UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Joby Aviation, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
G65163100
(CUSIP Number)
August 10, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. G65163100
| 1. |
Names of Reporting Persons I.R.S. Identification No. of Above Persons (Entities Only)
Intel Corporation 94-1672743 | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power*
46,040,786 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power*
46,040,786 | |||||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person*
46,040,786 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)*
7.6% | |||||
| 12. | Type of Reporting Person (See Instructions)
CO | |||||
| * | See Item 4 below. |
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CUSIP No. G65163100
| 1. |
Names of Reporting Persons I.R.S. Identification No. of Above Persons (Entities Only)
Intel Capital Corporation 77-0498401 | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power*
38,947,301 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power*
38,947,301 | |||||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person*
38,947,301 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)*
6.4% | |||||
| 12. | Type of Reporting Person (See Instructions)
CO | |||||
| * | See Item 4 below. |
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Item 1.
| (a) | Name of Issuer
Joby Aviation, Inc. | |||
| (b) | Address of Issuer’s Principal Executive Offices
2155 Delaware Avenue, Suite #225 Santa Cruz, CA 95060 | |||
Item 2.
| (a) | Name of Person(s) Filing
This statement is being filed jointly pursuant to §240.13d-1(k)(1) on behalf of each of the following persons (collectively, the “Reporting Persons”):
1. Intel Corporation 2. Intel Capital Corporation | |||
| (b) | Address of Principal Business Office or, if none, Residence
The principal business address of each of the Reporting Persons is as follows:
2200 Mission College Boulevard Santa Clara, California 95054-1549 | |||
| (c) | Citizenship
Delaware (for each of the Reporting Persons) | |||
| (d) | Title of Class of Securities
Common Stock, $0.0001 par value per share | |||
| (e) | CUSIP Number
G65163100 | |||
| Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
Not applicable
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| Item 4. | Ownership |
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1 (the “Issuer”).
(a), (b), and (c)
| Reporting Persons |
Number of Shares With Sole Voting and Dispositive Power |
Number of Shares With Shared Voting and Dispositive Power |
Aggregate Number of Shares Beneficially Owned |
Percentage of Class Beneficially Owned(1) |
||||||||||||
| Intel Corporation |
0 | 46,040,786 | (2) | 46,040,786 | (2) | 7.6 | % | |||||||||
| Intel Capital Corporation |
0 | 38,947,301 | (3) | 38,947,301 | (3) | 6.4 | % | |||||||||
| (1) | Based upon information contained in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 13, 2021, reflecting 603,887,944 shares of the Issuer’s Common Stock, par value $0.0001 per share (the “Common Stock”) outstanding as of August 10, 2021. |
| (2) | Consists of (i) 38,947,301 shares of Common Stock held of record by Intel Capital Corporation and (ii) 7,093,485 shares of Common Stock held of record by Middlefield Ventures, Inc. Each of Intel Capital Corporation and Middlefield Ventures, Inc. is a direct or indirect wholly-owned subsidiary of Intel Corporation. Intel Corporation does not directly own any shares of the Common Stock. Per the provisions of Rule 13d-3 under the Act, Intel Corporation may be deemed to beneficially own the reported shares of Common Stock. Intel Capital Corporation and Middlefield Ventures, Inc. share voting and dispositive power over their respectively-held shares of Common Stock with Intel Corporation. |
| (3) | Intel Capital Corporation directly holds and beneficially owns 38,947,301 shares of Common Stock. Intel Corporation may be deemed to beneficially own the reported shares of Common Stock. Intel Capital Corporation and Intel Corporation share voting and dispositive power over the shares of Common Stock held by Intel Capital Corporation. |
| Item 5. | Ownership of Five Percent or Less of a Class |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group |
Not applicable.
| Item 9. | Notice of Dissolution of Group |
Not applicable.
| Item 10. | Certification |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: August 18, 2021
| INTEL CORPORATION | ||
| By: /s/ Steven R. Rodgers | ||
| Name: | Steven R. Rodgers | |
| Title: | Executive Vice President and General Counsel | |
| INTEL CAPITAL CORPORATION | ||
| By: /s/ Tiffany D. Silva | ||
| Name: | Tiffany D. Silva | |
| Title: | Corporate Secretary | |
Exhibit Index
| Exhibit 1 | Agreement of Joint Filing as required by Rule 13d-1(k)(1) under the Act. |
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