Changes in Beneficial Ownership · 4
ProKidney Corp.
PROKNASDAQEQUITYCurrent
Changes in Beneficial Ownership
Structured filing — 4
form4.xml
Filing details
- Report period
- 2026-04-28
- Issuer
- PROKIDNEY CORP.
- Issuer CIK
- 0001850270
- Trading symbol
- PROK
Reporting owner 1
- Name
- Control Empresarial de Capitales S.A. de C.V.
- Reporting owner CIK
- 0001273693
- Relationship
- 10% owner · Other
- Other relationship
- Add'l Rep. Persons-see Ex.99-1
- Address
- PASEO DE LAS PALMAS 781, PISO 6, LOMAS DE CHAPULTEPEC, CIUDAD DE MEXICO, MEXICO, O5, 11000
Non-derivative transactions
| Security | Transaction date | Code | Amount | A / D | Price (USD) | Owned after | Ownership |
|---|---|---|---|---|---|---|---|
| Class A Common Shares (as defined in Exhibit 99.1 hereto) | 2026-04-28 | C · Form 4[F1] | 63,118,645 | A | 0 | 73,842,723[F2] | D[F6] |
Table key
- C · Form 4
- Derivative conversion
- A
- Acquired
- D
- Direct
Derivative transactions
| Security | Conversion / exercise price (USD) | Transaction date | Code | Amount | A / D | Price (USD) | Exercisable | Expires | Underlying security | Underlying shares | Owned after | Ownership |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common Shares | [F3] | 2026-04-28 | C · Form 4[F1] | 63,118,645 | D | 0 | [F4] | [F4] | Class A Common Shares | 63,118,645 | 0 | D[F6] |
| Common Units in ProKidney LLC | [F3] | 2026-04-28 | C · Form 4[F1] | 63,118,645 | D | 0 | [F5] | [F5] | Class A Common Shares | 63,118,645 | 0 | D[F6] |
Table key
- C · Form 4
- Derivative conversion
- D
- Direct
Footnotes
- F1
- Prior to April 28, 2026 (the "Transaction Date"), the reporting persons beneficially owned 63,118,645 Class B Common Shares, $0.0001 par value per share (the "Class B Common Shares") of ProKidney Corp. (the "Issuer"), each of which may, subject to the limitations set forth in the Amended and Restated Exchange Agreement (the "Exchange Agreement") and the Second Amended and Restated Limited Liability Company Agreement of ProKidney Holdings, be exchanged, together with the paired common unit (a "Common Unit," and together with the Class B Common Shares, the "Paired Interests") in ProKidney Holdings, LLC ( "ProKidney LLC"), for a Class A Common Share on a one-for-one basis. Prior to the Transaction Date, the reporting person owned 63,118,645 Paired Interests. On the Transaction Date, the reporting person exchanged 63,118,645 Paired Interests for 63,118,645 Class A Common Shares.↩ 1↩ 2↩ 3
- F2
- The Form 4 filed by the reporting person on March 16, 2024 and prior to the date hereof inadvertently aggregated 63,118,645 Paired Interests in Table I.↩ 1
- F3
- At the election of the reporting person and subject to the limitations set forth in the Exchange Agreement, each Class B Common Share, together with a paired Common Unit, may be exchanged for a Class A Common Share on a one-for-one basis.↩ 1↩ 2
- F4
- The Class B Common Shares were received pursuant to the terms of the Business Combination Agreement by and between the Issuer (formerly known as Social Capital Suvretta Holdings Corp. III) and ProKidney LP, dated as of January 18, 2022 (the "Business Combination Agreement"), in exchange for historical interests held by the reporting person in ProKidney LP. The Class B Common Shares do not expire.↩ 1↩ 2
Signature 1
- Signed
- /s/ Victor Manuel Gutierrez Lopez, Attorney-in-Fact
- Date
- 2026-04-30
Filed exhibits
- EXHIBIT 99.1 ↗ef20071728_ex99-1.htm
Company context
ProKidney, a pioneer in the treatment of CKD through innovations in cell therapy, was founded in 2015 after a decade of research. ProKidney’s lead product candidate, rilparencel (also known as REACT®), is a first-in-class, patented, proprietary autologous cell therapy with regenerative medicine advanced therapy designation that is being evaluated in the ongoing Phase 3 REGEN-006 (PROACT 1) study for its potential to preserve kidney function in patients with advanced CKD and type 2 diabetes. For more information, please visit www.prokidney.com.