Darin J. Weber, Chief Regulatory Officer of ProKidney Corp., filed a Form 4 on October 30, 2026, reporting a conversion transaction dated October 28, 2026, involving 200,000 shares of Class B Common Stock and 200,000 paired Common Units in ProKidney Holdings, LLC into 200,000 shares of Class A Common Stock.

Key Highlights

  • Reporting person: Darin J. Weber, Chief Regulatory Officer of ProKidney Corp. (NASDAQ:PROK)
  • Transaction date: October 28, 2026, with transaction code "C" (conversion) at a price of $0
  • Shares converted: 200,000 shares of Class B Common Stock and 200,000 paired Common Units in ProKidney Holdings, LLC exchanged for 200,000 shares of Class A Common Stock
  • Resulting ownership: 200,000 shares of Class A Common Stock held directly, and 202,283 derivative securities (Class B Common Stock and Common Units, respectively) remaining following the transaction
  • Exchange mechanism: According to the filing, the conversion was made on a one-for-one basis under the Amended and Restated Exchange Agreement, dated as of July 1, 2025
  • No expiration: The filing states that the shares of Class B Common Stock and the Common Units do not expire

Weber's Class B-to-Class A Conversion Under ProKidney's Exchange Agreement

According to the filing, Darin J. Weber, serving as Chief Regulatory Officer of ProKidney Corp., reported a conversion of paired securities on October 28, 2026. The transaction involved 200,000 shares of Class B Common Stock and 200,000 Common Units in ProKidney Holdings, LLC, which were exchanged for 200,000 shares of Class A Common Stock at a price of $0 per share. The filing recorded this under transaction code "C," indicating a conversion rather than a market sale or purchase.

The filing explains that Class B Common Stock and Common Units in ProKidney Holdings, LLC are "paired securities," and that "each share of Class B Common Stock, together with a paired Common Unit, may be exchanged for a share of Class A Common Stock on a one-for-one basis" at the election of the reporting person, subject to limitations set forth in the Amended and Restated Exchange Agreement dated as of July 1, 2025, and the Second Amended and Restated Limited Liability Company Agreement of ProKidney Holdings, LLC.

The filing further notes that both the Class B Common Stock and the Common Units were originally received pursuant to the Business Combination Agreement between the issuer, formerly known as Social Capital Suvretta Holdings Corp. III, and ProKidney LP, dated January 18, 2022, in exchange for historical interests held by Weber in ProKidney LP. Following the reported transaction, Weber directly held 200,000 shares of Class A Common Stock, while 202,283 Class B Common Stock shares and 202,283 Common Units remained as derivative securities held directly.

What Was Disclosed

The filing disclosed that Chief Regulatory Officer Darin J. Weber converted 200,000 paired Class B Common Stock shares and Common Units in ProKidney Holdings, LLC into 200,000 Class A Common Stock shares on October 28, 2026, at $0 per share under ProKidney Corp.'s exchange agreement.