Joby Aviation (JOBY) Form 3 Joby Aviation / Sergey Novikov ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

OMB APPROVAL

OMB Number:	3235-0104
Estimated average burden
hours per response:	0.5

1. Name and Address of Reporting Person^*

Novikov Sergey

(Last) (First) (Middle)

333 ENCINAL STREET

(Street)

SANTA CRUZ CA 95060

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/13/2024

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

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	42,876	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units (RSUs)	(1)	(1)	Common Stock	3,217	0	D
Restricted Stock Units (RSUs)	(2)	(2)	Common Stock	6,622	0	D
Restricted Stock Units (RSUs)	(3)	(3)	Common Stock	17,190	0	D
Restricted Stock Units (RSUs)	(4)	(4)	Common Stock	4,068	0	D
Restricted Stock Units (RSUs)	(5)	(5)	Common Stock	4,700	0	D
Restricted Stock Units (RSUs)	(6)	(6)	Common Stock	10,517	0	D
Restricted Stock Units (RSUs)	(7)	(7)	Common Stock	17,869	0	D

Explanation of Responses:

1. Represents an award of restricted stock units ("RSUs") that vests with respect to 10% of the total number of RSUs on each of the first four quarterly anniversaries of July 1, 2022 and as to 5% of the total number of RSUs on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.

2. Represents an award of restricted stock units ("RSUs") that vests with respect to 100% of the RSUs on July 1, 2025, subject to the Reporting Person's continued service through the vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.

3. Represents an award of restricted stock units ("RSUs") that vests with respect to 16.66% of the RSUs on July 1, 2022 and as to the remaining 83.34% in 20 quarterly installments thereafter, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.

4. Represents an award of restricted stock units ("RSUs") that vests with respect to 10% of the total number of RSUs on each of the first four quarterly anniversaries of July 1, 2023 and as to 5% of the total number of RSUs on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.

5. Represents an award of restricted stock units ("RSUs"). Between 0% and 125% of the award will vest in equal installments on each of on January 14, 2025, February 10, 2025, March 4, 2025 and April 7, 2025, based on the achievement of specified goals under the Joby Aviation, Inc. 2024 Performance Award Program and subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.

6. Represents an award of restricted stock units ("RSUs") that vests in equal quarterly installments over four years, beginning on April 1, 2024, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.

7. Represents an award of restricted stock units ("RSUs") that vests in equal quarterly installments over four years, beginning on October 1, 2024, subject to the Reporting Person's continued service through the applicable vesting date. Each RSU represents the contingent right to receive one share of Common Stock upon vesting.

Remarks:

Corporate Controller, acting Principal Accounting Officer and Treasurer. Exhibit 24-Power of Attorney

	/s/ Sarah Slayen, Attorney-in-Fact for Sergey Novikov	12/23/2024
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.