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Electric Rivilution

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Rivian Automotive, Inc. Announces Commencement of Underwritten Public Offering of Common Stock

IRVINE, Calif. July 6, 2026—Rivian Automotive, Inc. (Nasdaq: RIVN) (“Rivian”) today announced that it has commenced an underwritten public offering of 75,000,000 shares of its common stock. In connection with the offering, Rivian expects to grant the underwriters a 30-day option to purchase up to an additional 11,250,000 shares of its common stock, at the public offering price, less underwriting discounts and commissions. All of the shares to be sold in the offering are to be sold by Rivian. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Rivian expects to use the net proceeds from the offering for general corporate purposes, including funding of certain equity contributions pursuant to that certain Amended and Restated Loan Arrangement and Reimbursement and Sponsor Support Agreement with the U.S. Department of Energy (the “DOE Loan”).

Goldman Sachs & Co., LLC, Allen & Company LLC, Barclays Capital Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC are acting as joint book-running managers for the proposed offering.

The proposed offering is being made pursuant to a shelf registration statement on Form S-3 that became automatically effective upon filing with the Securities and Exchange Commission (the “SEC”) on April 30, 2026. The offering may be made only by means of a prospectus supplement and an accompanying prospectus. The prospectus supplement and the accompanying prospectus relating to the offering will be filed with the SEC and will be available for free by visiting EDGAR on the SEC website at www.sec.gov. When available, copies of the prospectus supplement and the accompanying prospectus relating to the offering may also be obtained by contacting: Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, Telephone: (866) 471-2526 or via email: [email protected]; Allen & Company LLC, Attention: Prospectus Department, 711 Fifth Avenue, 9th floor, New York, New York 10022, by telephone at (212) 339-2220, or by email at [email protected]; Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, [email protected], (888) 603-5847; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by email at [email protected] and [email protected]; Morgan Stanley, 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Department; or by email at [email protected]; and Wells Fargo Securities, LLC, 90 South 7th Street, 5th Floor, Minneapolis, MN 55402, at 800-645-3751 (option #5) or email a request to [email protected].
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mkhuffman

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Today's nice gain will likely take a big hit tomorrow. Look what it did when the offering was announced:

Rivian R1T R1S Rivian announces 75 million shares offering 1783387789505-x


Whatever. Is anyone surprised they did this?

One day it will reach my break-even of $65. :CWL:
 

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SolidTHX1138

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Rivian better sell a lot of the R2 and get the R3/R3X out sooner. I think this move means they are very optimistic about the company, but it will probably dip again after the earnings on July 30th. I'm still in for the long run. :)
 

Wilber

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>10% dilution
Please explain how you compute that. the online sources i find say Rivian has about 1.25 billion shares outstanding - before this offering is added in. So, i estimate the dilution at 6%.
 

DuoRivians

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Please explain how you compute that. the online sources i find say Rivian has about 1.25 billion shares outstanding - before this offering is added in. So, i estimate the dilution at 6%.
Public float is what matters for setting the price per share because that’s what’s trading. 775M shares. Rivian can sell 86M shares with this announcement, which are fully tradeable themselves
 

CrazyOne

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I asked Gemini if Rivian has money to scale and it said yes with DOE loan and a few other things. I was considering selling some stock 🤦. This is exactly what I was worried about. I guess my sell window passed, I might buy some.
 

Rade

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Well, the only time I would be nervous is if they are buying back stock.
 

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maverick92

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Well, the only time I would be nervous is if they are buying back stock.
Why would that make you nervous? That’s the opposite of share dilution and generally a sign of confidence that the market is undervaluing the company.
 

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Well, the only time I would be nervous is if they are buying back stock.
I doubt they would ever buy back stock at this point with the capital requirements they have.. and they need to pay in a lot of money, to unlock the DOE loan access starting later this year.. so cash is too valuable.

Probably why they are raising cash, by selling stock at a relative recent high to load the balance sheet and start the GA factory stand up. That will unlock 1-4B from the DOE next year and in 2028.
 

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Rivian better sell a lot of the R2 and get the R3/R3X out sooner. I think this move means they are very optimistic about the company, but it will probably dip again after the earnings on July 30th. I'm still in for the long run. :)
I’m also waiting for earns report before buying more shares. I’m glad I waited.
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