-1 trading plan, adopted on March 14, 2025 and amended on June 11, 2025, as referenced in Rivian’s quarterly reports.

Why were 34,202 Rivian (RIVN) shares withheld from the CEO’s RSU vesting?

The filing explains that 34,202 shares of Class A common stock were withheld by Rivian to satisfy tax withholding obligations arising from the vesting of 67,219 restricted stock units on March 4, 2026, with the withholding price reported as $15.10 per share.