0001209191-22-042045.txt : 20220713 0001209191-22-042045.hdr.sgml : 20220713 20220713162530 ACCESSION NUMBER: 0001209191-22-042045 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: Mehta Kishan CENTRAL INDEX KEY: 0001850520 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40560 FILM NUMBER: 221081282 MAIL ADDRESS: STREET 1: 540 WEST 49TH STREET STREET 2: UNIT# PH1N CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCS Sponsor III LLC CENTRAL INDEX KEY: 0001850379 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40560 FILM NUMBER: 221081283 BUSINESS ADDRESS: STREET 1: 2850 W. HORIZON RIDGE PARKWAY STREET 2: SUITE 200 CITY: HENDERSON STATE: NV ZIP: 89052 BUSINESS PHONE: (650) 521-9007 MAIL ADDRESS: STREET 1: 2850 W. HORIZON RIDGE PARKWAY STREET 2: SUITE 200 CITY: HENDERSON STATE: NV ZIP: 89052 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ChaChaCha DNA III, LLC CENTRAL INDEX KEY: 0001869713 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40560 FILM NUMBER: 221081280 BUSINESS ADDRESS: STREET 1: 317 UNIVERSITY AVE, SUITE 200 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (650) 521-9007 MAIL ADDRESS: STREET 1: 317 UNIVERSITY AVE, SUITE 200 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cowen Aaron CENTRAL INDEX KEY: 0001869640 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40560 FILM NUMBER: 221081281 MAIL ADDRESS: STREET 1: 540 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 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 doc4.xml FORM 4 SUBMISSION X0306 4 2022-07-11 1 0001850270 PROKIDNEY CORP. PROK 0001850379 SCS Sponsor III LLC C/O SC MASTER HOLDINGS, LLC 506 SANTA CRUZ AVENUE, SUITE 300 MENLO PARK CA 94025 0 0 0 1 Former Director and 10% Owner 0001850520 Mehta Kishan 540 MADISON AVENUE, 7TH FLOOR NEW YORK NY 10022 0 0 0 1 Former Director and 10% Owner 0001869640 Cowen Aaron 540 MADISON AVENUE, 7TH FLOOR NEW YORK NY 10022 0 0 0 1 Former Director and 10% Owner 0001869713 ChaChaCha DNA III, LLC C/O SC MASTER HOLDINGS, LLC 506 SANTA CRUZ AVENUE, SUITE 300 MENLO PARK CA 94025 0 0 0 1 Former Director and 10% Owner Class A ordinary shares 2022-07-11 4 M 0 6220000 0.00 A 6860000 D Class A ordinary shares 2022-07-11 4 J 0 6860000 0.00 D 0 D Class B ordinary shares 2022-07-11 4 M 0 6220000 0.00 D Class A ordinary shares 6220000 0 D The Class B ordinary shares held by the reporting owner, 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 between the issuer and ProKidney LP. 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, the successor by merger to ChaChaCha DNA III, LLC ("SC SPAC Holdings"). Messrs. Mehta and Cowen may be deemed to control the other member of the Sponsor. Messrs. Mehta and Cowen and SC SPAC Holdings may be deemed to beneficially own shares held by the Sponsor by virtue of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. 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 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. The inclusion of the securities in this report shall not be deemed an admission by the reporting person of beneficial ownership of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose or that any of the transactions reported herein are subject to Section 16. SCS SPONSOR III LLC, By: /s/ James Ryans, as Chief Financial Officer SC SPAC HOLDINGS LLC, AARON COWEN and KISHAN MEHTA, By: /s/ James Ryans, as attorney-in-fact 2022-07-13