ProKidney holders elect board, ratify auditor

ProKidney Corp. reported the results of its 2026 Annual Meeting of Stockholders.

Rhea-AI Filing Summary

ProKidney Corp. reported the results of its 2026 Annual Meeting of Stockholders. Shareholders elected William F. Doyle, Alan M. Lotvin, M.D., and Brian J.G. Pereira to the Board of Directors, each for a three-year term ending at the 2029 annual meeting. Doyle received 196,164,585 votes for and 1,459,235 withheld; Lotvin received 193,179,768 for and 4,444,052 withheld; Pereira received 197,002,580 for and 621,240 withheld. Shareholders also ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 239,091,167 votes for, 729,165 against, and 382,882 abstentions.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Annual meeting date: May 28, 2026 Votes for Doyle: 196,164,585 votes Votes for Lotvin: 193,179,768 votes +4 more

7 metrics

Annual meeting date May 28, 2026 2026 Annual Meeting of Stockholders date

Votes for Doyle 196,164,585 votes Election of director William F. Doyle

Votes for Lotvin 193,179,768 votes Election of director Alan M. Lotvin, M.D.

Votes for Pereira 197,002,580 votes Election of director Brian J.G. Pereira

Votes for auditor 239,091,167 votes Ratification of Ernst & Young LLP for 2026

Votes against auditor 729,165 votes Opposed ratification of Ernst & Young LLP

Abstain on auditor 382,882 votes Abstentions on auditor ratification

Key Terms

Annual Meeting of Stockholders, Broker Non Votes, independent registered public accounting firm, Emerging growth company, +1 more

5 terms

Annual Meeting of Stockholders financial

"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”)."

Broker Non Votes financial

"Withhold | | | Broker Non Votes | ----------------------------------------------------------------------"

independent registered public accounting firm financial

"Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

Emerging growth company regulatory

"Emerging growth company Item 5.07 Submission of Matters"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Item 5.07 Submission of Matters to a Vote of Security Holders regulatory

"Item 5.07 Submission of Matters to a Vote of Security Holders."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did ProKidney (PROK) shareholders decide at the 2026 annual meeting?

Shareholders elected three directors and ratified the auditor. William F. Doyle, Alan M. Lotvin, M.D., and Brian J.G. Pereira were elected to three-year terms, and Ernst & Young LLP was ratified as independent registered public accounting firm for 2026.

Which directors were elected to ProKidney (PROK)’s board in 2026 and for how long?

Shareholders elected William F. Doyle, Alan M. Lotvin, M.D., and Brian J.G. Pereira. Each will serve a three-year term expiring at the 2029 annual meeting, continuing until their successors are duly elected and qualified under the company’s governance framework.

How did ProKidney (PROK) shareholders vote on the auditor ratification in 2026?

Shareholders ratified Ernst & Young LLP as ProKidney’s independent registered public accounting firm for 2026. The proposal received 239,091,167 votes for, 729,165 against, and 382,882 abstentions, with no broker non-votes reported on this item.

How many votes did ProKidney (PROK) director nominee William F. Doyle receive?

William F. Doyle received 196,164,585 votes for election and 1,459,235 votes withheld. There were also 42,579,394 broker non-votes on his election item, reflecting shares not entitled or not instructed to vote on that specific proposal.

What were the voting results for ProKidney (PROK) director nominee Alan M. Lotvin, M.D.?

Alan M. Lotvin, M.D., received 193,179,768 votes for and 4,444,052 votes withheld. In addition, 42,579,394 broker non-votes were recorded on his election item, indicating shares present but not voting on that specific proposal.

How did shareholders vote on ProKidney (PROK) director nominee Brian J.G. Pereira?

Brian J.G. Pereira received 197,002,580 votes for election and 621,240 votes withheld. The item also showed 42,579,394 broker non-votes, meaning those shares were present for quorum but did not cast a vote on his election.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/29/2026 - 04:02 PM Learn about SEC filing dates

0001850270false00018502702026-05-282026-05-28

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 28, 2026

PROKIDNEY CORP.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-40560	98-1586514
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
2000 Frontis Plaza Blvd. Suite 250
Winston-Salem, North Carolina				27103
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 336 999-7019

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A common stock, $0.0001 par value per share		PROK		The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 28, 2026, ProKidney Corp. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The matters voted on at the Annual Meeting and the votes cast with respect to each such matter are set forth below:

(1)Based on the following results of the voting, the Company’s stockholders elected the nominees listed below to the Company’s Board of Directors, each to serve for a three-year term to expire at the Company’s annual meeting of stockholders in 2029 and until their successors are duly elected and qualified:

Director Nominee		For				Withhold				Broker Non Votes
William F. Doyle			196,164,585				1,459,235				42,579,394
Alan M. Lotvin, M.D.			193,179,768				4,444,052				42,579,394
Brian J.G. Pereira			197,002,580				621,240				42,579,394

(2)The appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026, was ratified based on the following results of the voting:

For

Against

Abstain

Broker Non Votes

239,091,167

729,165

382,882

–

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			PROKIDNEY CORP.
Date:	May 29, 2026	By:	/s/ Todd Girolamo
			Chief Legal Officer

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