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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Class B Ordinary Shares | (5) (6) | 08/10/2021 | M | 17,130,000 | (6) | (6) | Common Stock | 17,130,000 | (5) (6) | 0 | I | See Footnote (7) | |||
Private Placement Warrants | $ 11.5 | 08/10/2021 | J(8) | 11,533,333 | (7) | (7) | Common Stock | 11,533,333 | $ 1.5 | 11,533,333 | I | See Footnote (7) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
PINCUS MARK J C/O REINVENT TECHNOLOGY PARTNERS, 215 PARK AVENUE, FLOOR 11 NEW YORK, NY 10003 |
FORMER DIRECTOR |
/s/ David Cohen as attorney-in-fact for Mark Pincus | 08/12/2021 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Reflects Issuer common stock acquired from the Issuer pursuant to a Subscription Agreement in connection with the business combination of Reinvent Technology Partners (the former name of the Issuer) ("RTP") and Joby Aero, Inc. (the "Business Combination"). |
(2) | Reflects securities held directly by Workplay Ventures LLC. On the basis of the reporting person's relationship with Workplay Ventures LLC, the reporting person may be deemed a beneficial owner of the securities held by Workplay Ventures LLC. The reporting person disclaims beneficial ownership of the securities held by Workplay Ventures LLC, except to the extent of his pecuniary interest therein. |
(3) | Reflects securities held directly by MJP DT Holdings LLC. On the basis of the reporting person's relationship with MJP DT Holdings LLC, the reporting person may be deemed a beneficial owner of the securities held by MJP DT Holdings LLC. The reporting person disclaims beneficial ownership of the securities held by MJP DT Holdings LLC, except to the extent of his pecuniary interest therein. |
(4) | Reflects securities held directly by Reinvent Capital Fund LP. The reporting person may be a beneficial owner of securities held by Reinvent Capital Fund LP by virtue of his shared control over and indirect pecuniary interest in Reinvent Capital Fund LP. The reporting person disclaims beneficial ownership of the securities held by Reinvent Capital Fund LP, except to the extent of his pecuniary interest therein. |
(5) | 100% of such shares are subject to vesting in tranches of 20% if the volume weighted average price of the Issuer's shares of common stock equals or exceeds $12.00, $18.00, $24.00, $32.00 or $50.00, respectively, for any 20 trading days within a 30 trading day period on or prior to the tenth anniversary of the Business Combination. On August 10, 2031, any unvested shares will be automatically forfeited. In the event the Issuer completes a transaction that results in a change of control, all unvested shares will vest immediately prior to the closing of such transaction. |
(6) | On August 10, 2021, RTP consummated the Business Combination. Pursuant to the Business Combination, RTP domesticated as a Delaware corporation and changed its name to "Joby Aviation, Inc.", and each RTP Class B ordinary share was automatically converted into the right to receive one share of the Issuer's common stock. |
(7) | The securities reported herein are directly held by Reinvent Sponsor LLC. The reporting person may be deemed a beneficial owner of securities held by Reinvent Sponsor LLC by virtue of his shared control over and indirect pecuniary interest in Reinvent Sponsor LLC. The reporting person disclaims beneficial ownership of the securities held by Reinvent Sponsor LLC, except to the extent of his pecuniary interest therein. |
(8) | Represents Private Placement Warrants acquired from the Issuer in connection with the Issuer's initial public offering. Each warrant is exercisable for one share of common stock at an exercise price of $11.50 per share, subject to certain adjustments. The warrants may be exercised commencing on the later of 12 months from the closing of the Issuer's initial public offering and 30 days after the completion of the Issuer's initial business combination and expire five years after consummation of the Business Combination or earlier upon redemption or liquidation. |
Remarks: The inclusion of the securities in this report shall not be deemed an admission by the reporting person of beneficial ownership of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose or that any of the transactions reported herein are subject to Section 16. |