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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
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Joby Aviation, Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
(CUSIP Number) |
Paul Sciarra 333 Encinal St, Santa Cruz, CA, 95060 831-201-6700 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
05/14/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Sciarra Paul Cahill | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF, OO | ||||||||
| 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
56,520,980.00 | ||||||||
| 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)
5.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Explanatory Note
This Amendment No. 1 to Schedule 13D (this "Amendment No. 1") amends and supplements the Statement on Schedule 13D filed with the United States Securities and Exchange Commission on February 22, 2022 (as amended to date, the "Schedule 13D") relating to the common stock, par value $0.0001 per share (the "Common Stock"), of Joby Aviation, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
Joby Aviation, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
333 Encinal Street, Santa Cruz,
CALIFORNIA
, 95060. |
| Item 4. | Purpose of Transaction |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
10b5-1 Trading Plan
On May 14, 2026, the Reporting Person entered into a trading plan (the "2026 Trading Plan") pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, pursuant to which, a broker dealer has agreed to make periodic sales of up to an aggregate of 1,875,000 shares of Common Stock on behalf of the Reporting Person.
This description of the 2026 Trading Plan does not purport to be complete and is qualified in its entirety by the text of the 2026 Trading Plan, the form of which is attached as an exhibit to this Schedule 13D and incorporated herein by reference. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Amount beneficially owned: 56,520,980
Percent of Class: 5.7% |
| (b) | Number of shares the Reporting Person has:
Sole power to vote or direct the vote: 56,520,980
Shared power to vote: 0
Sole power to dispose or direct the disposition of: 56,520,980
Shared power to dispose or direct the disposition of: 0
The share amount reported herein consists of (i) 56,328,057 shares of Issuer Common Stock held of record by the Sciarra Management Trust (ii) 50,000 shares of Issuer Common Stock held of record by the Sciarra Foundation, and (iii) 142,923 shares held directly by Mr. Sciarra. The Reporting Person has voting and dispositive power over the shares held in the Sciarra Management Trust and the Sciarra Foundation and therefore may be deemed to be the beneficial owner of such shares.
The above percentage is based on 983,642,852 shares of Issuer Common Stock outstanding as of May 4, 2026. |
| (c) | On April 5, 2026, the Reporting Person received an award of 1,361 fully vested restricted stock units, with each restricted stock unit representing a contingent right to receive one share of Common Stock. Except for the foregoing and as described in Item 4, during the past 60 days, the Reporting Person has not effected any transactions with respect to the Issuer Common Stock. |
| (d) | None. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Item 6 of the Schedule 13D is hereby amended and supplemented as follows:
Item 4 above summarizes certain provisions of the 2026 Trading Plan and is incorporated herein by reference. The Form of Trading Plan is attached as an exhibit hereto and incorporated herein by reference. The Reporting Person is also party to an existing Rule 10b5-1 trading arrangement pursuant to which up to 1,500,000 shares of Common Stock may be sold on behalf of the Reporting Person, which will expire on June 30, 2026.
Except as set forth herein, the Reporting Person does not have any contracts, arrangements, understandings or relationships (legal or otherwise) with any person with respect to any securities of the Issuer, including but not limited to any contracts, arrangements, understandings or relationships concerning the transfer or voting of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies. | |
| Item 7. | Material to be Filed as Exhibits. |
Form of Trading Plan. |
| 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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