Ossa Fisher
About Ossa Fisher
Aurora Innovation’s President since February 2023, age 48, with a background spanning Bain & Company, Goldman Sachs, Match Group, and Istation (now Amira Learning). Education: B.A. Economics (Yale), M.A. Education (Stanford), MBA (Stanford GSB) . Performance context: Pay-vs-Performance shows Aurora’s $100 TSR value rising from $12.60 (2022) to $65.63 (2024) vs peer group $59.36 (2022) to $103.71 (2024); net income remained negative at ($1,723M) in 2022, ($796M) in 2023, and ($748M) in 2024 . Revenue and EBITDA were not disclosed in these materials; the company highlighted 2024 milestones in autonomy, commercial ops, partnerships, TÜV SÜD safety audit, and a $483M capital raise .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Istation (Amira Learning) | President & COO | 2019–2022 | Oversaw engineering, product, sales, marketing, customer success; led scaling efforts ahead of Aurora’s commercial launch focus . |
| Istation | Chief Operating Officer | 2017–2018 | Expanded responsibilities and operational leadership . |
| Istation | Chief Marketing Officer | 2015–2017 | Led marketing before broader operational scope . |
| Match Group / Match.com | SVP Strategy & Analytics | 2013–2019 | Strategy and analytics leadership at a global consumer tech platform . |
| Bain & Company | Technology, Media & Telecom (various roles, reached Partner) | 2004–2013 | Growth strategy and scaling expertise cited as core credentials for Aurora’s commercial launch phase . |
| Goldman, Sachs & Co. | TMT practice | 1999–2002 | Early career in technology/media/telecom advisory . |
External Roles
No external directorships or committee roles for Ms. Fisher are disclosed in the proxy or 8-K materials reviewed .
Fixed Compensation
| Component | 2023 | 2024 | Notes |
|---|---|---|---|
| Base Salary (rate) | $500,000 | $520,000 (4% increase) | Target bonus remained 40% of annualized base . |
| Target Bonus % | 40% | 40% | At-will employment; no specific term . |
| Salary Paid (SCT) | $432,692 | $519,769 | Reported under SEC rules (SCT). |
Performance Compensation
Annual Incentive (2024–2025 Incentive Bonus Program)
| Name | Target ($) | Form | Vesting | Notes |
|---|---|---|---|---|
| Ossa Fisher | $206,339 | RSUs (converted from cash) | RSUs expected 100% vested/settled in May 2025 | Number of RSUs calculated using lower of 20-day avg (to Jan 2, 2025) or Apr 15, 2025 close . |
Metrics were company-wide goals across technology, product, operations and individual performance; specific metric weightings and final payouts were not disclosed as of the proxy date .
2024 Annual Refresh Equity Awards (Retention-Oriented)
| Type | Grant Date | Quantity | Vesting Start | Vesting Schedule |
|---|---|---|---|---|
| Stock Options | 3/8/2024 | 142,858 | 2/20/2024 | 1/48 monthly over 4 years (post-cliff cadence noted for options in program overview) . |
| RSUs | 3/8/2024 | 142,858 | 2/20/2024 | Equal quarterly over 4 years . |
Grants of Plan-Based Awards (FY 2024)
| Grant Type | Grant Date | Quantity | Exercise Price | Grant-Date Fair Value |
|---|---|---|---|---|
| Options | 3/8/2024 | 142,858 | $2.20/sh | $171,287 . |
| RSUs | 3/8/2024 | 142,858 | — | $314,288 . |
New-Hire Equity Awards (on hire; separate from 2024 refresh)
| Type | Quantity | Vesting | Notes |
|---|---|---|---|
| RSUs | 2,000,000 | 25% at 1-year cliff; 1/16 quarterly thereafter | Quarterly vest dates: Feb 20, May 20, Aug 20, Nov 20 . |
| Options | 2,000,000 | 25% at 12 months; remainder monthly over 36 months | Strike set at grant date closing price . |
Equity Ownership & Alignment
Beneficial Ownership (as of March 24, 2025)
| Holder | Class A Shares | % of Class A | Class B Shares | % of Class B | Notes |
|---|---|---|---|---|---|
| Ossa Fisher | 1,946,892 | * | — | — | “*” denotes less than 1%; no pledging or margin permitted under policy . |
Outstanding Equity Awards at 2024 Year-End (Ossa Fisher)
| Type | Grant Date | Exercisable | Unexercisable | Exercise Price | Expiration | Unvested RSUs | RSU Market Value |
|---|---|---|---|---|---|---|---|
| Options | 3/8/2023 | 916,666 | 1,083,334 | $1.42 | 3/8/2033 | — | — |
| Options | 3/8/2024 | 29,762 | 113,096 | $2.20 | 3/8/2034 | — | — |
| RSUs | 3/8/2023 | — | — | — | — | 1,125,000 | $7,087,500 |
| RSUs | 3/8/2024 | — | — | — | — | 116,073 | $731,259 |
Vesting footnotes: options from 3/8/2023 vest 1/24 monthly from March 20, 2023; 2024 options vest 1/48 monthly from March 20, 2024; RSUs vest quarterly per outlined schedules . RSU and option acceleration values in change-of-control scenarios are detailed below .
