Michael Thompson - Nov 3, 2021 Form 4 Insider Report for Aurora Innovation, Inc. (AUR)

Role: FORMER OFFICER AND DIRECTOR
Signature: /s/ David Cohen as attorney-in-fact for Michael Thompson
Stock symbol: AUR
Transactions as of: Nov 3, 2021
Transactions value $: $4,300,000
Form type: 4
Date filed: 11/5/2021, 07:53 PM
Previous filing: Aug 12, 2021
Next filing: Jun 18, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AUR	Class A Common Stock	Award	$4.3M	+430K		$10.00	430K	Nov 3, 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	AUR	Class B Common Stock	Award		+1.17M			1.17M	Nov 3, 2021	Class A Common Stock	1.17M		See Footnote	F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Michael Thompson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Reflects Issuer's Class A common stock acquired from the Issuer pursuant to a Subscription Agreement in connection with the business combination of Reinvent Technology Partners Y (the former name of the Issuer) and Aurora Innovation Holdings, Inc. (formerly known as Aurora Innovation, Inc.) ("Aurora") (such business combination, the "Business Combination"), which closed on November 3, 2021. The reporting person resigned as a director and as an officer of the Issuer upon consummation of the Business Combination.
F2	Each share of Issuer Class B common stock is convertible at any time by the holder into one share of Issuer Class A common stock. Pursuant to the terms of the Issuer's charter (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 transfer to a recipient that is not a permitted transferee, upon the death of the holder, or as otherwise set forth in the Charter.
F3	Upon the consummation of, and pursuant to, the Business Combination, shares of Class B Stock of Aurora held by Reinvent Capital Fund LP ("Reinvent Capital Fund") were cancelled and converted into 1,174,642 shares of the Issuer's Class B common stock at a deemed value of $10.00 per share.
F4	Reflects securities held directly by Reinvent Capital Fund. The reporting person may be deemed a beneficial owner of securities held by Reinvent Capital Fund by virtue of his shared control over and indirect pecuniary interest in Reinvent Capital Fund. The reporting person disclaims beneficial ownership of the securities held by Reinvent Capital Fund, except to the extent of his pecuniary interest therein.