RIVN / Rivian Automotive, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

During the second quarter of 2025, we made significant progress across our strategic priorities. We continue to focus on advancing our technologies and vehicle platforms to create technology enabled, compelling products that improve over time. We mad

Q2 2025 Shareholder Letter © 2025 Rivian. All rights reserved. 2 During the second quarter of 2025, we made significant progress across our strategic priorities. We continue to focus on advancing our technologies and vehicle platforms to create technology enabled, compelling products that improve over time. We made progress on our R2 platform and are currently producing design validation vehicles

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 5, 2025 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 5, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Letter Agreement, dated as of June 29, 2025, to the Investment Agreement, dated as of November 13, 2024, by and among Volkswagen International America Inc., Rivian Automotive, Inc., and Volkswagen Aktiengesellschaft

Exhibit 10.1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. June 29, 2025 Volkswagen International America Inc. c/o Volkswagen Aktiengesellschaft Berliner Ring 2, 38440 Wolfsburg, Germany Rivian Automotive, Inc. 14600

Rivian Releases Second Quarter 2025 Financial Results

Exhibit 99.1 Rivian Releases Second Quarter 2025 Financial Results •Rivian received $1 billion equity investment from Volkswagen Group on June 30th •R2 progress on track; design validation ongoing and testing underway •Announced East Coast headquarters in Atlanta, expected to open later this year Irvine, California, August 5, 2025: American manufacturer Rivian Automotive, Inc. (NASDAQ: RIVN) today

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Auto

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 30, 2025 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 30, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Rivian Releases Q2 2025 Production and Delivery Figures, Announces Funding of $1B Volkswagen Group Investment in Rivian and Sets Date for Second Quarter 2025 Financial Results

Exhibit 99.1 Rivian Releases Q2 2025 Production and Delivery Figures, Announces Funding of $1B Volkswagen Group Investment in Rivian and Sets Date for Second Quarter 2025 Financial Results Irvine, California, July 2, 2025: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production and delivery totals for the quarter ending June 30, 2025. The company produced 5,979 vehicles at its manufactur

Restated Certificate of Incorporation, dated June 19, 2025

EX-3.1 Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF RIVIAN AUTOMOTIVE, INC. (Pursuant to Section 245 of the General Corporation Law of the State of Delaware) Rivian Automotive, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “General Corporation Law”), hereby certifies as follows: 1. The name of this corporation is

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 18, 2025 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 18, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 12, 2025 Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 12, 2025 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation or organizatio

Indenture, dated as of June 12, 2025, between , Rivian Holdings, LLC, Rivian, LLC, and Rivian Automotive, LLC and U.S. Bank Trust Company, National Association, as trustee and collateral agent.

Exhibit 4.1 RIVIAN HOLDINGS, LLC RIVIAN, LLC RIVIAN AUTOMOTIVE, LLC AND THE GUARANTORS PARTY HERETO FROM TIME TO TIME 10.000% SENIOR SECURED GREEN NOTES DUE 2031 INDENTURE Dated as of June 12, 2025 U.S. Bank Trust Company, National Association as Trustee and as Collateral Agent TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1    Section 1.01 Definitions 1 Section 1.02

Rivian Automotive, Inc. Prices $1.25 Billion Senior Secured Green Notes Offering to Refinance Outstanding Senior Secured Notes due 2026

Exhibit 99.1 Rivian Automotive, Inc. Prices $1.25 Billion Senior Secured Green Notes Offering to Refinance Outstanding Senior Secured Notes due 2026 IRVINE, Calif.—(BUSINESS WIRE)—June 4, 2025—Rivian Automotive, Inc. (Nasdaq: RIVN) (“Rivian”) today announced that Rivian Holdings, LLC (the “Company”), Rivian, LLC (“Rivian LLC”) and Rivian Automotive, LLC (“Rivian Automotive” and, together with the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 2, 2025 Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 2, 2025 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation or organization

Rivian Automotive, Inc. Announces Proposed $1.25 Billion Senior Secured Green Notes Offering to Refinance Outstanding Senior Secured Notes due 2026

EX-99.1 Exhibit 99.1 Rivian Automotive, Inc. Announces Proposed $1.25 Billion Senior Secured Green Notes Offering to Refinance Outstanding Senior Secured Notes due 2026 IRVINE, Calif.—(BUSINESS WIRE)—June 2, 2025—Rivian Automotive, Inc. (Nasdaq: RIVN) (“Rivian”) today announced that Rivian Holdings, LLC (the “Company”), Rivian, LLC (“Rivian LLC”) and Rivian Automotive, LLC (“Rivian Automotive” and

Exhibit 1.01 - Conflict Minerals Report

Exhibit 1.01 Introduction This Conflict Minerals Report (“CMR”) for Rivian Automotive, Inc. for the reporting period from January 1 to December 31, 2024 has been prepared pursuant to Rule 13p-1, the final conflict minerals implementing rules (the “Final Rules”) promulgated by the Securities and Exchange Commission (the “SEC”), as modified by SEC guidance issued on April 29, 2014 and the SEC order

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission file number) 14600 Myford Road Irvine, California 92606 (Address of principal executive offices) (Zip code) Michael Callahan, Chief L

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Aut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 6, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 6, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 47

Rivian Releases First Quarter 2025 Financial Results

Exhibit 99.1 Rivian Releases First Quarter 2025 Financial Results •$206 million of positive gross profit in the first quarter of 2025 •Unlocked an expected $1 billion investment from Volkswagen Group •Significant progress made on R2 development and factory expansion •Completed over 36,000 demo drives during the first quarter of 2025 - the highest number of drives in a quarter to date Irvine, Calif

Amendment No. 1 to Investment Agreement dated April 17, 2024, by and among Rivian Automotive, Inc., Volkswagen International America Inc. and Volkswagen Aktiengesellschaft

Exhibit 10.2 Execution Version RIVIAN AUTOMOTIVE, INC. AMENDMENT NO. 1 TO INVESTMENT AGREEMENT This Amendment No. 1 to the Investment Agreement (the “Amendment”) is effective as of April 17, 2025, by and among Volkswagen International America Inc. (“VIA”), Rivian Automotive, Inc. (“Rivian”) and, solely with respect to Article VII (“Article VII”) of the Investment Agreement (as defined below), Volk

During the first quarter of 2025, we advanced the development of R2, progressed operational efficiency, increased our brand awareness, expanded our commercial footprint, and drove towards profitability. This quarter was our second consecutive and hig

Q1 2025 Shareholder Letter © 2025 Rivian. All rights reserved. 2 During the first quarter of 2025, we advanced the development of R2, progressed operational efficiency, increased our brand awareness, expanded our commercial footprint, and drove towards profitability. This quarter was our second consecutive and highest quarter of positive gross profit, generating $206 million. R2 builds upon our in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 21, 2025 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 21, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Amendment No. 1 to Amended and Restated Credit Agreement, dated as of April 8, 2025, by and among Rivian Holdings, LLC, as Borrower Representative, the borrowers and guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent

Exhibit 10.1 AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of April 8, 2025, is by and among RIVIAN HOLDINGS, LLC, a Delaware limited liability company (the “Borrower Representative”), the other Loan Parties party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent for the Lenders (in s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 8, 2025 Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 8, 2025 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation or organizatio

Rivian Releases Q1 2025 Production and Delivery Figures and Sets Date for First Quarter 2025 Financial Results

Exhibit 99.1 Rivian Releases Q1 2025 Production and Delivery Figures and Sets Date for First Quarter 2025 Financial Results Irvine, California, April 2, 2025: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production and delivery totals for the quarter ending March 31, 2025. The company produced 14,611 vehicles at its manufacturing facility in Normal, Illinois and delivered 8,640 vehicles

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 2, 2025 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 2, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 3, 2025 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 3, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Rivian Automotive, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common s

As filed with the Securities and Exchange Commission on February 24, 2025

S-8 As filed with the Securities and Exchange Commission on February 24, 2025 Registration No.

List of Subsidiaries of Rivian Automotive, Inc.

