Aurinia (AUPH) COO has 32,901 shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Aurinia Pharmaceuticals Inc. insider activity: Chief Operating Officer Matthew Maxwell Donley reported a tax-related share disposition tied to equity compensation. On this Form 4, 32,901 shares of common stock were withheld at $14.4000 per share to satisfy tax obligations upon the vesting of restricted stock units. This was an automatic tax-withholding disposition, not an open-market trade, and Donley continued to hold 662,900 common shares directly after the transaction.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Donley Matthew Maxwell

(Last) (First) (Middle)

#140, 14315-118 AVENUE

(Street)

EDMONTON A0 T5L 4S6

(City) (State) (Zip)

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)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	02/20/2026		F		32,901(1)	D	$14.4	662,900	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Represents shares withheld to satisfy tax withholding obligations upon the vesting of restricted stock units.

Remarks:

	/s/ Matthew Maxwell Donley	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Aurinia Pharmaceuticals (AUPH) report for Matthew Maxwell Donley?

Aurinia Pharmaceuticals reported that COO Matthew Maxwell Donley had 32,901 common shares withheld for taxes upon RSU vesting. The shares were disposed of at $14.4000 per share to cover tax withholding obligations, rather than through an open-market sale.

Was the Aurinia Pharmaceuticals (AUPH) Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. 32,901 common shares were withheld to satisfy tax obligations triggered by vesting restricted stock units, as indicated by transaction code F and the accompanying footnote.

How many Aurinia Pharmaceuticals (AUPH) shares does Matthew Maxwell Donley hold after the Form 4 event?

After the reported tax-withholding disposition, Matthew Maxwell Donley directly holds 662,900 shares of Aurinia Pharmaceuticals common stock. This figure reflects his stake following the withholding of 32,901 shares to cover RSU-related tax obligations.

What does transaction code F mean in the Aurinia Pharmaceuticals (AUPH) Form 4?

Transaction code F indicates a tax-related disposition, typically for withholding. In this case, 32,901 common shares were withheld at $14.4000 per share to satisfy tax liabilities arising from the vesting of restricted stock units awarded to the executive.

What role does Matthew Maxwell Donley hold at Aurinia Pharmaceuticals (AUPH)?

Matthew Maxwell Donley serves as Chief Operating Officer of Aurinia Pharmaceuticals Inc. The Form 4 filing reports his equity compensation-related tax-withholding disposition, where company shares were withheld upon restricted stock units vesting to meet associated tax obligations.

At what price were the Aurinia Pharmaceuticals (AUPH) shares valued for the tax withholding?

The 32,901 common shares withheld for tax purposes were valued at $14.4000 per share. This valuation was used to satisfy Matthew Maxwell Donley’s tax withholding obligations when his restricted stock units vested, as reflected in the Form 4 transaction details.