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  4. [Form 4] Rivian Automotive, Inc. / DE Insider Trading Activity

Rivian (NASDAQ: RIVN) CFO sells 13K shares in planned trade

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Rivian Automotive, Inc. (RIVN) reported that Chief Financial Officer Claire McDonough disposed of Class A common stock in two transactions. On August 15, 2026, 38,640 shares were withheld by the company to satisfy tax obligations arising from the vesting of 75,940 Restricted Stock Units at a reference price of $15.36 per share. On August 18, 2026, she sold 13,144 shares in the market at a weighted average price of $14.5047 per share, with prices ranging from $14.4050 to $14.67. The sale was executed pursuant to a Rule 10b5-1 trading plan adopted on September 2, 2025.

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Insights

Analyzing...

Insider McDonough Claire
Role Chief Financial Officer
Sold 13,144 shs ($191K)
Type Security Shares Price Value
Sale Class A Common Stock F3, F4 13,144 $14.5047 $191K
Tax Withholding Class A Common Stock F1, F2 38,640 $15.36 $594K
Holdings After Transaction: Class A Common Stock — 827,201 shares (Direct)
Footnotes (4)
  1. F1. 38,640 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 75,940 Restricted Stock Units on August 15, 2026.
  2. F2. The closing price of the Issuer's Class A Common Stock on August 14, 2026.
  3. F3. The sale reported in this transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 2, 2025, as described in the Issuer's Quarterly Report on Form 10-Q for the three months ended September 30, 2025, filed with the Securities and Exchange Commission on November 4, 2025.
  4. F4. The price reported is a weighted average sale price. The shares were sold in multiple transactions at prices ranging from $14.4050 to $14.67, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
Open-market shares sold 13,144 shares Class A Common Stock sale by CFO Claire McDonough on August 18, 2026
Weighted average sale price $14.5047 per share August 18, 2026 sale of 13,144 shares; trades from $14.4050 to $14.67
Sale price range $14.4050 to $14.67 per share Price range for the August 18, 2026 open-market sale
Shares withheld for taxes 38,640 shares Withheld on August 15, 2026 to satisfy tax obligations on RSU vesting
RSUs vested 75,940 Restricted Stock Units Vesting on August 15, 2026 triggering tax withholding
Tax withholding reference price $15.36 per share Closing price on August 14, 2026 used for 38,640 withheld shares
10b5-1 plan adoption date September 2, 2025 Adoption date of trading plan governing the August 18, 2026 sale
Rule 10b5-1 trading plan financial
"The sale reported in this transaction was effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Restricted Stock Units financial
"in connection with the vesting of 75,940 Restricted Stock Units on August 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.
weighted average sale price financial
"The price reported is a weighted average sale price."

FAQ

What insider stock sale did Rivian (RIVN) disclose for CFO Claire McDonough?
Rivian (RIVN) disclosed that CFO Claire McDonough sold 13,144 shares of Class A common stock on August 18, 2026 at a weighted average price of $14.5047 per share, with individual trades between $14.4050 and $14.67.

Were Rivian (RIVN) CFO Claire McDonough’s August 2026 trades under a Rule 10b5-1 plan?
Yes. The filing states the August 18, 2026 sale was effected under a Rule 10b5-1 trading plan adopted by Claire McDonough on September 2, 2025, as previously described in Rivian’s quarterly report.

How many Rivian (RIVN) shares were withheld for taxes from Claire McDonough’s RSU vesting?
Rivian withheld 38,640 shares of Class A common stock on August 15, 2026 to satisfy tax withholding obligations related to the vesting of 75,940 Restricted Stock Units held by CFO Claire McDonough.

What prices were received in Rivian (RIVN) CFO Claire McDonough’s August 18, 2026 share sale?
The 13,144 shares sold on August 18, 2026 were transacted at a weighted average price of $14.5047 per share, with individual sale prices ranging from $14.4050 to $14.67, according to the footnote disclosure.

What price was used for Rivian (RIVN) tax-withholding shares on August 15, 2026?
For the 38,640 shares withheld to cover taxes on August 15, 2026, Rivian used $15.36 per share, identified as the closing price of Rivian’s Class A common stock on August 14, 2026.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
McDonough Claire
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/15/2026F38,640(1)D$15.36(2)840,345D
Class A Common Stock08/18/2026S(3)13,144D$14.5047(4)827,201D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. 38,640 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 75,940 Restricted Stock Units on August 15, 2026.
2. The closing price of the Issuer's Class A Common Stock on August 14, 2026.
3. The sale reported in this transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 2, 2025, as described in the Issuer's Quarterly Report on Form 10-Q for the three months ended September 30, 2025, filed with the Securities and Exchange Commission on November 4, 2025.
4. The price reported is a weighted average sale price. The shares were sold in multiple transactions at prices ranging from $14.4050 to $14.67, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
Remarks:
/s/ Jamie Chung, Attorney-in-Fact08/18/2026
** Signature of Reporting PersonDate
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