Aurora Innovation, Inc.

Previous wording

Aurora is developing the Aurora Driver based on what we believe to be the most advanced and scalable suite of self-driving hardware, software, and data services in the world to fundamentally transform the global transportation market. The Aurora Driver is designed as a platform to adapt and interoperate amongst vehicle types and applications. To date, it has been successfully integrated into numerous different vehicle platforms: from passenger vehicles to light commercial vehicles to Class 8 trucks. By creating one driver system for multiple vehicle types and use cases, Aurora’s capabilities in one market reinforce and strengthen its competitive advantages in others. For example, highway driving capabilities developed for trucking will carry over to highway segments driven by passenger vehicles in ride-hailing applications. We believe this approach will enable us to target and transform the transportation landscape, including trucking, passenger mobility, and local goods delivery market.

Current wording

Aurora has launched and continues to develop the Aurora Driver based on what we believe to be the most advanced and scalable suite of self-driving hardware, software, and data services in the world to fundamentally transform the global transportation market. The Aurora Driver is designed as a platform to adapt and interoperate amongst vehicle types and applications. To date, it has been successfully integrated into numerous different vehicle platforms: from passenger vehicles to light commercial vehicles to Class 8 trucks. By creating one driver system for multiple vehicle types and use cases, Aurora’s capabilities in one market reinforce and strengthen its competitive advantages in others. For example, highway driving capabilities developed for trucking will carry over to highway segments driven by passenger vehicles in ride-hailing applications. We believe this approach will enable us to target and transform the transportation landscape, including trucking, passenger mobility, and local goods delivery market.

Previous wording

We expect that the Aurora Driver will ultimately be commercialized in a Driver as a Service (“DaaS”) business model, in which customers or third parties will purchase, manage, and maintain fleets directly, while subscribing to the Aurora Driver and a suite of related services. We do not intend to own nor operate a large number of vehicles ourselves. Throughout commercialization, we expect to earn revenue on a fee per mile basis, or a comparable pricing mechanism. We intend to partner with OEMs, Tier 1 automotive suppliers, fleet operators, and other third parties to commercialize and support Aurora Driver-powered vehicles. We expect that these strategic partners will support activities such as vehicle and hardware manufacturing, financing and leasing, service and maintenance, parts replacement, facility ownership and operation, and other commercial and operational services as needed. We expect this DaaS model to enable an asset-light and high margin revenue stream for Aurora, while allowing us to scale more rapidly through partnerships. During the start of commercialization, though, we are operating our own logistics and mobility services, where we own or lease and operate a fleet of vehicles equipped with our Aurora Driver and provide transportation services to customers through driverless operations as well as with vehicle operators as needed. This level of control is useful during early commercialization as we define operational processes and playbooks for our partners.

Current wording

Following this initial phase, we expect that the Aurora Driver will ultimately be commercialized in a Driver as a Service (“DaaS”) business model, in which customers or third parties will acquire, manage, and maintain fleets directly, while subscribing to the Aurora Driver and a suite of related services. In this second phase, we do not intend to own nor operate a large number of vehicles ourselves. We intend to partner with OEMs, Tier 1 automotive suppliers, fleet operators, and other third parties to commercialize and support Aurora Driver-powered vehicles. We expect that these strategic partners will support activities such as vehicle and hardware manufacturing, financing and leasing, service and maintenance, parts replacement, facility ownership and operation, and other commercial and operational services as needed. Throughout commercialization, we expect to earn revenue on a fee per mile basis, or a comparable pricing mechanism. We expect this DaaS model to enable an asset-light and high margin revenue stream for Aurora, while allowing us to scale more rapidly through partnerships.

Previous wording

Research and development expenses increased by $10 million, or 6%, to $179 million in the three months ended September 30, 2025 from $169 million in the three months ended September 30, 2024, primarily driven by an increase in non-cash stock-based compensation costs, partially offset by costs now recognized as cost of revenue after commercial launch in April 2025 as well as costs now recognized as selling, general and administrative due to a realignment of resources. Research and development expenses included non-cash stock-based compensation of $41 million and $30 million in the three months ended September 30, 2025 and 2024, respectively.

Current wording

Research and development expenses increased by $13 million, or 7%, to $195 million in the three months ended March 31, 2026 from $182 million in the three months ended March 31, 2025, primarily driven by an increase in non-cash stock-based compensation costs, personnel costs, and cloud spend, partially offset by costs now recognized as cost of revenue after commercial launch in April 2025 as well as costs now recognized as selling, general and administrative due to a realignment of resources. Research and development expenses included non-cash stock-based compensation of $36 million and $29 million in the three months ended March 31, 2026 and 2025, respectively.

Previous wording

Selling, general and administrative expenses increased by $11 million, or 41%, to $38 million in the three months ended September 30, 2025 from $27 million in the three months ended September 30, 2024, primarily driven by an increase in personnel costs, costs previously recognized in research and development now included in selling, general and administrative due to a realignment of resources, and non-cash stock-based compensation. Selling, general and administrative expenses included non-cash stock-based compensation of $10 million and $5 million in the three months ended September 30, 2025 and 2024, respectively.

Current wording

Selling, general and administrative expenses increased by $15 million, or 52%, to $44 million in the three months ended March 31, 2026 from $29 million in the three months ended March 31, 2025, primarily driven by an increase in personnel costs including costs previously recognized in research and development now included in selling, general and administrative due to a realignment of resources, and non-cash stock-based compensation. Selling, general and administrative expenses included non-cash stock-based compensation of $10 million and $5 million in the three months ended March 31, 2026 and 2025, respectively.

