<SEC-DOCUMENT>0001193125-26-340465.txt : 20260807
<SEC-HEADER>0001193125-26-340465.hdr.sgml : 20260807
<ACCEPTANCE-DATETIME>20260807170510
ACCESSION NUMBER:		0001193125-26-340465
CONFORMED SUBMISSION TYPE:	SCHEDULE 13D/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20260807
DATE AS OF CHANGE:		20260807

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Aurora Innovation, Inc.
		CENTRAL INDEX KEY:			0001828108
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373]
		ORGANIZATION NAME:           	06 Technology
		EIN:				981562265
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13D/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-92928
		FILM NUMBER:		261255281

	BUSINESS ADDRESS:	
		STREET 1:		1654 SMALLMAN ST.
		CITY:			PITTSBURGH
		STATE:			PA
		ZIP:			15222
		BUSINESS PHONE:		(888) 583-9506

	MAIL ADDRESS:	
		STREET 1:		50 33RD ST
		CITY:			PITTSBURGH
		STATE:			PA
		ZIP:			15201

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Reinvent Technology Partners Y
		DATE OF NAME CHANGE:	20201210

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Reinvent Technology Partners C
		DATE OF NAME CHANGE:	20201013

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Index Venture Growth Associates III Ltd
		CENTRAL INDEX KEY:			0001785453
		ORGANIZATION NAME:           	
		EIN:				000000000
		STATE OF INCORPORATION:			Y9
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13D/A

	BUSINESS ADDRESS:	
		STREET 1:		5TH FLOOR, 44 ESPLANADE
		CITY:			ST. HELIER, CHANNEL ISLANDS
		STATE:			Y9
		ZIP:			JE1 3FG
		BUSINESS PHONE:		44-1534-605639

