Aurora Innovation, Inc. — Director's Dealing 2021

Nov 19, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Aurora Innovation, Inc. (AUR)
CIK: 0001828108
Period of Report: 2021-11-03

Reporting Person: Eschenbach Carl M. (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	335000	Indirect
Class A Common Stock	165000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (23493189)		Indirect
Class B Common Stock	$		Class A Common Stock (11746572)		Indirect

Footnotes

F1: On November 3, 2021, upon the consummation of the business combination between Reinvent Technology Partners Y (the former name of the Issuer) and Aurora Innovation Holdings, Inc. (formerly Aurora Innovation, Inc.) ("Legacy Aurora"), each outstanding share of Legacy Aurora Class B stock was cancelled and converted into approximately 2.1708 shares of Class B common stock of the Issuer. Pursuant to the terms of the Issuer's certificate of incorporation (the "Charter"), each share of Issuer Class B common stock (i) is convertible at any time by the holder into one share of Issuer Class A common stock and (ii) automatically converts into one share of Issuer Class A common stock upon certain transfers, upon the death of the holder, or as otherwise set forth in the Charter.

F2: The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. SC US (TTGP), Ltd. is (i) the general partner of SCGGF III - Endurance Partners Management, L.P., which is the general partner of Sequoia Capital Global Growth Fund III - Endurance Partners, L.P. ("GGF III"), and (ii) the general partner of SC U.S. Growth VIII Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund VIII, L.P. ("GF VIII"). As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by GF VIII and GGF III .

F3: (Continued from Footnote 2) The Reporting Person disclaims beneficial ownership of the securities included in this report, except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F4: Reflects Issuer Class A common stock acquired from the Issuer pursuant to a Subscription Agreement in connection with the the Business Combination.