4//SEC Filing
PINCUS MARK J 4
Accession 0000899243-21-032881
CIK 0001819848other
Filed
Aug 11, 8:00 PM ET
Accepted
Aug 12, 8:01 PM ET
Size
19.0 KB
Accession
0000899243-21-032881
Insider Transaction Report
Form 4
PINCUS MARK J
Director10% Owner
Transactions
- Exercise/Conversion
Common Stock
2021-08-10+17,130,000→ 17,130,000 total(indirect: See Footnote) - Other
Private Placement Warrants
2021-08-10$1.50/sh+11,533,333$17,300,000→ 11,533,333 total(indirect: See Footnote)Exercise: $11.50→ Common Stock (11,533,333 underlying) - Award
Common Stock
2021-08-10$10.00/sh+800,000$8,000,000→ 800,000 total(indirect: See Footnote) - Award
Common Stock
2021-08-10$10.00/sh+2,500,000$25,000,000→ 2,500,000 total(indirect: See Footnote) - Exercise/Conversion
Class B Ordinary Shares
2021-08-10−17,130,000→ 0 total(indirect: See Footnote)→ Common Stock (17,130,000 underlying) - Award
Common Stock
2021-08-10$10.00/sh+1,200,000$12,000,000→ 1,200,000 total(indirect: See Footnote)
Footnotes (8)
- [F1]Reflects Issuer common stock acquired from the Issuer pursuant to a Subscription Agreement in connection with the business combination of Reinvent Technology Partners (the former name of the Issuer) ("RTP") and Joby Aero, Inc. (the "Business Combination").
- [F2]Reflects securities held directly by Workplay Ventures LLC. On the basis of the reporting person's relationship with Workplay Ventures LLC, the reporting person may be deemed a beneficial owner of the securities held by Workplay Ventures LLC. The reporting person disclaims beneficial ownership of the securities held by Workplay Ventures LLC, except to the extent of his pecuniary interest therein.
- [F3]Reflects securities held directly by MJP DT Holdings LLC. On the basis of the reporting person's relationship with MJP DT Holdings LLC, the reporting person may be deemed a beneficial owner of the securities held by MJP DT Holdings LLC. The reporting person disclaims beneficial ownership of the securities held by MJP DT Holdings LLC, except to the extent of his pecuniary interest therein.
- [F4]Reflects securities held directly by Reinvent Capital Fund LP. The reporting person may be a beneficial owner of securities held by Reinvent Capital Fund LP by virtue of his shared control over and indirect pecuniary interest in Reinvent Capital Fund LP. The reporting person disclaims beneficial ownership of the securities held by Reinvent Capital Fund LP, except to the extent of his pecuniary interest therein.
- [F5]100% of such shares are subject to vesting in tranches of 20% if the volume weighted average price of the Issuer's shares of common stock equals or exceeds $12.00, $18.00, $24.00, $32.00 or $50.00, respectively, for any 20 trading days within a 30 trading day period on or prior to the tenth anniversary of the Business Combination. On August 10, 2031, any unvested shares will be automatically forfeited. In the event the Issuer completes a transaction that results in a change of control, all unvested shares will vest immediately prior to the closing of such transaction.
- [F6]On August 10, 2021, RTP consummated the Business Combination. Pursuant to the Business Combination, RTP domesticated as a Delaware corporation and changed its name to "Joby Aviation, Inc.", and each RTP Class B ordinary share was automatically converted into the right to receive one share of the Issuer's common stock.
- [F7]The securities reported herein are directly held by Reinvent Sponsor LLC. The reporting person may be deemed a beneficial owner of securities held by Reinvent Sponsor LLC by virtue of his shared control over and indirect pecuniary interest in Reinvent Sponsor LLC. The reporting person disclaims beneficial ownership of the securities held by Reinvent Sponsor LLC, except to the extent of his pecuniary interest therein.
- [F8]Represents Private Placement Warrants acquired from the Issuer in connection with the Issuer's initial public offering. Each warrant is exercisable for one share of common stock at an exercise price of $11.50 per share, subject to certain adjustments. The warrants may be exercised commencing on the later of 12 months from the closing of the Issuer's initial public offering and 30 days after the completion of the Issuer's initial business combination and expire five years after consummation of the Business Combination or earlier upon redemption or liquidation.
Documents
Issuer
Joby Aviation, Inc.
CIK 0001819848
Entity typeother
Related Parties
1- filerCIK 0001134069
Filing Metadata
- Form type
- 4
- Filed
- Aug 11, 8:00 PM ET
- Accepted
- Aug 12, 8:01 PM ET
- Size
- 19.0 KB