0001104659-23-114413.txt : 20231103 0001104659-23-114413.hdr.sgml : 20231103 20231103210017 ACCESSION NUMBER: 0001104659-23-114413 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231101 FILED AS OF DATE: 20231103 DATE AS OF CHANGE: 20231103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Palihapitiya Chamath CENTRAL INDEX KEY: 0001715450 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40560 FILM NUMBER: 231377887 MAIL ADDRESS: STREET 1: THE SOCIAL-CAPITAL PARTNERSHIP, L.L.C. STREET 2: 506 SANTA CRUZ AVENUE, SUITE 300 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC PIPE Holdings LLC CENTRAL INDEX KEY: 0001938696 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40560 FILM NUMBER: 231377885 BUSINESS ADDRESS: STREET 1: 506 SANTA CRUZ AVE. STREET 2: SUITE 300 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 521-9007 MAIL ADDRESS: STREET 1: 506 SANTA CRUZ AVE. STREET 2: SUITE 300 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC Master Holdings, LLC CENTRAL INDEX KEY: 0001851024 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40560 FILM NUMBER: 231377886 BUSINESS ADDRESS: STREET 1: 506 SANTA CRUZ AVENUE, SUITE 300 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-521-9007 MAIL ADDRESS: STREET 1: 506 SANTA CRUZ AVENUE, SUITE 300 CITY: MENLO PARK STATE: CA ZIP: 94025 FORMER NAME: FORMER CONFORMED NAME: SC Emerging Managers, LLC DATE OF NAME CHANGE: 20210311 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: 2000 FRONTIS PLAZA BLVD. STREET 2: SUITE 250 CITY: WINSTON-SALEM STATE: NC ZIP: 27103 BUSINESS PHONE: 336-999-7028 MAIL ADDRESS: STREET 1: 2000 FRONTIS PLAZA BLVD. STREET 2: SUITE 250 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 tm2329766-1_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2023-11-01 0 0001850270 PROKIDNEY CORP. PROK 0001715450 Palihapitiya Chamath C/O SC MASTER HOLDINGS, LLC 506 SANTA CRUZ AVENUE, SUITE 300 MENLO PARK CA 94025 0 0 1 0 0001851024 SC Master Holdings, LLC 506 SANTA CRUZ AVENUE, SUITE 300 MENLO PARK CA 94025 0 0 1 0 0001938696 SC PIPE Holdings LLC 506 SANTA CRUZ AVENUE, SUITE 300 MENLO PARK CA 94025 0 0 1 0 0 Class A ordinary shares 2023-11-01 4 S 0 123400 1.6181 D 7004700 I See footnote Class A ordinary shares 2023-11-02 4 S 0 133700 1.7349 D 6871000 I See footnote Class A ordinary shares 2023-11-03 4 S 0 148300 1.7294 D 6722700 I See footnote Class A ordinary shares 2073000 I See footnote Class A ordinary shares 3000000 I See footnote The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.4800 to $1.6800. The reporting person undertakes to provide ProKidney Corp. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Represents shares held by SC PIPE Holdings LLC ("PIPE Holdings"). PIPE Holdings is controlled by Mr. Palihapitiya and SC Master Holdings, LLC ("Master Holdings") is the sole member of PIPE Holdings. Mr. Palihapitiya and Master Holdings may be deemed to beneficially own shares held directly by PIPE Holdings by virtue of their indirect or direct interests in PIPE Holdings or their control over PIPE Holdings, as the case may be. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.5600 to $1.8200. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.5900 to $2.0000. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Represents shares held by Master Holdings. 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. Represents shares held by a trust for the benefit of Mr. Palihapitiya's immediate family. SC PIPE Holdings LLC By: /s/ Connor Nowinski, as Authorized Signatory 2023-11-03 SC Master Holdings, LLC By: /s/ Connor Nowinski, as Authorized Signatory 2023-11-03 Chamath Palihapitiya By: /s/ Connor Nowinski, as Attorney-in-Fact 2023-11-03