0001193125-21-250384.txt : 20210818 0001193125-21-250384.hdr.sgml : 20210818 20210818161614 ACCESSION NUMBER: 0001193125-21-250384 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20210818 DATE AS OF CHANGE: 20210818 GROUP MEMBERS: INTEL CAPITAL CORP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Joby Aviation, Inc. CENTRAL INDEX KEY: 0001819848 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT [3721] IRS NUMBER: 981548118 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-91781 FILM NUMBER: 211186844 BUSINESS ADDRESS: STREET 1: 2155 DELAWARE AVENUE, SUITE #225 CITY: SANTA CRUZ STATE: CA ZIP: 95060 BUSINESS PHONE: 831-201-6700 MAIL ADDRESS: STREET 1: 2155 DELAWARE AVENUE, SUITE #225 CITY: SANTA CRUZ STATE: CA ZIP: 95060 FORMER COMPANY: FORMER CONFORMED NAME: Reinvent Technology Partners DATE OF NAME CHANGE: 20200807 FORMER COMPANY: FORMER CONFORMED NAME: Reinvent Acquisition Corp. DATE OF NAME CHANGE: 20200731 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INTEL CORP CENTRAL INDEX KEY: 0000050863 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 941672743 STATE OF INCORPORATION: DE FISCAL YEAR END: 1228 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD STREET 2: RNB-4-151 CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 4087658080 MAIL ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD STREET 2: RNB-4-151 CITY: SANTA CLARA STATE: CA ZIP: 95054 SC 13G 1 d198143dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

 

Joby Aviation, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

G65163100

(CUSIP Number)

August 10, 2021

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in 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, as amended (“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).

 

 

 

 

Page 1 of 6

CUSIP No. G65163100

 

 

  1.    

  Names of Reporting Persons

  I.R.S. Identification No. of Above Persons (Entities Only)

 

  Intel Corporation

  94-1672743

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

 

  3.  

  SEC Use Only

 

  4.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

    5.     

  Sole Voting Power

 

  0

   6.   

  Shared Voting Power*

 

  46,040,786

   7.   

  Sole Dispositive Power

 

  0

   8.   

  Shared Dispositive Power*

 

  46,040,786

  9.    

  Aggregate Amount Beneficially Owned by Each Reporting Person*

 

  46,040,786

10.  

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

  ☐

11.  

  Percent of Class Represented by Amount in Row (9)*

 

  7.6%

12.  

  Type of Reporting Person (See Instructions)

 

  CO

 

*

See Item 4 below.

 

Page 2 of 6

CUSIP No. G65163100

 

 

  1.    

  Names of Reporting Persons

  I.R.S. Identification No. of Above Persons (Entities Only)

 

  Intel Capital Corporation

  77-0498401

  2.  

  Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

 

  3.  

  SEC Use Only

 

  4.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

    5.     

  Sole Voting Power

 

  0

   6.   

  Shared Voting Power*

 

  38,947,301

   7.   

  Sole Dispositive Power

 

  0

   8.   

  Shared Dispositive Power*

 

  38,947,301

  9.    

  Aggregate Amount Beneficially Owned by Each Reporting Person*

 

  38,947,301

10.  

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

  ☐

11.  

  Percent of Class Represented by Amount in Row (9)*

 

  6.4%

12.  

  Type of Reporting Person (See Instructions)

 

  CO

 

*

See Item 4 below.

 

Page 3 of 6

Item 1.

 

   (a)   

Name of Issuer

 

Joby Aviation, Inc.

   (b)   

Address of Issuer’s Principal Executive Offices

 

2155 Delaware Avenue, Suite #225

Santa Cruz, CA 95060

Item 2.

