Aurora Innovation, Inc. — Director's Dealing 2021

Nov 6, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: Reinvent Sponsor Y LLC (FORMER 10% OWNER)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-03	Class A Common Stock	C	6883086	—	Acquired	6883086	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-03	Class B Ordinary Shares	$	J	17434414	Disposed		Class A Common Stock (17434414)	Direct
2021-11-03	Class B Ordinary Shares	$	C	6883086	Disposed		Class A Common Stock (6883086)	Direct
2021-11-03	Private Placement Warrants	$11.50	J	8900000	Acquired		Class A Common Stock (8900000)	Direct

Footnotes

F1: On November 3, 2021, Reinvent Technology Partners Y (the former name of the Issuer) ("RTPY") consummated an initial business combination (the "Business Combination") with Aurora Innovation Holdings, Inc. (formerly known as Aurora Innovation, Inc.). Pursuant to the Business Combination, RTPY domesticated as a Delaware corporation and changed its name to "Aurora Innovation, Inc.", and each RTPY Class B ordinary share that was issued and outstanding as of immediately prior to the domestication was automatically converted into one share of the Issuer's Class A common stock upon the domestication. The reporting person resigned as a director of the Issuer upon consummation of the Business Combination.

F2: 75% of such shares are subject to vesting in tranches of 1/3 if the volume weighted average price of the Issuer's shares of Class A common stock equals or exceeds $15.00, $17.50 or $20.00, respectively, for any 20 trading days within a 30 trading day period on or prior to November 3, 2031. On November 3, 2031, any unvested shares will be automatically forfeited. In the event the Issuer completes a transaction that results in a change of control, all unvested shares will vest immediately prior to the closing of such transaction.

F3: On November 3, 2021, pursuant to the terms of the Sponsor Agreement, dated as of July 14, 2021, by and among RTPY, Aurora and the reporting person, the reporting person forfeited 17,434,414 RTPY Class B ordinary shares as of immediately prior to the Domestication for no consideration.

F4: Represents Private Placement Warrants acquired from the Issuer in connection with the Issuer's initial public offering. Each warrant is exercisable for one share of the Issuer's Class A common stock at an exercise price of $11.50 per share, subject to certain adjustments. The warrants may be exercised commencing on December 3, 2021 and expire on November 3, 2026 or earlier upon redemption or liquidation.