PROKIDNEY CORP. — Director's Dealing 2022

Jul 20, 2022

SEC Form 4/A — Form 4/A

Issuer: PROKIDNEY CORP. (PROK)
CIK: 0001850270
Period of Report: 2022-07-11

Reporting Person: Palihapitiya Chamath (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-07-11	Class A ordinary shares	A	9500000	$10.00	Acquired	10140000	Indirect
2022-07-11	Class A ordinary shares	A	3000000	$10.00	Acquired	13140000	Indirect
2022-07-11	Class A ordinary shares	M	6220000	$0.00	Acquired	19360000	Indirect
2022-07-11	Class A ordinary shares	J	3087000	$0.00	Disposed	16273000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-07-11	Class B ordinary shares	$	M	6220000	Disposed		Class A ordinary shares (6220000)	Indirect

Footnotes

F1: The original Form 4, filed on July 13, 2022, is being amended by this amendment to (i) correct an administrative error which reported the aggregate amount of Class A ordinary shares ("shares") purchased by SC PIPE Holdings LLC ("PIPE Holdings") as 9,000,000 shares instead of 9,500,000 shares and (ii) report an indirect interest in shares purchased by a trust for the benefit of members of Mr. Palihapitiya's immediate family, as discussed in footnote 3 below.

F2: Represents shares purchased by PIPE Holdings in connection with the consummation of the business combination between the issuer and ProKidney LP (the "Business Combination"). PIPE Holdings is controlled by Mr. Palihapitiya. Mr. Palihapitiya may be deemed to beneficially own shares held by PIPE Holdings by virtue of his indirect interests in PIPE Holdings or his control over PIPE Holdings, as the case may be.

F3: Represents shares purchased by a trust for the benefit of Mr. Palihapitiya's immediate family in connection with the consummation of the Business Combination.

F4: The Class B ordinary shares held by SCS Sponsor III LLC (the "Sponsor") converted to shares on a one-for-one basis upon the consummation of the Business Combination.

F5: The Sponsor is managed by its managers, Chamath Palihapitiya and Kishan Mehta. A majority of the voting interests of the Sponsor are held by SC SPAC Holdings LLC, which is controlled by Mr. Palihapitiya. Mr. Palihapitiya may be deemed to beneficially own shares held by the Sponsor by virtue of his indirect interests in the Sponsor or his shared control over the Sponsor, as the case may be.

F6: Represents the distribution for no consideration by the Sponsor of 6,860,000 shares to its members pro rata in accordance with their respective interests (the "Sponsor Distribution"). SC Master Holdings, LLC ("Master Holdings"), received 3,773,000 shares in the Sponsor Distribution. Master Holdings is controlled by Mr. Palihapitiya. Mr. Palihapitiya may be deemed to beneficially own shares held by Master Holdings by virtue of his indirect interests in Master Holdings or his control over Master Holdings, as the case may be.

F7: The Class B ordinary shares were automatically convertible into shares at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustments, and had no expiration date.