Exhibit 21.1 Subsidiaries of Rivian Automotive, Inc. Legal Name of Subsidiary Jurisdiction of Organization Rivian Holdings, LLC Delaware Rivian Adventure Holdings I, LLC Delaware Hunter Excelsior Holdings, LLC Delaware Groveland Eureka Holdings, LLC Delaware Rivian, LLC Delaware Rivian Automotive Canada, Inc. Canada Rivian United Kingdom Limited England and Wales RIV UK Engineering Limited England

Insider Trading Compliance Policy

Exhibit 19.1 Rivian Automotive, Inc. Insider Trading Compliance Policy This Insider Trading Compliance Policy (this “Policy”) consists of six sections: •Section I provides an overview; •Section II sets forth the policies of Rivian prohibiting insider trading; •Section III explains insider trading; •Section IV consists of procedures that have been put in place by Rivian to prevent insider trading;

Loan Agreement, dated as of November 13, 2024, by and between Rivian and VW Group Technology, LLC and Volkswagen Specter LLC

Exhibit 10.35 LOAN A AGREEMENT Dated as of November 13, 2024 between RIVIAN AND VW GROUP TECHNOLOGY, LLC, as Borrower, and VOLKSWAGEN SPECTER LLC, as Lender Table of Contents Page Section 1.01 Certain Defined Terms. 1 Section 1.02 Other Interpretive Provisions. 8 Section 1.03 Accounting Terms; Changes in GAAP. 8 ARTICLE II THE LOAN, ETC. 8 Section 2.01 The Loan. 8 Section 2.02 Disbursement. 8 Sect

, by and among the Registrant and certain holders of its capital stock, as amended

Exhibit 4.2 SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 13th day of November, 2024, by and among Rivian Automotive, Inc., a Delaware corporation (the “Company”), each holder of Class A Common Stock (as defined below) listed on Schedule A (together with any subsequent investors, or transfere

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Automoti

Loan Agreement, dated as of November 13, 2024, by and between Rivian JV SPV, LLC, Rivian and VW Group Technology, LLC and Rivian Automotive, Inc.

Exhibit 10.36 LOAN B AGREEMENT Dated as of November 13, 2024 among RIVIAN JV SPV, LLC, as Borrower, RIVIAN AUTOMOTIVE, INC., as Parent and RIVIAN AND VW GROUP TECHNOLOGY, LLC, as Lender Table of Contents Page Section 1.01 Certain Defined Terms. 1 Section 1.02 Other Interpretive Provisions. 11 Section 1.03 Accounting Terms; Changes in GAAP. 11 ARTICLE II THE LOAN, ETC. 12 Section 2.01 The Loan. 12

Investment Agreement, dated as of November 13, 2024, by and among Rivian Automotive, Inc., Volkswagen International America Inc. and Volkswagen Aktiengesellschaft

Exhibit 10.34 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. INVESTMENT AGREEMENT among VOLKSWAGEN INTERNATIONAL AMERICA INC., RIVIAN AUTOMOTIVE, INC., and VOLKSWAGEN AKTIENGESELLSCHAFT (solely with respect to Article

Q4 2024 Shareholder Letter © 2025 Rivian. All rights reserved. 2

Q4 2024 Shareholder Letter © 2025 Rivian. All rights reserved. 2 The significant progress made against our core value drivers in 2024 will be foundational to Rivian’s long term success. Throughout the year, the team was laser focused on driving improvement in cost and operational efficiencies, technology leadership, and customer experience. Thank you to our employees, customers, suppliers, partner

Rivian Releases Fourth Quarter and Full Year 2024 Financial Results •Achieved Q4 2024 gross profit of $170 million •Closed Joint Venture with Volkswagen Group and loan from the Department of Energy which provides up to $10 billion of incremental capi

Exhibit 99.1 Rivian Releases Fourth Quarter and Full Year 2024 Financial Results •Achieved Q4 2024 gross profit of $170 million •Closed Joint Venture with Volkswagen Group and loan from the Department of Energy which provides up to $10 billion of incremental capital* •$729 million improvement in Q4 2024 Adjusted EBITDA compared to Q4 2023** •Over 1 billion Amazon packages delivered by EDVs Irvine,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 20, 2025 Date of Report (date of earliest event reported) Rivian Automotiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 20, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Numb

Loan Arrangement and Reimbursement and Sponsor Support Agreement, effective as of January 16, 2025, by and among Rivian New Horizon, LLC, Rivian Automotive, Inc. and the United States Department of Energy

EX-10.1 Exhibit 10.1 Execution Version **** Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant customarily and actually treats as private or confidential. Dated January 16, 2025 Loan Arrangement and Reimbursement and Sponsor Support Agreement among United States Department

Rivian and U.S. Department of Energy Finalize Loan Agreement to Support Future Georgia Manufacturing Site Rivian’s next-generation facility to strengthen American innovation will hire more than 7,500 people to produce world-class vehicles

Exhibit 99.1 Rivian and U.S. Department of Energy Finalize Loan Agreement to Support Future Georgia Manufacturing Site Rivian’s next-generation facility to strengthen American innovation will hire more than 7,500 people to produce world-class vehicles Irvine, Calif. JANUARY 16, 2025 — Rivian (NASDAQ: RIVN) today announced it has closed its loan agreement with the U.S. Department of Energy’s (DOE)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 16, 2025 Date of Report (date of earliest event reported) Rivian Automotive

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 16, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commission

Rivian today announced it has entered into a loan agreement with the U.S. Department of Energy (DOE), which provides commitments for up to approximately $6.6 billion (including $6 billion of principal and approximately $600 million of capitalized int

Exhibit 99.2 Rivian today announced it has entered into a loan agreement with the U.S. Department of Energy (DOE), which provides commitments for up to approximately $6.6 billion (including $6 billion of principal and approximately $600 million of capitalized interest) in financing support for the construction of Rivian’s next manufacturing facility in Stanton Springs North, near the City of Socia

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 3, 2025 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 3, 2025 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

Rivian Releases Q4 2024 Production and Delivery Figures and Sets Date for Fourth Quarter and Full Year 2024 Results

Exhibit 99.1 Rivian Releases Q4 2024 Production and Delivery Figures and Sets Date for Fourth Quarter and Full Year 2024 Results Irvine, California, January 3, 2025: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production and delivery totals for the quarter and full-year ending December 31, 2024. The company produced 12,727 vehicles at its manufacturing facility in Normal, Illinois and d

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 12, 2024 Date of Report (date of earliest event reported) Rivian Automotiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 12, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commissio

Transaction Agreement, dated as of November 12, 2024, by and among Rivian Automotive, Inc., Volkswagen International America Inc. and Volkswagen Aktiengesellschaft

EX-10.1 Exhibit 10.1 EXECUTION VERSION [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. TRANSACTION AGREEMENT among VOLKSWAGEN INTERNATIONAL AMERICA INC., RIVIAN AUTOMOTIVE, INC., RIVIAN AND VW GROUP TECHNOLOGY, LLC and

Loan Agreement, to be entered into at Closing, by and between Rivian JV SPV, LLC, Rivian and VW Group Technology, LLC and Rivian Automotive, Inc.

EX-10.4 Exhibit 10.4 EXECUTION VERSION LOAN B AGREEMENT Dated as of November 13, 2024 among RIVIAN JV SPV, LLC, as Borrower, RIVIAN AUTOMOTIVE, INC., as Parent and RIVIAN AND VW GROUP TECHNOLOGY, LLC, as Lender Table of Contents Page ARTICLE I DEFINITIONS 1 Section 1.01 Certain Defined Terms 1 Section 1.02 Other Interpretive Provisions 11 Section 1.03 Accounting Terms; Changes in GAAP 11 ARTICLE I

Loan Agreement, to be entered into at Closing, by and between Rivian and VW Group Technology, LLC and Volkswagen Specter LLC.

EX-10.3 Exhibit 10.3 EXECUTION VERSION LOAN A AGREEMENT Dated as of November 13, 2024 between RIVIAN AND VW GROUP TECHNOLOGY, LLC, as Borrower, and VOLKSWAGEN SPECTER LLC, as Lender Table of Contents Page ARTICLE I DEFINITIONS 1 Section 1.01 Certain Defined Terms 1 Section 1.02 Other Interpretive Provisions 8 Section 1.03 Accounting Terms; Changes in GAAP 8 ARTICLE II THE LOAN, ETC. 8 Section 2.01

Investment Agreement, to be entered into at Closing, by and among Rivian Automotive, Inc., Volkswagen International America Inc. and Volkswagen Aktiengesellschaft.

EX-10.2 Exhibit 10.2 EXECUTION VERSION [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. INVESTMENT AGREEMENT among VOLKSWAGEN INTERNATIONAL AMERICA INC., RIVIAN AUTOMOTIVE, INC., and VOLKSWAGEN AKTIENGESELLSCHAFT (solely

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian

Rivian Releases Third Quarter 2024 Financial Results •Reaffirmed 2024 delivery outlook of 50,500 to 52,000 vehicles •Secured R2 battery cell supply with multi-year LG Energy Solution contract •Company on track for positive gross profit for fourth qua

Exhibit 99.1 Rivian Releases Third Quarter 2024 Financial Results •Reaffirmed 2024 delivery outlook of 50,500 to 52,000 vehicles •Secured R2 battery cell supply with multi-year LG Energy Solution contract •Company on track for positive gross profit for fourth quarter 2024 •Launched R1 Tri-Motor configuration Irvine, California, November 7, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today announc

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Numbe

During the third quarter of 2024, we made progress advancing R2 development, driving greater efficiency in operating expenses, launching new R1 variants, investing in our go-to-market infrastructure, and introducing new services to further improve th

Q3 2024 Shareholder Letter © 2024 Rivian. All rights reserved. 2 During the third quarter of 2024, we made progress advancing R2 development, driving greater efficiency in operating expenses, launching new R1 variants, investing in our go-to-market infrastructure, and introducing new services to further improve the customer experience. We continue to see cost progress from our second generation R1

RIVN / Rivian Automotive, Inc. / VOLKSWAGEN AG - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Rivian Automotive, Inc.

