PROKIDNEY CORP. — Director's Dealing 2022

Jul 13, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

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	9000000	$10.00	Acquired	9640000	Indirect
2022-07-11	Class A ordinary shares	M	6220000	$0.00	Acquired	15860000	Indirect
2022-07-11	Class A ordinary shares	J	3087000	$0.00	Disposed	12773000	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: Represents Class A ordinary shares purchased by SC PIPE Holdings LLC ("SC PIPE Holdings") in connection with the consummation of the business combination between the issuer and ProKidney LP (the "Business Combination"). SC PIPE Holdings is controlled by Mr. Palihapitiya. Mr. Palihapitiya may be deemed to beneficially own shares held by SC PIPE Holdings by virtue of his indirect interests in SC PIPE Holdings or his control over SC PIPE Holdings, as the case may be.

F2: The Class B ordinary shares held by SCS Sponsor III LLC (the "Sponsor") converted to Class A ordinary shares on a one-for-one basis upon the consummation of the Business Combination.

F3: 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.

F4: Represents the distribution for no consideration by the Sponsor of 6,860,000 Class A ordinary shares to its members pro rata in accordance with their respective interests (the "Sponsor Distribution"). SC Master Holdings, LLC ("SC Master Holdings"), received 3,773,000 Class A ordinary shares in the Sponsor Distribution. SC Master Holdings is controlled by Mr. Palihapitiya. Mr. Palihapitiya may be deemed to beneficially own shares held by SC Master Holdings by virtue of his indirect interests in SC Master Holdings or his control over SC Master Holdings, as the case may be.

F5: The Class B ordinary shares were automatically convertible into Class A ordinary 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.