 

   (a)   

Name of Person(s) Filing

 

This statement is being filed jointly pursuant to §240.13d-1(k)(1) on behalf of each of the following persons (collectively, the “Reporting Persons”):

 

1. Intel Corporation

2. Intel Capital Corporation

   (b)   

Address of Principal Business Office or, if none, Residence

 

The principal business address of each of the Reporting Persons is as follows:

 

2200 Mission College Boulevard

Santa Clara, California 95054-1549

   (c)   

Citizenship

 

Delaware (for each of the Reporting Persons)

   (d)   

Title of Class of Securities

 

Common Stock, $0.0001 par value per share

   (e)   

CUSIP Number

 

G65163100

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

  Not applicable

 

Page 4 of 6

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1 (the “Issuer”).

(a), (b), and (c)

 

Reporting Persons

    Number of Shares
With Sole Voting and
Dispositive Power		      Number of Shares
With Shared Voting
and Dispositive Power		     Aggregate Number
of Shares
Beneficially
Owned		     Percentage of
Class Beneficially
Owned(1)		  

Intel Corporation

      0        46,040,786 (2)      46,040,786 (2)      7.6 % 

Intel Capital Corporation

      0        38,947,301 (3)      38,947,301 (3)      6.4 % 

 

(1)

Based upon information contained in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 13, 2021, reflecting 603,887,944 shares of the Issuer’s Common Stock, par value $0.0001 per share (the “Common Stock”) outstanding as of August 10, 2021.

(2)

Consists of (i) 38,947,301 shares of Common Stock held of record by Intel Capital Corporation and (ii) 7,093,485 shares of Common Stock held of record by Middlefield Ventures, Inc. Each of Intel Capital Corporation and Middlefield Ventures, Inc. is a direct or indirect wholly-owned subsidiary of Intel Corporation. Intel Corporation does not directly own any shares of the Common Stock. Per the provisions of Rule 13d-3 under the Act, Intel Corporation may be deemed to beneficially own the reported shares of Common Stock. Intel Capital Corporation and Middlefield Ventures, Inc. share voting and dispositive power over their respectively-held shares of Common Stock with Intel Corporation.

(3)

Intel Capital Corporation directly holds and beneficially owns 38,947,301 shares of Common Stock. Intel Corporation may be deemed to beneficially own the reported shares of Common Stock. Intel Capital Corporation and Intel Corporation share voting and dispositive power over the shares of Common Stock held by Intel Capital Corporation.

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  ☐.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not applicable.

 

Item 9.

Notice of Dissolution of Group

Not applicable.

 

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

Page 5 of 6

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.

Dated: August 18, 2021

 

INTEL CORPORATION

By:   /s/ Steven R. Rodgers

Name:   Steven R. Rodgers
Title:   Executive Vice President and General Counsel
INTEL CAPITAL CORPORATION

By:   /s/ Tiffany D. Silva

Name:   Tiffany D. Silva
Title:   Corporate Secretary

Exhibit Index

 

Exhibit 1    Agreement of Joint Filing as required by Rule 13d-1(k)(1) under the Act.

 

Page 6 of 6

EX-99.1 2 d198143dex991.htm EX-1 EX-1

Exhibit 1

EXHIBIT 1

AGREEMENT OF JOINT FILING

This joint filing agreement (this “Agreement”) is made and entered into as of August 18, 2021, by and between Intel Corporation and Intel Capital Corporation.

The parties to this Agreement hereby acknowledge and agree that (a) the foregoing statement on Schedule 13G, in respect of the shares of Common Stock of Joby Aviation, Inc., is filed on behalf of each party to this Agreement, and (b) all subsequent amendments to the foregoing statement on Schedule 13G may be filed on behalf of each party to this Agreement without filing additional joint filing agreements. Each party to this Agreement acknowledges that it is responsible for timely filing such amendments, and for the completeness and accuracy of the information concerning such party contained herein or therein, but shall not be responsible for the completeness and accuracy of the information concerning the other party, except to the extent that it knows or has reason to believe that such information is inaccurate.

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

 

INTEL CORPORATION
By:  

/s/ Steven R. Rodgers

Name:   Steven R. Rodgers
Title:   Executive Vice President and General Counsel

 

INTEL CAPITAL CORPORATION
By:  

/s/ Tiffany D. Silva

Name:   Tiffany D. Silva
Title:   Corporate Secretary