Aurora Innovation Inc
For the period ended Dec 31, 2024. Filed Feb 14, 2025.
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FY2024 · Filed Feb 14, 2025
AUR$4.55-2.2%Stored close · as of Nov 10, 2026
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Item 15. Exhibit and Financial Statement Schedules
(a) Documents filed as part of this report are as follows:
(1)All Financial Statements: Refer to the “Index to Consolidated Financial Statements” included under Part II, Item 8 of this Form 10-K.
(2)Financial Statement Schedules: All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and accompanying notes included under Part II, Item 8 of this Form 10-K.
(3)Exhibits: The documents listed below are incorporated by reference or are filed with this report, in each case as indicated therein.
| Incorporated by reference · Filed or Furnished Herewith | ||||||
|---|---|---|---|---|---|---|
| Exhibit No. · Description · Form · File No. · Exhibit No. · Filing Date | ||||||
| 2.1† | Agreement and Plan of Merger, dated as of July 14, 2021, by and among Reinvent Technology Partners Y, RTPY Merger Sub Inc., and Aurora Innovation, Inc. | 8-K | 001-40216 | 2.1 | July 15, 2021 | |
| 2.2† | Plan of Domestication, dated as of September 28, 2021 | S-4/A | 333-257912 | 2.2 | September 29, 2021 | |
| 2.3† | Stock Purchase and Agreement and Plan of Merger, dated as of January 19, 2021, by and between Aurora Innovation, Inc., Avian U Merger Holdco Corp., Avian U Merger Sub Corp., Avian U Merger Sub LLC, Blocker U Merger Sub LLC, SVF Yellow (USA) Corporation, Apparate USA LLC and Uber Technologies, Inc. | S-4/A | 333-257912 | 2.3 | September 29, 2021 | |
| 3.1 | Certificate of Incorporation of the Company, as amended | 10-Q | 001-40216 | 3.1 | July 31, 2024 | |
| 3.2 | Amended and Restated Bylaws of the Company | 8-K | 001-40216 | 3.1 | November 3, 2023 | |
| 4.1 | Specimen Class A Common Stock Certificate | 8-K | 001-40216 | 4.1 | November 4, 2021 | |
| 4.2 | Specimen Warrant Certificate (included in Exhibit 4.3) | 8-K | 001-40216 | 4.1 | March 18, 2021 | |
| 4.3 | Warrant Agreement, dated as of March 15, 2021, by and between Reinvent Technology Partners Y and Continental Stock Transfer & Trust Company, as warrant agent | 8-K | 001-40216 | 4.1 | March 18, 2021 | |
| 4.4 | Amendment of Warrant Agreement, dated as of February 28, 2022, by and among Aurora Innovation, Inc., Continental Stock Transfer & Trust Company and American Stock Transfer & Trust Company | 10-K | 001-40216 | 4.4 | March 11, 2022 | |
| 4.5 | Description of Capital Stock | X | ||||
| 5.1 | Opinion of Wilson Sonsini Goodrich and Rosati, P.C. | X | ||||
| 10.1 | Sponsor Support Agreement, dated as of July 14, 2021, by and among the Sponsor Holdco, the Sponsor Parties, the Sponsor Independent Directors, Reinvent Technology Partners Y, and Aurora Innovation, Inc. | 8‑K | 001-40216 | 10.2 | July 15, 2021 | |
| Incorporated by reference · Filed or Furnished Herewith | |||||
|---|---|---|---|---|---|
| Exhibit No. | Description | Form | File No. | Exhibit No. | Filing Date |
| 10.2 | Sponsor Agreement, dated as of July 14, 2021, between Sponsor, Reinvent Technology Partners Y, and Aurora Innovation, Inc. | 8‑K | 001-40216 | 10.3 | July 15, 2021 |
| 10.3 | Form of Company Holders Support Agreement (Voting and Support Agreement) | 8‑K | 001-40216 | 10.4 | July 15, 2021 |
| 10.4 | Form of PIPE Subscription Agreement (Subscription Agreement) | 8‑K | 001-40216 | 10.1 | July 15, 2021 |
| 10.5 | Form of Lock-Up Agreement | S-4 | 333-257912 | Annex I | July 15, 2021 |
| 10.6 | Amended and Restated Registration Rights Agreement, dated as of November 3, 2021, by and among Aurora Innovation, Inc. and the other parties thereto | 8‑K | 001-40216 | 10.4 | November 4, 2021 |
| 10.7 | Letter Agreement, dated as of March 15, 2021, by and among Reinvent Technology Partners Y, Reinvent Sponsor Y LLC and the other parties thereto | 8-K | 001-40216 | 10.1 | March 18, 2021 |
| 10.8# | Employee Incentive Compensation Plan | S‑4/A | 333-257912 | 10.22 | September 29, 2021 |
| 10.9# | OURS Technology, Inc. 2017 Stock Incentive Plan | S‑4/A | 333-257912 | 10.23 | September 29, 2021 |
| 10.10# | Aurora Innovation, Inc. 2021 Equity Incentive Plan, as amended and restated on May 26, 2023 | S-8 | 333-272272 | 99.1 | May 30, 2023 |
| 10.11# | Aurora Innovation, Inc. 2017 Equity Incentive Plan | S-4/A | 333-257912 | 10.21 | September 29, 2021 |
| 10.12# | Blackmore Sensors & Analytics, Inc. 2016 Equity Incentive Plan | S-4/A | 333-257912 | 10.24 | September 29, 2021 |
| 10.13# | Aurora Innovation, Inc. form of Indemnification Agreement | S-4/A | 333-257912 | 10.19 | September 29, 2021 |
