PROKIDNEY CORP.

Previous wording

The surrogate endpoint to support a potential accelerated approval of rilparencel is annualized eGFR slope. The efficacy analysis set is expected to contain approximately 320 patients and will include all patients with at least six months of follow-up after first injection.

Current wording

The surrogate endpoint to support a potential accelerated approval of rilparencel is annualized eGFR slope. We have completed enrollment of all patients who will contribute to the accelerated approval efficacy analysis, which is expected to comprise approximately 320 patients with at least six months of follow-up after first injection.

Previous wording

The increase in research and development expenses of $6.6 million was primarily due to the following:

Current wording

The increase in research and development expenses of $10.2 million was primarily due to the following:

Previous wording

increase in clinical study costs and cost of manufacturing materials for our ongoing Phase 3 trial (PROACT 1) of $6.5 million driven by continued enrollment and increased activities for the trial;

Current wording

increase in clinical study costs and cost of manufacturing materials of $8.7 million primarily driven by continued enrollment and increased activities for our ongoing Phase 3 trial (PROACT 1);

Previous wording

The decrease in general and administrative expenses of approximately $3.0 million was primarily driven by the following:

Current wording

The decrease in general and administrative expenses of approximately $1.6 million was primarily driven by the following:

Previous wording

decreases in equity-based compensation of approximately $1.2 million due to the completion of vesting for legacy profit interests awards issued prior to the business combination and forfeitures of awards;

Current wording

decreases in equity-based compensation of approximately $0.6 million due to the completion of vesting for legacy profit interests awards issued prior to the business combination and forfeitures of awards;

Previous wording

decreases in professional fees and other operating costs of approximately $1.4 million driven by ongoing initiatives including the Domestication and Restructuring transactions in 2025; and

Current wording

decreases in professional fees and other operating costs of approximately $0.4 million driven by ongoing initiatives including the Domestication and Restructuring transactions in 2025.

Previous wording

increase in compensation costs of approximately $1.2 million due to the hiring of additional personnel; offset by

Current wording

increase in compensation costs of approximately $1.7 million due to the hiring of additional personnel; and

Previous wording

decreases in cash-based compensation of approximately $0.5 million related to reductions in severance amounts paid for terminated employees.

Current wording

decreases in cash-based compensation of approximately $1.2 million related to reductions in severance amounts paid for terminated employees.

Previous wording

In July 2025, we terminated the 2024 Sales Agreement and entered into a new Open Market Sale Agreement SM (“2025 Sales Agreement”) with Jefferies, as the sales agent, pursuant to which we may offer and sell, from time to time, through Jefferies, shares of our Class A common stock having an aggregate offering price of up to $200.0 million by any method deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act. The shares are offered and sold pursuant to our shelf registration statement on Form S-3. During the three months ended March 31, 2026, we sold an insignificant number of shares of our Class A common stock under the 2025 Sales Agreement. As of March 31, 2026, there was approximately $175.0 million remaining available to be sold under the 2025 Sales Agreement.

Current wording

In July 2025, we terminated the 2024 Sales Agreement and entered into a new Open Market Sale Agreement SM (“2025 Sales Agreement”) with Jefferies, as the sales agent, pursuant to which we may offer and sell, from time to time, through Jefferies, shares of our Class A common stock having an aggregate offering price of up to $200.0 million by any method deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act. The shares are offered and sold pursuant to our shelf registration statement on Form S-3. During the six months ended June 30, 2026, we sold an insignificant number of shares of our Class A common stock under the 2025 Sales Agreement. As of June 30, 2026, there was approximately $175.0 million remaining available to be sold under the 2025 Sales Agreement.

Previous wording

As a result, we will need substantial additional funding to support our continuing operations and pursue our growth strategy. Until such time as we can generate significant revenue from product sales, if ever, we expect to finance our operations through the public or private sale of equity, government or private party grants, debt financings or other capital sources, including potential collaborations with other companies or other strategic transactions. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders will be or could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our stockholders. Debt financing and equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we are unable to obtain additional funding, we could be forced to delay, reduce or eliminate some or all of our research and development programs, product portfolio expansion or any commercialization efforts, which could adversely affect our business prospects, or we may be unable to continue operations. If we raise funds through strategic collaborations or other similar arrangements with third parties, we may have to relinquish valuable rights to our technology, future revenue streams, research programs or product candidates or may have to grant licenses on terms that may not be favorable to us and/or may reduce the value of our shares. Our ability to raise additional funds may be adversely impacted by potential worsening global economic conditions and disruptions to and volatility in the credit and financial markets in the United States and worldwide. Because of the numerous risks and uncertainties associated with product development, we cannot predict the timing or amount of increased expenses, and there is no assurance that we will ever be profitable or generate positive cash flow from operating activities.

