Sciarra Paul Cahill Form 4 Joby Aviation / Paul Cahill Sciarra ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Sciarra Paul Cahill

(Last) (First) (Middle)

C/O JOBY AVIATION, INC.

333 ENCINAL STREET

(Street)

SANTA CRUZ CA 95060

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Joby Aviation, Inc. [ JOBY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/14/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/14/2024		M		22,556	A	$0	100,070	D
Common Stock								59,994,725	I	By Sciarra Management Trust(1)
Common Stock								50,000	I	By Sciarra Foundation(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units (RSUs)	$0	06/14/2024		M			22,556	(3)	(3)	Common Stock	22,556	$0	0	D
Restricted Stock Units (RSUs)	$0	06/14/2024		A		30,181		(4)	(4)	Common Stock	30,181	$0	30,181	D

Explanation of Responses:

1. The shares of common stock are held of record by Sciarra Management Trust. The Reporting Person has voting and dispositive power of the shares held by Sciarra Management Trust therefore may be deemed to be the beneficial owner of such shares.

2. The shares of common stock are held of record by the Sciarra Foundation. The Reporting Person has voting and dispositive power of the shares held by the Sciarra Foundation therefore may be deemed to be the beneficial owner of such shares.

3. Represents an annual award of restricted stock units ("RSUs") to the Issuer's non-employee directors (the "Annual Award"). The Annual Award shall fully vest on the earlier of (a) the date of the next annual meeting of the Issuer's stockholders and (b) June 22, 2024, in each case, subject to Reporting Person's continued status as a Service Provider (as defined in the Issuer's 2021 Incentive Award Plan) through the applicable vesting date. Each RSU represents a contingent right to receive one share of Common Stock upon vesting.

4. Represents an annual award of restricted stock units ("RSUs") to the Issuer's non-employee directors (the "Annual Award"). The Annual Award shall fully vest on the earlier of (a) the date of the next annual meeting of the Issuer's stockholders and (b) June 14, 2025, in each case, subject to Reporting Person's continued status as a Service Provider (as defined in the Issuer's 2021 Incentive Award Plan) through the applicable vesting date. Each RSU represents a contingent right to receive one share of Common Stock upon vesting.

Remarks:

	/s/ Kate DeHoff, Attorney-in-Fact for Paul Sciarra	06/18/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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