Previous wording

The change in fair value of derivative liabilities was income of $5 million and expense of $28 million in the three months ended September 30, 2025 and 2024, respectively, primarily due to the change in the market price for the underlying instrument during each period.

Current wording

The change in fair value of derivative liabilities resulted in expense of $1 million and $9 million in the three months ended March 31, 2026 and 2025, respectively, primarily due to the change in the market price for the underlying instrument during each period.

Previous wording

As of September 30, 2025, our principal sources of liquidity were $87 million of cash and cash equivalents, $1,160 million of short-term investments, and $357 million of long-term investments, exclusive of restricted cash of $15 million. Short-term and long-term investments consist of primarily U.S. Treasury securities as well as corporate bonds and commercial paper.

Current wording

As of March 31, 2026, our principal sources of liquidity were $273 million of cash and cash equivalents, $952 million of short-term investments, and $52 million of long-term investments, exclusive of restricted cash of $16 million. Investments consist of primarily U.S. Treasury securities as well as corporate bonds and commercial paper.

Previous wording

We have incurred negative cash flows from operating activities and significant losses from operations in the past. We have only recently started to generate revenue, and we do not expect to generate significant revenue until we reach commercial scale. We expect to continue to incur operating losses and that we will need to opportunistically raise additional capital to support the continued development and commercialization of the Aurora Driver at scale.

Current wording

We have incurred negative cash flows from operating activities and significant losses from operations in the past. We have only recently started to generate revenue, and we do not expect to generate significant revenue until we reach commercial scale. We expect to continue to incur operating losses and we expect to opportunistically raise additional capital to solidify our balance sheet with an appropriate minimum cash balance to support our longer-term operations.

Previous wording

During the three months ended September 30, 2025, we offered and sold 80 million shares of Class A common stock through the ATM Program, raising $473 million in equity capital and receiving net proceeds of $460 million after transaction costs.

Current wording

During the three months ended March 31, 2026, we offered and sold 3 million shares of Class A common stock through the ATM Program, raising $15 million in equity capital and receiving net proceeds of $14 million after transaction costs.

Previous wording

Net cash used in operating activities was $435 million for the nine months ended September 30, 2025, a decrease of $34 million from $469 million for the nine months ended September 30, 2024 primarily due to the annual bonus being settled in equity in the current year.

Current wording

Net cash used in operating activities was $159 million for the three months ended March 31, 2026, an increase of $17 million from $142 million for the three months ended March 31, 2025 primarily due to hardware development programs to support our scaling plan.

Previous wording

Net cash used in investing activities was $518 million for the nine months ended September 30, 2025, an increase of $273 million from $245 million for the nine months ended September 30, 2024. The change was primarily due to increased purchases of investments partially offset by increased maturities of investments.

Current wording

Net cash provided by investing activities was $209 million for the three months ended March 31, 2026, an increase of $190 million from $19 million for the three months ended March 31, 2025, primarily due to decreased purchases of investments and increased maturities of investments, partially offset by increased payments for fleet builds.

Previous wording

Net cash provided by financing activities was $828 million for the nine months ended September 30, 2025, an increase of $353 million from $475 million for the nine months ended September 30, 2024, primarily due to proceeds from the ATM Program as well as increased proceeds from the exercise of stock options, partially offset by the tax payments in connection with the net settlement of RSUs.

Current wording

Net cash provided by financing activities was $4 million for the three months ended March 31, 2026, a decrease of $78 million from $82 million for the three months ended March 31, 2025, primarily due to decreased proceeds from the ATM Program and the exercise of stock options as well as increased tax payments in connection with the net settlement of RSUs.

Previous wording

Aurora may be party to various claims within the normal course of business. Legal fees and other costs associated with such actions are expensed as incurred. We assess the need to record a liability for litigation and other loss contingencies, with reserve estimates recorded if we determine that a loss related to the matter is both probable and reasonably estimable. No material losses were recorded in the three and nine months ended September 30, 2025 and 2024.

Current wording

Aurora may be party to various claims within the normal course of business. Legal fees and other costs associated with such actions are expensed as incurred. We assess the need to record a liability for litigation and other loss contingencies, with reserve estimates recorded if we determine that a loss related to the matter is both probable and reasonably estimable. No material losses were recorded in the three months ended March 31, 2026 and 2025.

Previous wording

Our condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. Preparation of the financial statements requires our management to make judgments, estimates and assumptions that impact the reported amount of revenue and expenses, assets and liabilities and the disclosure of contingent assets and liabilities. We consider an accounting judgment, estimate or assumption to be critical when (1) the estimate or assumption is complex in nature or requires a high degree of judgment and (2) the use of different judgments, estimates and assumptions could have a material impact on our condensed consolidated financial statements. Our significant accounting policies are described in Note 2 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report and in the notes to the consolidated financial statements included in Part II, Item 8 of the Annual Report on Form 10-K for the year-ended December 31, 2024. There have been no material changes to our critical accounting estimates since our Annual Report, except as described in Notes 2 and 3 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report.

Current wording

Our condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. Preparation of the financial statements requires our management to make judgments, estimates and assumptions that impact the reported amount of revenue and expenses, assets and liabilities and the disclosure of contingent assets and liabilities. We consider an accounting judgment, estimate or assumption to be critical when (1) the estimate or assumption is complex in nature or requires a high degree of judgment and (2) the use of different judgments, estimates and assumptions could have a material impact on our condensed consolidated financial statements. Our significant accounting policies are described in Note 2 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report and in the notes to the consolidated financial statements included in Part II, Item 8 of the Annual Report on Form 10-K for the year-ended December 31, 2025. There have been no material changes to our critical accounting estimates since our Annual Report.