| 10.14# | Outside Director Compensation Policy | 10-K | 001-40216 | 10.15 | March 11, 2022 |
| 10.15# | Amendment to Stock Option Agreement entered into between the Registrant and Richard Tame | 8-K | 001-40216 | 10.1 | June 17, 2022 |
| 10.16# | Confirmatory Employment Letter between the Registrant and Chris Urmson, dated March 15, 2022 | 8-K | 001-40216 | 10.1 | March 17, 2022 |
| 10.17# | Confirmatory Employment Letter between the Registrant and Nolan Shenai, dated December 13, 2022 | 10-K | 001-40216 | 10.18 | February 21, 2023 |
| 10.18# | Employment Letter between the Registrant and Ossa F. Fisher, dated December 29, 2022 | 8-K | 001-40216 | 10.1 | January 30, 2023 |
| 10.19# | Form of Stock Option Agreement under the Aurora Innovation, Inc. 2021 Equity Incentive Plan | 8-K | 001-40216 | 10.12 | November 4, 2021 |
| 10.20# | Form of Restricted Stock Unit Agreement under the Aurora Innovation, Inc. 2021 Equity Incentive Plan | 8-K | 001-40216 | 10.12 | November 4, 2021 |
| 10.21† | Strategic Partnership Agreement dated April 26, 2023 between Aurora Innovation, Inc. and Aurora Operations, Inc. and Continental Automotive Technologies GmbH and Continental Autonomous Mobility GmbH | 10-Q | 001-40216 | 10.1 | August 3, 2023 |
| 10.22# | Employment Letter between the Registrant and David Maday, dated June 5, 2023 | 10-Q | 001-40216 | 10.2 | August 3, 2023 |
| Incorporated by reference · Filed or Furnished Herewith | ||||||
|---|---|---|---|---|---|---|
| Exhibit No. · Description · Form · File No. · Exhibit No. · Filing Date | ||||||
| 10.23# | Amendment No. 1 to Strategic Partnership Agreement, dated August 30, 2023, by and among the Registrant and Aurora Operations, Inc., and Continental Automotive Technologies GmbH and Continental Autonomous Mobility Germany GmbH | 10-Q | 001-40216 | 10.1 | November 2, 2023 | |
| 10.24# | Amended and Restated Strategic Partnership Agreement, dated September 27, 2023, by and among the Registrant and Aurora Operations, Inc., and Continental Automotive Technologies GmbH and Continental Autonomous Mobility Germany GmbH | 10-Q | 001-40216 | 10.2 | November 2, 2023 | |
| 10.25 | Form of Common Stock Purchase Agreement, dated July 18, 2023, by and among the Registrant and the Purchasers | 8-K | 001-40216 | 10.1 | July 19, 2023 | |
| 10.26 | Form of Registration Rights Agreement, dated July 18, 2023, by and among the Registrant and the Purchasers | 8-K | 001-40216 | 10.2 | July 19, 2023 | |
| 10.27# | Aurora Innovation, Inc. Change in Control and Severance Policy | 8-K | 001-40216 | 10.1 | August 18, 2023 | |
| 10.28# | Amendment to Stock Option Agreement entered into between Aurora Innovation, Inc. and David Maday | 8-K | 001-40216 | 10.1 | June 15, 2023 | |
| 10.29# | Form of Addendum to Stock Option Agreement for Executive Officers under the Aurora Innovation, Inc. 2021 Equity Incentive Plan | 10-K | 001-40216 | 10.31 | February 15, 2024 | |
| 10.30# | Employment Letter between the Registrant and Shelley Webb, dated January 30, 2025 | X | ||||
| 10.31 | Sales Agreement, dated as of February 14, 2025, by and among Aurora Innovation, Inc., Cantor Fitzgerald & Co., TD Securities (USA) LLC and Allen & Company LLC | X | ||||
| 16.1 | Letter to the Securities and Exchange Commission from KPMG LLP, dated March 9, 2023 | 8-K | 001-40216 | 16.1 | March 9, 2023 | |
| 19.1 | Aurora Innovation, Inc. Insider Trading Policy | X | ||||
| 21.1 | List of Subsidiaries | X | ||||
| 23.1 | Consent of Independent Registered Public Accounting Firm (PricewaterhouseCoopers) | X | ||||
| 23.2 | Consent of Independent Registered Public Accounting Firm (KPMG) | X | ||||
| 23.3 | Consent of Wilson Sonsini Goodrich & Rosati, P.C. (included in Exhibit 5.1) | X | ||||
| 31.1 | Rule 13a-14(a) / 15d-14(a) Certification of Principal Executive Officer | X | ||||
| 31.2 | Rule 13a-14(a) / 15d-14(a) Certification of Principal Financial Officer | X | ||||
| 32.1* | Section 1350 Certification of Principal Executive Officer | X | ||||
| 32.2* | Section 1350 Certification of Principal Financial Officer | X | ||||
| 97.1 | Compensation Recovery Policy | 10-K | 001-40216 | 97.1 | February 15, 2024 | |
| Incorporated by reference | Filed or Furnished Herewith | |||||
| Exhibit No. | Description | Form | File No. | Exhibit No. | Filing Date | |
| 101.INS | Inline XBRL Instance Document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | X | ||||
† Schedules and exhibits to this agreement have been omitted pursuant to Item 601(b)(2) of Regulation S‑K. A copy of any omitted schedule and/or exhibit will be furnished to the SEC upon request.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.