SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
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Aeva Technologies, Inc. (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
00835Q202 (CUSIP Number) |
Soroush Salehian Dardashti c/o Aeva Technologies, Inc., 555 Ellis Street Mountain View, CA, 94043 650-481-7070 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/05/2025 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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CUSIP No. | 00835Q202 |
1 |
Name of reporting person
Soroush Salehian Dardashti | ||||||||
2 | Check the appropriate box if a member of a Group (See Instructions)
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3 | SEC use only | ||||||||
4 |
Source of funds (See Instructions)
PF | ||||||||
5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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6 | Citizenship or place of organization
UNITED STATES
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Number of Shares Beneficially Owned by Each Reporting Person With: |
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11 | Aggregate amount beneficially owned by each reporting person
3,317,034.00 | ||||||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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13 | Percent of class represented by amount in Row (11)
5.8 % | ||||||||
14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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Item 1. | Security and Issuer |
(a) | Title of Class of Securities:
Common Stock, par value $0.0001 per share |
(b) | Name of Issuer:
Aeva Technologies, Inc. |
(c) | Address of Issuer's Principal Executive Offices:
555 Ellis Street, Mountain View,
CALIFORNIA
, 94043. |
Item 2. | Identity and Background |
(a) | Soroush Salehian Dardashti |
(b) | The business address of the Reporting Person is c/o Aeva Technologies, Inc., 555 Ellis Street, Mountain View, CA 94043 |
(c) | The Reporting Person's present principal occupation is Chief Executive Officer of the Issuer. |
(d) | During the last five years, the Reporting Person has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). |
(e) | The Reporting Person is not, nor during the last five years has been, a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
(f) | The Reporting Person is a citizen of the United States. |
Item 3. | Source and Amount of Funds or Other Consideration |
See Item 5 below. | |
Item 4. | Purpose of Transaction |
The information set forth in Item 4 of the original Schedule 13D filed with the Commission on March 22, 2021, as amended by Amendment No. 1 filed with the Commission on March 21, 2025 (the Original Schedule 13D) is incorporated herein by reference. | |
Item 5. | Interest in Securities of the Issuer |
(a) | See Items 7-11 and 13 of the cover pages of this Statement for the Reporting Person and Item 2 above. |
(b) | See Items 7-11 and 13 of the cover pages of this Statement for the Reporting Person and Item 2 above. |
(c) | Following is a description of the transactions in securities of the Issuer by the Reporting Person since the sixtieth day prior to the date of the event requiring the filing of this Statement: 1. On June 16, 2025, pursuant to bona fide gift for which no payment of consideration was received by the Reporting Person, the Reporting Person transferred 175,000 shares of Common Stock to an unaffiliated trust; 2. On July 7, 2025, 69,901 shares of Common Stock at a weighted-average price of $30.53 for aggregate sale proceeds of $2,134,077.53 were automatically sold in a non-discretionary transaction by the Reporting Person to cover withholding obligation upon the vesting and settlement of certain time-based restricted stock unit awards; 3. On August 5, 2025, pursuant to bona fide gift for which no payment of consideration was received by the Reporting Person, the Reporting Person transferred (i) 580,000 shares of Common Stock to an unaffiliated trust, and (ii) 425,000 shares of Common Stock to his spouse who, on August 6, 2025, transferred these 425,000 shares to an unaffiliated trust. |
(d) | Except as reported in this Statement, no other person is known to the Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock covered by this Statement. |
(e) | Not applicable. |
Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Not applicable | |
Item 7. | Material to be Filed as Exhibits. |
Not applicable |
SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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