ProKidney (PROK) grants CLO Todd Girolamo 600,000 stock options

Rhea-AI Filing Summary

Girolamo Todd C reported acquisition or exercise transactions in this Form 4 filing.

PROKIDNEY CORP. reported that Chief Legal Officer Todd C. Girolamo received a grant of employee stock options covering 600,000 shares on March 1, 2026. These options vest in substantially equal monthly installments over a four-year period beginning on March 1, 2026, meaning the award is earned gradually rather than all at once.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Girolamo Todd C

(Last) (First) (Middle)

C/O PROKIDNEY CORP

2000 FRONTIS PLAZA BLVD, SUITE 250

(Street)

WINSTON-SALEM NC 27103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PROKIDNEY CORP. [ PROK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee stock option (right to buy)	$2.24	03/01/2026		A		600,000		(1)	03/01/2036	Class A Common Stock	600,000	$0	600,000	D

Explanation of Responses:

1. The option vests in substantially equal monthly installments over the four year period beginning on March 1, 2026.

	/s/ James Coulston, attorney in fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did PROK (ProKidney Corp.) report for Todd C. Girolamo?

ProKidney reported that Chief Legal Officer Todd C. Girolamo received an employee stock option grant for 600,000 shares. The award is structured as a derivative security and represents a grant or award acquisition rather than an open-market stock purchase or sale.

How many stock options were granted to PROK Chief Legal Officer Todd C. Girolamo?

Todd C. Girolamo was granted employee stock options covering 600,000 shares of ProKidney Corp. common stock. Following this grant, his directly held derivative position in these options totals 600,000 options, according to the reported post-transaction holdings in the filing.

When do Todd C. Girolamo’s PROK stock options begin vesting and over what period?

The options begin vesting on March 1, 2026, in substantially equal monthly installments. Vesting continues over a four-year period starting on that date, so the full 600,000-share grant is earned gradually through ongoing service during the vesting schedule.

Is the PROK transaction for Todd C. Girolamo a purchase or a grant of options?

The transaction is a grant of employee stock options, not an open-market share purchase. It is coded as an acquisition related to a grant or award, classified as a derivative security giving the right to buy ProKidney Corp. shares in the future subject to vesting.

How is ownership of the 600,000 PROK options characterized for Todd C. Girolamo?

The 600,000 employee stock options are reported as directly owned by Todd C. Girolamo. The Form 4 lists his ownership type as direct, with no footnote indicating that the options are held through another entity or that beneficial ownership is disclaimed.