Carl M. Eschenbach - Nov 3, 2021 Form 3 Insider Report for Aurora Innovation, Inc. (AUR)

Role: Director
Signature: By: /s/ Jung Yeon Son, Attorney-in-fact for Carl Eschenbach
Stock symbol: AUR
Transactions as of: Nov 3, 2021
Transactions value $: $0
Form type: 3
Date filed: 11/19/2021, 04:47 PM
Previous filing: Nov 4, 2021
Next filing: Jan 13, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	AUR	Class A Common Stock						335K	Nov 3, 2021	Sequoia Capital Global Growth Fund III - Endurance Partners, L.P.	F2, F3, F4
holding	AUR	Class A Common Stock						165K	Nov 3, 2021	Sequoia Capital U.S. Growth Fund VIII, L.P.	F2, F3, F4

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
holding	AUR	Class B Common Stock							Nov 3, 2021	Class A Common Stock	23.5M		Sequoia Capital Global Growth Fund III - Endurance Partners, L.P.	F1, F2, F3
holding	AUR	Class B Common Stock							Nov 3, 2021	Class A Common Stock	11.7M		Sequoia Capital U.S. Growth Fund VIII, L.P.	F1, F2, F3

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

Explanation of Responses:

Id	Content
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.