Rivian (RIVN) CEO Reports RSU Vesting and Tax Share Withholding

Rhea-AI Filing Summary

Rivian Automotive, Inc. (RIVN) reported an insider equity transaction by its Chief Executive Officer, who also serves as a director. On 11/15/2025, 86,539 Restricted Stock Units vested, and 43,946 shares of Class A common stock were withheld by the company to cover tax withholding obligations at a reference price of $15.11 per share, the closing price on 11/14/2025. After this tax withholding, the reporting person beneficially owns 1,202,459 Class A shares directly, 2,297 Class A shares through an LLC, and 2,632,766 Class A shares through a trust, reflecting a substantial ongoing equity stake.

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

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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^*

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)
11/15/2025

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
Class A Common Stock	11/15/2025		F		43,946(1)	D	$15.11(2)	1,202,459	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. 43,946 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 86,539 Restricted Stock Units on November 15, 2025.

2. The closing price of the Issuer's Class A Common Stock on November 14, 2025.

Remarks:

	/s/ Jamie Chung, Attorney-in-Fact	11/18/2025
	** 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).
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FAQ

What insider transaction did Rivian (RIVN) report in this Form 4?

The filing shows that Rivian Automotive, Inc.'s Chief Executive Officer had 86,539 Restricted Stock Units vest on 11/15/2025, and 43,946 shares of Class A common stock were withheld by the company to satisfy tax withholding obligations.

Who is the reporting person in this Rivian (RIVN) Form 4 filing?

The reporting person is the Chief Executive Officer of Rivian Automotive, Inc., who is also a director of the company.

How many Rivian Class A shares were withheld for taxes in this transaction?

The company withheld 43,946 shares of Rivian Class A common stock to cover tax withholding obligations related to the vesting of Restricted Stock Units.

What was the reference price used for the Rivian shares withheld?

The reference price for the withheld shares was $15.11 per share, which was the closing price of Rivian's Class A common stock on 11/14/2025.

How many Rivian (RIVN) shares does the CEO own after this Form 4 transaction?

After the reported transaction, the CEO beneficially owns 1,202,459 Class A shares directly, 2,297 Class A shares through an LLC, and 2,632,766 Class A shares through a trust.

Does this Rivian Form 4 represent an open-market sale by the CEO?

No. The filing states that 43,946 shares were withheld by the company to satisfy tax withholding obligations upon vesting of Restricted Stock Units, rather than an open-market sale.