Rivian Automotive Inc-A 2025年度报告

(Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from________to _________Commissionfile number 001-41042 Rivian Automotive, Inc. (Exact name of registrant as specified in its charter) 47-3544981 (I.R.S. Employer Identification No.) (888) 748-4261 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on which registered Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☒No Indicate by check mark if the registrant is not required tofile reports pursuant to Section 13 or Section 15(d) of the Act.YesNo☒ Indicate by check mark whether the registrant: (1) hasfiled all reports required to befiled by Section 13 or 15(d) of the Securities Exchange Act of 1934during the preceding 12 months (or for such shorter period that the registrant was required tofile such reports), and (2) has been subject to suchfilingrequirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and postsuchfiles).Yes☒No Indicate by check mark whether the registrant is a large acceleratedfiler, an acceleratedfiler, a non-acceleratedfiler, a smaller reporting company, or anemerging growth company. See the definitions of “large acceleratedfiler,” “acceleratedfiler,” “smaller reporting company,” and “emerging growth company”in Rule 12b-2 of the Exchange Act: Large acceleratedfiler☒AcceleratedfilerNon-acceleratedfilerSmaller reporting companyEmerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new orrevisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant hasfiled a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared orissued its audit report.☒ Table of Contents If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether thefinancial statements of the registrant included in thefiling reflect the correction of an error to previously issuedfinancial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation receivedby any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June 30, 2025, the last business day ofthe registrant’s most recently completed secondfiscal quarter, was approximately $14.3 billion based upon the closing price reported for such date on theNasdaq Global Select Market. For purposes of such calculation, the registrant has assumed that all outstanding shares of common equity are held by non-affiliates, except for shares held by each of the registrant’s executive officers, directors, and 5% or greater stockholders. In the case of 5% or greaterstockholders, we have not deemed such stockholders to be affiliates unless there are facts and circumstances which would indicate that such stockholdersexercise any control over the registrant. These assumptions should not be deemed to constitute an admission that all executive officers, directors, and 5% orgreater stockholders are, in fact, affiliates of the registrant, or that there are not other persons who may be deemed to be affiliates of the registrant. Thisdetermination of affiliate status is not necessarily a conclusive determination for other purposes. As of January29, 2026, 1,237,077,289 shares of the registrant's Class A common stock were outstanding, and 3,912,500 shares of the registrant's Class Bcommon stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive Proxy Statement related to its 2026 Annual Meeting of Stockholders to befiled with the Securities and ExchangeCommission within 120 days after the end of thefiscal year ended December 31, 2025 are incorporated by reference into Part III of this Form 10-K. RIVIAN AUTOMOTIVE, INC.FORM 10-KTABLE OF CONTENTS PageForward-