Document

424B5 1 atm424b5.htm 424B5 Document


Filed Pursuant to Rule 424(b)(5)
Registration No. 333-282809

PROSPECTUS SUPPLEMENT

(To Prospectus dated October 24, 2024)

Up to $750,000,000

Joby Aviation, Inc.

Common Stock

We have entered into an equity distribution agreement, dated August 11, 2026, with Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, Allen & Company LLC and BofA Securities, Inc. (collectively, the “Agents”) (the “Equity Distribution Agreement”), providing for the sale of shares of our common stock, $0.0001 par value per share, from time to time through or to the Agents, each acting as our agent or principal. In accordance with the terms of the Equity Distribution Agreement, under this prospectus supplement and the accompanying prospectus, we may offer and sell shares of our common stock having an aggregate offering price of up to $750.0 million.

Sales of our common stock, if any, under this prospectus supplement and the accompanying prospectus will be made by any method permitted that is deemed an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the “Securities Act”). The Agents are not required to sell any specific amount, but will act as our sales agent using commercially reasonable efforts consistent with its normal trading and sales practices. There is no arrangement for funds to be received in any escrow, trust or similar arrangement.

The Agents will be entitled to compensation at a commission rate of up to 3.0% of the gross sales price per share sold under the Equity Distribution Agreement. See “Plan of Distribution” beginning on page S-13 for additional information regarding the compensation to be paid to the Agents. In connection with the sale of shares of our common stock on our behalf, the Agents will be deemed to be “underwriters” within the meaning of the Securities Act and the compensation of the Agents will be deemed to be underwriting commissions or discounts. We have also agreed to provide indemnification and contribution to the Agents with respect to certain liabilities, including liabilities under the Securities Act.

Our common stock is listed on the New York Stock Exchange under the symbol “JOBY.” On August 10, 2026, the last reported sale price of our common stock on the New York Stock Exchange was $8.81 per share.

Investing in our common stock involves risks. See the section titled “Risk Factors” beginning on page S-4.

The Securities and Exchange Commission and state securities regulators have not approved or disapproved these securities, or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense

MORGAN STANLEY

J.P. MORGAN

ALLEN & COMPANY LLC

BOFA SECURITIES

Prospectus Supplement dated August 11, 2026

TABLE OF CONTENTS

Prospectus Supplement

ABOUT THIS PROSPECTUS SUPPLEMENT

S-ii

MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS

S-9

PROSPECTUS SUPPLEMENT SUMMARY

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE

S-15

Prospectus


ABOUT THIS PROSPECTUS	1	DESCRIPTION OF DEBT SECURITIES	12
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS	2	DESCRIPTION OF OTHER SECURITIES	20
WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE	3	GLOBAL SECURITIES	21
THE COMPANY	5	SELLING SECURITYHOLDERS	25
RISK FACTORS	6	PLAN OF DISTRIBUTION	26
USE OF PROCEEDS	7	LEGAL MATTERS	27
DESCRIPTION OF CAPITAL STOCK	8	EXPERTS	27

S-i


Common stock offered by us			Shares of our common stock having an aggregate offering price of up to $750.0 million.

Common stock to be outstanding after this offering			Up to 1,071,651,782 shares, assuming sale of 85,130,533 shares of common stock are made in this offering at an offering price of $8.81 per share, which was the last reported sale price of shares of our common stock on the New York Stock Exchange on August 10, 2026. The actual number of shares that may be issued will vary depending on the sales price under this offering.

Manner of offering			“At the market offering” that may be made from time to time on the New York Stock Exchange or other existing trading market for shares of our common stock through or to, the Agents. See the section entitled “Plan of Distribution” on page S-13 of this prospectus supplement.

Use of proceeds			We currently intend to use the net proceeds of this offering, together with our existing cash, cash equivalents and short-term investments, to fund our certification and manufacturing efforts, prepare for commercial operations and for general working capital and other general corporate purposes. We may also use a portion of the net proceeds from this offering to acquire or make investments in businesses, products, offerings and technologies. See the section titled “Use of Proceeds” for additional information.

Risk factors			See the section titled “Risk Factors” beginning on page S-4 of this prospectus supplement and in our Annual Report on Form 10-K for the year ended December 31, 2025 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, and the other information included in, or incorporated by reference into, this prospectus supplement for a discussion of certain factors you should carefully consider before deciding to invest in shares of our common stock.

New York Stock Exchange symbol			“JOBY”.