Current wording

Based on our current operating plan, we do not believe our existing cash and cash equivalents and marketable securities as of June 30, 2026, will be sufficient to fund our obligations for the 12 months following the issuance of the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q on August 10, 2026. Accordingly, substantial doubt exists about our ability to continue as a going concern within one year after the date the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q are issued. The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. We will need substantial additional funding to support our continuing operations and pursue our growth strategy. Until such time as we can generate significant revenue from product sales, if ever, we expect to finance our operations through the public or private sale of equity, government or private party grants, debt financings or other capital sources, including potential collaborations with other companies or other strategic transactions. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders will be or could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our stockholders. Debt financing and equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we are unable to obtain additional funding, we could be forced to delay, reduce or eliminate some or all of our research and development programs, product portfolio expansion or any commercialization efforts, which could adversely affect our business prospects, or we may be unable to continue operations. If we raise funds through strategic collaborations or other similar arrangements with third parties, we may have to relinquish valuable rights to our technology, future revenue streams, research programs or product candidates or may have to grant licenses on terms that may not be favorable to us and/or may reduce the value of our shares. Our ability to raise additional funds may be adversely impacted by potential worsening global economic conditions and disruptions to and volatility in the credit and financial markets in the United States and worldwide. Because of the numerous risks and uncertainties associated with product development, we cannot predict the timing or amount of increased expenses, and there i…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

Cash Flows for the Three Months Ended March 31, 2026 and 2025

Current wording

Cash Flows for the Six Months Ended June 30, 2026 and 2025

Previous wording

The following table provides information regarding our cash flows for the three months ended March 31, 2026 and 2025 (in thousands):

Current wording

The following table provides information regarding our cash flows for the six months ended June 30, 2026 and 2025 (in thousands):

Previous wording

Net cash used in operating activities was approximately $41.7 million for the three months ended March 31, 2026, reflecting a net loss of approximately $42.6 million. The net loss was partially offset by non-cash charges and gains on investments of approximately $6.2 million. The non-cash charges primarily consisted of equity-based compensation expense of $4.9 million, depreciation and amortization expense of $1.7 million and were partially offset by gains on marketable securities of $0.4 million. Changes in working capital resulted in an additional use of cash of approximately $5.3 million primarily relate to the timing of payments made to our vendors for services performed and the recognition of receivable amounts related to interest on our marketable security investments.

Current wording

Net cash used in operating activities was approximately $82.1 million for the six months ended June 30, 2026, reflecting a net loss of approximately $89.1 million. The net loss was partially offset by non-cash charges and gains on investments of approximately $13.2 million. The non-cash charges primarily consisted of equity-based compensation expense of $10.5 million, depreciation and amortization expense of $3.3 million and were partially offset by gains on marketable securities of $0.7 million. Changes in working capital resulted in an additional use of cash of approximately $6.2 million primarily related to the timing of payments made to our vendors for services performed and the recognition of receivable amounts related to interest on our marketable security investments.

Previous wording

Net cash used in operating activities was approximately $29.6 million for the three months ended March 31, 2025, reflecting net loss of $38.0 million, and uses driven by changes in working capital of approximately $1.1 million and non-cash charges and gains on investments of $1.1 million. The non-cash charges primarily consisted of equity-based compensation expense of $6.4 million and depreciation and amortization expense of $1.6 million, which were partially offset by gains on marketable securities of $1.1 million.

Current wording

Net cash used in operating activities was approximately $61.0 million for the six months ended June 30, 2025, reflecting net loss of $74.9 million, and uses driven by changes in working capital of approximately $0.8 million and non-cash charges and gains on investments of $14.1 million. The non-cash charges primarily consisted of equity-based compensation expense of $13.0 million and depreciation and amortization expense of $3.1 million, which were partially offset by gains on marketable securities of $1.9 million.

Previous wording

The approximately $12.1 million increase in cash used in operating activities for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 was primarily driven by higher net loss and an increase in the use of cash related to the timing of payments to our vendors and receipt of interest due.

Current wording

The approximately $21.1 million increase in cash used in operating activities for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 was primarily driven by higher net loss and an increase in the use of cash related to the timing of payments to our vendors and receipt of interest due.

Previous wording

Net cash provided by investing activities was approximately $34.8 million and $28.3 million for the three months ended March 31, 2026 and 2025, respectively. The cash provided by investing activities during the three months ended March 31, 2026 and 2025 was primarily related to timing of the conversion of investments to cash and cash equivalents or use to fund our operations.

Current wording

Net cash provided by investing activities was approximately $47.6 million and $46.9 million for the six months ended June 30, 2026 and 2025, respectively. The cash provided by investing activities during the six months ended June 30, 2026 and 2025 was primarily related to timing of the conversion of investments to cash and cash equivalents or use to fund our operations, partially offset by a $3.4 million increase for investment in manufacturing capacity and capability.

Previous wording

Net cash provided by financing activities for the three months ended March 31, 2026 of $0.2 million was primarily related to the sale of our Class A common stock through stock option exercises. The cash provided by financing activities during the three months ended March 31, 2025 was insignificant.

Current wording

Net cash provided by financing activities for the six months ended June 30, 2026 of $0.8 million was primarily related to the sale of our Class A common stock through stock option exercises. The cash provided by financing activities during the six months ended June 30, 2025 was insignificant.