PROKIDNEY CORP.

Item 5. Other Information.

During the quarter ended March 31, 2025, the Rule 10b5-1 trading arrangement adoptedby Darin Weber, Chief Regulatory Officer was modified on January 15, 2025 and is intended to satisfy the affirmative defense of Rule 10b5-1(c). The Rule 10b5-1 trading arrangement provides for the sale of up to an aggregate of 103,480 shares of our Class A ordinary shares until December 17, 2025.

On May 8, 2025, ProKidney Corp. (the “Company”), through its wholly owned subsidiary, ProKidney Acquisition Company, LLC, entered into a purchase and sale agreement with Williams Development Group, LLC (the “Agreement”) to sell the Company’s real property located in Greensboro, North Carolina for approximately $19.5 million in cash. The Agreement contains customary representations and closing conditions for a transaction of this type.

Between May 9, 2025 and May 12, 2025, the Company entered into employment agreements with each of Bruce Culleton, the Company’s Chief Executive Officer; James Coulston, the Company’s Chief Executive Officer; and Todd Girolamo, the Company’s Chief Legal Officer. A brief description of the terms of the agreements is provided below.

Bruce Culleton, M.D.

Effective May 12, 2025, we entered into an employment agreement with Dr. Culleton, pursuant to which he serves as Chief Executive Officer of the Company. The agreement provides for a base salary of not less than $664,000 per year and a target cash bonus opportunity of 60% of base salary. Additionally, Dr. Culleton is eligible to receive long-term incentive awards under the Company’s 2022 Incentive Equity Plan (the “Incentive Equity Plan”) and is eligible for participation in the Company’s employee health and welfare benefit and retirement programs. Dr. Culleton is also eligible to receive certain severance benefits described below.

James Coulston

Effective May 12, 2025, we entered into an employment agreement with Mr. Coulston, pursuant to which he serves as Chief Financial Officer of the Company. The agreement provides for a base salary of not less than $450,000 per year, a target cash bonus opportunity of 45% of base salary, eligibility to receive long-term incentive awards under the Incentive Equity Plan, eligibility for participation in the Company’s employee health and welfare benefit and retirement programs. Mr. Coulston is also eligible to receive certain severance benefits described below.

Todd Girolamo, J.D., MBA

Effective May 9, 2025, we entered into an employment agreement with Mr. Girolamo, pursuant to which he serves as Chief Legal Officer of the Company. The agreement provides for a base salary of not less than $450,000 per year, a target cash bonus opportunity of 45% of base salary, eligibility to receive long-term incentive awards under the Incentive Equity Plan, eligibility for participation in the Company’s employee health and welfare benefit and retirement programs. Mr. Girolamo is also eligible to receive certain severance benefits described below.

Severance Benefits

Under each of the above Employment Agreements, if the executive’s employment is terminated by the Company without Cause or by the executive for Good Reason (each as defined in the applicable Employment Agreement) (a “Qualifying Termination Absent a Change in Control”), subject to the executive’s timely execution and non-revocation of a release of claims, the executive will be eligible to receive (i) any earned but unpaid bonus for any prior completed fiscal year, payable when such payments would otherwise be paid, (ii) severance payments in the form of base salary continuation payable over the applicable post-termination severance period set forth in the table below and (iii) continued participation in the Company’s group health plan for the applicable post-termination severance period set forth in the table below.

Under each of the above Employment Agreements, in the event that the executive’s employment is terminated by the Company without Cause or by the executive for Good Reason within the applicable protection period set forth in the table below following a Change in Control (as defined in the Incentive Equity Plan) (a “Qualifying Termination Following a Change in Control”), subject to the executive’s timely execution and non-revocation of a release of claims, the executive will receive (i) a lump sum payment equal to the number of months set forth in the table below under Post-Termination Benefits Period of the executive’s base salary as of immediately prior to the Change in Control and the executive’s then-current target cash bonus opportunity multiplied by the Severance Mulitple set forth in the table below, (ii) continued participation in the Company’s group health plan for the applicable post-termination benefits period set forth in the table below and (iii) full vesting of any equity awards then outstanding held by the executive.