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

Rhea-AI Filing Summary

Oportun Financial Corporation (Nasdaq: OPRT) filed an 8-K disclosing several governance and leadership changes.

• Leadership: Effective 22 Jul 2025, the Board appointed Joseph Schueller (age 48) — recently SVP, CFO & Treasurer of North Shore Bank — as Principal Financial Officer and Principal Accounting Officer. CEO Raul Vazquez relinquishes those finance roles.
• Governance amendments: At the 18 Jul 2025 annual meeting, shareholders approved two charter amendments: (i) elimination of super-majority vote requirements, and (ii) de-classification of the Board in favor of annual director elections. Both amendments became effective 21 Jul 2025 upon Delaware filing.
• Voting results: 73.8 % of outstanding shares were represented. Governance amendments passed with 91 % “FOR”. Non-binding “say-on-pay” received 76 % support. The audit mandate for Deloitte & Touche LLP was ratified (90 % “FOR”). Director Raul Vazquez received 23.6 M FOR vs. 8.0 M withheld (~25 % opposition).

No related-party transactions or family relationships involving Mr. Schueller were reported.

Positive

• Appointment of an experienced, dedicated CFO (Joseph Schueller) strengthens financial oversight and separates duties from the CEO.
• Elimination of super-majority voting requirements enhances shareholder democracy and could improve valuation multiples.
• De-classification of the board increases director accountability and aligns with governance best practices.

Negative

• 25 % of votes withheld against CEO Raul Vazquez’s re-election signals meaningful shareholder dissatisfaction, potentially reflecting operational concerns.

Insights

Financial Analyst

TL;DR: Dedicated CFO hired; governance reforms enhance shareholder rights—overall modestly positive.

Appointment of veteran banker Joseph Schueller fills a key vacancy and separates the finance function from the CEO, improving internal controls and signaling operational maturity. His CPA background and multi-bank experience should strengthen capital strategy as Oportun navigates a higher-rate environment.

Governance changes—eliminating super-majority provisions and de-classifying the board—align the company with best practices, potentially broadening the investor base and reducing any corporate-governance discount. Shareholder support above 90 % indicates consensus, though 25 % withheld against CEO Vazquez reveals some concern about performance.

Corporate Governance Expert

TL;DR: Charter amendments materially improve minority shareholder influence.

Removing super-majority hurdles means future by-law or merger votes will only need a simple majority, lowering entrenchment risk. Annual board elections increase accountability and facilitate activist engagement. With high approval levels, the shift is unlikely to face legal challenges and should be viewed positively by proxy advisors.

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).

1. Name and Address of Reporting Person^*

Krawiec Peter

(Last) (First) (Middle)

C/O RIVIAN AUTOMOTIVE, INC.

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2025

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	07/21/2025		A		900(1)	A	$0	82,367	D
Class A Common Stock								34,531	I	By Erin G. Krawiec 2019 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. Represents an award of 900 restricted stock units ("RSUs"), which vested on July 21, 2025. The RSUs settled in shares of the Issuer's Class A Common Stock upon vesting.

Remarks:

	/s/ Jamie Chung, Attorney-in-Fact	07/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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