Sec Form 4 Filing - Robertson Stephen P. @ Aurinia Pharmaceuticals Inc. - 2025-02-28

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Robertson Stephen P.
2. Issuer Name and Ticker or Trading Symbol
Aurinia Pharmaceuticals Inc. [ AUPH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, General Counsel
(Last) (First) (Middle)
#140, 14315 - 118 AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
02/28/2025
(Street)
EDMONTON, A0T5L 4S6
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/28/2025 A 84,106 ( 1 ) A $ 0 529,349 ( 2 ) D
Common Stock 03/03/2025 A 102,406 ( 3 ) A $ 0 631,755 D
Common Stock 03/03/2025 S 64,872 ( 4 ) D $ 8 ( 5 ) 566,883 D
Common Stock 03/04/2025 S 57,607 ( 6 ) D $ 7.92 ( 7 ) 509,276 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 7.55 02/28/2025 A 128,438 ( 8 ) 02/28/2035 Common Stock 128,438 $ 0 128,438 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Robertson Stephen P.
#140, 14315 - 118 AVENUE
EDMONTON, A0T5L 4S6
EVP, General Counsel
Signatures
/s/ Stephen P. Robertson 03/04/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each performance right represents a contingent right to receive one common share of the Issuer. The performance rights vest in four tranches upon the Issuer's common shares achieving fourprogressively higher target prices, with respective one year retention periods per tranche achievement.
( 2 )Includes common shares acquired by the reporting person pursuant to the Issuer's 2021 Employee Share Purchase Plan as follows: 513 common shares were acquired on May 31, 2024 and 506 common shares were acquired on November 29, 2024.
( 3 )Represents grant of performance award payable solely in common shares of the Issuer that vest in two (2) equal annual installments on December 31, 2024 and December 31, 2025.
( 4 )Represents the number of shares automatically sold to cover tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) related to the February 20, 2024 grant and March 2, 2023 performanceaward.
( 5 )The price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.79 to $8.13, inclusive. The reporting person undertakes to provide to theIssuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
( 6 )Represents the number of shares automatically sold to cover tax withholding obligations in connection with the vesting of RSUs related to the March 2, 2022 and March 2, 2023 grants.
( 7 )The price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.76 to $8.10, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
( 8 )One-third of the shares subject to the option vests twelve months from the grant date, and the remainder vests in twenty-four equal monthly installments thereafter.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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