0000950103-22-012366.txt : 20220713 0000950103-22-012366.hdr.sgml : 20220713 20220713212700 ACCESSION NUMBER: 0000950103-22-012366 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220711 FILED AS OF DATE: 20220713 DATE AS OF CHANGE: 20220713 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOYLE WILLIAM F CENTRAL INDEX KEY: 0001194459 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40560 FILM NUMBER: 221082099 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PROKIDNEY CORP. CENTRAL INDEX KEY: 0001850270 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 981586514 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3929 WESTPOINT BLVD. STREET 2: SUITE G CITY: WINSTON-SALEM STATE: NC ZIP: 27103 BUSINESS PHONE: 336-999-7029 MAIL ADDRESS: STREET 1: 3929 WESTPOINT BLVD. STREET 2: SUITE G CITY: WINSTON-SALEM STATE: NC ZIP: 27103 FORMER COMPANY: FORMER CONFORMED NAME: Social Capital Suvretta Holdings Corp. III DATE OF NAME CHANGE: 20210310 4 1 dp177040_4-doyle.xml FORM 4 X0306 4 2022-07-11 0 0001850270 PROKIDNEY CORP. PROK 0001194459 DOYLE WILLIAM F C/O PROKIDNEY CORP 2000 FRONTIS PLAZA BOULEVARD, SUITE 250 WINSTON-SALEM NC 27103 1 0 0 0 Class B Ordinary Shares 2022-07-11 4 A 0 1514326 0 A Class A Ordinary Shares 1514326 1514326 D Common Units in ProKidney LP 2022-07-11 4 A 0 1514326 0 A Class A Ordinary Shares 1514326 1514326 D Each Class B Ordinary Share has no economic rights but entitles the reporting person to vote on all matters on which shareholders of the issuer vote and may, at the election of the reporting person and subject to the limitations set forth in the Exchange Agreement and the Second Amended and Restated Company Partnership Agreement (each as defined and as described in the issuer's Definitive Proxy Statement filed with the Securities and Exchange Commission on June 10, 2022), be exchanged, together with the paired Common Unit in ProKidney LP ("ProKidney") (a "Common Unit"), for a Class A Ordinary Share on a one-for-one basis. These 1,350,469 Class B Ordinary Shares and 163,857 Restricted Stock Rights in respect of Class B Ordinary Shares ("Class B PMEL RSRs") were received pursuant to the terms of the Business Combination Agreement by and between the issuer and ProKidney, dated as of January 18, 2022 (the "Business Combination Agreement") in exchange for historical interests held by the reporting person in ProKidney. The Class B PMEL RSRs vest in installments over a period through January 17, 2025, and upon vesting are immediately settled as Class B Ordinary Shares. The Class B Ordinary Shares and Class B PMEL RSRs do not expire. Each Common Unit may, at the election of the reporting person and subject to the limitations set forth in the Exchange Agreement and the Second Amended and Restated Company Partnership Agreement, be exchanged, together with the paired Class B Ordinary Share, into a Class A Ordinary Share on a one-for-one basis. These 1,350,469 Common Units and 163,857 Restricted Common Units of ProKidney Equity LLC that upon vesting will settle in Common Units ("PMEL RCUs") were received pursuant to the terms of the Business Combination Agreement in exchange for historical interests held by the reporting person in ProKidney. The PMEL RCUs vest in installments over a period through January 17, 2025. The Common Units and the PMEL RCUs do not expire. /s/ Todd Girolamo as Attorney-in-Fact for William F Doyle 2022-07-13