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing of a Statement on Schedule 13G (including amendments thereto) with respect to their beneficial ownership of shares of Class A common stock of Rivian Automotive, Inc. and further agree that this Joint Filing Agreement be included as

Rivian Releases Q3 Production and Delivery Figures, Updates 2024 Annual Production Outlook and Sets Date for Third Quarter 2024 Results

Exhibit 99.1 Rivian Releases Q3 Production and Delivery Figures, Updates 2024 Annual Production Outlook and Sets Date for Third Quarter 2024 Results Irvine, California, October 4, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production and delivery totals for the quarter ending September 30, 2024. The company produced 13,157 vehicles at its manufacturing facility in Normal, Illinoi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 4, 2024 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 4, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Auto

During the second quarter of 2024, we made significant progress driving greater cost efficiency, enhancing our products, further strengthening our balance sheet, validating the differentiated nature of our technology stack, and establishing new busin

Q2 2024 Shareholder Letter © 2024 Rivian. All rights reserved. 2 During the second quarter of 2024, we made significant progress driving greater cost efficiency, enhancing our products, further strengthening our balance sheet, validating the differentiated nature of our technology stack, and establishing new business opportunities. We believe the introduction of the second generation R1 and expect

Rivian Releases Second Quarter 2024 Financial Results •Company reaffirms all aspects of guidance for the year •Announced technology joint venture with Volkswagen Group with a total deal size of up to $5 billion

Exhibit 99.1 Rivian Releases Second Quarter 2024 Financial Results •Company reaffirms all aspects of guidance for the year •Announced technology joint venture with Volkswagen Group with a total deal size of up to $5 billion Irvine, California, August 6, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced its second quarter 2024 financial results, reaffirming all aspects of guidance for th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 6, 2024 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 6, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 24, 2024 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 24, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 1, 2024 Date of Report (date of earliest event reported) Rivian Automotive, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 1, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 2, 2024 Date of Report (date of earliest event reported) Rivian Automotive, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 2, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 4

Rivian Releases Q2 Production Figures and Sets Date for Second Quarter 2024 Results

Exhibit 99.1 Rivian Releases Q2 Production Figures and Sets Date for Second Quarter 2024 Results Irvine, California, July 2, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production and delivery totals for the quarter ending June 30, 2024. The company produced 9,612 vehicles at its manufacturing facility in Normal, Illinois and delivered 13,790 vehicles during the same period. Produ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 27, 2024 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 27, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Convertible Promissory Note Purchase Agreement, dated as of June 25, 2024, between Rivian Automotive, Inc. and Volkswagen International America Inc.

EX-4.1 Exhibit 4.1 CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT Effective Date: June 25, 2024 This convertible promissory note purchase agreement, dated as of the Effective Date (this “Agreement”), is entered into by and between Rivian Automotive, Inc., a Delaware corporation (the “Company”) and Volkswagen International America Inc., a Delaware corporation (“Investor”). Capitalized terms used bu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 25, 2024 Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 25, 2024 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation or organizatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 18, 2024 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 18, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

This Conflict Minerals Report (“CMR”) for Rivian Automotive, Inc. for the reporting period from January 1 to December 31, 2023 has been prepared pursuant to Rule 13p1, the final conflict minerals implementing rules (the “Final Rules”) promulgated by

Exhibit 1.01 Introduction This Conflict Minerals Report (“CMR”) for Rivian Automotive, Inc. for the reporting period from January 1 to December 31, 2023 has been prepared pursuant to Rule 13p1, the final conflict minerals implementing rules (the “Final Rules”) promulgated by the Securities and Exchange Commission (the “SEC”), as modified by SEC guidance issued on April 29, 2014 and the SEC order i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission file number) 14600 Myford Road Irvine, California 92606 (Address of principal executive offices) (Zip code) Michael Callahan, Chief L

Rivian Releases First Quarter 2024 Financial Results •Significant steps being taken to drive greater capital efficiency •Company reiterates path to Q4 2024 modest gross profit •During Q1 2024 R1S was best-selling EV in the US above $70,000

Exhibit 99.1 Rivian Releases First Quarter 2024 Financial Results •Significant steps being taken to drive greater capital efficiency •Company reiterates path to Q4 2024 modest gross profit •During Q1 2024 R1S was best-selling EV in the US above $70,000 Irvine, California, May 7, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced its first quarter 2024 financial results. As previously ann

During the first quarter of 2024, we unveiled our new midsize platform (“MSP”) with R2, R3, and R3X and we’re pleased with the reaction they received. Distinctly Rivian in terms of performance, capability, and usability, R2, R3, and R3X address the l

Q1 2024 Shareholder Letter © 2024 Rivian. All rights reserved. 2 During the first quarter of 2024, we unveiled our new midsize platform (“MSP”) with R2, R3, and R3X and we’re pleased with the reaction they received. Distinctly Rivian in terms of performance, capability, and usability, R2, R3, and R3X address the largest consumer segment of midsize SUV and crossover vehicles. We also announced that

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Aut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 7, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 7, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 47

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 2, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 2, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 47

by and among Rivian Automotive, LLC, and Rivian, LLC,

[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Rivian Releases Q1 Production Figures and Sets Date for First Quarter 2024 Results

Exhibit 99.1 Rivian Releases Q1 Production Figures and Sets Date for First Quarter 2024 Results Irvine, California, April 2, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production and delivery totals for the quarter ending March 31, 2024. The company produced 13,980 vehicles at its manufacturing facility in Normal, Illinois and delivered 13,588 vehicles during the same period. Pro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 2, 2024 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 2, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Rivian Introduces R2, R3, and R3X Built on New Midsize Platform R2 Starting Around $45,000, Available to Reserve Today

Exhibit 99.1 Rivian Introduces R2, R3, and R3X Built on New Midsize Platform R2 Starting Around $45,000, Available to Reserve Today Laguna Beach, California, March 7, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today unveiled its new midsize platform which underpins R2 and R3 product lines. R2 is Rivian’s all-new midsize SUV delivering a combination of performance, capability and utility in a fiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 7, 2024 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 7, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

List of Subsidiaries of Rivian Automotive, Inc.

Exhibit 21.1 Subsidiaries of Rivian Automotive, Inc. Legal Name of Subsidiary Jurisdiction of Organization Rivian Holdings, LLC Delaware Rivian Adventure Holdings I, LLC Delaware Hunter Excelsior Holdings, LLC Delaware Groveland Eureka Holdings, LLC Delaware Rivian, LLC Delaware Rivian Automotive Canada, Inc. Canada Rivian United Kingdom Limited England and Wales RIV UK Engineering Limited England

Policy Relating to Recovery of Erroneously Awarded Compensation

Exhibit 97.1 RIVIAN AUTOMOTIVE, INC. CLAWBACK POLICY The Board of Directors (the “Board”) of Rivian Automotive, Inc. (the “Company”) has adopted this Clawback Policy (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). The Policy has been adopted pursuant to the listing rules of the Nasdaq Stock Market (“Nasdaq”), which listing rules generally require the Company to recover reas

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Automoti

Description of Capital Stock

Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Rivian Automotive, Inc. (the “Company,” “we,” “us,” and “our”) and certain provisions of our amended and restated certificate of incorporation, as amended from time to time (the “amended and restated certificate of incorporation”) and amended and restated bylaws, as amended from time to time (the “amended an

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Rivian Automotive, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common s

Power of Attorney (included on signature page)

S-8 As filed with the Securities and Exchange Commission on February 26, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 21, 2024 Date of Report (date of earliest event reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 21, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Co

CORRECTED RELEASE: Rivian Releases Fourth Quarter and Full Year 2023 Financial Results

Exhibit 99.1 CORRECTED RELEASE: Rivian Releases Fourth Quarter and Full Year 2023 Financial Results Irvine, California, February 22, 2024: This press release corrects a clerical error regarding the period over period comparison in previously reported deliveries from the prior version of the press release issued on February 21, 2024. As reported in our shareholder letter furnished with the Securiti

