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PROSPECTUS SUPPLEMENT NO. 3
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Filed Pursuant to Rule 424(b)(3)
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(to prospectus dated November 12, 2021)
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Registration No. 333-260835
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903,072,352 Shares of Class A Common Stock
8,900,000 Warrants to Purchase Shares of Class A Common Stock
This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated November 12, 2021 (the
Prospectus), related to: (1) the issuance and sale by us of an aggregate of (i) 234,560,193 shares of our Class A common stock, par value $0.00001 per share (Class A Common Stock), issuable by us upon
conversion of our Class B common stock, par value $0.00001 per share (Class B Common Stock), held by certain of our stockholders (the Non-Affiliate Conversion Stock), (ii)
425,722 shares of Class A Common Stock issuable upon the exercise of certain outstanding options to purchase Class A Common Stock held by individuals who terminated their employment with Aurora Innovation, Inc. prior to the closing of the
business combination among Reinvent Technology Partners Y (RTPY), Aurora Innovation Holdings, Inc. (formerly Aurora Innovation, Inc.) and RTPY Merger Sub Inc. (the Former Employee Options) and (iii) 12,218,750 shares of
Class A Common Stock issuable upon the exercise of 12,218,750 warrants, exercisable on December 3, 2021, at a price of $11.50 per share (the Public Warrants), (2) the issuance and resale of (i) 246,547,784 shares of
Class A Common Stock issuable by us upon conversion of the Class B Common Stock held by certain of our stockholders the (Affiliate Conversion Stock), (ii) 951,098 shares of Class A Common Stock issuable upon the exercise
of certain outstanding options to purchase Class A Common Stock (the Affiliate Options) and vesting of certain restricted stock units for Class A Common Stock held by certain of our affiliates and their affiliated entities (the
Affiliate RSUs and together with the Affiliate Options, the Affiliate Equity Stock) and (iii) 8,900,000 shares of Class A Common Stock issuable upon the exercise of 8,900,000 warrants (the Private Placement
Warrants) to purchase shares of Class A Common Stock purchased in a private placement in connection with RTPYs initial public offering of units, consummated on March 18, 2020 (the RTPY IPO), and (3) the resale
from time to time by the selling securityholders named in the Prospectus or their permitted transferees (the Selling Securityholders) of (i) 4,029,344 shares of Class A Common Stock beneficially owned by certain of our affiliates
(the Affiliate Class A Stock), (ii) 6,883,086 shares of Class A Common Stock beneficially owned by Reinvent Sponsor Y LLC (the Sponsor Stock), (iii) 100,000,000 shares of Class A Common Stock purchased at
Closing by a number of subscribers pursuant to separate PIPE Subscription Agreements (the PIPE Shares), (iv) 288,556,375 shares of Class A Common Stock beneficially owned by certain stockholders who have been granted registration
rights (the Registration Rights Shares) and (v) 8,900,000 Private Placement Warrants purchased by the Sponsor in connection with the RTPY IPO, with the information contained in the Current Report on Form
8-K, filed with the Securities and Exchange Commission on December 6, 2021 (the Form 8-K), other than the information included in Item 7.01 and Exhibit
99.1, which was furnished and not filed with the SEC. Accordingly, we have attached the Form 8-K to this prospectus supplement.
This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except
in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this
prospectus supplement, you should rely on the information in this prospectus supplement.
Our Class A Common Stock is listed on The Nasdaq Global
Select Market (Nasdaq) under the symbol AUR, and the Public Warrants are listed on Nasdaq under the symbol AUROW. On December 2, 2021, the last quoted sale price for our Class A Common Stock as reported
on Nasdaq was $12.50 per share and the last quoted sale price for our Public Warrants as reported on Nasdaq was $3.60 per warrant.
We are an
emerging growth company, as defined under the federal securities laws, and, as such, may elect to comply with certain reduced public company reporting requirements for this prospectus and for future filings.
Investing in our securities involves a high degree of risk. Before buying any securities, you should carefully read the discussion of the risks of
investing in our securities in Risk Factors beginning on page 7 of the Prospectus.
Neither the Securities and
Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is December 6, 2021