Alignment Policies
- Clawback: incentive compensation recoverable upon accounting restatement (3-year look-back; Exchange Act 10D compliance) .
- Hedging/Pledging: prohibited for executives and directors; no margin accounts .
- Compensation governance: independent comp committee and consultant (Semler Brossy); double-trigger change-in-control; no excise tax gross-ups; no guaranteed bonuses; no dividends on unvested RSUs .
Employment Terms
| Term | Detail |
|---|---|
| Employment agreement | At-will; no fixed term . |
| Start date | Expected February 13, 2023 (appointed Jan 30, 2023) . |
| Base salary | $520,000 as of Dec 31, 2024 . |
| Target bonus | 40% of annualized base salary . |
| Sign-on equity | 2,000,000 RSUs and 2,000,000 options, 4-year vest with 1-year cliff per Exhibit A . |
| Severance policy | Adopted Aug 14, 2023; standard program covering NEOs; 3-year term, auto-renew for 1-year terms unless non-renewed 60 days prior to term end . |
| Hedging/pledging | Prohibited by insider trading policy . |
| Clawback | Adopted; restatement-driven recovery of incentive compensation . |
Potential Payments (Termination as of Dec 31, 2024)
| Scenario | Salary Severance | Bonus Severance | Health Coverage | Accelerated Vesting Value |
|---|---|---|---|---|
| Without Cause / Good Reason (outside CIC) | $260,000 | — | — (no coverage received) | — |
| Double Trigger (CIC + Without Cause / Good Reason) | $520,000 | $206,339 | — (no coverage received) | $13,569,123 |
Notes: Double-trigger accelerates 100% of outstanding unvested time-based equity; bonus severance equals 100% of target, prorated; COBRA reimbursements available up to 12 months generally, but Ms. Fisher does not receive medical, vision, or dental coverage from the Company per policy disclosure .
Performance & Track Record
Company Highlights (2024)
- Technology: approaching Safety Case closure for Dallas–Houston lane; approaching 100% Autonomy Performance Indicator loads .
- Commercial ops: partner success program; continued autonomous freight for pilot customers; lane expansion strategy including Fort Worth–El Paso to Phoenix in 2025 .
- Partnerships: ongoing OEM and Tier 1 collaborations .
- Safety: first-of-its-kind TÜV SÜD independent audit recognition .
- Capital raise: $483M total gross proceeds in summer 2024 .
Pay vs Performance (TSR and Net Income)
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Value of initial $100 investment (Aurora TSR) | $117.29 | $12.60 | $45.52 | $65.63 |
| Value of initial $100 investment (Peer TSR) | $90.20 | $59.36 | $82.46 | $103.71 |
| Net Income ($ Millions) | ($755) | ($1,723) | ($796) | ($748) |
Compensation Committee Analysis
- Committee uses broader market data (early-stage and mature tech) rather than a fixed peer group, given company stage; Semler Brossy engaged as independent advisor . 2024 program comprised base salary, incentive compensation (cash converted to RSUs), and long-term equity awards (options and RSUs) .
Investment Implications
- Strong retention mechanics and time-based vesting: large initial and refresh grants vest quarterly/monthly over 4 years, creating continuous alignment but also predictable settlement windows that could influence supply; double-trigger acceleration materially increases realizable value in a sale scenario .
- Pay-for-performance governance tilt: clawback policy; hedging/pledging ban; independent comp committee and consultant; no excise tax gross-ups; double-trigger CIC — investor-friendly features that reduce misalignment risk .
- Ownership alignment: Ms. Fisher’s beneficial ownership is under 1% of Class A; alignment is primarily via unvested equity and options rather than large current holdings, increasing sensitivity to stock price but limiting voting influence .
- Incentive design linked to launch-critical milestones: 2024 cash bonus converted to RSUs and payable post-determination reflects liquidity discipline and alignment with near-term commercialization and technology targets; final company multiplier/payout timing pushed to Q2 2025 .
- Change-in-control economics: double-trigger cash severance (1x salary + 1x target bonus) plus 100% acceleration of time-based equity awards under CIC enhances executive retention but increases potential transaction-related dilution/costs to shareholders .