167% increase in revenue in 2023 as compared to 2022 ~$81k gross profit per vehicle improvement Q4’23 compared to Q4’22 Launched leasing on R1 Exceeded all aspects of 2023 guidance Top selling electric vehicle over $70k in the United States for 20231

Key Highlights 167% increase in revenue in 2023 as compared to 2022 ~$81k gross profit per vehicle improvement Q4’23 compared to Q4’22 Launched leasing on R1 Exceeded all aspects of 2023 guidance Top selling electric vehicle over $70k in the United States for 20231 Launched Standard Range R1 variants starting at $69,900 in early 2024 ¹Source: https://electrek.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 21, 2024 Date of Report (date of earliest event reported) Rivian Automotiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 21, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Numb

Rivian Releases Fourth Quarter and Full Year 2023 Financial Results Company Exceeded All Aspects of 2023 Guidance  Company Reiterates Path to Q4 Modest Gross Profit 

Exhibit 99.1 Rivian Releases Fourth Quarter and Full Year 2023 Financial Results Company Exceeded All Aspects of 2023 Guidance  Company Reiterates Path to Q4 Modest Gross Profit  Irvine, California, February 21, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced fourth quarter and year end 2023 financial results. The results reflect continued progress against key value drivers including

RIVN / Rivian Automotive, Inc. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Rivian Automotive, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 76954A103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13

Rivian Releases Q4 2023 and Full-Year 2023 Production Figures and Sets Date for Fourth Quarter and Full-Year 2023 Results

Exhibit 99.1 Rivian Releases Q4 2023 and Full-Year 2023 Production Figures and Sets Date for Fourth Quarter and Full-Year 2023 Results Irvine, California, January 2, 2024: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production totals for the quarter and full-year ending December 31, 2023. The company produced 17,541 vehicles at its manufacturing facility in Normal, Illinois and delivere

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 2, 2024 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 2, 2024 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 20, 2023 Date of Report (date of earliest event reported) Rivian Automotiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 20, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Numb

Bond Purchase Agreement, dated as of November 1, 2023, by and between Joint Development Authority of Jasper County, Morgan County, Newton County and Walton County and Rivian Horizon, LLC

EX-10.2 Exhibit 10.2 BOND PURCHASE AGREEMENT Dated as of November 1, 2023 by and between JOINT DEVELOPMENT AUTHORITY OF JASPER COUNTY, MORGAN COUNTY, NEWTON COUNTY AND WALTON COUNTY and RIVIAN HORIZON, LLC $15,000,000,000 MAXIMUM AGGREGATE PRINCIPAL AMOUNT JOINT DEVELOPMENT AUTHORITY OF JASPER COUNTY, MORGAN COUNTY, NEWTON COUNTY AND WALTON COUNTY TAXABLE REVENUE BONDS (RIVIAN HORIZON, LLC PROJECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 9, 2023 Date of Report (date of earliest event reported) Rivian Automotive

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 9, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commission

Rental Agreement, dated as of November 1, 2023, by and between Joint Development Authority of Jasper County, Morgan County, Newton County and Walton County and Rivian Horizon, LLC

EX-10.1 Exhibit 10.1 RENTAL AGREEMENT Dated as of November 1, 2023 by and between JOINT DEVELOPMENT AUTHORITY OF JASPER COUNTY, MORGAN COUNTY, NEWTON COUNTY AND WALTON COUNTY and RIVIAN HORIZON, LLC Certain interests of the Joint Development Authority of Jasper County, Morgan County, Newton County and Walton County (the “Issuer”) in this Rental Agreement and certain of the rents, revenues and rece

Option Agreement, dated as of November 1, 2023, by and between Joint Development Authority of Jasper County, Morgan County, Newton County and Walton County and Rivian Horizon, LLC

EX-10.3 Exhibit 10.3 OPTION AGREEMENT Dated as of November 1, 2023 by and between JOINT DEVELOPMENT AUTHORITY OF JASPER COUNTY, MORGAN COUNTY, NEWTON COUNTY AND WALTON COUNTY and RIVIAN HORIZON, LLC $15,000,000,000 MAXIMUM AGGREGATE PRINCIPAL AMOUNT JOINT DEVELOPMENT AUTHORITY OF JASPER COUNTY, MORGAN COUNTY, NEWTON COUNTY AND WALTON COUNTY TAXABLE REVENUE BONDS (RIVIAN HORIZON, LLC PROJECT) SERIE

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian

Employment Agreement by and between Rivian Automotive, LLC and Kjell Gruner

Exhibit 10.1 RIVIAN AUTOMOTIVE, LLC EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”), entered into as between Rivian Automotive, LLC (the “Company”) and Kjell Gruner (“Executive” and, together with the Company, the “Parties”) shall be effective as of the first day of Executive’s employment with Company on September 1, 2023 (the “Effective Date”). WHEREAS, the Company desires to emp

Rivian Releases Third Quarter 2023 Financial Results

Exhibit 99.1 Rivian Releases Third Quarter 2023 Financial Results Irvine, California, November 7, 2023: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company’s third quarter 2023 financial results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audio webcast to discuss its result

Q3 2023 Shareholder Letter © 2023 Rivian. All rights reserved. 2

Q3 2023 Shareholder Letter © 2023 Rivian. All rights reserved. 2 Results for the third quarter of 2023 reflect continued progress against our key value drivers including ramping production, improving cost efficiency, successfully introducing new technologies, and enhancing the customer experience. Production during the third quarter of 2023 demonstrated our strongest quarterly rate to date with an

Consulting Agreement by and between Rivian Automotive, LLC and Jiten Behl

Exhibit 10.2 INDEPENDENT CONSULTANT AGREEMENT This Independent Consultant Agreement (“Consulting Agreement”) is between Rivian Automotive, LLC, a Delaware limited liability company (“Rivian”) and Jiten Behl (“Consultant”) (collectively, the “Parties”) and is effective on the date as of which it is executed by both Parties (“Effective Date”). WHEREAS, Rivian desires to contract with Consultant to p

Amendment No. 3 to the Framework Agreement, dated as of November 7, 2023, by and between Rivian Automotive, LLC and Amazon Logistics, Inc.

Exhibit 10.6 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. AMENDMENT NO. 3 TO THE FRAMEWORK AGREEMENT This Amendment No. 3 to the Framework Agreement (this “Amendment”), between Amazon Logistics, Inc., a Delaware co

Rivian Automotive, Inc. Prices $1.5 Billion Green Convertible Senior Notes Offering

EX-99.1 Exhibit 99.1 Rivian Automotive, Inc. Prices $1.5 Billion Green Convertible Senior Notes Offering IRVINE, Calif.—(BUSINESS WIRE)—October 5, 2023—Rivian Automotive, Inc. (Nasdaq: RIVN) (“Rivian”) today announced the pricing of its offering of $1,500,000,000 aggregate principal amount of 3.625% green convertible senior notes due 2030 (the “notes”) in a private offering to qualified institutio

Indenture, dated as of October 11, 2023, between Rivian Automotive, Inc. and U.S. Bank Trust Company, National Association, as trustee.

EX-4.1 Exhibit 4.1 EXECUTION VERSION RIVIAN AUTOMOTIVE, INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of October 11, 2023 3.625% Green Convertible Senior Notes due 2030 TABLE OF CONTENTS     Page Article 1. Definitions; Rules of Construction 1 Section 1.01. Definitions. 1 Section 1.02. Other Definitions. 13 Section 1.03. Rules of Construction. 14 Article 2. T

Form of Capped Call Confirmations

EX-10.1 Exhibit 10.1 [] To: Rivian Automotive, Inc. 14600 Myford Road Irvine, California 92606 From: [] Re: Base Capped Call Transaction Ref. No: [] Date: October 5, 2023 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the “Transaction”) be

Form of Additional Capped Call Confirmations

EX-10.2 Exhibit 10.2 [    ] To: Rivian Automotive, Inc. 14600 Myford Road Irvine, California 92606 From: [    ] Re: Additional Capped Call Transaction Ref. No: [    ] Date: October 9, 2023 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 5, 2023 Rivian Automotive

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 5, 2023 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation or organizat

References to “we,” “us” and “our” in this section refer to Rivian Automotive, Inc. only and not to any of its subsidiaries.

