SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

van Elsas Andrea

(Last)

(First)

(Middle)

KLOOSTERSTRAAT 9

(Street)

OSS

5349 AB

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/31/2017

3. Issuer Name and Ticker or Trading Symbol
ADURO BIOTECH, INC. [ ADRO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Scientific Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	90,528⁽¹⁾	D
Common Stock	37,300⁽²⁾	D
Common Stock	51,700⁽³⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	⁽⁴⁾	11/09/2025	Common Stock	100,000	$29.88	D
Employee Stock Option (right to buy)	⁽⁵⁾	06/09/2026	Common Stock	28,100	$11.99	D
Employee Stock Option (right to buy)	⁽⁶⁾	12/11/2026	Common Stock	27,800	$11.15	D
Employee Stock Option (right to buy)	⁽⁷⁾	06/11/2027	Common Stock	27,975	$10.75	D

Explanation of Responses:

1. Represents shares acquired in connection with the Issuer's acquisition of BioNovion Holding B.V. The shares were granted to the Reporting Person to be held in escrow, subject to certain vesting and forfeiture provisions. The shares vest in equal quarterly installments over a four year period beginning October 30, 2015.

2. Represents grant of restricted stock units payable in common stock that vest in four equal annual installments from the vesting commencement date of September 12, 2016.

3. Represents grant of restricted stock units payable in common stock that vest in four equal annual installments from the vesting commencement date of February 23, 2017.

4. The shares subject to the Option vest over a four-year period as follows: 25% of the shares vest on the one year anniversary of the vesting commencement date of October 30, 2015 and thereafter the remaining shares vest in a series of equal monthly installments at a rate of one thirty-sixth (1/36th) per month.

5. The shares subject to the Option vest in a series of equal monthly installments at a rate of one forty-eighth (1/48th) per month upon the Reporting Person's completion of each month of service measured from June 10, 2016.

6. The shares subject to the Option vest in a series of equal monthly installments at a rate of one forty-eighth (1/48th) per month upon the Reporting Person's completion of each month of service measured from December 12, 2016.

7. The shares subject to the Option vest in a series of equal monthly installments at a rate of one forty-eighth (1/48th) per month upon the Reporting Person's completion of each month of service measured from June 12, 2017.

Remarks:

	/s/ Jennifer Lew, Attorney-in-Fact	09/06/2017
	** 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 5 (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.