	MAIL ADDRESS:	
		STREET 1:		5TH FLOOR, 44 ESPLANADE
		CITY:			ST. HELIER, CHANNEL ISLANDS
		STATE:			Y9
		ZIP:			JE1 3FG
</SEC-HEADER>
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<TYPE>SCHEDULE 13D/A
<SEQUENCE>1
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<?xml version="1.0" encoding="UTF-8"?><edgarSubmission xmlns="http://www.sec.gov/edgar/schedule13D" xmlns:xsd="http://www.w3.org/2001/XMLSchema" xmlns:xsi="http://www.w3.org/2001/XMLSchema-instance">
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          <cik>0001785453</cik>
          <ccc>XXXXXXXX</ccc>
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  <formData>
    <coverPageHeader>
      <amendmentNo>1</amendmentNo>
      <securitiesClassTitle>Class A common stock, $0.0001 par value per share</securitiesClassTitle>
      <dateOfEvent>08/05/2026</dateOfEvent>
      <previouslyFiledFlag>false</previouslyFiledFlag>
      <issuerInfo>
        <issuerCIK>0001828108</issuerCIK>
        <issuerCusips>
          <issuerCusipNumber>051774107</issuerCusipNumber>
        </issuerCusips>
        <issuerName>Aurora Innovation, Inc.</issuerName>
        <address>
          <street1 xmlns="http://www.sec.gov/edgar/common">1654 Smallman St</street1>
          <city xmlns="http://www.sec.gov/edgar/common">Pittsburgh</city>
          <stateOrCountry xmlns="http://www.sec.gov/edgar/common">PA</stateOrCountry>
          <zipCode xmlns="http://www.sec.gov/edgar/common">15222</zipCode>
        </address>
      </issuerInfo>
      <authorizedPersons>
        <notificationInfo>
          <personName>Andre Dubois</personName>
          <personPhoneNum>44 1534 605600</personPhoneNum>
          <personAddress>
            <street1 xmlns="http://www.sec.gov/edgar/common">c/o Index Ventures, 5th Floor</street1>
            <street2 xmlns="http://www.sec.gov/edgar/common">44 Esplanade</street2>
            <city xmlns="http://www.sec.gov/edgar/common">St. Helier</city>
            <stateOrCountry xmlns="http://www.sec.gov/edgar/common">Y9</stateOrCountry>
            <zipCode xmlns="http://www.sec.gov/edgar/common">JE1 3FG</zipCode>
          </personAddress>
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    </coverPageHeader>
    <reportingPersons>
      <reportingPersonInfo>
        <reportingPersonNoCIK>Y</reportingPersonNoCIK>
        <reportingPersonName>Index Ventures Growth III (Jersey), L.P.</reportingPersonName>
        <memberOfGroup>b</memberOfGroup>
        <fundType>WC</fundType>
        <legalProceedings>N</legalProceedings>
        <citizenshipOrOrganization>Y9</citizenshipOrOrganization>
        <soleVotingPower>37658409</soleVotingPower>
        <sharedVotingPower>0</sharedVotingPower>
        <soleDispositivePower>37658409</soleDispositivePower>
        <sharedDispositivePower>0</sharedDispositivePower>
        <aggregateAmountOwned>37658409</aggregateAmountOwned>
        <isAggregateExcludeShares>N</isAggregateExcludeShares>
        <percentOfClass>2.2</percentOfClass>
        <typeOfReportingPerson>PN</typeOfReportingPerson>
        <commentContent>Consists of (i) 315,415 shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") and (ii) 37,342,994 shares of Class B common stock, par value $0.0001 per share ("Class B Common Stock") of the Issuer. The rights of the holders of Class A Common Stock and Class B Common Stock are generally identical, except with respect to voting and conversion. Each share of Class A Common Stock is entitled to one vote per share. Each share of Class B Common Stock is entitled to ten votes per share and is convertible at the election of the holder into one share of Class A Common Stock. In addition, each share of Class B Common Stock will be automatically converted into one share of Class A Common Stock upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. Pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the percent of class was calculated based on (i) 1,708,146,085 shares of Class A Common Stock outstanding as of July 22, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on July 29, 2026, and (ii) the shares of Class B Common Stock of the Issuer beneficially owned by the Reporting Person (with such shares treated as converted into shares of Class A Common Stock only for purposes of computing the percentage ownership of the Reporting Person pursuant to the Exchange Act).</commentContent>
      </reportingPersonInfo>
      <reportingPersonInfo>
        <reportingPersonNoCIK>Y</reportingPersonNoCIK>
        <reportingPersonName>Yucca (Jersey) SLP</reportingPersonName>
        <memberOfGroup>b</memberOfGroup>
        <fundType>WC</fundType>
        <legalProceedings>N</legalProceedings>
        <citizenshipOrOrganization>Y9</citizenshipOrOrganization>
        <soleVotingPower>573457</soleVotingPower>
        <sharedVotingPower>0</sharedVotingPower>
        <soleDispositivePower>573457</soleDispositivePower>
        <sharedDispositivePower>0</sharedDispositivePower>
        <aggregateAmountOwned>573457</aggregateAmountOwned>
        <isAggregateExcludeShares>N</isAggregateExcludeShares>
        <percentOfClass>0.0</percentOfClass>
        <typeOfReportingPerson>PN</typeOfReportingPerson>
        <commentContent>Consists of (i) 4,803 shares of Class A Common Stock and (ii) 568,654 shares of Class B Common Stock of the Issuer. The rights of the holders of Class A Common Stock and Class B Common Stock are generally identical, except with respect to voting and conversion. Each share of Class A Common Stock is entitled to one vote per share. Each share of Class B Common Stock is entitled to ten votes per share and is convertible at the election of the holder into one share of Class A Common Stock. In addition, each share of Class B Common Stock will be automatically converted into one share of Class A Common Stock upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. Pursuant to Rule 13d-3 of the Exchange Act, the percent of class was calculated based on (i) 1,708,146,085 shares of Class A Common Stock outstanding as of July 22, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on July 29, 2026, and (ii) the shares of Class B Common Stock of the Issuer beneficially owned by the Reporting Person (with such shares treated as converted into shares of Class A Common Stock only for purposes of computing the percentage ownership of the Reporting Person pursuant to the Exchange Act).</commentContent>
      </reportingPersonInfo>
      <reportingPersonInfo>
        <reportingPersonCIK>0001785453</reportingPersonCIK>
        <reportingPersonNoCIK>N</reportingPersonNoCIK>
        <reportingPersonName>Index Venture Growth Associates III Limited</reportingPersonName>
        <memberOfGroup>b</memberOfGroup>
        <fundType>AF</fundType>
        <legalProceedings>N</legalProceedings>
        <citizenshipOrOrganization>Y9</citizenshipOrOrganization>
        <soleVotingPower>38231866</soleVotingPower>
        <sharedVotingPower>0</sharedVotingPower>
        <soleDispositivePower>38231866</soleDispositivePower>
        <sharedDispositivePower>0</sharedDispositivePower>
        <aggregateAmountOwned>38231866</aggregateAmountOwned>
        <isAggregateExcludeShares>N</isAggregateExcludeShares>
        <percentOfClass>2.2</percentOfClass>
        <typeOfReportingPerson>PN</typeOfReportingPerson>
        <commentContent>Consists of (i) 320,218 shares of Class A Common Stock and (ii) 37,911,648 shares of Class B Common Stock of the Issuer. The rights of the holders of Class A Common Stock and Class B Common Stock are generally identical, except with respect to voting and conversion. Each share of Class A Common Stock is entitled to one vote per share. Each share of Class B Common Stock is entitled to ten votes per share and is convertible at the election of the holder into one share of Class A Common Stock. In addition, each share of Class B Common Stock will be automatically converted into one share of Class A Common Stock upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. Pursuant to Rule 13d-3 of the Exchange Act, the percent of class was calculated based on (i) 1,708,146,085 shares of Class A Common Stock outstanding as of July 22, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on July 29, 2026, and (ii) the shares of Class B Common Stock of the Issuer beneficially owned by the Reporting Person (with such shares treated as converted into shares of Class A Common Stock only for purposes of computing the percentage ownership of the Reporting Person pursuant to the Exchange Act).</commentContent>
      </reportingPersonInfo>
    </reportingPersons>
    <items1To7>
      <item1>
        <securityTitle>Class A common stock, $0.0001 par value per share</securityTitle>
        <issuerName>Aurora Innovation, Inc.</issuerName>
        <issuerPrincipalAddress>
          <street1 xmlns="http://www.sec.gov/edgar/common">1654 Smallman St</street1>
          <city xmlns="http://www.sec.gov/edgar/common">Pittsburgh</city>
          <stateOrCountry xmlns="http://www.sec.gov/edgar/common">PA</stateOrCountry>
          <zipCode xmlns="http://www.sec.gov/edgar/common">15222</zipCode>
        </issuerPrincipalAddress>
        <commentText>This Amendment to the Schedule 13D originally filed on November 15, 2021 relates to the shares of Class A Common Stock of Aurora Innovation, Inc. (the "Issuer"). The Issuer also has Class B Common Stock (together with the Class A Common Stock, the "Common Stock"), issued and outstanding, which stock is convertible on a one-for-one basis into shares of Class A Common Stock at the election of the holder and automatically upon the occurrence of certain events described in the Issuer's certificate of incorporation.</commentText>
      </item1>
      <item5>
        <percentageOfClassSecurities>The information set forth in rows 7 through 13 of the cover pages to this Schedule 13D is incorporated by reference. Pursuant to Rule 13d-3 of the Exchange Act, the percent of class was calculated based on (i) 1,708,146,085 shares of Class A Common Stock outstanding as of July 22, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on July 29, 2026, and (ii) the shares of Class B Common Stock of the Issuer beneficially owned by the Reporting Person (with such shares treated as converted into shares of Class A Common Stock only for purposes of computing the percentage ownership of the Reporting Person pursuant to the Exchange Act).