EX-99.1 Exhibit 99.1 References to “we,” “us” and “our” in this section refer to Rivian Automotive, Inc. only and not to any of its subsidiaries. Estimated Preliminary Results as of and for the Three Months Ended September 30, 2023 Set forth below are certain preliminary and unaudited estimates of selected financial information as of and for the three months ended September 30, 2023. The unaudited

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 4, 2023 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 4, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commission

Rivian Automotive, Inc. Announces Proposed Green Convertible Senior Notes Offering

EX-99.2 Exhibit 99.2 Rivian Automotive, Inc. Announces Proposed Green Convertible Senior Notes Offering IRVINE, Calif.—(BUSINESS WIRE)—October 4, 2023—Rivian Automotive, Inc. (Nasdaq: RIVN) (“Rivian”) today announced its intention to offer, subject to market and other conditions, $1,500,000,000 aggregate principal amount of green convertible senior notes due 2030 (the “notes”) in a private offerin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 2, 2023 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 2, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

Rivian Releases Q3 Production Figures and Sets Date for Third Quarter 2023 Results

Exhibit 99.1 Rivian Releases Q3 Production Figures and Sets Date for Third Quarter 2023 Results Irvine, California, October 2, 2023: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production totals for the quarter ending September 30, 2023. The company produced 16,304 vehicles at its manufacturing facility in Normal, Illinois and delivered 15,564 vehicles during the same period. These figu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 26, 2023 Date of Report (date of earliest event reported) Rivian Automoti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 26, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Num

First Amendment to Economic Development Agreement, dated as of September 26, 2023 by and among Rivian Horizon, LLC, the State of Georgia acting by and through the Georgia Department of Economic Development, and Joint Development Authority of Jasper County, Morgan County, Newton County and Walton County

Exhibit 10.1 FIRST AMENDMENT TO ECONOMIC DEVELOPMENT AGREEMENT This FIRST AMENDMENT TO ECONOMIC DEVELOPMENT AGREEMENT (this “Amendment”) is hereby made and entered into and effective as of the 26th day of September, 2023, by and among Rivian Horizon, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Company”), the State of Georgia (the “State”) a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 30, 2023 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 30, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 25, 2023 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 25, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

Non-Employee Director Compensation Program (effective April 1, 2023)

Exhibit 10.2 RIVIAN AUTOMOTIVE, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM This Rivian Automotive, Inc. (the “Company”) Non-Employee Director Compensation Program (this “Program”) has been adopted under the Company’s 2021 Incentive Award Plan (the “Plan”) and shall be effective upon the closing of the Company’s initial public offering of its Class A common stock (the “IPO”). Capitalized terms

Rivian Releases Second Quarter 2023 Financial Results

Exhibit 99.1 Rivian Releases Second Quarter 2023 Financial Results Irvine, California, August 8, 2023: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company’s second quarter 2023 financial results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audio webcast to discuss its result

Form of Performance Stock Unit Award Agreement under the Rivian Automotive, Inc. 2021 Incentive Award Plan

Exhibit 10.3 RIVIAN AUTOMOTIVE, INC. 2021 INCENTIVE AWARD PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT Pursuant to the Performance Stock Unit Award Grant Notice (the “Grant Notice”) to which this Performance Stock Unit Award Agreement (collectively with Exhibit B to the Grant Notice, this “Agreement”) is attached, Rivian Automotive, Inc., a Delaware corporation (the “Company”), has granted to Parti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Auto

Key Highlights ~50% increase in production vs. Q1’23 Dual-Motor added to the R1 lineup ~$35,000 gross profit per vehicle delivered improvement vs. Q1'23 driven by ramping production, material cost reduction, and increased revenue per vehicle 2023 tot

Key Highlights ~50% increase in production vs. Q1’23 Dual-Motor added to the R1 lineup ~$35,000 gross profit per vehicle delivered improvement vs. Q1'23 driven by ramping production, material cost reduction, and increased revenue per vehicle 2023 total production guidance increased to 52,000 2023 Adj. EBITDA guidance improved to $(4,200) million 2023 Capex guidance reduced to $1,700 million Q2 202

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 8, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 31, 2023 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 31, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Rivian Releases Q2 Production Figures and Sets Date for Second Quarter 2023 Results

Exhibit 99.1 Rivian Releases Q2 Production Figures and Sets Date for Second Quarter 2023 Results Irvine, California, July 3, 2023: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production totals for the quarter ending June 30, 2023. The company produced 13,992 vehicles at its manufacturing facility in Normal, Illinois and delivered 12,640 vehicles during the same period. These figures rem

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 3, 2023 Date of Report (date of earliest event reported) Rivian Automotive, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 3, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 21, 2023 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 21, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Rivian Automotive Inc. (RIVN) Vote Yes: Item #4 – Adopt a Comprehensive Human Rights Policy Annual Meeting: June 21, 2023

Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: Rivian Automotive Inc. (RIVN) Name of persons relying on exemption: As You Sow Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 94704 Written materials are submi

Key Highlights ~35K Vehicles produced since the start of production as of March 31, 2023 200M+ Miles driven by Rivian vehicles 500+ Cities across the U.S. where EDVs are making deliveries IIHS TOP SAFETY PICK+ Rating for both R1S and R1T ~$12B Of cas

Key Highlights ~35K Vehicles produced since the start of production as of March 31, 2023 200M+ Miles driven by Rivian vehicles 500+ Cities across the U.

Form of Indenture.

EX-4.4 Exhibit 4.4 RIVIAN AUTOMOTIVE, INC. INDENTURE Dated as of , 20 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 5 Section 1.4. Rules of Construction 5 ARTICLE II. THE SECURITIES 6 Sectio

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Rivian Automotive, Inc.

Rivian Releases First Quarter 2023 Financial Results

Exhibit 99.1 Rivian Releases First Quarter 2023 Financial Results Irvine, California, May 9, 2023: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company’s first quarter 2023 financial results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audio webcast to discuss its results and

Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Aut

As filed with the Securities and Exchange Commission on May 9, 2023

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on May 9, 2023 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 9, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 9, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 47

Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of U.S. Bank Trust Company, National Association, as trustee under the indenture filed as Exhibit 4.4 above.

EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036

Rivian Automotive, Inc.

CORRESP Rivian Automotive, Inc. 14600 Myford Road Irvine, California 92606 (888) 748-4261 May 5, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Melissa Gilmore Eiko Yaoita Pyles Re: Rivian Automotive, Inc. Form 10-K For the Fiscal Year Ended December 31, 2022 Filed Feb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 19, 2023 Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 19, 2023 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation or organizati

Amended and Restated Credit Agreement, dated as of April 19, 2023, by and among Rivian Holdings, LLC, as Borrower Representative, the borrowers and guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent

EX-10.1 Exhibit 10.1 Execution Version AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 19, 2023 among RIVIAN HOLDINGS, LLC, as Borrower Representative THE BORROWERS PARTY HERETO THE LENDERS PARTY HERETO and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., BARCLAYS BANK PLC, GOLDMAN SACHS LENDING PARTNERS LLC, MORGAN STANLEY SENIOR FUNDING, INC. and WELLS FARGO

Rivian Releases Q1 Production Figures and Sets Date for First Quarter 2023 Results

Exhibit 99.1 Rivian Releases Q1 Production Figures and Sets Date for First Quarter 2023 Results Irvine, California, April 3, 2023: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production totals for the quarter ending March 31, 2023. The company produced 9,395 vehicles at its manufacturing facility in Normal, Illinois and delivered 7,946 vehicles during the same period. These figures rema

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 3, 2023 Date of Report (date of earliest event reported) Rivian Automotive, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 3, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Rivian Automotive, Inc. Prices $1.3 Billion Green Convertible Senior Notes Offering

EX-99.1 Exhibit 99.1 Rivian Automotive, Inc. Prices $1.3 Billion Green Convertible Senior Notes Offering IRVINE, Calif.—(BUSINESS WIRE)—March 8, 2023—Rivian Automotive, Inc. (Nasdaq: RIVN) (“Rivian”) today announced the pricing of its offering of $1,300,000,000 aggregate principal amount of 4.625% green convertible senior notes due 2029 (the “notes”) in a private offering to qualified institutiona

Indenture, dated as of March 10, 2023, between Rivian Automotive, Inc. and U.S. Bank Trust Company, National Association, as trustee.

EX-4.1 Exhibit 4.1 Execution Version RIVIAN AUTOMOTIVE, INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of March 10, 2023 4.625% Green Convertible Senior Notes due 2029 TABLE OF CONTENTS Page Article 1. Definitions; Rules of Construction 1 Section 1.01. Definitions 1 Section 1.02. Other Definitions 13 Section 1.03. Rules of Construction 13 Article 2. The Notes

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 8, 2023 Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 8, 2023 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation or organizatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 6, 2023 Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 6, 2023 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation or organizatio

Rivian Automotive, Inc. Announces Proposed Green Convertible Senior Notes Offering

EX-99.1 Exhibit 99.1 Rivian Automotive, Inc. Announces Proposed Green Convertible Senior Notes Offering IRVINE, Calif.—(BUSINESS WIRE)—March 6, 2023—Rivian Automotive, Inc. (Nasdaq: RIVN) (“Rivian”) today announced its intention to offer, subject to market and other conditions, $1,300,000,000 aggregate principal amount of green convertible senior notes due 2029 (the “notes”) in a private offering

Rivian Releases Fourth Quarter and Full Year 2022 Financial Results

Exhibit 99.1 Rivian Releases Fourth Quarter and Full Year 2022 Financial Results Irvine, California, February 28, 2023: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company’s fourth quarter and full year 2022 financial results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 28, 2023 Date of Report (date of earliest event reported) Rivian Automotiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 28, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Numb

List of Subsidiaries of Rivian Automotive, Inc.

