McDonough Claire 4
4 · Rivian Automotive, Inc. / DE · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Rivian (RIVN) CFO Claire McDonough Sells 27,133 Shares
What Happened
- Claire McDonough, Chief Financial Officer of Rivian Automotive (RIVN), reported two transactions related to vested restricted stock and an open-market sale. On 2026-02-15, 22,048 shares were withheld by the company to satisfy tax withholding obligations tied to the vesting of 59,426 Restricted Stock Units (withheld value reported as $390,911). On 2026-02-18 she sold 27,133 shares in the open market for a weighted average price of $16.80, totaling approximately $455,699. These actions are disposals (sales/withholding), not purchases.
Key Details
- Transaction dates and prices:
- 2026-02-15: 22,048 shares withheld for tax withholding @ $17.73 (value $390,911) — tax withholding related to 59,426 RSUs that vested.
- 2026-02-18: 27,133 shares sold in open market @ weighted avg $16.80 (range $16.49–$17.08) — proceeds ~$455,699.
- Net RSUs issued after withholding: 59,426 vested RSUs minus 22,048 withheld = 37,378 shares delivered to the reporting person (per filing footnote).
- Ownership after transaction: not specified in the provided filing excerpt.
- Notable footnotes:
- Withholding (F1) was to satisfy tax obligations on vested RSUs.
- Sale (F3/F4) was effected under a Rule 10b5-1 trading plan adopted 2025-09-02; reported sale price is a weighted average across multiple executions.
- F2 notes a referenced closing price (Feb 13, 2026) used in the filing.
- Filing timeliness: Form 4 was filed 2026-02-18 for transactions dated 2026-02-15. Because Form 4 is typically due within two business days of a reportable transaction, the filing appears to have been filed one business day late.
Context
- The 22,048-share withholding is a routine tax-related disposition tied to RSU vesting (not a directional bet on the stock). The separate open-market sale was executed under a pre-established 10b5-1 plan, which generally means the trades were scheduled in advance and may reduce the significance of the sale as a real-time signal of insider sentiment.
Insider Transaction Report
Form 4
McDonough Claire
Chief Financial Officer
Transactions
- Tax Payment
Class A Common Stock
[F1][F2]2026-02-15$17.73/sh−22,048$390,911→ 707,969 total - Sale
Class A Common Stock
[F3][F4]2026-02-18$16.80/sh−27,133$455,699→ 680,836 total
Footnotes (4)
- [F1]22,048 shares of Class A Common Stock were withheld by the Company for the purposes of satisfying tax withholding obligations in connection with the vesting of 59,426 Restricted Stock Units on February 15, 2026.
- [F2]The closing price of the Issuer's Class A Common Stock on February 13, 2026.
- [F3]The sale reported in this transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 2, 2025, as described in the Issuer's Quarterly Report on Form 10-Q for the three months ended September 30, 2025, filed with the Securities and Exchange Commission on November 4, 2025.
- [F4]The price reported is a weighted average sale price. The shares were sold in multiple transactions at prices ranging from $16.49 to $17.08, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
Signature
/s/ Jamie Chung, Attorney-in-Fact|2026-02-18