Index Ventures Growth III (Jersey) L.P. ("Index Growth III") directly owns 37,658,409 shares of Common Stock, consisting of (i) 315,415 shares of Class A Common Stock and (ii) 37,342,994 shares of Class B Common Stock, which represents approximately 2.2% of the outstanding Common Stock.

Yucca (Jersey) SLP ("Yucca") directly owns 573,457 shares of Common Stock, consisting of (i) 4,803 shares of Class A Common Stock and (ii) 568,654 shares of Class B Common Stock, which represents less than 0.1% of the outstanding Common Stock. Yucca administers the co-investment vehicle that is contractually required to mirror Index Growth III's investments. As a result, Index Venture Growth Associates III Limited ("IVGA III") may be deemed to have dispositive and voting power over Yucca's shares by virtue of its dispositive power over and voting power over the shares owned by Index Growth III.

IVGA III may be deemed to beneficially own the 38,231,866 shares of Common Stock owned by Index Growth III and Yucca, consisting of (i) 320,218 shares of Class A Common Stock and (ii) 37,911,648 shares of Class B Common Stock, which represents approximately 2.2% of the outstanding Common Stock.</percentageOfClassSecurities>
        <numberOfShares>Item 5(a) is incorporated by reference.</numberOfShares>
        <transactionDesc>On August 5, 2026, Index Growth III and Yucca sold 177,085 shares and 2,697 shares, respectively, of the Issuer's Class A Common Stock in open market transactions for an average price of $7.0746 per share. Except as otherwise set forth in this Item 5(c), none of the Reporting Persons have effected any transactions in the Issuer's Common Stock during the past sixty days.</transactionDesc>
        <listOfShareholders>Not applicable.</listOfShareholders>
        <date5PercentOwnership>Following the transactions reported in Item 5(c), the Reporting Persons beneficially owned less than five percent of the Issuer's Class A Common Stock.</date5PercentOwnership>
      </item5>
    </items1To7>
    <signatureInfo>
      <signaturePerson>
        <signatureReportingPerson>Index Ventures Growth III (Jersey), L.P.</signatureReportingPerson>
        <signatureDetails>
          <signature>/s/ Nigel Greenwood</signature>
          <title>Director of General Partner</title>
          <date>08/07/2026</date>
        </signatureDetails>
      </signaturePerson>
      <signaturePerson>
        <signatureReportingPerson>Yucca (Jersey) SLP</signatureReportingPerson>
        <signatureDetails>
          <signature>/s/ Nigel Greenwood</signature>
          <title>Authorised Signatory</title>
          <date>08/07/2026</date>
        </signatureDetails>
      </signaturePerson>
      <signaturePerson>
        <signatureReportingPerson>Index Venture Growth Associates III Limited</signatureReportingPerson>
        <signatureDetails>
          <signature>/s/ Nigel Greenwood</signature>
          <title>Director</title>
          <date>08/07/2026</date>
        </signatureDetails>
      </signaturePerson>
    </signatureInfo>
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