Exhibit 21.1 Subsidiaries of Rivian Automotive, Inc. Legal Name of Subsidiary Jurisdiction of Organization Rivian Holdings, LLC Delaware Rivian Adventure Holdings I, LLC Delaware Hunter Excelsior Holdings, LLC Delaware Groveland Eureka Holdings, LLC Delaware Rivian, LLC Delaware Rivian Automotive Canada, Inc. Canada Rivian United Kingdom Limited England and Wales RIV UK Engineering Limited England

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Automoti

As filed with the Securities and Exchange Commission on February 28, 2023

S-8 As filed with the Securities and Exchange Commission on February 28, 2023 Registration No.

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Rivian Automotive, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common s

Amendment No. 1 to the Framework Agreement, dated as of October 26, 2021, by and between Rivian Automotive, LLC and Amazon Logistics, Inc.

Exhibit 10.20 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. AMENDMENT NO. 1 TO THE FRAMEWORK AGREEMENT This Amendment No. 1 to the Framework Agreement (this “Amendment”), between Amazon Logistics, Inc., a Delaware c

Q4 2022 Shareholder Letter © 2023 Rivian. All rights reserved. 1 Q4 2022 Rivian Shareholder Letter Q4 2022 Shareholder Letter © 2023 Rivian. All rights reserved. 2 ~400-mile 50K~$12B R1S/R1T max pack launching 2H 2023 25K+ Vehicles produced since the

rivianq4-2022xsharehold Q4 2022 Shareholder Letter © 2023 Rivian. All rights reserved. 1 Q4 2022 Rivian Shareholder Letter Q4 2022 Shareholder Letter © 2023 Rivian. All rights reserved. 2 ~400-mile 50K~$12B R1S/R1T max pack launching 2H 2023 25K+ Vehicles produced since the start of production, as of December 31, 2022 36% Quarter over quarter increase in production 10M+ Packages delivered via EDVs

Description of Capital Stock

Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Rivian Automotive, Inc. (the “Company,” “we,” “us,” and “our”) and certain provisions of our amended and restated certificate of incorporation, as amended from time to time (the “amended and restated certificate of incorporation”) and amended and restated bylaws, as amended from time to time (the “amended an

Amendment No. 2 to the Framework Agreement, dated as of January 1, 2023, by and between Rivian Automotive, LLC and Amazon Logistics, Inc.

Exhibit 10.26 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. AMENDMENT NO. 2 TO THE FRAMEWORK AGREEMENT This Amendment No. 2 to the Framework Agreement (this “Amendment”), between Amazon Logistics, Inc., a Delaware c

RIVN / Rivian Automotive Inc - Class A / FORD MOTOR CO - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Rivian Automotive, Inc. (Name of Issuer) Class A common stock, par value $0.001 per share (Title of Class of Securities) (76954A103) (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 3, 2023 Date of Report (date of earliest event reported) Rivian Automotive,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 3, 2023 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

Rivian Produced 10,020 Vehicles in Q4 2022

Exhibit 99.1 Rivian Produced 10,020 Vehicles in Q4 2022 Irvine, California, January 3, 2023: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production totals for the quarter ending December 31, 2022. The company produced 10,020 vehicles at its manufacturing facility in Normal, Illinois and delivered 8,054 vehicles during the same period. On a full-year 2022 basis, the company produced 24,3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 20, 2022 Date of Report (date of earliest event reported) Rivian Automotiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 20, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Numb

Rivian Releases Third Quarter 2022 Financial Results

Exhibit 99.1 Rivian Releases Third Quarter 2022 Financial Results Irvine, California, November 9, 2022: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company’s third quarter 2022 financial results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audio webcast to discuss its result

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 9, 2022 Date of Report (date of earliest event reported) Rivian Automotive

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 9, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Numbe

Q3 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 1 Q3 2022 Rivian Shareholder Letter Q3 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 2 +114K +15K 100K 25K~$14B 67% R1 net preorders in the U.S. and Canada as of November 7,

rivianq3-2022xsharehold Q3 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 1 Q3 2022 Rivian Shareholder Letter Q3 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 2 +114K +15K 100K 25K~$14B 67% R1 net preorders in the U.S. and Canada as of November 7, 2022 Vehicles produced since the start of production, as of September 30, 2022 Quarter over quarter increase in production ED

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian

Rivian Executive Bonus Plan

Exhibit 10.1 RIVIAN EXECUTIVE BONUS PLAN 1.Purpose This Executive Bonus Plan (the “Plan”) is intended to provide an incentive for superior work and to motivate eligible executives of Rivian, LLC (the “Company”) and its subsidiaries, affiliates and other related entities (collectively, “Rivian” and the Company or related entity that employs a particular executive, the “Employer”) toward even higher

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 3, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

Rivian Produced 7,363 Vehicles in Q3 2022

Exhibit 99.1 Rivian Produced 7,363 Vehicles in Q3 2022 Irvine, California, October 3, 2022: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production totals for the quarter ending September 30, 2022. The company produced 7,363 vehicles at its manufacturing facility in Normal, Illinois and delivered 6,584 vehicles during the same period. These figures remain in line with the company?s expec

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Auto

Rivian Releases Second Quarter 2022 Financial Results

Exhibit 99.1 Rivian Releases Second Quarter 2022 Financial Results Irvine, California, August 11, 2022: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company?s second quarter 2022 financial results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audio webcast to discuss its resul

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 11, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 8, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Q2 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 1 Q2 2022 Rivian Shareholder Letter Q2 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 2 ~98K ~8K 100K 25K>$15B >430K R1 net preorders in the U.S. and Canada as of June 30, 20

rivianq2-2022xsharehold Q2 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 1 Q2 2022 Rivian Shareholder Letter Q2 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 2 ~98K ~8K 100K 25K>$15B >430K R1 net preorders in the U.S. and Canada as of June 30, 2022 Vehicles produced since the start of production, as of June 30, 2022 Packages delivered via EDV EDV initial order from Amaz

Rivian Produced 4,401 Vehicles in Q2 2022

Exhibit 99.1 Rivian Produced 4,401 Vehicles in Q2 2022 Irvine, California, July 6, 2022: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production totals for the quarter ending June 30, 2022. The company produced 4,401 vehicles at its manufacturing facility in Normal, Illinois and delivered 4,467 vehicles during the same period. These figures remain in line with the company?s expectations,

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 6, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 4

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 6, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 4

Letter to Shareholders June 6, 2022 Letter to Shareholders © 2022 Rivian. All rights reserved. To our shareholders: Over the last year, we have launched our flagship vehicles, the R1T, R1S, and EDV as well as our direct-to-customer delivery and servi

rivianletterxtoxshareho Letter to Shareholders June 6, 2022 Letter to Shareholders © 2022 Rivian.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 6, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 4

Q1 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 1 Q1 2022 Rivian Shareholder Letter Q1 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 2 >90K ~600K 100K 25K$17B ~5K R1 net preorders in the U.S. and Canada as of May 9, 2022

rivian-q1x2022xsharehold Q1 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 1 Q1 2022 Rivian Shareholder Letter Q1 2022 Shareholder Letter © 2022 Rivian. All rights reserved. 2 >90K ~600K 100K 25K$17B ~5K R1 net preorders in the U.S. and Canada as of May 9, 2022 Total planned annual capacity between Normal and Georgia plants Vehicles produced since the start of production, as of May 9,

Amendment no. 2 to Credit Agreement, dated as of May 20, 2021, by and among Rivian Holdings, LLC, as Borrower Representative, the borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent.

Exhibit 10.2 AMENDMENT NO. TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this ?Amendment?), dated as of February 18, 2022, is by and among RIVIAN HOLDINGS, LLC, a Delaware limited liability company (the ?Borrower Representative?), JPMORGAN CHASE BANK, N.A., as the Administrative Agent for the Lenders (in such capacity, the ?Administrative Agent?), and the Lenders party hereto. Unle

Rivian Releases First Quarter 2022 Financial Results

Exhibit 99.1 Rivian Releases First Quarter 2022 Financial Results Irvine, California, May 11, 2022: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company?s first quarter 2022 financial results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audio webcast to discuss its results an

Amendment no. 1 to Credit Agreement, dated as of May 20, 2021, by and among Rivian Holdings, LLC, as Borrower Representative, the borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent.

AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this ?Amendment?), dated as of October 4, 2021, is by and among RIVIAN HOLDINGS, LLC, a Delaware limited liability company (the ?Borrower Representative?), JPMORGAN CHASE BANK, N.A., as the Administrative Agent for the Lenders (in such capacity, the ?Administrative Agent?), and the Lenders party hereto. Unless otherwise

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Aut

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 11, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number) 4

SECURITIES & EXCHANGE COMMISSION WASHINGTON, D.C. 20549 NOTICE OF EXEMPT SOLICITATION (VOLUNTARY SUBMISSION)

SECURITIES & EXCHANGE COMMISSION WASHINGTON, D.C. 20549 NOTICE OF EXEMPT SOLICITATION (VOLUNTARY SUBMISSION) NAME OF REGISTRANT: Rivian Automotive, Inc. NAME OF PERSON RELYING ON EXEMPTION: SOC Investment Group ADDRESS OF PERSON RELYING ON EXEMPTION: 1900 L Street, N.W. Suite 900, Washington, D.C. 20036 Written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities E

Economic Development Agreement, dated as of May 2, 2022, by and among Rivian Horizon, LLC, the State of Georgia and the Georgia Department of Economic Development, and Joint Development Authority of Jasper County, Morgan County, Newton County and Walton County

Exhibit 10.1 ECONOMIC DEVELOPMENT AGREEMENT RIVIAN HORIZON, LLC AND THE STATE OF GEORGIA AND THE GEORGIA DEPARTMENT OF ECONOMIC DEVELOPMENT; AND JOINT DEVELOPMENT AUTHORITY OF JASPER COUNTY, MORGAN COUNTY, NEWTON COUNTY AND WALTON COUNTY SIGNING DATE: May 2, 2022 TABLE OF CONTENTS Page PART I ? GENERAL GOALS AND COMMITMENTS 7 PART II ? OBLIGATIONS OF PUBLIC PARTIES IN REGARD TO PROJECT SITE 9 PART

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 2, 2022 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 5, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Rivian Produced 2,553 Vehicles in Q1 2022

Exhibit 99.1 Rivian Produced 2,553 Vehicles in Q1 2022 Irvine, California, April 5, 2022: Rivian Automotive, Inc. (NASDAQ: RIVN) today announced production totals for the quarter ending March 31, 2022. The company produced 2,553 vehicles at its manufacturing facility in Normal, Illinois and delivered 1,227 vehicles during the same period. These figures are in line with the company?s expectations,

List of Subsidiaries of Rivian Automotive, Inc.

Exhibit 21.1 Subsidiaries of Rivian Automotive, Inc. Legal Name of Subsidiary Jurisdiction of Organization Rivian Holdings, LLC Delaware Rivian Adventure Holdings I, LLC Delaware Hunter Excelsior Holdings, LLC Delaware Groveland Eureka Holdings, LLC Delaware Rivian, LLC Delaware Rivian Automotive Canada, Inc. Canada Rivian United Kingdom Limited England and Wales RIV UK Engineering Limited England

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Rivian Automotive, Inc.

As filed with the Securities and Exchange Commission on March 31, 2022

As filed with the Securities and Exchange Commission on March 31, 2022 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41042 Rivian Automoti

Description of Capital Stock

Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Rivian Automotive, Inc. (the ?Company,? ?we,? ?us,? and ?our?) and certain provisions of our amended and restated certificate of incorporation, as amended from time to time (the ?amended and restated certificate of incorporation?) and amended and restated bylaws, as amended from time to time (the ?amended an

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 10, 2022 Date of Report (date of earliest event reported) Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41042 (Commission File Number)

Q4 2021 Shareholder Letter ~83K ~600K 100K 2,4253 vehicles 11.5K+ R1 net preorders in the U.S. and Canada as of March 8, 2022 Total planned annual capacity between Normal and Georgia plants Employees as of March 8, 2022 EDV initial order from Amazon

Q4 2021 Shareholder Letter ~83K ~600K 100K 2,4253 vehicles 11.5K+ R1 net preorders in the U.S. and Canada as of March 8, 2022 Total planned annual capacity between Normal and Georgia plants Employees as of March 8, 2022 EDV initial order from Amazon Vehicles produced as of March 8, 2022 since start of production Launched in the United States: R1T, R1S, EDV Key Highlights Q4 2021 Shareholder Letter

Rivian Releases Fourth Quarter and Full Year 2021 Financial Results

Exhibit 99.1 Rivian Releases Fourth Quarter and Full Year 2021 Financial Results Irvine, California, March 10, 2022: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company?s fourth quarter and full year 2021 financial results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audio w

RIVN / Rivian Automotive Inc - Class A / FORD MOTOR CO - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Rivian Automotive, Inc. (Name of Issuer) Class A common stock, par value $0.001 per share (Title of Class of Securities) (76954A103) (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi

RIVN / Rivian Automotive Inc - Class A / AMAZON COM INC - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Rivian Automotive, Inc. (Name of Issuer) Class A common stock, par value $0.001 per share (Title of Class of Securities) 76954A103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2022 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commissio

January 10, 2022

Exhibit 99.1 FOR IMMEDIATE RELEASE January 10, 2022 Rivian closed 2021 with over 1,000 vehicles produced Irvine, CA- Rivian Automotive, Inc. produced 1,015 vehicles by the end of 2021. 920 vehicles were delivered by that date. About Rivian Rivian exists to create products and services that help our planet transition to carbon neutral energy and transportation. Rivian designs, develops, and manufac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41042 Rivia

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2021 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commissi

Q3 2021 Shareholder Letter

Exhibit 99.2 Q3 2021 Shareholder Letter Key Highlights 71K 100K R1 net preorders in the U.S. and Canada EDV initial order from Amazon as of December 15, 2021 ~200K ~400K Planned annual capacity in our Estimated annual capacity planned Normal, IL Factory for our Georgia facility 10K+ 3 vehicles Employees as of December 15, 2021 Certified for sale in the United States: R1T, R1S, EDV Q3 2021 Sharehol

Rivian Releases Q3 2021 Earnings

Exhibit 99.1 Rivian Releases Q3 2021 Earnings Irvine, California, December 16, 2021: Rivian Automotive, Inc. (NASDAQ: RIVN) has today published a letter to its shareholders containing the company?s third quarter 2021 results. The letter is available on its investor relations website (https://rivian.com/investors). Rivian will host an audio webcast to discuss the results and provide a business upda

RIVN / Rivian Automotive Inc - Class A / Global Oryx Group Holding Co Ltd - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

Amended and Restated Certificate of Incorporation of Rivian Automotive, Inc.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RIVIAN AUTOMOTIVE, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Rivian Automotive, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?General Corporation Law?), hereby certifies as follows: 1. The name of this

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2021 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41042 47-3544981 (State or other jurisdiction of incorporation) (Commissi

Amended and Restated Bylaws of Rivian Automotive, Inc.

Exhibit 3.2 Amended and Restated Bylaws of Rivian Automotive, Inc. (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Advance Notice of Business to be Brought before a Meeting 2 2.5 Advance Notice of Nominations for

TABLE OF CONTENTS Prospectus Summary 1 Risk Factors 20 Special Note Regarding Forward-Looking Statements 72 Market and Industry Data 74 Use of Proceeds 75 Dividend Policy 76 Capitalization 77 Dilution 79 Selected Consolidated Financial and Other Data

Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-259992 Class A Common Stock 153,000,000 Shares This is an initial public offering of shares of Class A common stock of Rivian Automotive, Inc. We are offering 153,000,000 shares of our Class A common stock. Prior to this offering, there has been no public market for our Class A common stock. The initial public offering price p

Registration Statement on Form S-8 (File No. 333-260943)

As filed with the Securities and Exchange Commission on November 10, 2021 Registration No.

As filed with the Securities and Exchange Commission on November 9, 2021

As filed with the Securities and Exchange Commission on November 9, 2021 File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Rivian Automotive, Inc. (Exact name of Registrant as specified in its charter) Delaware 3711 47-3544981 (State or other jurisdiction of incorporation or organization) (Primary

Rivian Automotive, Inc. 14600 Myford Road Irvine, California 92606

Rivian Automotive, Inc. 14600 Myford Road Irvine, California 92606 November 8, 2021 VIA EDGAR TRANSMISSION Division of Corporate Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Jennifer Angelini Re: Rivian Automotive, Inc. Registration Statement on Form S-1 (File No. 333-259992) Request for Acceleration of Effective Date Ladies and

[Remainder of Page Intentionally Left Blank]

CORRESP 1 filename1.htm November 8, 2021 VIA EDGAR AND EMAIL United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Jennifer Angelini Asia Timmons-Pierce Charles Eastman Jean Yu Re: Rivian Automotive, Inc. Registration Statement on Form S-1 (File No. 333-259992) Request for Acceleration of Effective Date Ladies and

Form 8-A

8-A12B 1 d237083d8a12b.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 RIVIAN AUTOMOTIVE, INC. (Exact name of registrant as specified in its charter) Delaware 47-3544981 (State or other jurisdiction of incorporation or organization)

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1271 Avenue of the Americas New York, New York 10020-1401 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh Düsseldorf San Diego Frankfurt San Francisco Hamburg Seoul November 5, 2021 Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tok

As filed with the U.S. Securities and Exchange Commission on November 5, 2021.

