0000899243-21-043730.txt : 20211109 0000899243-21-043730.hdr.sgml : 20211109 20211109204945 ACCESSION NUMBER: 0000899243-21-043730 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211109 FILED AS OF DATE: 20211109 DATE AS OF CHANGE: 20211109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AMAZON COM INC CENTRAL INDEX KEY: 0001018724 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41042 FILM NUMBER: 211394034 BUSINESS ADDRESS: STREET 1: 410 TERRY AVENUE NORTH CITY: SEATTLE STATE: WA ZIP: 98109 BUSINESS PHONE: 2062661000 MAIL ADDRESS: STREET 1: 410 TERRY AVENUE NORTH CITY: SEATTLE STATE: WA ZIP: 98109 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rivian Automotive, Inc. / DE CENTRAL INDEX KEY: 0001874178 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 14600 MYFORD ROAD CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: (888) 748-4261 MAIL ADDRESS: STREET 1: 14600 MYFORD ROAD CITY: IRVINE STATE: CA ZIP: 92618 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-11-09 0 0001874178 Rivian Automotive, Inc. / DE RIVN 0001018724 AMAZON COM INC 410 TERRY AVENUE NORTH SEATTLE WA 98109 1 0 1 0 Series A Preferred Stock Class A Common Stock 86186650 I See footnote Series D Preferred Stock Class A Common Stock 30714819 I See footnote Series E Preferred Stock Class A Common Stock 27437057 I See footnote Series F Preferred Stock Class A Common Stock 4070557 I See footnote Warrant (Right to Purchase) 9.089 2029-09-16 Series C Preferred Stock 3723050 I See footnote Convertible Notes 2026-07-23 Class A Common Stock 490000000.00 I See footnote Amazon.com NV Investment Holdings LLC, a wholly-owned subsidiary of Amazon.com, Inc. ("Amazon"), is the record holder of the securities listed in this Form 3. Upon the closing of the Issuer's initial public offering, each share of Series A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock and Series F Preferred Stock (collectively, the "Preferred Stock") will automatically convert into one share of the Issuer's Class A common stock, par value $0.001 per share (the "Class A Common Stock"), on a one-for-one basis. The shares of Preferred Stock have no expiration date. Upon the closing of the Issuer's initial public offering, the warrant to purchase Series C Preferred Stock will automatically convert into a warrant to purchase an equivalent number of Class A Common Stock at the same exercise price. Upon the closing of the Issuer's initial public offering, the Convertible Notes will automatically convert into shares of Class A Common Stock at a conversion price equal to the lesser of: (i) $71.03 and (ii) the product of (x) the initial public offering price per share multiplied by (y) the applicable discount rate determined by reference to the time of conversion (0.85 until December 31, 2021). Peter Krawiec, a Senior Vice President of Worldwide Corporate and Business Development of Amazon, is a member of the Issuer's board of directors. He was initially elected as a designee of Amazon.com NV Investment Holdings LLC. /s/ David A. Zapolsky, Senior Vice President 2021-11-09