Mary Weger - 01 Dec 2022 Form 3 Insider Report for PROKIDNEY CORP. (PROK)

Role
Chief People Officer
Signature
/s/ Todd Girolamo, attorney in fact
Issuer symbol
PROK
Transactions as of
01 Dec 2022
Net transactions value
$0
Form type
3
Filing time
06 Jan 2023, 15:58:56 UTC
Next filing
18 Jan 2023
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding PROK Class B Ordinary Shares 01 Dec 2022 Class A Ordinary Shares 40,964 Direct F1, F2
holding PROK Common Units in ProKidney LP 01 Dec 2022 Class A Ordinary Shares 40,964 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 These 40,964 Class B Ordinary Shares 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 Ordinary Shares do not expire.
F3 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.
F4 These 40,964 Common Units were received pursuant to the terms of the Business Combination Agreement in exchange for historical interests held by the reporting person in ProKidney. The Common Units do not expire.