Table of Contents As filed with the U.S. Securities and Exchange Commission on November 5, 2021. Registration No. 333-259992 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Rivian Automotive, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 3711 47-3544981 (State or Other

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CORRESP 1 filename1.htm 140 Scott Drive Menlo Park, California 94025 Tel: +1.650.328.4600 Fax: +1.650.463.2600 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh Düsseldorf San Diego Frankfurt San Francisco Hamburg Seoul November 4, 2021 Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tokyo

Form of Amended and Restated Bylaws

Exhibit 3.4 Amended and Restated Bylaws of Rivian Automotive, Inc. (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Advance Notice of Business to be Brought before a Meeting 2 2.5 Advance Notice of Nominations for

Form of Amended and Restated Certificate of Incorporation

Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RIVIAN AUTOMOTIVE, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Rivian Automotive, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?General Corporation Law?), hereby certifies as follows: 1. The name of this

Commercial Letter Agreement, dated as of February 15, 2019, by and between Rivian Automotive, Inc. and Amazon.com, Inc.

Exhibit 10.14 Rivian Automotive, Inc. 13250 N. Haggerty Road Plymouth, MI 48170 February 15, 2019 Amazon.com, Inc. 410 Terry Avenue North Seattle, WA 98108-5210 Ladies and Gentlemen: In consideration of and in connection with the sale and issuance of Series A Preferred Stock (?Series A Preferred Stock?) of Rivian Automotive, Inc., a Delaware corporation (together with its subsidiaries, the ?Compan

Employment Agreement by and between Rivian Automotive, LLC and Jiten Behl

Exhibit 10.8 RIVIAN AUTOMOTIVE, LLC EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?), entered into effective as of October 30, 2021 (the ?Effective Date?), is between Rivian Automotive, LLC (the ?Company?) and Jiten Behl (?Executive? and, together with the Company, the ?Parties?). This Agreement supersedes in its entirety that certain Employment Agreement between Executive and the

2015 Long-Term Incentive Plan, as amended, and forms of option and restricted stock unit agreements thereunder

Exhibit 10.1 Rivian Automotive, Inc. 2015 Long-Term Incentive Plan (as amended and restated as of May 14, 2021) 1. Purpose of the Plan. This Plan is intended to further the growth and success of the Company and its Affiliates by: (1) providing the Board and management with flexibility to attract, motivate and retain key employees and directors whose present and potential contributions are importan

Director Nomination Agreement, dated as of October 31, 2021, by and between Rivian Automotive, Inc. and Amazon.com, Inc.

Exhibit 10.22 DIRECTOR NOMINATION AGREEMENT This DIRECTOR NOMINATION AGREEMENT, dated as of October 31, 2021 (this ?Agreement?), is by and between Rivian Automotive, Inc., a Delaware corporation (the ?Company?), and Amazon.com, Inc., a Delaware corporation (?Amazon?), as the sole owner of Amazon.com NV Investment Holdings LLC, a holder of preferred stock and warrants to purchase preferred stock in

Employment Agreement by and between Rivian Automotive, LLC and Claire McDonough

Exhibit 10.9 RIVIAN AUTOMOTIVE, LLC EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?), entered into effective as of October 30, 2021 (the ?Effective Date?), is between Rivian Automotive, LLC (the ?Company?) and Claire McDonough (?Executive? and, together with the Company, the ?Parties?). This Agreement supersedes in its entirety that certain offer letter between Executive and the Co

Work Order No. #1 to the Framework Agreement, dated as of September 16, 2019, by and between Rivian Automotive, LLC and Amazon Logistics, Inc.

Exhibit 10.13 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. WORK ORDER NO. #1 TO THE FRAMEWORK AGREEMENT This Work Order No. #1 (this ?Work Order?), between Amazon Logistics, Inc., a Delaware corporation (?Amazon?),

As filed with the U.S. Securities and Exchange Commission on November 1, 2021.

Table of Contents As filed with the U.S. Securities and Exchange Commission on November 1, 2021. Registration No. 333-259992 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Rivian Automotive, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 3711 47-3544981 (State or Other

Form of Indemnification Agreement for Directors and Officers

Exhibit 10.5 RIVIAN AUTOMOTIVE, INC. FORM OF INDEMNIFICATION AGREEMENT [insert date] INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the ?Agreement?) is made and entered into as of [insert date] between Rivian Automotive, Inc., a Delaware corporation (the ?Company?), and [insert name] (?Indemnitee?). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve c

Form of Class A Common Stock Certificate

Exhibit 4.1 THIS CERTIFIES THAT is the owner of CUSIP DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR, FULLY-PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK OF Rivian Automotive, Inc. (hereinafter called the ?Company?), transferable on the books of the Company in person or by duly authorized attorney, upon surrender of this Certificate prop

Employment Agreement by and between Rivian Automotive, LLC and Robert Joseph Scaringe

Exhibit 10.7 RIVIAN AUTOMOTIVE, LLC EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?), entered into effective as of October 31, 2021 (the ?Effective Date?), is between Rivian Automotive, LLC (the ?Company?) and Robert Joseph (?RJ?) Scaringe (?Executive? and, together with the Company, the ?Parties?). This Agreement supersedes in its entirety that certain Employment Agreement between

Non-Employee Director Compensation Program

Exhibit 10.3 RIVIAN AUTOMOTIVE, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM This Rivian Automotive, Inc. (the ?Company?) Non-Employee Director Compensation Program (this ?Program?) has been adopted under the Company?s 2021 Incentive Award Plan (the ?Plan?) and shall be effective upon the closing of the Company?s initial public offering of its Class A common stock (the ?IPO?). Capitalized terms

Transition and Release Agreement, dated as of March 2, 2021, by and between Rivian Automotive, LLC and Ryan Green

Exhibit 10.11 TRANSITION AND RELEASE AGREEMENT 1. Parties. The parties to this Transition and Release Agreement (this ?Agreement?) are Ryan Green, the employee (for yourself, your family, beneficiaries and anyone acting for you) (?you?), and your employer, Rivian Automotive, LLC (?Rivian?). 2. Transition of Employment. Rivian and you acknowledge that your employment as Chief Financial Officer ende

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140 Scott Drive Menlo Park, California 94025 Tel: +1.650.328.4600 Fax: +1.650.463.2600 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh Düsseldorf San Diego Frankfurt San Francisco November 1, 2021 Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tokyo Madrid Washington, D.C.

2021 Employee Stock Purchase Plan

Exhibit 10.4 RIVIAN AUTOMOTIVE, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN ARTICLE 1 PURPOSE The Plan?s purpose is to assist employees of the Company and its Designated Subsidiaries in acquiring a stock ownership interest in the Company, and to help such employees provide for their future security and to encourage them to remain in the employment of the Company and its Subsidiaries. The Plan consists

Form of Underwriting Agreement

Exhibit 1.1 [?] Shares Rivian Automotive, Inc. Class A Common Stock, Par Value $0.001 Per Share UNDERWRITING AGREEMENT [?], 2021 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC J.P. Morgan Securities LLC As representatives of the several Underwriters named in Schedule I hereto. c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York

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1271 Avenue of the Americas New York, New York 10020-1401 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh Düsseldorf San Diego Frankfurt San Francisco Hamburg Seoul November 1, 2021 Hong Kong Shanghai Houston Silicon Valley London Singapore Los Angeles Tok

Amendment to the Warrant to Purchase Series C Preferred Stock, dated as of October 31, 2021, by and between Rivian Automotive, Inc. and Amazon.com NV Investment Holdings LLC.

Exhibit 10.21 AMENDMENT TO THE WARRANT TO PURCHASE SERIES C PREFERRED STOCK This amendment (this ?Amendment?) is entered into as of October 31, 2021 (the ?Effective Date?), by and between Amazon.com NV Investment Holdings LLC (the ?Holder?) and Rivian Automotive, Inc., a Delaware corporation (the ?Company?, together with the Holder, the ?Parties?), for the purpose of amending the warrant to purcha