Rivian Automotive $250M Securities Class Action Settlement

Investors who purchased or otherwise acquired Rivian Automotive Inc. Class A common stock between Nov. 10, 2021, and March 10, 2022, may be eligible to claim a cash payment from a class action settlement.

Rivian Automotive Inc. agreed to pay $250 million to settle a securities class action lawsuit alleging it made materially false and misleading statements and failed to disclose material facts and risks. The lawsuit also claimed the bill of materials cost of Rivian’s R1S and R1T electric vehicles exceeded the sales price and required Rivian to increase prices.

Who can file a claim?

The settlement includes two overlapping classes:

• 1934 act claims class: All persons and entities who purchased or otherwise acquired Rivian Class A common stock between Nov. 11, 2021, and March 10, 2022, inclusive, and were damaged as a result. This class excludes those who purchased Rivian Class A common stock at the fixed IPO offer price.
• 1933 act claims class: All persons and entities who purchased or otherwise acquired Rivian Class A common stock between Nov. 10, 2021, and March 10, 2022, inclusive, and were damaged as a result.

Additional details

• Both individuals and entities can be class members.
• Authorized representatives may submit claims on behalf of beneficial owners subject to the requirements of the claim form.
• Agents, executors, administrators, guardians and trustees may submit claims on behalf of others and must provide proof of authority.
• Participants in and beneficiaries of any employee retirement or benefit plan covered by ERISA should not include any Rivian stock transactions made through an employee plan on an individual claim form. Plan trustees must submit claims for employee plan transactions.
• Each separate legal entity or separately managed account must submit a separate claim.

How much can class members get?

The total settlement fund is $250,000,000. The amount each class member receives depends on several factors:

• The number of valid claims submitted
• The number of shares purchased or acquired during the class period
• The timing of each investor purchase, sale and holding
• The total recognized losses of all claimants

The settlement administrator will distribute payments on a pro rata basis according to the court-approved plan of allocation:

• The estimated average distribution per allegedly damaged share is approximately $1.18 before deductions for taxes, notice and administration costs, and attorneys' fees and expenses.
• Actual payments may be higher or lower depending on individual claims and the total number of valid claims.
• The settlement administrator will calculate each class member's payment based on the recognized loss amount assigned to each transaction.
• Recognized loss amounts depend on purchase and sale timing. The settlement administrator will calculate them using the court-approved plan of allocation, including Table 1 (artificial inflation amounts) and Table 2 (90-day look-back values) in the settlement notice (tables can be found on pages 15-16 of the settlement notice).
• The plan of allocation applies different formulas depending on when class members held or sold shares.
• 1934 Act (Exchange Act) claims:
• For shares purchased and sold before March 2, 2022, the recognized loss is $0.
• For shares sold between March 2, 2022, and March 10, 2022, the recognized loss is the lesser of the applicable artificial inflation amounts at purchase and sale as set forth in Table 1 or the out-of-pocket loss.
• For shares sold between March 11, 2022, and June 8, 2022, the recognized loss is the least of artificial inflation per share on the date of purchase as stated in Table 1, purchase price minus the 90-day look-back value on the date of sale as stated in Table 2 or the out-of-pocket loss.
• For shares held as of the close of trading on June 8, 2022, the recognized loss is the lesser of artificial inflation per share on the date of purchase as stated in Table 1 or purchase price minus $35.37, the average closing price for Rivian Class A common stock during the 90-day look-back period.

• 1933 Act (Securities Act) claims:
• For shares purchased and sold before March 2, 2022, the recognized loss is $0.
• For shares sold between March 2, 2022, and March 6, 2022, the recognized loss is the lesser of the applicable artificial inflation amounts at purchase and sale as set forth in Table 1 or the purchase price (not to exceed the $78 per share IPO offer price) minus the sale price.
• For shares sold between March 7, 2022, and March 10, 2022, the recognized loss is the lesser of the applicable artificial inflation amounts at purchase and sale as set forth in Table 1 or the purchase price (not to exceed the $78 per share IPO offer price) minus the greater of the sale price or $42.43 (the closing price on the suit date).
• For shares held as of March 11, 2022, the recognized loss is the lesser of artificial inflation per share on the date of purchase as stated in Table 1 or the purchase price (not to exceed the $78 per share IPO offer price) minus $42.43 (the closing price on the suit date).
• For shares eligible for recovery under both acts, the settlement administrator will use the greater of the two recognized loss amounts.

• Artificial inflation per share depends on the purchase date:
• Nov. 10, 2021, through March 1, 2022: $10.26 per share
• March 2, 2022, through March 10, 2022: $1.08 per share
• March 11, 2022, and thereafter: $0 per share

• If total recognized losses exceed the net settlement fund, the settlement administrator will reduce payments on a pro rata basis.
• Class members whose payment would be less than $10 will not receive a payout.

How to claim a settlement payment

Class members can file a claim online or download, print and complete the PDF claim form and mail it to the settlement administrator. The claim deadline is April 20, 2026.

Settlement administrator's mailing address: Crews v. Rivian Automotive Securities Litigation, c/o Verita Global, LLC, P.O. Box 301170, Los Angeles, CA 90030-1170

Proof or documentation required to submit a claim

All class members must provide the last four digits of their Social Security number or full taxpayer identification number. They must also provide purchase, acquisition and sale information, including:

• Trade dates
• Number of shares purchased, acquired or sold
• Total purchase, sale or acquisition price

Class members must also provide documentation to support their transactions in Rivian Class A common stock. Acceptable proof includes:

• Broker confirmation slips
• Broker account statements
• Authorized statements from a broker, financial advisor or financial institution containing the transactional information found in a confirmation slip

Class members must also provide proof of holdings at the beginning and end of the relevant periods. Self-created documents are not sufficient.

Payout options

• Physical check

$250 million settlement fund

The $250,000,000 settlement fund includes:

• Settlement administration costs: Up to $1,900,000
• Attorneys' fees: Up to $60,000,000
• Attorneys' expenses: Up to $6,900,000
• Payments to eligible class members: Remainder of the fund

Important dates

• Deadline to file a claim: April 20, 2026
• Final approval hearing: May 15, 2026

When is the Rivian Automotive securities class action settlement payout date?

The settlement administrator will issue payments after it completes processing and the court resolves any appeals and grants final approval to the settlement.

Why did this class action settlement happen?

The lawsuit alleged Rivian and certain executives made false and misleading statements regarding the costs and pricing of the R1 electric vehicles. The plaintiffs claimed these statements inflated Rivian's stock price and caused investor losses when corrective information entered the market.

Rivian denied all allegations of wrongdoing but agreed to settle to avoid the costs, risks and delays of continued litigation.

Sources

1. Class notice
2. Claim form