Form 4: Toyota Motor Corp. Boosts Stake in Joby Aviation with $250 Million Share Purchase

Toyota Motor Corporation, a significant shareholder and board member of Joby Aviation, has increased its direct beneficial ownership in the electric vertical takeoff and landing (eVTOL) company through a $250 million share purchase.

Summary

• Toyota Motor Corporation acquired 49,701,790 shares of Joby Aviation common stock on May 22, 2025.
• The shares were purchased at a price of $5.03 per share, totaling an aggregate purchase price of $250,000,003.70.
• This transaction was executed pursuant to an Amended and Restated Stock Purchase Agreement dated May 22, 2025.
• Following this acquisition, Toyota Motor Corporation's direct beneficial ownership in Joby Aviation stands at 122,573,621 shares.
• Toyota also holds indirect beneficial ownership of 5,813,286 shares through Toyota A.I. Ventures Fund I, L.P., and 67,494 shares through Toyota A.I. Ventures Parallel Fund I-A, L.P., bringing its total beneficial ownership to 128,454,301 shares.

Sentiment

Score: 8

Explanation: The document reports a substantial capital injection from a key strategic investor and partner, Toyota Motor Corporation, indicating strong confidence and financial support for Joby Aviation. This is a very positive development for the company's financial stability and strategic direction.

Positives

• Significant capital injection of over $250 million into Joby Aviation, strengthening its financial position.
• Increased commitment and confidence from a major strategic investor and partner, Toyota Motor Corporation, which is also a 10% owner and has a representative on Joby's board.
• The purchase price of $5.03 per share indicates a valuation point for the transaction, potentially signaling a floor or support level for the stock.
• Reinforces the strategic alliance between Toyota and Joby, crucial for the development and commercialization of eVTOL technology.

Future Outlook

The document does not contain explicit forward-looking statements or guidance, as it is a factual report of a past transaction. However, the significant investment by Toyota suggests continued confidence in Joby Aviation's future prospects and strategic direction.

Management Comments

• Tetsuo Ogawa, an Operating Officer of the Reporting Person, currently serves on the Issuer's board of directors as a representative of the Reporting Person, and therefore the Reporting Person may be deemed a 'director by designation' solely for purposes of Section 16 of the Securities Exchange Act of 1934.

Industry Context

This substantial investment by Toyota Motor Corporation in Joby Aviation underscores the growing interest and capital flow into the Urban Air Mobility (UAM) and eVTOL sectors. As traditional automotive companies seek diversification and new growth avenues, strategic investments in advanced air mobility firms like Joby are becoming a key trend, signaling confidence in the long-term viability and commercialization potential of electric aviation.

Comparison to Industry Standards

• The investment by a major automotive OEM like Toyota in an eVTOL developer such as Joby Aviation is consistent with a broader industry trend where established transportation giants are partnering with or investing in next-generation mobility companies. For example, Hyundai has its own UAM division, Supernal, and Stellantis has invested in Archer Aviation.
• The scale of this $250 million investment is significant, comparable to other substantial funding rounds seen in the eVTOL space, indicating strong investor confidence in Joby's progress towards certification and commercialization, similar to capital raises by competitors like Archer Aviation and Lilium.
• Toyota's role as both a strategic investor and a board member (via designation) is a common model for deep partnerships in emerging tech sectors, providing not just capital but also expertise in manufacturing, supply chain, and regulatory navigation, which is a competitive advantage for Joby compared to less integrated startups.

Corporate Governance

Related Party Transactions

• The acquisition of shares by Toyota Motor Corporation from Joby Aviation constitutes a related-party transaction, given Toyota's existing 10% ownership and board representation.
• The transaction was conducted under an Amended and Restated Stock Purchase Agreement, suggesting a formal, pre-negotiated arrangement between the related parties.

Stakeholder Impact

• Shareholders: The significant capital infusion and increased stake by a major strategic investor like Toyota can be viewed positively, potentially boosting investor confidence and providing financial stability. It may also signal long-term commitment and strategic alignment.
• Employees: Enhanced financial stability from the investment could support ongoing operations, research and development, and job security within Joby Aviation.
• Customers/Partners: The strengthened partnership with Toyota could accelerate the development and commercialization of Joby's eVTOL aircraft, potentially leading to faster market entry and improved product offerings.
• Creditors: The capital raise improves Joby's balance sheet, potentially reducing financial risk and enhancing creditworthiness.

Key Dates

Recommendation

Keywords

Joby Aviation, JOBY, Toyota Motor Corporation, eVTOL, Electric Vertical Takeoff and Landing, Urban Air Mobility, Aircraft Manufacturing, Aerospace, Investment, Stock Purchase, SEC Form 4, Beneficial Ownership, Strategic Investment